UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
|
|
Under
the Securities Exchange Act of
1934
|
ENDOCARE,
INC.
|
(Name
of Issuer)
|
|
Common
Stock, par value $0.001 per
share
|
(Title
of Class of Securities)
|
|
29264P104
|
(CUSIP
Number)
|
|
December
31, 2007
|
(Date
of Event Which Requires Filing of this
Statement)
|
|
o Rule
13d-1(b)
|
|
x Rule
13d-1(c)
|
|
o Rule
13d-1(d)
|
CUSIP
No. 29264P104
|
|
|
1
|
NAME
OF REPORTING PERSON:
Steven
R. Becker
I.R.S.
Identification Nos. of above persons (entities only):
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
(a)o
|
(b)x
|
||
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
5
6
7
8
|
|
SOLE
VOTING POWER:
132,968*
SHARED
VOTING POWER:
0*
SOLE
DISPOSITIVE POWER:
132,968*
SHARED
DISPOSITIVE POWER:
0*
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
132,968*
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1%*
|
|
12
|
TYPE
OF REPORTING PERSON
IN |
CUSIP
No. 29264P104
|
|
|
1
|
NAME
OF REPORTING PERSON:
WS
Capital, L.L.C.
I.R.S.
Identification Nos. of above persons (entities
only):
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
(a)o
|
(b)x
|
||
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
|
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
5
6
7
8
|
|
SOLE
VOTING POWER:
0*
SHARED
VOTING POWER: 281,444*
SOLE
DISPOSITIVE POWER:
0*-
SHARED
DISPOSITIVE POWER:
281,444*
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
281,444*
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.4%*
|
|
12
|
TYPE
OF REPORTING PERSON
HC/OO
|
CUSIP
No. 29264P104
|
|
|
1
|
NAME
OF REPORTING PERSON:
WS
Capital Management, L.P.
I.R.S.
Identification Nos. of above persons (entities
only):
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
(a)o
|
(b)x
|
||
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
|
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
5
6
7
8
|
|
SOLE
VOTING POWER:
0*
SHARED
VOTING POWER: 281,444*
SOLE
DISPOSITIVE POWER:
0*
SHARED
DISPOSITIVE POWER:
281,444*
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
281,444*
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
2.4%*
|
|
12
|
TYPE
OF REPORTING PERSON
IA/PN
|
CUSIP
No. 29264P104
|
|
|
1
|
NAME
OF REPORTING PERSON:
WSV
Management, L.L.C.
I.R.S.
Identification Nos. of above persons
(entities only):
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
(a)o
|
(b)x
|
||
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
|
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
5
6
7
8
|
|
SOLE
VOTING POWER:
0*
SHARED
VOTING POWER: 73,152*
SOLE
DISPOSITIVE POWER:
0*
SHARED
DISPOSITIVE POWER:
73,152*
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
73,152*
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
9
0.6%*
|
|
12
|
TYPE
OF REPORTING PERSON
HC/OO
|
CUSIP
No. 29264P104
|
|
|
1
|
NAME
OF REPORTING PERSON:
WS
Ventures Management, L.P.
I.R.S.
Identification Nos. of above persons
(entities only):
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
(a)o
|
(b)x
|
||
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
|
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
5
6
7
8
|
|
SOLE
VOTING POWER:
0*
SHARED
VOTING POWER: 73,152*
SOLE
DISPOSITIVE POWER:
0*
SHARED
DISPOSITIVE POWER:
73,152*
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
73,152*
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
9
0.6%*
|
|
12
|
TYPE
OF REPORTING PERSON
IA/PN
|
CUSIP
No. 29264P104
|
|
|
1
|
NAME
OF REPORTING PERSON:
Reid
S. Walker
I.R.S.
Identification Nos. of above persons (entities
only):
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
(a)o
|
(b)x
|
||
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
5
6
7
8
|
|
SOLE
VOTING POWER:
0*
SHARED
VOTING POWER: 354,596*
SOLE
DISPOSITIVE POWER:
0*
SHARED
DISPOSITIVE POWER:
354,596*
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
354,596*
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9
3.0%*
|
|
12
|
TYPE
OF REPORTING PERSON
IN
|
CUSIP
No. 29264P104
|
|
|
1
|
NAME
OF REPORTING PERSON:
G.
Stacy Smith
I.R.S.
Identification Nos. of above persons
(entities only):
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A
GROUP
|
(a)o
|
(b)x
|
||
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
5
6
7
8
|
|
SOLE
VOTING POWER:
0*
SHARED
VOTING POWER: 354,596*
SOLE
DISPOSITIVE POWER:
0*
SHARED
DISPOSITIVE POWER:
354,596*
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
354,596*
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW
9
3.0%*
|
|
12
|
TYPE
OF REPORTING PERSON
IN
|
CUSIP
No. 29264P104
|
|
|
1
|
NAME
OF REPORTING PERSON:
Patrick
P. Walker
I.R.S.
