SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Emil Capital Partners, LLC (Last) (First) (Middle) 2 PARAGON DRIVE (Street) MONTVALE NJ 07645 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol GREAT ATLANTIC & PACIFIC TEA CO INC [ GAP ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 10/15/2008
	4. If Amendment, Date of 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

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, $1 par value(1)	10/15/2008		P		100,000	A	$6.0396(2)(3)	573,829	D

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 Securities Underlying Derivative Security (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: 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

1. Name and Address of Reporting Person* Emil Capital Partners, LLC (Last) (First) (Middle) 2 PARAGON DRIVE (Street) MONTVALE NJ 07645 (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* HAUB ERIVAN KARL (Last) (First) (Middle) WISSOLLSTRASSE 5-43 (Street) 45478 MUELHEIM AN DER RUHR 2M (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* HAUB CHRISTIAN W E (Last) (First) (Middle) 2 PARAGON DRIVE (Street) MONTVALE NJ 07645 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* TENGELMANN WARENHANDELSGESELLSCHAFT KG (Last) (First) (Middle) WISSOLLSTRASSE 5-43 (Street) 45478 MUELHEIM AN DER RUHR 2M (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* HAUB KARL ERIVAN WARDER (Last) (First) (Middle) WISSOLLSTRASSE 5-43 (Street) 45478 MUELHEIM AN DER RUHR 2M (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* TENGELMANN VERWALTUNGS UND BETEILIGUNGS GMBH (Last) (First) (Middle) WISSOLLSTRASSE 5-43 (Street) 45478 MUELHEIM AN DER RUHR 2M (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. Emil Capital Partners, LLC is a Limited Liability Company, organized under the laws of Delaware. Tengelmann Warenhandelsgesellschaft KG holds 100 percent of the outstanding membership interests of Emil Capital Partners, LLC. Each Reporting Person other than Emil Capital Partners, LLC, expressly declares that the filing of this statement is not an admission that they are, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of shares owned by Emil Capital Partners, LLC.

2. Price reflected is the weighted average purchase price for shares purchased. The range of prices for the reported transactions was $5.69 to $6.47 per share.

3. Emil Capital Partners, LLC undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Remarks:

	Karl-Erivan Warder Haub by John D. Barline (Attorney-in-Fact)	10/17/2008
	Emil Capital Partners, LLC, by Dr. Andreas Guldin, CEO, by John D. Barline (Attorney-in-Fact)	10/17/2008
	Christian Wilhelm Erich Haub by John D. Barline (Attorney-in-Fact)	10/17/2008
	Tengelmann Warenhandelsgesellschaft KG, by Tengelmann Verwaltungs- und Beteiligungs GmbH, as Managing Partner, by Christian Wilhelm Erich Haub, Co-CEO, by John D. Barline (Attorney-in-Fact)	10/17/2008
	Erivan Karl Haub by John D. Barline (Attorney-in-Fact)	10/17/2008
	Tengelmann Verwaltungs- und Beteiligungs GmbH, by Christian Wilhelm Erich Haub, Co-CEO, by John D. Barline (Attorney-in-Fact)	10/17/2008
	** 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 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).
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