ThZeal - The Zeal

SC 13G 1 f00698650.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G (RULE 13D-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13D-1(B),(C) AND (D) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13D-2 (AMENDMENT NO. 9)* KRATOS DEFENSE AND SECURITY SOLUTIONS, INC. (FORMERLY "WIRELESS FACILITIES, INC.") (NAME OF ISSUER) COMMON STOCK PAR VALUE $0.001 (TITLE OF CLASS OF SECURITIES) 50077B108 (CUSIP NUMBER) DECEMBER 31, 2008 (DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [ ] Rule 13d-1(b) [ ] 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. 50077B108 13G PAGE 2 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak Investment Partners VI, Limited Partnership 06-1412578 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 14,828 Shares of Common Stock 6. SHARED VOTING POWER 0 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 14,828 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 0 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,828 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON PN CUSIP NO. 50077B108 13G PAGE 3 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak Associates VI, LLC 06-1412579 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 Shares of Common Stock 6. SHARED VOTING POWER 14,828 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 0 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 14,828 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,828 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON OO-LLC CUSIP NO. 50077B108 13G PAGE 4 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak VI Affiliates Fund, Limited Partnership 06-1414970 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 346 Shares of Common Stock 6. SHARED VOTING POWER 0 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 346 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 0 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 346 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON PN CUSIP NO. 50077B108 13G PAGE 5 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak VI Affiliates, LLC 06-1414968 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 Shares of Common Stock 6. SHARED VOTING POWER 346 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 0 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 346 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 346 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON OO-LLC CUSIP NO. 50077B108 13G PAGE 6 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak Investment Partners IX, Limited Partnership 06-1556218 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 1,402,084 Shares of Common Stock 6. SHARED VOTING POWER 0 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 1,402,084 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 0 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,402,084 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.3% 12. TYPE OF REPORTING PERSON PN CUSIP NO. 50077B108 13G PAGE 7 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak Associates IX, LLC 06-1556230 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 Shares of Common Stock 6. SHARED VOTING POWER 1,402,084 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 0 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 1,402,084 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,402,084 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.3% 12. TYPE OF REPORTING PERSON OO-LLC CUSIP NO. 50077B108 13G PAGE 8 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak IX Affiliates Fund - A, Limited Partnership 06-1571899 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 33,655 Shares of Common Stock 6. SHARED VOTING POWER 0 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 33,655 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 0 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 33,655 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON PN CUSIP NO. 50077B108 13G PAGE 9 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak IX Affiliates Fund, Limited Partnership 06-1556229 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 14,942 Shares of Common Stock 6. SHARED VOTING POWER 0 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 14,942 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 0 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,942 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON PN CUSIP NO. 50077B108 13G PAGE 10 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak IX Affiliates, LLC 06-1556233 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 Shares of Common Stock 6. SHARED VOTING POWER 48,597 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 0 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 