Edgar Filing: GRIFFIN LAND & NURSERIES INC

	UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549
	SCHEDULE 13D

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

GRIFFIN LAND & NURSERIES, INC.

(Name of Issuer)

Common Stock $0.01 Par Value

(Title of Class of Securities)

398231 10 0

(CUSIP Number)

Frederick M. Danziger

One Rockefeller Plaza Suite 2301

New York, New York 10020 (212) 561-8700

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

April 19, 2007

(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 (b) (3) or (4), check the following box o.

Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d- 1 (a) for other parties to whom copies are to be 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 ("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. 299890108

	1.	Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Edgar M. Cullman

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire shares

	5.	Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 46,138

			8.	Shared Voting Power 866,204

			9.	Sole Dispositive Power 46,138

			10.	Shared Dispositive Power 866,204

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 46,138

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .88

	14.	Type of Reporting Person* IN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

CUSIP No. 299890108

	1.	Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Louise B. Cullman

	2.	Check the Appropriate Box If a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire shares

	5.	Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 38,410

			8.	Shared Voting Power 743,365

			9.	Sole Dispositive Power 38,410

			10.	Shared Dispositive Power 743,365

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 53,410

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .74

	14.	Type of Reporting Person* IN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

CUSIP No. 299890108

	1.	Names of Reporting Persons S.S. or I.R.S. Identification Nos. of Above Persons Edgar M. Cullman, Jr.

	2.	Check the Appropriate Box If a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire shares

	5.	Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 221,342

			8.	Shared Voting Power 715,146

			9.	Sole Dispositive Power 221,342

			10.	Shared Dispositive Power 715,146

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 221,342

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) 4.26

	14.	Type of Reporting Person* IN

*SEE INSTRUCTIONS BEFORE FILLING OUT!

CUSIP No. 299890108

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Elissa F. Cullman

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x See Item 6 and Insert 1

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 17,000

			8.	Shared Voting Power 55,200

			9.	Sole Dispositive Power 17,000

			10.	Shared Dispositive Power 55,200

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 17,000

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .33

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Susan R. Cullman

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x See Item 6 and Insert 1

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 87,765

			8.	Shared Voting Power 904,634

			9.	Sole Dispositive Power 87,765

			10.	Shared Dispositive Power 904,634

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 87,765

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) 1.69

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Lucy C. Danziger

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x See Item 6 and Insert 1

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 60,322

			8.	Shared Voting Power 728,358

			9.	Sole Dispositive Power 60,322

			10.	Shared Dispositive Power 728,358

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 60,322

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) 1.16

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Frederick M. Danziger

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x See Item 6 and Insert 1

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) (see Item 3)

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 137,485

			8.	Shared Voting Power 209,778

			9.	Sole Dispositive Power 137,485

			10.	Shared Dispositive Power 209,778

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 137,485

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) 2.65

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons David M. Danziger

	2.	Check the Appropriate Box if a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 52,308

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 52,308

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 52,308

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) 1.00

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of above persons Carolyn s. Fabrici

	2.	Check the Appropriate Box if a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 23,858

			8.	Shared Voting Power 118,952

			9.	Sole Dispositive Power 23,858

			10.	Shared Dispositive Power 118,952

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 23,858

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .05

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons John L. Ernst

	2.	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 8,049

			8.	Shared Voting Power 411,321

			9.	Sole Dispositive Power 8,049

			10.	Shared Dispositive Power 411,321

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 8,049

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .16

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of above persons Margot P. Ernst

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 0

			8.	Shared Voting Power 20,315

			9.	Sole Dispositive Power 0

			10.	Shared Dispositive Power 20,315

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 0

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) 0.00

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Alexandra Ernst

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,748

			8.	Shared Voting Power 88,137

			9.	Sole Dispositive Power 1,748

			10.	Shared Dispositive Power 88,137

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,748

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .03

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) B. Bros. Realty LLC

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 233,792

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 233,792

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 233,792

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) 4.50

	14.	Type of Reporting Person (See Instructions) LLC

CUSIP No. 299890108

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Matthew L. Ernst

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,650

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 1,650

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,650

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .03

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Rebecca D. Gamzon

	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds (See Instructions) No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 41,705

