SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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(b)
(Amendment No. )
Primedex Health Systems, Inc.
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(Name of Issuer)
Common Stock, $.01 Par Value
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(Title of Class of Securities)
74157A103
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(CUSIP Number)
November 15, 2006
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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:
[ ] Rule 13d-1(b)
[x] Rule 13d-1(c)
[ ] Rule 13d-1(d)
CUSIP No. 74157A103
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Contrarian Capital Management, L.L.C.
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
6. SHARED VOTING POWER
3,824,150
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
3,824,150
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,824,150
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.90%
12. TYPE OF REPORTING PERSON
IA; OO
CUSIP No. 74157A103
---------------------
1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Contrarian Equity Fund, L.P.
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
6. SHARED VOTING POWER
3,699,098
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
3,699,098
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,699,098
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[_]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.70%
12. TYPE OF REPORTING PERSON
PN
CUSIP No. 74157A103
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Item 1(a). Name of Issuer:
Primedex Health Systems, Inc.
____________________________________________________________________
Item 1(b). Address of Issuer's Principal Executive Offices:
1516 Cotner Avenue
Los Angeles, CA 90025
____________________________________________________________________
Item 2(a). Name of Persons Filing:
Contrarian Capital Management, L.L.C.
Contrarian Equity Fund, L.P.
____________________________________________________________________
Item 2(b). Address of Principal Business Office, or if None, Residence:
411 West Putnam Avenue
Suite 225
Greenwich, CT 06830
____________________________________________________________________
Item 2(c). Citizenship:
Delaware
____________________________________________________________________
Item 2(d). Title of Class of Securities:
Common Stock, $.01 Par Value
____________________________________________________________________
Item 2(e). CUSIP Number:
74157A103
____________________________________________________________________
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b)
or (c), Check Whether the Person Filing is a:
(a) [_] Broker or dealer registered under Section 15 of the Exchange Act.
(b) [_] Bank as defined in Section 3(a)(6) of the Exchange Act.
(c) [_] Insurance company as defined in Section 3(a)(19) of the Exchange
Act.
(d) [_] Investment company registered under Section 8 of the Investment
Company Act.
(e) [_] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
(f) [_] An employee benefit plan or endowment fund in accordance with
Rule 13d-1(b)(1)(ii)(F);
(g) [_] A parent holding company or control person in accordance with
Rule 13d-1(b)(1)(ii)(G);
(h) [_] A savings association as defined in Section 3(b) of the Federal
Deposit Insurance Act;
(i) [_] A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act;
(j) [_] Group, in accordance with Rule 13d-1(b)(1)(ii)(J).
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned:
Contrarian Capital Management, L.L.C. 3,824,150
Contrarian Equity Fund, L.P. 3,699,098
______________________________________________________________________
(b) Percent of class:
Contrarian Capital Management, L.L.C. 5.90%
Contrarian Equity Fund, L.P. 5.70%
______________________________________________________________________
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
Contrarian Capital Management, L.L.C. 0
Contrarian Equity Fund, L.P. 0
(ii) Shared power to vote or to direct the vote:
Contrarian Capital Management, L.L.C. 3,824,150
Contrarian Equity Fund, L.P. 3,699,098
(iii) Sole power to dispose or to direct the
disposition of:
Contrarian Capital Management, L.L.C. 0
Contrarian Equity Fund, L.P. 0
(iv) Shared power to dispose or to direct the
disposition of
Contrarian Capital Management, L.L.C. 3,824,150
Contrarian Equity Fund, L.P. 3,699,098
Item 5. Ownership of Five Percent or Less of a Class.
N/A
_______________________________________________________________________
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
N/A
_______________________________________________________________________
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company or Control
Person.
N/A
_______________________________________________________________________
Item 8. Identification and Classification of Members of the Group.
N/A
_______________________________________________________________________
Item 9. Notice of Dissolution of Group.
N/A
______________________________________________________________________
Item 10. Certifications.
By signing below, each reporting person certifies that, to the best of its
knowledge and belief, the securities referred to above 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.
CONTRARIAN CAPITAL MANAGEMENT, L.L.C.*
/s/ Jason Mudrick
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By: Jason Mudrick
Title: Portfolio Manager
CONTRARIAN EQUITY FUND, L.P.*
By: Contrarian Capital Management, L.L.C.
/s/ Jason Mudrick
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By: Jason Mudrick
Title: Portfolio Manager
Date: November 21, 2006
*The Reporting Persons disclaim beneficial ownership in the common stock
reported herein except to the extent of their pecuniary interest therein.
EXHIBIT A
AGREEMENT
The undersigned agree that this Schedule 13G dated November 21, 2006 relating to
the Common Stock, $.01 Par Value of Primedex Health Systems, Inc. shall be filed
on behalf of the undersigned.
CONTRARIAN CAPITAL MANAGEMENT, L.L.C.
/s/ Jason Mudrick
-----------------------
By: Jason Mudrick
Title: Portfolio Manager
CONTRARIAN EQUITY FUND, L.P.
By: Contrarian Capital Management, L.L.C.
/s/ Jason Mudrick
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By: Jason Mudrick
Title: Portfolio Manager
SK 01385 0001 723841