48,597 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 48,597 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON OO-LLC CUSIP NO. 50077B108 13G PAGE 11 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak Investment Partners X, Limited Partnership 06-1601019 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 3,828,058 Shares of Common Stock 6. SHARED VOTING POWER 0 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 3,828,058 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 0 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,828,058 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.6% 12. TYPE OF REPORTING PERSON PN CUSIP NO. 50077B108 13G PAGE 12 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak Associates X, LLC 06-1630661 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 Shares of Common Stock 6. SHARED VOTING POWER 3,828,058 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 0 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 3,828,058 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,828,058 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.6% 12. TYPE OF REPORTING PERSON OO-LLC CUSIP NO. 50077B108 13G PAGE 13 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak X Affiliates Fund, Limited Partnership 06-1622220 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 61,445 Shares of Common Stock 6. SHARED VOTING POWER 0 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 61,445 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 0 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 61,445 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON PN CUSIP NO. 50077B108 13G PAGE 14 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak X Affiliates, LLC 06-1630662 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 Shares of Common Stock 6. SHARED VOTING POWER 61,445 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 0 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 61,445 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 61,445 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) Less than 0.1% 12. TYPE OF REPORTING PERSON OO-LLC CUSIP NO. 50077B108 13G PAGE 15 OF 26 PAGES 1. NAME OF REPORTING PERSONS Oak Management Corporation 06-0990851 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 0 Shares of Common Stock 6. SHARED VOTING POWER 5,355,358 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 0 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 5,355,358 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,355,358 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.1% 12. TYPE OF REPORTING PERSON CO CUSIP NO. 50077B108 13G PAGE 16 OF 26 PAGES 1. NAME OF REPORTING PERSONS Bandel L. Carano 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 2,554 Shares of Common Stock 6. SHARED VOTING POWER 5,355,358 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 2,554 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 5,355,358 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,357,912 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.1% 12. TYPE OF REPORTING PERSON IN CUSIP NO. 50077B108 13G PAGE 17 OF 26 PAGES 1. NAME OF REPORTING PERSONS Gerald R. Gallagher 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 10,285 Shares of Common Stock 6. SHARED VOTING POWER 1,465,855 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 10,285 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 1,465,855 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,476,140 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 1.4% 12. TYPE OF REPORTING PERSON IN CUSIP NO. 50077B108 13G PAGE 18 OF 26 PAGES 1. NAME OF REPORTING PERSONS Edward F. Glassmeyer 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 34,791 Shares of Common Stock 6. SHARED VOTING POWER 5,355,358 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 34,791 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 5,355,358 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,390,149 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.1% 12. TYPE OF REPORTING PERSON IN CUSIP NO. 50077B108 13G PAGE 19 OF 26 PAGES 1. NAME OF REPORTING PERSONS Fredric W. Harman 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 21,593 Shares of Common Stock 6. SHARED VOTING POWER 5,355,358 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 21,593 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 5,355,358 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,376,951 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.1% 12. TYPE OF REPORTING PERSON IN CUSIP NO. 50077B108 13G PAGE 20 OF 26 PAGES 1. NAME OF REPORTING PERSONS Ann H. Lamont 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: 5. SOLE VOTING POWER 37,024 Shares of Common Stock 6. SHARED VOTING