13F-HR 1 d46748ae13fvhr.txt FORM 13F HOLDINGS REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 13F Form 13F Cover Page Report for the Calendar Year or Quarter Ended March 31, 2007 Check here if Amendment [ ] Amendment Number : ------- This Amendment (Check only one): [ ] is a restatement [ ] adds new holdings entries. Institutional Investment Manager Filing this Report: Name: RBS Partners, L.P. Address: 200 Greenwich Avenue Greenwich, CT 06830 Form 13F File Number: 28-2610 The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form. Person Signing this Report on Behalf of Reporting Manager: Name: Theodore W. Ullyot Title: Executive Vice President and General Counsel Phone: (203) 861-4600 Signature, Place, and Date of Signing: /s/ Theodore W. Ullyot Greenwich, CT May 15, 2007 ------------------------------------- -------------- ------------ (Signature) (City, State) (Date) Report Type (Check only one): [X] 13F HOLDINGS REPORT (Check here if all holdings of this reporting manager are reported in this report) [ ] 13F NOTICE (Check here if no holdings reported are in this report, and all holdings are reported by other reporting manager(s).) [ ] 13F COMBINATION REPORT (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).) FORM 13F SUMMARY PAGE Report Summary: Number of Other Included Managers: 1 Form 13F Information Table Entry Total: 9 Form 13F Information Table Value Total: $16,484,720 (in thousands) List of Other Included Managers: Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report. No. Form 13F File Number Name 1 28-11470 ESL Investments, Inc. Explanatory Note: RBS Partners, LP ("RBS") hereby advises that ESL Investments, Inc. and RBS may be deemed to share investment discretion for purposes of Rule 13f-1(b) of the Securities Exchange Act of 1934 (the "Act") over certain 13(f) securities for which RBS exercises direct control. FORM 13F Information Table Page 1 of 1
Column 1: Column 2: Column 3: Column 4: Column 5: Column 6 Column 7: Column 8: ------------------------------------------------------------------------------------------------------------------------------------ Voting Authority Fair Market Shares or Title of CUSIP Value Principal SH/ Put/ Investment Other (b) (c) Name of Issuer Class Number (x $1,000) Amount PRN Call Discretion Managers (a) Sole Shared None ------------------------------------------------------------------------------------------------------------------------------------ Autozone, Inc. Common 053332-10-2 762,091 5,947,328 SH DEFINED 5,947,328 Autozone, Inc. Common 053332-10-2 2,057,859 16,059,462 SH SOLE 16,059,462 AutoNation, Inc. Common 05329W-10-2 127,350 5,995,748 SH DEFINED 5,995,748 AutoNation, Inc. Common 05329W-10-2 930,199 43,794,686 SH SOLE 43,794,686 Citigroup Inc. Common 172967-10-1 782,636 15,244,168 SH SOLE 15,244,168 Clear Channel Communications, Inc. Common 184502-10-2 30,874 881,100 SH SOLE 881,100 Motorola, Inc. Common 620076-10-9 16,345 925,000 SH SOLE 925,000 Sears Holdings Corp. Common 812350-10-6 63,954 354,985 SH DEFINED 354,985 Sears Holdings Corp Common 812350-10-6 11,713,413 65,016,723 SH SOLE 65,016,723 ---------- COLUMN TOTALS Grand Total 16,484,720 ----------