UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 13F
FORM 13F Cover Page
Report for the Calendar Year or Quarter Ended March 31, 2011
Check here if Amendment: |_|; Amendment Number: ____
This Amendment (Check only one): |_| is a restatement
|_| adds new holding entries.
Institutional Manager Filing this Report:
Name: Peninsula Capital Advisors, LLC
Address: 404 B East Main Street
Charlottesville, VA 22902
13F File Number: 028-10560
The institutional investment manager filing this report and the person by whom
it is signed hereby represent that the person signing the report is authorized
to submit it, that all information contained herein is true, correct and
complete, and that it is understood that all required items, statements,
schedules, lists, and tables, are considered integral parts of this form.
Person Signing this Report on Behalf of Reporting Manager:
Name: R. Ted Weschler
Title: Managing Member
Phone: (434) 297-0811
Signature, Place and Date of Signing:
/s/ R. Ted Weschler Charlottesville, VA May 16, 2011
----------------------- -------------------------- ----------------------
[Signature] [City, State] [Date]
Report Type: (Check only one):
[X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting
manager are reported in this report).
[_] 13F NOTICE. (Check here if no holdings reported are in this report, and
all holdings are reported by other reporting managers(s).)
[_] 13F COMBINATION REPORT. (Check here if a portion of the holdings for
this reporting manager are reported in this report and a portion are
reported by other reporting manager(s).)
List of Other Managers Reporting for this Manager: None
Form 13F SUMMARY PAGE
Report Summary:
Number of Other Included Managers: 2
Form 13F Information Table Entry Total: 10
Form 13F Information Table Value Total: $1,683,683
(thousands)
List of Other Included Managers:
Provide a numbered list of the name(s) and Form 13F file number(s) of all
institutional investment managers with respect to which this report is filed,
other than the manager filing this report.
No. Form 13F File Number Name
1. 028-06345 Peninsula Investment Partners, LP
2. 028-10690 Peninsula Capital Appreciation, LLC
<TABLE>
FORM 13F INFORMATION TABLE
Peninsula Capital Advisors, LLC
March 31, 2011
<caption>
COLUMN 1 COLUMN 2 COLUMN 3 COLUMN 4 COLUMN 5 COLUMN 6 COLUMN 7 COLUMN 8
VALUE SHRS OR SH/ PUT/ INVESTMENT OTHER VOTING AUTHORITY
NAME OF ISSUER TITLE OF CLASS CUSIP (X$1000) PRN AMT PRN CALL DISCRETION MNGRS SOLE SHARED NONE
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
CINCINNATI BELL INC NEW COM 171871106 53,064 19,800,000 SH SHARED 1, 2 19,800,000
COGENT COMM GROUP INC COM NEW 19239V302 57,000 4,000,000 SH SHARED 1, 2 4,000,000
DAVITA INC COM 23918K108 367,693 4,300,000 SH SHARED 1, 2 4,300,000
DIRECTV COM CL A 25490A101 327,600 7,000,000 SH SHARED 1, 2 7,000,000
FIBERTOWER CORP COM NEW 31567R209 13,728 6,830,000 SH SHARED 1, 2 6,830,000
GRACE W R & CO DEL NEW COM 38388F108 412,215 10,765,600 SH SHARED 1, 2 10,765,600
LIBERTY MEDIA CORP NEW CAP COM SER A 53071M302 228,377 3,100,000 SH SHARED 1, 2 3,100,000
TIVO INC COM 888706108 7,656 875,000 SH SHARED 1, 2 875,000
VALASSIS COMMUNICATIONS INC COM 918866104 145,700 5,000,000 SH SHARED 1, 2 5,000,000
WSFS FINL CORP COM 929328102 70,650 1,500,000 SH SHARED 1, 2 1,500,000
1,683,683
</TABLE>
SK 03038 0001 1193440