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* RBF Capital, LLC (Last) (First) (Middle) 100 DRAKES LANDING ROAD SUITE 300 (Street) GREENBRAE CA 94904 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol MATERIAL SCIENCES CORP [ MASC ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) See footnotes
	3. Date of Earliest Transaction (Month/Day/Year) 12/13/2010
	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	12/13/2010		S		4,000	D	$6.05	1,745,226	I	See footnotes(1)(2)(3)
Common Stock	12/13/2010		S		2,400	D	$6.1033(4)	1,742,826	I	See footnotes(1)(2)(3)
Common Stock	12/13/2010		S		100	D	$6.12	1,742,726	I	See footnotes(1)(2)(3)
Common Stock	12/13/2010		S		3,500	D	$6.1361(4)	1,739,226	I	See footnotes(1)(2)(3)
Common Stock	12/13/2010		S		476	D	$6.1707(4)	1,738,750	I	See footnotes(1)(2)(3)
Common Stock	12/13/2010		S		4,415	D	$6.1862(4)	1,734,335	I	See footnotes(1)(2)(3)
Common Stock	12/13/2010		S		500	D	$6.19	1,733,835	I	See footnotes(1)(2)(3)
Common Stock	12/14/2010		S		4,815	D	$6.05	1,729,020	I	See footnotes(1)(2)(3)
Common Stock	12/14/2010		S		186	D	$6.06	1,728,834	I	See footnotes(1)(2)(3)
Common Stock	12/14/2010		S		400	D	$6.17	1,728,434	I	See footnotes(1)(2)(3)
Common Stock	12/14/2010		S		500	D	$6.25	1,727,934	I	See footnotes(1)(2)(3)

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* RBF Capital, LLC (Last) (First) (Middle) 100 DRAKES LANDING ROAD SUITE 300 (Street) GREENBRAE CA 94904 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See footnotes

1. Name and Address of Reporting Person* Fullerton Richard B. (Last) (First) (Middle) 100 DRAKES LANDING ROAD SUITE 300 (Street) GREENBRAE CA 94904 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director 10% Owner Officer (give title below) X Other (specify below) See foototes

Explanation of Responses:

1. The reporting persons are: (i) RBF Capital, LLC ("RBF"); and (ii) Richard B. Fullerton, RBF's managing member.

2. The securities reported on this Form 4 are beneficially held by investment limited partnerships for which RBF serves as the general partner and/or investment manager (the "Funds"). None of the Funds is itself the beneficial owner of more than 10% of the issuer's common stock.

3. RBF and Mr. Fullerton may be deemed to beneficially own the securities owned by the Funds insofar as they may be deemed to have the power to direct the voting or disposition of such securities. Each of RBF, Mr. Fullerton and the Funds disclaims beneficial ownership in these securities, however, except to the extent of their respective pecuniary interests therein.

4. The full price per share for the 2,400, 3,500, 476 and 4,415 shares sold on December 13, 2010 was $6.103333, $6.136143, $6.170798 and $6.18625, respectively.

Remarks:

	RBF Capital, LLC; By: Richard B. Fullerton, its Managing Member; /s/ Richard B. Fullerton	12/15/2010
	Richard B. Fullerton; /s/ Richard B. Fullerton	12/15/2010
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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