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 41,705

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 41,705

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .80

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons Edgar M. Cullman III

	2.	Check the Appropriate Box if a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 18,794

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 18,794

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 18,794

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .36

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons Caroline B. Sicher

	2.	Check the Appropriate Box if a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 21,422

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 21,422

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 21,422

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .41

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of Above Persons Samuel Cullman

	2.	Check the Appropriate Box if a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 13,594

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 13,594

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 13,594

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .26

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of above persons Jessica P. Earnst

	2.	Check the Appropriate Box if a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 1,250

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 1,250

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 1,250

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .02

	14.	Type of Reporting Person (See Instructions) IN

CUSIP No. 299890108

	1.	Names of Reporting Persons. S.S. or I.R.S. Identification Nos. of above persons Georgina Cullman

	2.	Check the Appropriate Box if a Member of a Group*
		(a)			o
		(b)			x

	3.	SEC Use Only

	4.	Source of Funds* No funds were used to acquire the shares

	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) o

	6.	Citizenship or Place of Organization USA

Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power 9,550

			8.	Shared Voting Power 0

			9.	Sole Dispositive Power 9,550

			10.	Shared Dispositive Power 0

	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 9,550

	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) x

	13.	Percent of Class Represented by Amount in Row (11) .18

	14.	Type of Reporting Person (See Instructions) IN

SCHEDULE 13D ITEMS

Item 1. Security and Issuer

This Amendment No. 2 amends the Schedule 13D filed July 3, 1997 (as so amended, the “Schedule”) by the Reporting Person (as defined below) relating to the Common Stock, $0.01 par value (the “Common Stock”), of Griffin Land & Nurseries, Inc. (the “Issuer”), a Delaware corporation having its principal executive offices at One Rockefeller Plaza, Suite 2301, New York, New York 10020. The purpose of this Amendment No. 2 is to report the acquisition of additional shares of Common Stock by Reporting Persons on April 19, 2007 (as described in Item 4 below) and to update Insert 1 and the cover pages hereto to reflect this acquisition as well as other non-reportable acquisitions or dispositions since Sept. 17, 1999.

Item 2. Identity and Background

See Insert 1 attached hereto.

None of the persons filing this Schedule (the “Reporting Persons”) has been convicted in a criminal proceeding (other than for traffic violations or similar misdemeanors) during the past 5 years or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violations with respect to such laws. All individuals are citizens of the United States and all trusts, partnerships and corporations are organized or formed under the laws of the United States. The Reporting Persons have executed a joint filing agreement in connection with the filing of this Schedule, a copy of which has been filed as Exhibit 1 hereto.

Item 3. Source and Amount of Funds or Other Consideration

Securities of the issuer were exchanged under the option exercise discussed in Item 4.

Item 4. Purpose of Transaction

On April 19, 2007, Frederick M. Danziger exercised options to purchase 90,000 shares of common stock of Griffin Land & Nurseries at an exercise price of $14.6875 for 15,000 shares and an exercise price of $13.25 for 75,000 shares. Securities of the issuer were exchanged for the option exercise price and used at the trading value of $36.50 per share to pay the exercise price for the options exercised and the federal, state, local and medicare taxes resulting from the exercise. The aggregate number of shares of common stock so transferred as part of the exercise of the options was 59.001 together with approximately $69 in cash.

The purpose of these acquisitions is to hold such shares for investment purposes. Mr. Danziger, a Reporting Person, is also the Chief Executive Officer of the Issuer and a member of its Board of Directors. The acquisition of Common Stock is unrelated to any plans or proposals of the kind described in item 4 of Scheduled 13D and, except as previously disclosed by the Issuer in its reports pursuant to the Securities Exchange Act of 1934, as amended, the Reporting Persons have no current plans or proposals related to, or which they believe would result in, any of the events described in Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer

See Insert 1 hereto and cover pages.

