X0202 4 2008-05-12 0 0000912908 FOAMEX INTERNATIONAL INC FMXL 0001263972 D. E. SHAW LAMINAR PORTFOLIOS, L.L.C. 39TH FLOOR, TOWER 45 120 WEST FORTY-FIFTH STREET NEW YORK NY 10036 1 0 1 1 See footnotes 1 and 2. 0001009268 D. E. SHAW & CO, L.P. 39TH FLOOR, TOWER 45 120 WEST FORTY-FIFTH STREET NEW YORK NY 10036 1 0 1 1 See footnotes 1 and 2. 0001277502 D. E. SHAW & CO, L.L.C. 39TH FLOOR, TOWER 45 120 WEST FORTY-FIFTH STREET NEW YORK NY 10036 1 0 1 1 See footnotes 1 and 2. 0001023870 SHAW DAVID E 39TH FLOOR, TOWER 45 120 WEST FORTY-FIFTH STREET NEW YORK NY 10036 1 0 1 1 See footnotes 1 and 2. Common Stock 2008-05-12 4 A 0 179488 A 16535770 D Stock Options (Right to Buy) 0.65 2008-05-12 4 A 0 100705 A 2008-05-12 2018-05-12 Common Stock 100705 100705 D Issued by Issuer in a transaction exempt under Rule 16(b)(3) to D. E. Shaw & Co., L.P. ("DESCO LP"), employer of Seth Charnow and David Lyon, as compensation for each of Seth Charnow's and David Lyon's service as director of the Issuer (see Footnote 5). No separate consideration was paid for the security. Amount of Common Stock issued based on dividing $116,667 by $.65. Options vest in three installments: 34% on May 12, 2009, 67% on May 12, 2010, and 100% on May 12, 2011. DESCO LP, as investment adviser to D. E. Shaw Laminar Portfolios, L.L.C. ("Laminar"), D. E. Shaw & Co., L.L.C. ("DESCO LLC"), as managing member of Laminar, and David E. Shaw ("David E. Shaw") (as president and sole shareholder of D. E. Shaw & Co., Inc., which is the general partner of DESCO LP, and as president and sole shareholder of D. E. Shaw & Co. II, Inc., which is the managing member of DESCO LLC) may be deemed to be the beneficial owners of more than 10% of the Common Stock of the Issuer for purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934. (Continued from Footnote 4) In accordance with instruction 4(b)(iv), the entire amount of securities of the issuer that may be deemed to be beneficially owned by DESCO LP, DESCO LLC, or Laminar is reported herein. Each of DESCO LP, DESCO LLC, and David E. Shaw disclaims any beneficial ownership of any of the securities listed in this Form 4, except to the extent of any pecuniary interest therein. The reporting persons also may be deemed, for Section 16 purposes, directors of the Issuer by virtue of each of DESCO LP employees Seth Charnow's and David Lyon's service as members of the Issuer's board of directors. None of Laminar, DESCO LP, DESCO LLC, or David E. Shaw serves as a director of the Issuer. 10,291,535 shares are expected to be paid to Laminar as the Put Option Premium described in previous Form 4s (filed April 17, 2008 and April 21, 2008). D. E. Shaw Laminar Portfolios, L.L.C. By: D. E. Shaw & Co., L.L.C., as managing member By: /s/ Rochelle Elias, Chief Compliance Officer 2008-05-14 D. E. Shaw & Co., L.P. By: /s/ Rochelle Elias, Chief Compliance Officer 2008-05-14 D. E. Shaw & Co., L.L.C. By: /s/ Rochelle Elias, Chief Compliance Officer 2008-05-14 David E. Shaw By: /s/ Rochelle Elias, Attorney-in-Fact for David E. Shaw 2008-05-14