UNITED STATES	 	
 	SECURITIES AND EXCHANGE COMMISSION	 	
 	Washington, D.C. 20549
 	 	
 	SCHEDULE 13G	 	
 
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
 
LKQ Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
501889 20 8
(CUSIP Number)
December 31, 2005
(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)	
ý	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. 501889 20 8	
 	
 	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) 
Donald F. Flynn	
 	
 	2.	Check the Appropriate Box if a Member of a Group (See Instructions)	
 	 	(a)	o	
 	 	(b)	o	
 	 	Not Applicable	
 	
 	3.	SEC Use Only	
 	
 	4.	Citizenship or Place of Organization 
U.S.	
 	 	 	
Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With	5.	Sole Voting Power 
3,887,004	
	 	
	6.	Shared Voting Power  
None	
	 	
	7.	Sole Dispositive Power  
3,887,004	
	 	
	8.	Shared Dispositive Power
None	
 	
 	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 
3,887,004	
 	
 	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) 
7.4%	
 	
 	12.	Type of Reporting Person (See Instructions) 
IN	

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 	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) 
DNB, L.P.	
 	
 	2.	Check the Appropriate Box if a Member of a Group (See Instructions)	
 	 	(a)	o	
 	 	(b)	o	
 	 	Not Applicable	
 	
 	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 
3,887,004	
	 	
	6.	Shared Voting Power  
None	
	 	
	7.	Sole Dispositive Power  
3,887,004	
	 	
	8.	Shared Dispositive Power
None	
 	
 	9.	Aggregate Amount Beneficially Owned by Each Reporting Person 
3,887,004	
 	
 	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) 
7.4%	
 	
 	12.	Type of Reporting Person (See Instructions) 
PN	

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Item 1.	
 	(a)	Name of Issuer
LKQ Corporation	
 	(b)	Address of Issuer’s Principal Executive Offices
120 North LaSalle Street, Suite 3300
Chicago, IL 60602	
 	
Item 2.	
 	(a)	Name of Person Filing
Donald F. Flynn (“Mr. Flynn”) and
DNB, L.P. (the “Partnership”)	
 	(b)	Address of Principal Business Office or, if none, Residence
c/o Flynn Enterprises
676 North Michigan Avenue, Suite 4000
Chicago, IL 60611	
 	(c)	Citizenship
Mr. Flynn is a U.S. citizen.  The Partnership is a Delaware partnership.	
 	(d)	Title of Class of Securities
Common Stock	
 	(e)	CUSIP Number
501889 20 8	
 	
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 (15 U.S.C. 78o).	
 	(b)	o	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).	
 	(c)	o	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).	
 	(d)	o	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).	
 	(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 associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);	
 	(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 (15 U.S.C. 80a-3);	
 	(j)	o	Group, in accordance with §240.13d-1(b)(1)(ii)(J).	
 	Not applicable	
 
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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 within the meaning of Rule 13d-3:
The 3,887,004 shares of Common Stock beneficially owned includes 2,950,516 shares owned directly by the Partnership, 480,000 shares that Mr. Flynn has the current right to purchase pursuant to option grants, 20,000 shares that Mr. Flynn has the right to purchase within 60 days of the date hereof pursuant to an option grant, and 436,488 shares that Mr. Flynn had the right to purchase pursuant to a warrant held directly by Mr. Flynn, which warrant has been exercised by him subsequent to December 31, 2005.	
 	(b)	Percent of class:   
7.4% (based on 52,450,802 shares outstanding as of January 18, 2006, and assuming full exercise of the warrant and options described in Item 4(a))	
 	(c)	Number of shares as to which the person has:
 	
 	 	(i)	Sole power to vote or to direct the vote   
3,887,004	
 	 	(ii)	Shared power to vote or to direct the vote    
None	
 	 	(iii)	Sole power to dispose or to direct the disposition of   
3,887,004	
 	 	(iv)	Shared power to dispose or to direct the disposition of   
None	
 	
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 .	
 	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	
 
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
 
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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.

Dated:  February 14, 2006	DONALD F. FLYNN	
 	 	
 	By	/s/ Donald F. Flynn	

 	DNB, L.P.	
 	 	
 	By	/s/ Donald F. Flynn	
 	 	Name: Donald F. Flynn	
 	 	Title: Partner	
 
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Exhibit Index

Exhibit 1	 	Joint Filing Agreement dated February 14, 2006 by and among Donald F. Flynn and DNB, L.P.	
 
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EXHIBIT 1
 
JOINT FILING AGREEMENT
 
The undersigned hereby agree to the joint filing of the Schedule 13G to which this Agreement is attached.
 
Dated: February 14, 2006

 	DONALD F. FLYNN	
 	 	
 	 /s/ Donald F. Flynn	 	

 	DNB, L.P.	
 	 	
 	By:	/s/ Donald F. Flynn	 	
 	Name:  Donald F. Flynn	
 	Title: Partner