POWER 5,355,358 Shares of Common Stock 7. SOLE DISPOSITIVE POWER 37,024 Shares of Common Stock 8. SHARED DISPOSITIVE POWER 5,355,358 Shares of Common Stock 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,392,382 Shares of Common Stock 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.1% 12. TYPE OF REPORTING PERSON IN Item 1. (a) Name of Issuer: Kratos Defense and Security Solutions, Inc. (formerly "Wireless Facilities, Inc.") (b) Address of Issuer's principal executive offices: 4810 Eastgate Mall San Diego, California 92121 Item 2. (a) Names of persons filing: Oak Investment Partners VI, Limited Partnership Oak Associates VI, LLC Oak VI Affiliates Fund, Limited Partnership Oak VI Affiliates, LLC Oak Investment Partners IX, Limited Partnership Oak Associates IX, LLC Oak IX Affiliates Fund - A, Limited Partnership Oak IX Affiliates Fund, Limited Partnership Oak IX Affiliates, LLC Oak Investment Partners X, Limited Partnership ("Oak X") Oak Associates X, LLC Oak X Affiliates Fund, Limited Partnership ("Oak X Affiliates") Oak X Affiliates, LLC Oak Management Corporation ("Oak Management") Bandel L. Carano Gerald R. Gallagher Edward F. Glassmeyer Fredric W. Harman Ann H. Lamont (b) Address or principal business office or, if none, residence: c/o Oak Management Corporation One Gorham Island Westport, Connecticut 06880 (c) Citizenship: Please refer to Item 4 on each cover sheet for each filing person. (d) Title of class of securities: Common stock, par value $0.001 per share (e) CUSIP No.: 50077B108 Item 3.If this is a statement filed pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: (a)[ ]Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o). (b)[ ]Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). (c)[ ]Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). (d)[ ]Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8). (e)[ ]An investment adviser in accordance with section 240.13d- 1(b)(1)(ii)(E); (f)[ ]An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F); (g)[ ]A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G); (h)[ ]A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i)[ ]A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3); (j)[ ]Group, in accordance with Section 240.13d-1(b)(1)(ii)(J). Not applicable Item 4.Ownership The approximate percentages of shares of Common Stock reported as beneficially owned by the Reporting Persons are based upon 105,292,730 shares of Common Stock outstanding as of October 31, 2008, as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 28, 2008 (filed with the SEC on November 6, 2008), plus certain shares issuable upon exercise by the Reporting Persons of options to acquire Common Stock. Oak Associates VI, LLC is the general partner of Oak Investment Partners VI, Limited Partnership; Oak VI Affiliates, LLC is the general partner of Oak VI Affiliates Fund, Limited Partnership; Oak Associates IX, LLC is the general partner of Oak Investment Partners IX, Limited Partnership; Oak IX Affiliates, LLC is the general partner of each of Oak IX Affiliates Fund, Limited Partnership and Oak IX Affiliates Fund - A, Limited Partnership; Oak Associates X, LLC is the general partner of Oak X; and Oak X Affiliates, LLC is the general partner of Oak X Affiliates. Oak Management is the manager of each of Oak Investment Partners VI, Limited Partnership, Oak VI Affiliates Fund, Limited Partnership, Oak Investment Partners IX, Limited Partnership Oak IX Affiliates Fund, Limited Partnership, Oak IX Affiliates Fund - A, Oak X and Oak X Affiliates. Gerald R. Gallagher, Bandel L. Carano, Edward F. Glassmeyer, Fredric W. Harman and Ann H. Lamont are the managing members of the respective general partner of each of Oak Investment Partners VI, Limited Partnership, Oak VI Affiliates Fund, Limited Partnership, Oak Investment Partners IX, Limited Partnership Oak IX Affiliates Fund, Limited Partnership, and Oak IX Affiliates Fund - A, and, as such, may be deemed to possess shared beneficial ownership of the shares of common stock held by such entities. Bandel L. Carano, Edward F. Glassmeyer, Fredric W. Harman and Ann H. Lamont are the managing members of each of Oak X and Oak X Affiliates, and, as such, may be deemed to possess shared beneficial ownership of the shares of common stock held by such entities. Amounts shown as beneficially owned by each of Oak X, Oak Associates X, LLC, Oak Management, Bandel L. Carano, Edward F. Glassmeyer, Fredric W. Harman, and Ann H. Lamont include options to purchase 158,869 shares of Common Stock, which may be deemed to be held by Bandel L. Carano on behalf of Oak X. Amounts shown as beneficially owned by each of Oak X Affiliates, Oak X Affiliates, LLC, Oak Management, Bandel L. Carano, Edward F. Glassmeyer, Fredric W. Harman, and