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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

Life Time Fitness, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
53217R 20 7
(CUSIP Number)
December 31, 2006
(Date of Event Which Requires Filing of this Statement)

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)

     þ 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.
  
53217R 20 7 
  

 

           
1   NAMES OF REPORTING PERSONS:
Bahram Akradi
   
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): 
   
     
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:
   
  United States
       
  5   SOLE VOTING POWER:
     
NUMBER OF   4,283,500
       
SHARES 6   SHARED VOTING POWER:
BENEFICIALLY    
OWNED BY   0
       
EACH 7   SOLE DISPOSITIVE POWER:
REPORTING    
PERSON   4,283,500
       
WITH: 8   SHARED DISPOSITIVE POWER:
     
    0
     
9   AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
   
  4,283,500
     
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):
   
  11.6%
     
12   TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
   
  IN

2

 

Item 1.
  (a)   Name of Issuer
 
      Life Time Fitness, Inc.
 
  (b)   Address of Issuer’s Principal Executive Offices
 
      6442 City West Parkway
Eden Prairie, Minnesota 55344
Item 2.
  (a)   Name of Person Filing
 
      Bahram Akradi
 
  (b)   Address of Principal Business Office or, if none, Residence
 
      6442 City West Parkway
Eden Prairie, Minnesota 55344
 
  (c)   Citizenship
 
      United States
 
  (d)   Title of Class of Securities
 
      Common Stock
 
  (e)   CUSIP Number
 
      53217R 20 7
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:
  (a)   o   Broker or dealer registered under section 15 of the Act.
 
  (b)   o   Bank as defined in section 3(a)(6) of the Act.
 
  (c)   o   Insurance company as defined in section 3(a)(19) of the Act.
 
  (d)   o   Investment company registered under section 8 of the Investment Company Act of 1940.
 
  (e)   o   An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E).
 
  (f)   o   An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F).
 
  (g)   o   A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G).
 
  (h)   o   A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act.
 
  (i)   o   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.
 
  (j)   o   Group, in accordance with § 240.13d-1(b)(1)(ii)(J).
Item 4.   Ownership
  (a)   Amount Beneficially Owned
 
      4,283,500

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               (b)   Percent of Class
 
      11.6%
 
  (c)   Number of shares as to which such person has:
  (i)   Sole power to vote or to direct the vote
 
      4,283,500
 
  (ii)   Shared power to vote or to direct the vote
 
      0
 
  (iii)   Sole power to dispose or to direct the disposition of
 
      4,283,500
 
  (iv)   Shared power to dispose or to direct the disposition of
 
      0
    The shares listed in Item 4 include options to purchase 37,500 shares of Common Stock that were fully exercisable on, or exercisable within 60 days of, December 31, 2006. The shares listed in Item 4 also include 296,000 shares that were pledged in connection with a forward sales contract that matures in December 2012.
Instruction. For computations regarding securities which represent a right to acquire an underlying security see §240.13d3(d)(1).
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 o
Instruction. Dissolution of a group requires a response to this item.
    Not Applicable
 
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

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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 14, 2007
 
    
 
   Date
     
 
   /s/ Bahram Akradi
 
    
 
   Signature
     
 
   Bahram Akradi
 
   
 
   Name/Title
     The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties for whom copies are to be sent.
     Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)

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