UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549




SCHEDULE 13G
 
Information Statement pursuant to Rules 13d-1 and 13d-2
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
 
 XYRATEX LTD 
(Name of Issuer)
 
 Common shares, par value $0.01 per share
(Title of Class of Securities)
 
G98268-10-8
(CUSIP Number)
 
 
      Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
  o Rule 13d-1(b)
  o Rule 13d-1(c)
  x Rule 13d-1(d)
 

 
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
   
 
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
 
 


 
 


 
CUSIP No. G98268-10-8

1. NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Hg Pooled Management Limited
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)  o 
(b)  o 
3.
SEC USE ONLY
 
 
4. CITIZENSHIP OR PLACE OF ORGANIZATION

England
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
5. SOLE VOTING POWER

0
 
6. SHARED VOTING POWER

0
7. SOLE DISPOSITIVE POWER

0
 
8. SHARED DISPOSITIVE POWER

0   
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

0 
10.
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) o
 
 
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

0%
12. TYPE OF REPORTING PERSON (See Instructions)

OO


 
 
 
 

 

 
Item 1.
 
(a)
Name of Issuer
Xyratex Ltd
 
(b)
Address of Issuer’s Principal Executive Offices
Langstone Road, Havant PO9 1SA, United Kingdom
 
Item 2.
 
(a)
Name of Person Filing
Hg Pooled Management Limited
 
(b)
Address of Principal Business Office or, if none, Residence
3rd Floor, Minerva House, 3-5 Montague Close, London SE1 9BB UNITED KINGDOM
 
(c)
Citizenship
England
 
(d)
Title of Class of Securities
Common shares, par value $0.01 per share
 
(e)
CUSIP Number
Not applicable
 
Item 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
     
Not Applicable

 Item 4.
Ownership
   
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
 
 
(a)
Amount beneficially owned:   
 
0
 
(b)
Percent of class: 
  
0%
 
(c)
Number of shares as to which the person has:
 
 
   
(i)
Sole power to vote or to direct the vote
   
0
   
(ii)
Shared power to vote or to direct the vote  
 
0
   
(iii)
Sole power to dispose or to direct the disposition of   
 
0
   
(iv)
Shared power to dispose or to direct the disposition of 
 
0
 
 

 
 

 
 

Item 5.
Ownership of Five Percent or Less of a Class
   
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   x
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person
   
Not Applicable
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
   
Not Applicable
 
Item 8.
Identification and Classification of Members of the Group
   
Not Applicable
 
Item 9.
Notice of Dissolution of Group
   
Not Applicable
 
Item 10.
Certification
   
Not Applicable
 
 
 
 

 

 
 
Signature
 
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
 
 
February 21, 2008
 
Date
   
 
/s/ Stephen Bough
 
 
Stephen Bough, Finance Director
 
Name/Title
   
 
/s/ John Kitching
 
 
John Kitching, Company Secretary and General Counsel
 
Name/Title