UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.2)
VOYAGER LEARNING CO
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(Name of Issuer)
common stock ($.001 par value)
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(Title of Class of Securities)
92908U103
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(CUSIP Number)
12/31/2007
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] 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).
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CUSIP No. 92908U103
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1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Sterling Capital Management LLC
42-1658828
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
Not Applicable
(a) [ ]
(b) [ ]
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3. SEC USE ONLY
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4. CITIZENSHIP OR PLACE OF ORGANIZATION
North Carolina
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE VOTING POWER
2859432
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6. SHARED VOTING POWER
None
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7. SOLE DISPOSITIVE POWER
2859432
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8. SHARED DISPOSITIVE POWER
None
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9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2859432
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10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not Applicable
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11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.57
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12. TYPE OF REPORTING PERSON
IA
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CUSIP No. 92908U103
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Item 1(a) Name of Issuer:
VOYAGER LEARNING CO
Item 1(b) Address of Issuer's Principal Executive Offices:
777 Eisenhower Parkway
Ann Arbor, MI 48106
Item 2(a) Name of Person(s) Filing:
Sterling Capital Management LLC ("Sterling")
Item 2(b) Address of Principal Business Office:
Two Morrocroft Centre
4064 Colony Road, Suite 300
Charlotte, NC 28211
Item 2(c) Citizenship:
Sterling is a North Carolina limited liability company.
Item 2(d) Title of Class of Securities:
common stock ($.001 par value) (the "Stock")
Item 2(e) CUSIP Number:
92908U103
Item 3 Type of Person:
(e) Sterling is an Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940, as amended.
Item 4 Ownership:
(a) Amount beneficially owned:
See Item 9 of Cover Pages.
(b) Percent of class:
See Item 11 of Cover Pages.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
See Item 5 of Cover Pages.
(ii) Shared power to vote or to direct the vote:
See Item 6 of Cover Pages
(iii) Sole power to dispose or direct the disposition of:
See Item 7 of Cover Pages.
(iv) Shared power to dispose or direct the disposition of:
See Item 8 of Cover Pages.
Item 5 Ownership of Five Percent or Less of a Class:
Not Applicable
Item 6 Ownership of More than Five Percent on Behalf of Another Person:
Sterling is a registered investment adviser whose clients have the right to
receive or the power to direct the receipt of dividends from, or the proceeds
from the sale of, the Stock. None of these clients to the knowledge of Sterling
beneficially owns more than 5% of the Stock.
Item 7 Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company:
Sterling is an Investment Adviser registered under section 203 of the
Investment Advisers Act of 1940, as amended.
Item 8 Identification and Classification of Members of the Group:
Not Applicable
Item 9 Notice of Dissolution of Group:
Not Applicable
Item 10 Certification:
By signing below I certify that, to the best of my 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 my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: 1/28/2008
STERLING CAPITAL MANAGEMENT LLC
By: /s/ Kenneth R. Cotner
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Kenneth R. Cotner
Executive Director and Chief Operating Officer