FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 * HARVEST ASSOCIATES III LLC   2. Issuer Name and Ticker or Trading Symbol GLOBAL POWER EQUIPMENT GROUP INC/ [GEG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 280 PARK AVENUE, 33RD FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 03/08/2005 (Street) NEW YORK, NY 10017 4. If Amendment, Date Original Filed(Month/Day/Year) 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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/08/2005   J(1)   880,000 D $ 9.85 9,747,063 I See footnote 1 Common Stock 03/08/2005   J(2)   120,000 D $ 9.85 9,627,063 I See footnote 2

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

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
HARVEST ASSOCIATES III LLC 280 PARK AVENUE 33RD FLOOR NEW YORK, NY 10017		X
HARVEST PARTNERS III LP C/O HARVEST PARTNERS INC 280 PARK AVE. NEW YORK, NY 10017		X

Signatures

Harvey Mallement, Managing General Partner		03/08/2005
**Signature of Reporting Person		Date
Harvey Mallement, Managing General Partner (See Remarks)		03/08/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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 shares were sold by Harvest Partners III, L.P. (a 10% owner of the issuer). Following the sales, Harvest Partners III, L.P. owns directly 8,472,140 shares of the reported securities. Harvest Associates III, L.L.C. may be deemed to own indirectly all of the reported securities owned by Harvest Partners III, L.P. as a result of its being the general partner of Harvest Partners III, L.P. Harvest Associates III, L.L.C. disclaims beneficial ownership of the shares owned by Harvest Partners III, L.P. except to the extent of its pecuniary interest therein.
(2)	These shares were sold by Harvest Partners III, GbR ("HPG"). Following the sales, HPG owns directly 1,154,923 shares of the reported securities. Harvest Associates III, L.L.C. may be deemed to own directly all of the reported securities owned by HPG as a result of its being the sole administrator of HPG. Harvest Associates III, L.L.C. disclaims beneficial ownership of the shares owned by HPG, except to the extent of its pecuniary interest therein.
Remarks: Signed by Harvest Associates III, L.L.C. as General Partner of Harvest Partners III, L.P.

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