Ann H. Lamont include options to purchase 2,551 shares of Common Stock, which may be deemed to be held by Bandel L. Carano on behalf of Oak X Affiliates. Amounts shown as beneficially owned by Bandel L. Carano include 2,554 shares of Common Stock held individually by Mr. Carano and exclude an aggregate of 16,038 shares of Common Stock held by three trusts (for the benefit of minor children not related to Mr. Carano) of which Mr. Carano is the trustee (and not the beneficial owner). Amounts shown as beneficially owned by Edward F. Glassmeyer include 20,171 shares of Common Stock held individually by Mr. Glassmeyer and 14,620 shares of Common Stock held by a trust of which members of Mr. Glassmeyer's immediate family are the beneficiaries and the trustee. Amounts shown as beneficially owned by Fredric W. Harman include 5,555 shares of Common Stock held by a trust of which Mr. Harman is a trustee and an aggregate of 16,038 shares of Common Stock held in trust for the benefit of Mr. Harman's three minor children. Mr. Harman disclaims beneficial ownership of the shares held in trust for his three minor children. Amounts shown as beneficially owned by Ann H. Lamont include 34,024 shares of Common Stock individually owned by Ms. Lamont and 3,000 shares of Common Stock held by The Lamont Children's 1998 Trust for the benefit of Ms. Lamont's minor children. By making this filing, the Reporting Persons acknowledge that they may be deemed to constitute a "group" within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, in connection with the securities of the Issuer. Each Reporting Person disclaims the existence of a "group" and disclaims beneficial ownership of all shares of Common Stock or securities convertible into or exercisable for Common Stock other than any shares or other securities reported herein as being owned by it, him or her, as the case may be. Please see Items 5, 6, 7, 8, 9 and 11 for each cover sheet for each filing entity. Item 5.Ownership of Five Percent (5%) 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: [ ] Item 6.Ownership of More than Five Percent (5%) 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.Certifications. By signing below, each of the undersigned certifies that, to the best of his or its individual knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. SIGNATURE After reasonable inquiry and to the best of the knowledge and belief of the undersigned, each of the undersigned certifies that the information set forth in this statement with respect to such entity or individual is true, complete and correct. Dated: February 12, 2009 Entities: Oak Investment Partners IX, Limited Partnership Oak Associates IX, LLC Oak IX Affiliates Fund - A, Limited Partnership Oak IX Affiliates Fund, Limited Partnership Oak IX Affiliates, LLC Oak Investment Partners X, Limited Partnership Oak Associates X, LLC Oak X Affiliates Fund, Limited Partnership Oak X Affiliates, LLC Oak Investment Partners VI, Limited Partnership Oak Associates VI, LLC Oak VI Affiliates Fund, Limited Partnership Oak VI Affiliates, LLC Oak Management Corporation By: /s/ Edward F. Glassmeyer Edward F. Glassmeyer, as General Partner or Managing Member or as attorney-in-fact for the above-listed entities Individuals: Bandel L. Carano Gerald R. Gallagher Edward F. Glassmeyer Fredric W. Harman Ann H. Lamont By: /s/ Edward F. Glassmeyer Edward F. Glassmeyer, individually and as attorney-in-fact for the above-listed individuals INDEX TO EXHIBITS EXHIBIT A Agreement of Reporting Persons EXHIBIT B Power of Attorney (previously filed) EXHIBIT A AGREEMENT OF REPORTING PERSONS Each of the undersigned hereby agrees that Amendment No. 9 to Schedule 13G filed on the date hereof with respect to the shares of Common Stock of Kratos Defense and Security Solutions, Inc. (formerly "Wireless Facilities, Inc.") has been filed on behalf of the undersigned. Signature: Dated: February 12, 2009 Entities: Oak Investment Partners IX, Limited Partnership Oak Associates IX, LLC Oak IX Affiliates Fund - A, Limited Partnership Oak IX Affiliates Fund, Limited Partnership Oak IX Affiliates, LLC Oak Investment Partners X, Limited Partnership Oak Associates X, LLC Oak X Affiliates Fund, Limited Partnership Oak X Affiliates, LLC Oak Investment Partners VI, Limited Partnership Oak Associates VI, LLC Oak VI Affiliates Fund, Limited Partnership Oak VI Affiliates, LLC Oak Management Corporation By: /s/ Edward F. Glassmeyer Edward F. Glassmeyer, as General Partner or Managing Member or as attorney-in-fact for the above-listed entities Individuals: Bandel L. Carano Gerald R. Gallagher Edward F. Glassmeyer Fredric W. Harman Ann H. Lamont By: /s/ Edward F. Glassmeyer Edward F. Glassmeyer, individually and as attorney-in-fact for the above-listed individuals