Edgar Filing: ESL INVESTORS LLC

Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â LAMPERT EDWARD S

2. Date of Event Requiring Statement (Month/Day/Year)
12/21/2011

3. Issuer Name and Ticker or Trading Symbol
ORCHARD SUPPLY HARDWARE STORES CORP [OSH]

(Last)

(First)

(Middle)

200 GREENWICH AVENUE

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

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

5. If Amendment, Date Original Filed(Month/Day/Year)

(Street)

GREENWICH,Â CTÂ 06830

6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

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)
Class A Common Stock	1,721,077	I	See Footnotes ⁽¹⁾ ⁽⁷⁾
Series A Preferred Stock	1,721,077	I	See Footnotes ⁽¹⁾ ⁽⁷⁾
Class A Common Stock	454,391	I	See Footnotes ⁽²⁾ ⁽⁷⁾
Series A Preferred Stock	454,391	I	See Footnotes ⁽²⁾ ⁽⁷⁾
Class A Common Stock	462	I	See Footnotes ⁽³⁾ ⁽⁷⁾
Series A Preferred Stock	462	I	See Footnotes ⁽³⁾ ⁽⁷⁾
Class A Common Stock	33	I	See Footnotes ⁽⁴⁾ ⁽⁷⁾
Series A Preferred Stock	33	I	See Footnotes ⁽⁴⁾ ⁽⁷⁾
Class A Common Stock	3,521	I	See Footnotes ⁽⁵⁾ ⁽⁷⁾
Series A Preferred Stock	3,521	I	See Footnotes ⁽⁵⁾ ⁽⁷⁾
Class A Common Stock	767,127	D ⁽⁶⁾ ⁽⁷⁾	Â
Series A Preferred Stock	767,127	D ⁽⁶⁾ ⁽⁷⁾	Â

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		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

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
LAMPERT EDWARD S 200 GREENWICH AVENUE GREENWICH,Â CTÂ 06830	Â	Â X	Â	Â
ESL INVESTMENTS INC 200 GREENWICH AVENUE GREENWICH,Â CTÂ 06830	Â	Â X	Â	Â
RBS PARTNERS L P /CT ONE LAFAYETTE PLACE GREENWICH,Â CTÂ 06830	Â	Â X	Â	Â
ESL PARTNERS, L.P. 200 GREENWICH AVENUE GREENWICH,Â CTÂ 06830	Â	Â X	Â	Â
ESL INVESTORS LLC 200 GREENWICH AVE GREENWICH,Â CTÂ 06830	Â	Â X	Â	Â

Signatures

EDWARD S. LAMPERT, /s/ Adrian J. Maizey, by power of attorney		12/21/2011
^**Signature of Reporting Person		Date
ESL INVESTMENTS, INC., By Adrian J. Maizey, Chief Financial Officer, /s/ Adrian J. Maizey		12/21/2011
^**Signature of Reporting Person		Date
RBS PARTNERS, L.P., By: ESL Investments, Inc., as its general partner, By: Adrian J. Maizey, Chief Financial Officer, /s/ Adrian J. Maizey		12/21/2011
^**Signature of Reporting Person		Date
ESL PARTNERS, L.P., By: RBS Partners, L.P., as its general partner, By: ESL Investments, Inc., as its general partner, By Adrian J. Maizey, Chief Financial Officer, /s/ Adrian J. Maizey		12/21/2011
^**Signature of Reporting Person		Date
ESL INVESTORS, L.L.C., By: RBS Partners, L.P., as its manager, By: ESL Investments, Inc., as its general partner, By Adrian J. Maizey, Chief Financial Officer, /s/ Adrian J. Maizey		12/21/2011
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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)	These securities are held by ESL Partners, L.P. ("Partners").
(2)	These securities are held in an account established by the investment member of ESL Investors, L.L.C. ("Investors").
(3)	These securities are held by ESL Institutional Partners, L.P. ("Institutional").
(4)	These securities are held by CRK Partners, LLC ("CRK").
(5)	These securities are held in a grantor retained annuity trust, of which Mr. Lampert is the trustee.
(6)	These securities are held by Mr. Lampert.
(7)	This Form 3 is filed on behalf of Mr. Lampert, ESL Investments, Inc. ("Investments"), RBS Partners, L.P. ("RBS"), Partners and Investors. RBS is the general partner of Partners and the managing member of Investors. RBS Investment Management, L.L.C. ("RBSIM") is the general partner of Institutional. Investments is the general partner of RBS and the sole member of CRK and the manager of RBSIM. Mr. Lampert is the Chairman, Chief Executive Officer and Director of Investments.
Â Remarks: PursuantÂ toÂ RuleÂ 16a-1(a)(2)(ii)(B)Â underÂ theÂ SecuritiesÂ ExchangeÂ ActÂ ofÂ 1934,Â asÂ amendedÂ (theÂ "Act"),Â eachÂ ofÂ theÂ Reporting PersonsÂ mayÂ beÂ deemedÂ toÂ beÂ theÂ beneficialÂ ownerÂ ofÂ theÂ securitiesÂ reportedÂ hereinÂ onlyÂ toÂ theÂ extentÂ ofÂ hisÂ orÂ itsÂ pecuniaryÂ interest therein.Â PursuantÂ toÂ RuleÂ 16a-1(a)(4)Â underÂ theÂ Act,Â thisÂ filingÂ shallÂ notÂ beÂ deemedÂ anÂ admissionÂ thatÂ anyÂ ofÂ theÂ ReportingÂ Persons is,Â forÂ purposesÂ ofÂ SectionÂ 16Â ofÂ theÂ ActÂ orÂ otherwise,Â theÂ beneficialÂ ownerÂ ofÂ anyÂ securitiesÂ reportedÂ hereinÂ inÂ excessÂ ofÂ such amount.

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