Voting power and power to direct disposition of securities is shared by trustees of each of the trusts referred to in Item 2 as set forth on Insert 1. The officers and directors of the Samuel J. Bloomingdale Foundation, Inc., the Susan B. and Richard C. Ernst Foundation, Inc. and Louise B. and Edgar M. Cullman Foundation, Inc. and the trustees of charitable trust created by Justus Heijmans (collectively, the “Foundations”) referred to in Insert 1 as set forth on Insert 1 hereto share voting power and the power to dispose of such securities. Such shares are, however, not included in the individual totals shown on cover pages. Shares owned by B. Bros. Realty LLC are shown as beneficially owned for voting and dispositive purposes by both Managers of that LLC and also by the company itself.

No transactions in the Issuer’s Common Stock were effected during the 60 days preceding the date hereof by the persons filing this Schedule and their affiliated persons other than as set forth in Item 4 above.

Item 6. Contract, Arrangement or Understanding with Respect to Securities of the Issuer

None other than an informal understanding that the persons and entities listed in Insert 1 attached hereto will hold and vote together the shares of Issuer’s Common Stock owned by each of them. However, Trustees of trusts and partners of the partnership listed in Insert 1 may act independently where fiduciary responsibilities so require. Furthermore, the persons and entities listed in Insert 1 may acquire additional shares of the Issuer’s Common Stock.

Although the Foundations are included in Insert 1, no arrangement of any kind exists with respect to any of the Issuer’s Common Stock held by such Foundations. Such Foundations were included in Insert 1 only because certain of the undersigned are officers and directors of such Foundations.

Item 7. Material to the Filed as Exhibits

A copy of the Joint Filing Agreement, including powers of attorney, is attached hereto as Exhibit 1 to Schedule 13D.

Each of the undersigned hereby certifies after reasonable inquiry, that to the best of his/her knowledge and belief, the information set forth in this statement is true, complete and correct.

Date: May 14, 2007

		Edgar M. Cullman*
		Edgar M. Cullman, individually and as
		Trustee of the Trusts of which he is a
		Trustee as indicated on Insert 1 hereto

		Louise B. Cullman*
		Louise B. Cullman, individually and as
		Trustee of the Trusts of which she is a
		Trustee as indicated on Insert 1 hereto

		Susan R. Cullman*
		Susan R. Cullman, individually, as
		Custodian and as Trustee of the Trusts
		of which she is a Trustee as indicated
		on Insert 1 hereto

		Edgar M. Cullman, Jr.*
		Edgar M. Cullman, Jr., individually, as
		Custodian and as Trustee of the Trusts
		of which he is a Trustee as indicated
		on Insert 1 hereto

		Lucy C. Danziger*
		Lucy C. Danziger, individually and as
		Trustee of the Trusts of which she is a
		Trustee as indicated on Insert 1 hereto

		John L. Ernst*
		John L. Ernst, individually and as
		Trustee of the Trusts of which he is a
		Trustee, and as Guardian,
		all as indicated on Insert 1 hereto

		Carolyn S. Fabrici*
		Carolyn S. Fabrici, individually and as
		Trustee of the Trusts of which she is a
		Trustee as indicated on Insert 1 hereto

		/s/ Frederick M. Danziger
		Frederick M. Danziger, individually and
		as Trustee of the Trusts of which he is
		a Trustee as indicated on Insert 1
		hereto

		Elissa F. Cullman*
		Elissa F. Cullman, individually and as
		Trustee of the Trusts of which she is a
		Trustee as indicated on Insert 1 hereto

		Rebecca D. Gamzon*
		Rebecca D. Gamzon, individually
		formerly Rebecca B. Danziger as custodian for minor childern Andrew Gamzon and Sarah Gamzon

		Matthew L. Ernst*
		Matthew L. Ernst, individually, as custodian for minor children Jonah Ernst and Odessa Ernst

		B. BROS. REALTY LLC


		By	John L. Ernst*
			John L. Ernst,
			Co Managing Member

		Margot P. Ernst*
		Margot P. Ernst, not individually but
		as Trustee of the Trusts of which she
		is a Trustee as indicated on Insert 1
		hereto

