SEC FORM 4

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
Expires:	December 31, 2014
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^*

LIPKE BRIAN J

(Last)

(First)

(Middle)

(Street)

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
GIBRALTAR STEEL CORP [ Rock ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2003

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	07/21/2003⁽¹⁾		J⁽¹⁾		7.47	A	18.76⁽¹⁾	3,706.07⁽²⁾⁽³⁾⁽⁴⁾⁽⁵⁾	I	Gibraltar Steel Corporation 401(k) Plan

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Option (right to buy)⁽⁶⁾	10	08/08/1988⁽⁸⁾		J		0		11/01/1995	10/31/2004	Common stock	0	$0	15,000	D
Option (right to buy)⁽⁶⁾	21.75	08/08/1988⁽⁸⁾		J		0		07/08/1998	07/08/2007	Common stock	0	$0	25,000	D
Option (right to buy)⁽⁷⁾	22.5	08/08/1988⁽⁸⁾		J		0		03/27/1999	03/27/2008	Common stock	0	$0	50,000	D
Option (right to buy)⁽⁷⁾	14.07	08/08/1988⁽⁸⁾		J		0		07/18/2001	07/18/2010	Common stock	0	$0	12,500	D

Explanation of Responses:

1. Represents the net effect of shares purchased and solf from April 1, 2003 through June 30, 2003 pursuant to the Gibraltar Steel Corporation 401(k) Savings Plan at an average price of $18.76 per share. The information reported herein is based on a Plan Statement dated July 17, 2002.

2. Reporting person owns 51,965 shares directly; 892,002 shares indirectly held by a trust for the benefit of reporting person of which he serves as one of three trustees and shares voting and investment power; 3,137,915 shares indirectly held by four trusts for the benefit of insiders of Gibraltar Steel Corporation, each of which the reporting person serves as one of three trustees and shares voting and investment power and as to which he disclaims beneficial ownership; 7,005 shares indirectly held by a trust for the benefit of reporting person's daughter (Katherine Victoria); 5,605 shares indirectly held by trust for the benefit of a child (Carlisle Lipke-Ricci) of an insider of Gibraltar Steel Corporation, which the reporting person serves as one of four trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership.

3. Reporting person owns 6,700 shares indirectly held by trust for the benefit of a child (Kenneth Eric Lipke) of an insider of Gibraltar Steel Corporation, which the reporting person serves as one of three trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership; 3,480 shares indirectly held by reporting person as custodian for daughter under UGMANY; 61,085 shares indirectly held by trust created under the Last Will and Testament of Kenneth E. Lipke for the benefit of reporting person's mother as to which trust reporting person serves as one of three trustees and shares voting and investment power; 60,880 shares indirectly held by trust for the benefit of reporting person of which the reporting person serves as one of five trustees and shares voting and investment power.

4. Reporting person owns 30,000 shares indirectly held by trust for the benefit of an insider of Gibraltar Steel Corporation, of which the reporting person serves as one of five trustees and shares voting and investment power, and as to which shares he disclaims beneficial ownership; 5,800 shares indirectly held by trust for the benefit of a child (Erica Rae Lipke) of an insider of Gibraltar Steel Corporation, which the reporting person serves as one of three trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership; 5,940 shares indirectly held by trust for the benefit of reporting person's daughter (Elissa Kristina); 1,385 shares indirectly held by reporting person as custodian for realtive under UGMANY (Jonathon Solomon).

5. Reporting person owns 129,821 shares indirectly representing the reporting person's pecuniary interest in the shares of Gibraltar Steel Corporation common stock held by Rush Creek Investment Co. L.P. The reporting person disclaims beneficial interest in such shares, except to the extent of his beneficial interest.

6. Grant to reporting person of option to buy shares of common stock under the Gibraltar Steel Corporation Non-Qualified Stock Option Plan. The options are exercisable at the rate of 25% per year.

7. Grant to reporting person of option to buy shares of common stock under the Gibraltar Steel Corporation Incentive Stock Option Plan. The options are exercisable at the rate of 25% per year.

8. Dummy date used for reporting holdings.

	/s/Brian J. Lipke	07/21/2003
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.