SEC Form 3
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
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person*
BARINGTON CAPITAL GROUP L P

(Last) (First) (Middle)
888 SEVENTH AVENUE, 17TH FLOOR

(Street)
NEW YORK, NY 10019

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
04/07/2005
3. Issuer Name and Ticker or Trading Symbol
LQ CORP INC [ LQCI.OB ]
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 of Original Filed (Month/Day/Year)
04/18/2005
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
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)
Common Stock(1)(2)(3)(4) 230,936(1)(2)(3)(4) I(1)(2)(3)(4) See Footnotes(1)(2)(3)(4)
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: 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
1. Name and Address of Reporting Person*
BARINGTON CAPITAL GROUP L P

(Last) (First) (Middle)
888 SEVENTH AVENUE, 17TH FLOOR

(Street)
NEW YORK, NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
BARINGTON COMPANIES EQUITY PARTNERS L P

(Last) (First) (Middle)
888 7TH AVE

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Barington Companies Offshore Fund, Ltd. (BVI)

(Last) (First) (Middle)
C/O BISON FINANCIAL SERVICES LTD
BISON COURT ROAD TOWN

(Street)
TORTOLA D8 00000

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Barington Companies Investors, LLC

(Last) (First) (Middle)
C/O BARINGTON CAPITAL GROUP, L.P.
888 SEVENTH AVENUE, 17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Barington Companies Advisors, LLC

(Last) (First) (Middle)
C/O BARINGTON CAPITAL GROUP, L.P.
888 SEVENTH AVENUE, 17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
LNA Capital Corp.

(Last) (First) (Middle)
C/O BARINGTON CAPITAL GROUP, L.P.
888 SEVENTH AVENUE, 17TH FLOOR

(Street)
NEW YORK NY 10019

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. This filing amends the Form 3 filed on April 18, 2005, to correct Box 6 above as this form was filed by more than one reporting person. All other information included in this amendment is identical to the information in the form as originally filed on April 18, 2005.
2. Includes shares owned directly by Barington Capital Group, L.P., Barington Companies Equity Partners, L.P. and Barington Companies Offshore Fund, Ltd. (BVI). Barington Companies Equity Partners, L.P. beneficially owns an aggregate of 67,438 shares of the Issuer's common stock. As the general partner of Barington Companies Equity Partners, L.P., Barington Companies Investors, LLC may be deemed to beneficially own the shares owned by Barington Companies Equity Partners, L.P. Barington Companies Offshore Fund, Ltd. (BVI) beneficially owns 71,000 shares of the Issuer's common stock. As the investment advisor to Barington Companies Offshore Fund, Ltd. (BVI), Barington Companies Advisors, LLC may be deemed to beneficially own the shares owned by Barington Companies Offshore Fund, Ltd. (BVI). Barington Capital Group, L.P. beneficially owns 92,498 shares of the Issuer's common stock.
3. (Continuation of Footnote 1) As the Managing Member of Barington Companies Advisors, LLC, Barington Capital Group, L.P. may be deemed to beneficially own the shares owned by Barington Companies Offshore Fund, Ltd. (BVI) and as the majority member of Barington Companies Investors, LLC, Barington Capital Group, L.P. may also be deemed to beneficially own the shares of the Issuer's common stock owned by Barington Companies Equity Partners, L.P. As the general partner of Barington Capital Group, L.P., LNA Capital Corp. may be deemed to beneficially own the 92,498 shares owned by Barington Capital Group, L.P., the 67,438 shares owned by Barington Companies Equity Partners, L.P. and the 71,000 shares owned by Barington Companies Offshore Fund, Ltd. (BVI).
4. (Continuation of Footnote 2) As the sole stockholder and director of LNA Capital Corp., Mr. Mitarotonda may be deemed to beneficially own the 92,498 shares owned by Barington Capital Group, L.P., the 67,438 shares owned by Barington Companies Equity Partners, L.P. and the 71,000 shares owned by Barington Companies Offshore Fund, Ltd. (BVI). Mr. Mitarotonda also beneficially owns stock options to purchase 163,000 shares of common stock of the Issuer exercisable within 60 days. If Barington Capital Group, L.P., Barington Companies Equity Partners, L.P., Barington Companies Investors, LLC, Barington Companies Offshore Fund, Ltd. (BVI), Barington Companies Advisors, LLC, LNA Capital Corp. and Mr. Mitarotonda may be deemed to constitute a "group" for purposes of Section 13 of the Securities Exchange Act of 1934, as amended, the members of such group may be deemed to beneficially own, in the aggregate, more than 10% of the Issuer's common stock.
/s/ James A. Mitarotonda, Pres. & CEO of LNA Capital Corp., its General Partner 04/28/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
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