Identification Nos. of above
persons (entities only):
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER
OF A
GROUP
|
(a)o
|
(b)x
|
||
3
|
SEC
USE ONLY
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
|
|
NUMBER
OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON |
|
5
6
7
8
|
|
SOLE
VOTING POWER:
0*
SHARED
VOTING POWER: 73,152*
SOLE
DISPOSITIVE POWER:
0*
SHARED
DISPOSITIVE POWER:
73,152*
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON
73,152*
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN
ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT
IN ROW 9
0.6%*
|
|
12
|
TYPE
OF REPORTING PERSON
IN
|
Item
1(a).
|
Name
of Issuer: Endocare, Inc.
|
Item
1(b).
|
Address
of Issuer's Principal Executive Offices:
|
201
Technology Drive
|
|
Irvine,
CA 92618
|
|
Item
2(a).
|
Name
of Person Filing:
|
Steven
R. Becker
|
|
WS
Capital, L.L.C.
|
|
WS
Capital Management, L.P.
|
|
WSV
Management, L.L.C.
|
|
WS
Ventures Management, L.P.
|
|
Reid
S. Walker
|
|
G.
Stacy Smith
|
|
Patrick
P. Walker
|
|
Item
2(b).
|
Address
of Principal Business Office or if none, Residence:
|
300
Crescent Court, Suite 1111
|
|
Dallas,
Texas 75201
|
Item
2(c).
|
Citizenship:
|
|
Steven
R. Becker:
|
United
States
|
|
WS
Capital, L.L.C.:
|
Texas
|
|
WS
Capital Management, L.P:
|
Texas
|
|
WSV
Management, L.L.C.:
|
Texas
|
|
WS
Ventures Management, L.P:
|
Texas
|
|
Reid
S. Walker:
|
United
States
|
|
G.
Stacy Smith:
|
United
States
|
|
Patrick
P. Walker:
|
United
States
|
Item
2(d).
|
Title
of Class of Securities: Common stock, par value $0.001 per
share
|
Item
2(e).
|
CUSIP
Number: 29264P104
|
Item
3.
|
Not
Applicable.
|
Item
4.
|
Ownership:
|
|
(a)
|
Amount
Beneficially Owned:
|
|
Steven
R. Becker:
|
132,968*
|
|
WS
Capital, L.L.C.:
|
281,444*
|
|
WS
Capital Management, L.P.:
|
281,444*
|
|
WSV
Management, L.L.C.:
|
73,152*
|
|
WS
Ventures Management, L.P.:
|
73,152*
|
|
Reid
S. Walker:
|
354,596*
|
|
G.
Stacy Smith:
|
354,596*
|
|
Patrick
P. Walker:
|
73,152*
|
(b)
|
Percent
of Class:
|
|
Steven
R. Becker:
|
1.1%*
|
|
WS
Capital, L.L.C.:
|
2.4%*
|
|
WS
Capital Management, L.P:
|
2.4%*
|
|
WSV
Management, L.L.C.:
|
0.6%*
|
|
WS
Ventures Management, L.P:
|
0.6%*
|
|
Reid
S. Walker:
|
3.0%*
|
|
G.
Stacy Smith:
|
3.0%*
|
|
Patrick
P. Walker:
|
0.6%*
|
(c)
|
Number
of shares as to which such person
has:
|
(i)
|
sole
power to vote or to direct the vote:
|
||
Steven
R. Becker:
|
132,968*
|
(ii)
|
shared
power to vote or to direct the vote:
|
||
WS
Capital, L.L.C.:
|
281,444*
|
||
WS
Capital Management, L.P.:
|
281,444*
|
||
WSV
Management, L.L.C.:
|
73,152*
|
||
WS
Ventures Management, L.P.:
|
73,152*
|
||
Reid
S. Walker:
|
354,596*
|
||
G.
Stacy Smith:
|
354,596*
|
||
Patrick
P. Walker:
|
73,152*
|
(iii)
|
sole
power to dispose or to direct the disposition of:
|
||
Steven
R. Becker:
|
132,968*
|
(iv)
|
shared
power to dispose or to direct the disposition of:
|
||
WS
Capital, L.L.C.:
|
281,444*
|
||
WS
Capital Management, L.P.:
|
281,444*
|
||
WSV
Management, L.L.C.:
|
73,152*
|
||
WS
Ventures Management, L.P.:
|
73,152*
|
||
Reid
S. Walker:
|
354,596*
|
||
G.
Stacy Smith:
|
354,596*
|
||
Patrick
P. Walker:
|
73,152*
|
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 Subsidiary Which Acquired the Securities: 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:
|
February
12, 2008
|
|
/s/
Steven R. Becker
|
|
STEVEN
R. BECKER
|
|
/s/
Reid S. Walker
|
|
REID
S. WALKER
|
|
/s/
G. Stacy Smith
|
|
G.
STACY SMITH
|
|
/s/
Patrick P. Walker
|
|
PATRICK
P. WALKER
|
|
WS
CAPITAL, L.L.C.
|
|
By:
|
/s/
Reid S. Walker
|
Reid
S. Walker, Member
|
|
WS
CAPITAL MANAGEMENT, L.P.
|
|
By:
|
WS
Capital, L.L.C., its general partner
|
By:
|
/s/
Reid S. Walker
|
Reid
S. Walker, Member
|
|
WSV
MANAGEMENT, L.L.C.
|
|
By:
|
/s/
Reid S. Walker
|
Reid
S. Walker, Member
|
|
WS
VENTURES MANAGEMENT, L.P.
|
|
By:
|
WSV
Management, L.L.C., its general partner
|
By:
|
/s/
Reid S. Walker
|
Reid
S. Walker, Member
|