FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

PLAISANCE FUND LP

2. Date of Event Requiring Statement (MM/DD/YYYY)
8/22/2014 

3. Issuer Name and Ticker or Trading Symbol

COSI INC [COSI]

(Last)        (First)        (Middle)

C/O JANUS CAPITAL INSTITUTIONAL ADVISORS, 151 DETROIT STREET

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

DENVER, CO 80206       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock   3914032   D   (1) (2) (3) (4)  

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Explanation of Responses:
( 1)  The securities reported in this Form 3 are beneficially owned directly by Plaisance Fund LP ("Plaisance").
( 2)  Janus Capital Institutional Advisors LLC ("JCIA"), which serves as the general partner to Plaisance, may be deemed to share voting and dispositive power over the securities held by Plaisance, and accordingly, may be deemed to be a beneficial owner of the securities reported in this Form 3 for purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934, as amended. In accordance with Instruction 5(b)(iv), the entire amount of the Cosi, Inc. common stock held by Plaisance is reported herein for purposes of the indirect pecuniary interest of JCIA.
( 3)  Each of the Reporting Persons expressly disclaims the beneficial ownership of the shares of Cosi, Inc. common stock reported herein except to the extent of his or its pecuniary interest therein, if any, and this Form 3 shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of any such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purposes. Any disclosures made by a Reporting Person herein with respect to persons or entities other than such Reporting Person are made on information and belief after making inquiry to the appropriate party. Each of the Reporting Persons is responsible for the completeness and accuracy of the information concerning him or it contained herein, but is not responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.
( 4)  An additional Form 3 filing will be submitted on behalf of Janus Capital Institutional Advisors LLC in connection with the beneficial ownership of the non-derivative securities.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
PLAISANCE FUND LP
C/O JANUS CAPITAL INSTITUTIONAL ADVISORS
151 DETROIT STREET
DENVER, CO 80206

X


Signatures
PLAISANCE FUND LP, By: Janus Capital Institutional Advisors LLC, By: /s/ Heidi Hardin, Vice President and Secretary 9/2/2014
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.