		Alexandra Ernst*
		Alexandra Ernst, individually and as
		Trustee of the Trusts of which she is a
		Trustee as indicated on Insert 1 hereto as custodian of minor children Cooper Siegel and Shepard Siegel

		David M. Danziger*
		David M. Danziger, individually, as custodian for minor children Sameena Danziger and Sunaina Danziger

		Edgar M. Cullman III*
		Edgar M. Cullman III

		Caroline B. Sicher*
		Caroline B. Sicher, individually

		By:	/s/ Frederick M. Danziger
		Frederick M. Danziger
		Attorney-in-Fact

		Samuel Cullman*
		Samuel Cullman, individually

		Jessica P Ernst*
		Jessica P Ernst, individually

		Georgina Cullman
		Georgina Cullman, individually

Griffin Land & Nurseries
Schedule 13D		Insert 1—Item 2.
Amendment #2

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

Edgar M. Cullman
(“EMC”)

2 E. 70th St.
New York, N.Y.
10021

Co Managing Member
Culbro, LLC
880 Third Ave

(65,000

)

46,138

.88

Edgar M. Cullman, Jr.
(“EMC, Jr.”)

770 Park Avenue
New York, N.Y.
10021

Co Managing Member
Culbro, LLC
880 Third Ave
New York, N.Y.

92,966

221,342

4.26

Elissa F. Cullman
(“EFC”)

770 Park Avenue
New York, New
York 10021

Interior Decorator

17,000

.33

Louise B. Cullman
(“LBC”)

2 E. 70th St.
New York, N.Y.

Housewife

(65,000

)

38,410

.74

Susan R. Cullman
(“SRC”)

812 Park Ave.
New York, NY
10021

Housewife

87,765

1.69

Lucy C. Danziger
(“LCD”)

2 E. 73rd St.
New York, N.Y.

Housewife

(21,520

)

60,322

1.16

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

Frederick M.
Danziger
(“FMD”)

2 E. 73rd St.
New York, N.Y. 10021

Griffin Land & Nurseries, Inc.
President
One Rockefeller Plaza
Suite 2301
New York, New York

120,943

137,485

2.65

David M. Danziger
(“DMD”)

115 Central Park West
NY, NY 10023

General Cigar Holdings
Executive Vice President
387 Park Avenue South
New York, New York

(9,700

)

31,848

.61

Rebecca D. Gamzon
(“RDG”)

1165 Park Ave
Apt 15A
N.Y., N.Y. 10128

Housewife

(17,570

)

11,830

.23

10.

John L. Ernst
(“JLE”)

860 U.N. Towers
New York, N.Y. 10017

Chairman & President
Bloomingdale Properties, Inc.*
(Investments)
641 Lexington Avenue
New York, N.Y.

(600

)

5,400

.10

11.

Alexandra Ernst
(“AE”)

120 Bis Blvd.
Montpamesse
75014 Paris,
France

Writer

1,548

.03

12.

LCD, EMC, Jr. and
SRC,
Trustees
u/w/o Joseph F. Cullman, Jr.
f/b/o/:
EMC

76,448

1.47

13.

Carolyn S. Fabrici
(“CSF”)

P.O. Box 4708
42630 N. 54th St.
Cave Creek, AZ
85331

Housewife

23,858

.46

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

14.

Alexander Ernst
f/b/o:
Cooper S. Siegel
a minor

200

.00

15.

Caroline B. Sicher,
(“CBS”)

21,422

.41

16.

EMC and LBC, Trustees
u/i/o LBC (12/16/43)*
f/b/o:
LCD

29,964

.58

17.

EMC, LBC and SRC,
Trustees
u/i/o Samuel J. Bloomingdale
(“SJB”) and
Rita G. Bloomingdale
(“RGB”) (1/10/50)*
f/b/o:
SRC

50,880

.98

18.

EMC, LBC and SRC,
Trustees
u/i/o EMC and LBC
(3/21/50)*
f/b/o:
SRC

18,714

.36

19.

EMC, LBC and LCD
Trustees
u/i/o SJB (12/21/50)*
f/b/o:
LCD

29,192

.56

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

20.

