UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A
(Amendment No. 9)

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Elizabeth Arden, Inc.

(Name of Issuer)

Common Stock, par value $0.01

(Title of Class of Securities)

28660G106

(CUSIP Number)

M. Allison Steiner

Nightingale GP LLC

630 Fifth Avenue, Suite 2710

New York, New York 10111

(212) 218-6700

With a copy to:

Trevor S. Norwitz

Wachtell, Lipton, Rosen & Katz

51 West 52nd Street

New York, New York 10019

(212) 403-1000

(Name, Address and Telephone Number of Person Authorized

to Receive Notices and Communications)

September 7, 2016

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. ¨

______________________________________________________________________________________

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are sent.

_____________________________________________________________________________

^*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 disclosures provided in a prior cover page.

The information required on 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, as amended (the “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).

NAME OF REPORTING PERSON

Nightingale Onshore Holdings L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) þ

(b) ¨

SEC USE ONLY

SOURCE OF FUNDS

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS ¨

REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

None

SHARED VOTING POWER

None

SOLE DISPOSITIVE POWER

None

SHARED DISPOSITIVE POWER

None

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

None

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

None

TYPE OF REPORTING PERSON

NAME OF REPORTING PERSON

Nightingale Offshore Holdings L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) þ

(b) ¨

SEC USE ONLY

SOURCE OF FUNDS

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS ¨

REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

None

SHARED VOTING POWER

None

SOLE DISPOSITIVE POWER

None

SHARED DISPOSITIVE POWER

None

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

None

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

None

TYPE OF REPORTING PERSON

NAME OF REPORTING PERSON

Nightingale GP LLC

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) þ

(b) ¨

SEC USE ONLY

SOURCE OF FUNDS

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS ¨

REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

None*

SHARED VOTING POWER

None*

SOLE DISPOSITIVE POWER

None*

SHARED DISPOSITIVE POWER

None*

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

None*

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

None*

TYPE OF REPORTING PERSON

*Amount reported previously should have been 6,516,354.

NAME OF REPORTING PERSON

Rhône Capital IV L.P.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) þ

(b) ¨

SEC USE ONLY

SOURCE OF FUNDS

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS ¨

REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

None*

SHARED VOTING POWER

None*

SOLE DISPOSITIVE POWER

None*

SHARED DISPOSITIVE POWER

None*

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

None*

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

None*

TYPE OF REPORTING PERSON

*Amount reported previously should have been 6,537,164.

NAME OF REPORTING PERSON

Rhône Holdings IV L.L.C.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) þ

(b) ¨

SEC USE ONLY

SOURCE OF FUNDS

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS ¨

REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

None*

SHARED VOTING POWER

None*

SOLE DISPOSITIVE POWER

None*

SHARED DISPOSITIVE POWER

None*

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

None*

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

None*

TYPE OF REPORTING PERSON

*Amount reported previously should have been 6,537,164.

NAME OF REPORTING PERSON

Rhône Capital L.L.C.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) þ

(b) ¨

SEC USE ONLY

SOURCE OF FUNDS

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS ¨

REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH

SOLE VOTING POWER

None*

SHARED VOTING POWER

None*

SOLE DISPOSITIVE POWER

None*

SHARED DISPOSITIVE POWER

None*

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

None*

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

None*

TYPE OF REPORTING PERSON

*Amount reported previously should have been 6,537,164.

This Amendment No. 9 (this “Amendment”) amends the Schedule 13D, and related amendments, filed by the following entities (collectively referred to herein as the “Reporting Persons” and each as a “Reporting Person”) with the U.S. Securities and Exchange Commission on August 22, 2014 (as previously amended, the “Initial Statement”):

(a)

Nightingale Onshore Holdings L.P., a Delaware limited partnership and Nightingale Offshore Holdings L.P., a Delaware limited partnership (the “Purchasers”).

(b)

Nightingale GP LLC, a Delaware limited liability company.

(c)

Rhône Capital IV L.P., a Delaware limited partnership.

(d)

Rhône Holdings IV L.L.C., a Delaware limited liability company.

(e)

Rhône Capital L.L.C., a Delaware limited liability company.

Capitalized terms used in this Amendment but not otherwise defined herein have the meanings ascribed to such terms in the Initial Statement. Except as otherwise set forth herein, this Amendment does not modify any of the information previously reported by the Reporting Persons in the Initial Statement.

ITEM 5.

Interest in Securities of the Issuer.

Item 5 is hereby amended to add the following:

1. (a) – (b) The Reporting Persons do not beneficially own any shares of Common Stock or shares of Series A Serial A Preferred Stock, as of September 7, 2016.

2. (c) On September 7, 2016, (i) each share of Common Stock beneficially owned by the Reporting Persons was cancelled and converted into the right to receive $14.00 per share in cash, par value $0.01 per share, pursuant to an Agreement and Plan of Merger dated as of June 16, 2016 (the “Merger Agreement”) with Revlon, Inc., a Delaware corporation, and (ii) each share of Series A Serial Preferred Stock beneficially owned by the Reporting Persons was cancelled and converted into the right to receive $1,157.43 per share in cash, par value $0.01 per share, pursuant to the Merger Agreement.

3. (d) Not applicable.

4. (e) The Reporting Persons ceased to beneficially own more than 5% of the shares of both Common Stock and Series A Serial Preferred Stock on September 7, 2016.

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: September 14, 2016	Nightingale Onshore Holdings L.P. By: Nightingale GP LLC, its general partner

	By:	/s/ Franz-Ferdinand Buerstedde
	Name:	Franz-Ferdinand Buerstedde
	Title:	Manager

	Nightingale Offshore Holdings L.P. By: Nightingale GP LLC, its general partner

	By:	/s/ Franz-Ferdinand Buerstedde
	Name:	Franz-Ferdinand Buerstedde
	Title:	Manager

	Nightingale GP LLC

	By:	/s/ Franz-Ferdinand Buerstedde
	Name:	Franz-Ferdinand Buerstedde
	Title:	Manager

		Rhône Capital IV L.P. By: Rhône Holdings IV L.L.C., its general partner

		By:		/s/ Franz-Ferdinand Buerstedde
		Name:		Franz-Ferdinand Buerstedde
		Title:		Authorized Signatory

		Rhône Holdings IV L.L.C.

		By:		/s/ Franz-Ferdinand Buerstedde
		Name:		Franz-Ferdinand Buerstedde
		Title:		Authorized Signatory

		Rhône Capital L.L.C.

		By:		/s/ Franz-Ferdinand Buerstedde
		Name:		Franz-Ferdinand Buerstedde
		Title:		Manager

ELIZABETH ARDEN INC SC 13D/A