1. Name and Address of Reporting Person * |
Â
MITAROTONDA JAMES A |
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2. Date of Event Requiring Statement (Month/Day/Year) 11/02/2007 |
3. Issuer Name and Ticker or Trading Symbol GRIFFON CORP [GFF]
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C/O BARINGTON CAPITAL GROUP, L.P., 888 SEVENTH AVENUE 17TH FL |
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
__X__ Director |
_____ 10% Owner |
_____ Officer (give title below) |
_____ Other (specify below) |
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5. If Amendment, Date Original Filed(Month/Day/Year)
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NEW YORK, NY 10019 |
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned |
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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
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440,238
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I
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By Barington Companies Equity Partners, L.P.
(1)
(2)
(3)
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Common Stock
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779,303
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I
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By Barington Companies Offshore Fund, Ltd.
(1)
(2)
(3)
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Common Stock
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314,299
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I
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By Barington Investments, L.P.
(1)
(2)
(3)
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Common Stock
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50,811
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I
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By Benchmark Opportunitas Fund plc
(1)
(2)
(3)
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* |
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). |
(1) |
The Reporting Person is the sole stockholder and director of LNA Capital Corp., which is the general partner of Barington
Capital Group, L.P., which is the majority member of each of Barington Companies Investors, LLC ("Barington Investors"),
Barington Companies Advisors, LLC ("Barington Advisors"), Barington Offshore Advisors, LLC ("Barington Offshore") and
Barington Offshore Advisors II, LLC ("Barington Offshore II"). Barington Investors is the general partner of Barington
Companies Equity Partners, L.P. (the "Onshore Fund"). Barington Advisors is the general partner of Barington Investments,
L.P. Barington Offshore is the investment advisor to Benchmark Opportunitas Fund plc ("Benchmark"). Barington Offshore II
is the investment advisor to Barington Companies Offshore Fund, Ltd. (the "Offshore Fund"). (Continued in footnote 2) |
(2) |
Subsequent to Mr. Mitarotonda being appointed a director of the Issuer, 25,987 of the 50,811 shares owned by Benchmark were
transferred to the Onshore Fund and the remaining 24,824 shares were transferred to the Offshore Fund. |
(3) |
The Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest
therein, and this report shall not be deemed to be an admission that the Reporting Person is the beneficial owner of these
securities for purposes of Section 16 or for any other purpose. |