EMC, LBC and
EMC, Jr.
Trustees
u/i/o SJB (12/21/50)*
f/b/o:
EMC, Jr.

25,006

.48

21.

EMC, LBC and SRC
Trustees
u/i/o SJB (12/21/50)*
f/b/o:
SRC

26,000

.50

22.

EMC, LBC and LCD
Trustees
u/i/o RGB (12/21/50)*
f/b/o:

LCD

5,418

.10

23.

EMC, LBC and
EMC, Jr.
Trustees
u/i/o RGB (12/21/50)*
f/b/o:
EMC, Jr.

9,974

.19

24.

EMC, LBC and SRC
Trustees
u/i/o RGB (12/21/50)*
f/b/o:
SRC

11,840

.22

25.

EMC, LBC and LCD
Trustees
u/i/o RGB (6/14/51)*
f/b/o:
LCD

53,818

1.04

26.

EMC, LBC and
EMC, Jr.
Trustees
u/i/o RGB (6/14/51)*
f/b/o:
EMC, Jr.

40,190

.77

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

27.

EMC, LBC and SRC
Trustees u/i/o RGB
(6/14/51)*
f/b/o:
SRC

40,090

.77

28.

LBC, Margot P. Ernst
(“MPE”), AE
and JLE, Trustees
u/i/o Susan B. Ernst
(“SBE”) (4/9/52)*
f/b/o:
Descendants of JLE

4,364

.08

29.

LBC, JLE, AE and CSF,
Trustees
u/i/o SBE (4/9/52)*
f/b/o:
Descendants of CSF

3,844

.08

30.

EMC, LCD, EMC, Jr. and
SRC Trustees
u/i/o LBC (1/6/53)*
f/b/o:
    Descendants of LCD
    Descendants of EMC, Jr.
    Descendants of SRC

10,400
38,976
26,284

.20
.75
.51

31.

LBC, MPE, AE and
JLE, Trustees
u/i/o SBE (1/6/53)*
f/b/o:
Descendants of JLE

2,580

.05

32.

LBC, JLE, AE and CSF
Trustees
u/i/o SBE (1/6/53)*
f/b/o:
Descendants of CSF

11,701

.23

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

33.

EMC, LCD,
EMC, Jr. and SRC
Trustees
u/i/o LBC (6/30/54)*
f/b/o:
Descendants of LCD
Descendants of
EMC, Jr.
Descendants of SRC

25,944
49,502
35,878

.50
.95
.69

34.

LBC, CSF, AE
and JLE, Trustees
u/i/o SJB (12/21/50)*
f/b/o:
Dorothy P. Ernst

3,974

.08

35.

LBC, CSF, AE
and JLE
Trustees
u/i/o RGB (12/21/50)*
f/b/o:
Dorothy P. Ernst

3,974

.08

36.

LBC, LCD,
EMC, Jr. and
SRC Trustees
u/i/o EMC (3/23/55)*
f/b/o/:
Descendants of LCD
Descendants of
EMC, Jr.
Descendants of SRC

10,830
15,408
14,200

.21
.30
.27

37.

EMC, LCD, EMC, Jr. and
SRC Trustees
u/i/o LBC (3/23/55)*
Descendants of LCD
Descendants of
EMC, Jr.
Descendants of SRC

7,000
12,124
13,600

.13
.23
.26

38.

EMC, LBC,
EMC, Jr. and
LCD Trustees
u/i/o SJB (8/2/55)*
f/b/o:
Descendants of LCD

24,400

.47

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

39.

EMC, LBC, LCD
and EMC,
Jr. Trustees
u/i/o SJB (8/2/55)*
f/b/o:
Descendants of
EMC, Jr.

34,250

.66

40.

EMC, LBC,
LCD and SRC
Trustees
u/i/o SJB (8/2/55)*
f/b/o:
Descendants of SRC

37,962

.73

41.

LBC, MPE,
AE and JLE
Trustees
u/i/o SJB (8/2/55)*
f/b/o:
Descendants of JLE

3,194

.06

42.

EMC, LBC,
CSF, AE and
JLE
Trustees
u/i/o SJB (8/2/55)*
f/b/o:
Descendants of CSF

3,526

.07

43.

EMC, LBC and LCD,
Trustees
u/w/o RGB (2/29/56)*
f/b/o:
Descendants of LCD

19,228

.37

44.

EMC, LBC and
EMC, Jr.,
Trustees
u/w/o RGB (2/29/56)*
f/b/o:
Descendants of EMC, Jr.

20,332

.39

45.

EMC, LBC and SRC,
Trustees
u/w/o RGB (2/29/56)*
f/b/o:
Descendants of SRC

17,190

.33

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

46.

EMC, LBC, CSF,
    AE and JLE,
    Trustees
Trustees
(2/29/56)*
f/b/o:
    Descendants of
    JLE

39,138

.75

47.

EMC, LBC, JLE and
    CSF, Trustees
u/w/o RGB
(2/29/56)*
f/b/o:
    Descendants of
    CSF

39,138

.75

48.

Samuel J. Bloomingdale
     Foundation, Inc.*
     EMC, Chairman &
     Dir. LBC, President
     & Dir. EMC, Jr.,
     Treas. & Dir. LCD,
     Secretary

Charitable
Foundation

19,642

.37

49.

Richard C. Ernst
and Susan B. Ernst
Foundation, Inc.*
    JLE, Pres. & Dir.
    MPE, Vice Pres. &
    Dir. AE, Treas. &
    Dir. John Fletcher
    III, Secy.

(12,048

)

.00

50.

EMC, LBC and EMC, Jr.,
Trustees
u/w/o F.W. Cullman
(7/23/59)*
f/b/o:
        LCD
        EMC, Jr.
        SRC

17,420
13,770
20,014

.34
.26
.38

51.

EMC, LCD and FMD,
Trustees
u/i/o SJB (4/15/66)*
f/b/o:
DMD

12,524

.24

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

52.

FMD, LCD and EMC, Jr.,
u/i/o EMC (12/26/72)*
f/b/o:
LCD and DMD
LCD and RDG

17,800
18,000

.34
.35

53.

FMD, LCD, SRC and
EMC, Jr.
Trustees
u/i/o EMC (12/23/76)*
f/b/o:
DMD
RDG

16,000
16,200

.31
.31

54.

FMD, SRC, EMC, Jr.,
and JLE, Trustees
u/i/o LCD (12/25/76)*
f/b/o:
DMD
RDG

3,200
3,200

.06
.06

55.

Richard M. Danziger and FMD, Trustees
u/i/o LCD (12/24/69)*
f/b/o:
RDG

22,800

.44

56.

LBC, MPE, AE and JLE,
Trustees
u/i/o RGB (6/14/51)*
f/b/o:
JLE

3,081

.06

57.

LCD, SRC, JLE and
Elissa Cullman, Trustees,
u/i/o EMC, Jr.
(12/25/76)*
f/b/o:
EMC III
SBC

7,200
7,200

.14
.14

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

58.

EMC, Jr., SRC, LCD and
Elissa Cullman, Trustees,
u/i/o EMC (12/23/76)*
f/b/o:
EMC III
SBC

20,400
20,400

.39
.39

59.

EMC, Jr., SRC, LCD and
FMD
Trustees
u/i/o EMC (12/23/76)*
GDC

20,000

.39

60.

LCD, EMC, Jr., John
Sicher and JLE, Trustees,
u/i/o SRC (12/25/76)*
f/b/o:
CBS

14,000

.27

61.

EMC, Jr., LCD, SRC and
John Sicher, Trustees,
u/i/o EMC (12/23/76)*
f/b/o:
CBS

16,000

.31

62.

FMD and R.M. Danziger,
Trustees
u/i/o Elsie B. Paskus
f/b/o:
R.M. Danziger

3,000

.06

63.

FMD and R.M. Danziger
Trustees
u/i/o Elsie B. Paskus
f/b/o:
FMD

33,600

.64

64.

B. Bros. LLC
JLE, Co Managing Member
SRC, Co Managing Member

233,792

4.50

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

65.

EMC, EMC, Jr.
SRC and
Richard W. Dammann,
Executors of the
Estate of
Justus Heijmans

202

.00

66.

JLE, FMD and Roger
Bloom (“RB”),
Trustees
u/a/o SBE (4/19/81)
u/w/o SBE Appointment
u/i/o RBG (11/27/31)*
f/b/o:
Descendants of JLE

7,458

.14

67.

LBC, JLE, AE and CSF,
Trustees
u/i/o SJB (12/21/50)*
f/b/o:
CSF

1,515

.03

68.

LBC, JLE, AE and CSF
Trustees
u/i/o RGB (6/14/51)*
f/b/o:
CSF

1,400

.03

69.

JLE, EMC, Jr. and Roger
Bloom, Trustees
u/a/o SBE (4/19/81)
u/w/o SBE Appointment
u/i/o RGB (11/27/31)*
f/b/o:
Descendants of CSF

2,000

.04

70.

Matthew L. Ernst

462 Broome Street
N.Y, N.Y. 10013

1,250

.02

71.

JLE, MPE, CSF, FMD
and EMC, Jr.,
Trustees
u/c/o/w Richard C. Ernst,
(6/19/84)
f/b/o:
Benjamin C. Stewart

5,996

.12

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

72.

Jessica P. Ernst

1,250

.02

73.

Charitable Trust created
by Justus Heijmans,*
EMC and EMC, Jr.,
Trustees

200

.00

74.

LBC, JLE, MPE and AE,
Trustee
u/i/o RGB (12/21/50)*
f/b/o:
JLE

1,100

.02

75.

JLE, as Guardian
f/b/o:
DPE

2,679

.05

76.

JLE, LBC, EMC,
CSF and
AE, Trustees
u/c/w/o RGB (2/29/56)*
f/b/o:
Descendants of JLE

4,746

.09

77.

Chase Bank
and LBC,
Trustees
u/i/o RGB (11/27/31)*
f/b/o:
LBC

30,000

.58

78.

Louise B. & Edgar M.
Cullman Foundation,
Inc.*
EMC, Chairman of the
Board
SRC, President|
LBC, Vice President
EMC, Jr., Treasurer
LCD, Secretary

Charitable
Foundation

130,000

136,400

2.63

79.

Edgar M. Cullman, III
(EMC,III)

Producer

18,794

.36

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

80.

Samuel B. Cullman

13,594

.26

81.

FMD and
R. M. Danziger
Trustees
u/w/o Elsie B. Paskus
f/b/o
FMD Family

30,000

.58

82.

Rebecca Gamzon
f/b/o
Andrew Gamzon
a minor (“AG”)

Custodian

15,065

16,611

.32

83.

Rebecca Gamzon
t/b/o
Sarah Gamzon
a minor

13,265

.26

(3)

Present principal

occupation or employment

Number of shares

Total number of

and the name, principal

of Issuer’s

shares of the

business and address of any

Common Stock

Issuer’s Common

(1)

(2)

corporation or other

acquired or

Stock ($1 par

Percentage of

Name

Residence

organization in which such

disposed of since

value) owned on

Class of Issuer’s

(Item 2(a)

Address

employment is conducted.

July 3,1999

the date hereof

Common Stock.

and 5)

(Item 2(b))

(Item 2(c))

(i)

(ii)

(iii)

84.

David M. Danziger
f/b/o Sunaina Danziger
a minor

10,230

.02

85.

David M. Danziger
f/b/o Sameena Danziger
a minor

10,230

.02

86.

Mathew Ernst
f/b/o Jonah Ernst
a minor

200

.00

87.

Mathew Ernst
f/b/o Odessa Ernst
a minor

200

.00

88.

Georgina Cullman

9,550

.18

TOTAL

2,529,156

48.72

* Business Address: 641 Lexington Avenue, New York, NY 10022

Under the Securities Exchange Act of 1934 (Amendment No. 2)*

Under the Securities Exchange Act of 1934
(Amendment No. 2)*