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
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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*
Abrams David C

(Last) (First) (Middle)
222 BERKELEY STREET, 22ND FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GENTEK INC [ GETI ]
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)
03/27/2008
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, par value $0.01 per share ("Common Stock") 03/27/2008 L 305 A $28 1,266,472 I(8) See Footnote(1)(2)(3)(4)(5)(6)
Common Stock 05/22/2008 P 68,700 A $28.9961 1,335,172 I(8) See Footnote(1)(2)(3)(4)(5)(6)
Common Stock 05/23/2008 P 3,000 A $28.9143 1,338,172 I(8) See Footnote(1)(2)(3)(4)(5)(6)
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
Tranche B Warrants $19.98 (7) 11/10/2008 Common Stock 631,002 195,508 D(6)
Tranche B Warrants $19.98 (7) 11/10/2008 Common Stock 813,462 252,041 I(6) See Footnote(1)(3)(4)(5)
Tranche B Warrants $19.98 (7) 11/10/2008 Common Stock 873,248 270,565 I(6) See Footnote(1)(2)(3)(4)(5)
Tranche C Warrants $22.03 (7) 11/10/2010 Common Stock 368,151 114,067 D(6)
Tranche C Warrants $22.03 (7) 11/10/2010 Common Stock 461,613 143,025 I(6) See Footnote(1)(3)(4)(5)
Tranche C Warrants $22.03 (7) 11/10/2010 Common Stock 503,686 156,061 I(6) See Footnote(1)(2)(3)(4)(5)
1. Name and Address of Reporting Person*
Abrams David C

(Last) (First) (Middle)
222 BERKELEY STREET, 22ND FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
PAMET CAPITAL MANAGEMENT, LP

(Last) (First) (Middle)
222 BERKELEY STREET, 22ND FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
PAMET CAPITAL MANAGEMENT LLC

(Last) (First) (Middle)
222 BERKELEY STREET, 22ND FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
ABRAMS CAPITAL LLC

(Last) (First) (Middle)
222 BERKELEY ST. 22ND FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Abrams Capital Partners II, L.P.

(Last) (First) (Middle)
222 BERKELEY STREET, 22ND FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
Explanation of Responses:
1. A portion of these securities are held by investment funds, the managing member, general partner and/or investment adviser of which is directly or indirectly controlled by David C. Abrams. In such capacity, Mr. Abrams may be deemed to beneficially own the reported securities.
2. A portion of these securities are held by investment funds for which Pamet Capital Management, L.P. (the "LP") serves as investment adviser. Pamet Capital Management, LLC (the "LLC") serves as the general partner of the LP. In their respective capacities, each of the LP and the LLC may be deemed to beneficially own the reported securities.
3. A portion of these securities are held by investment funds for which Abrams Capital, LLC ("Abrams Capital") serves as general partner. In such capacity, Abrams Capital may be deemed to beneficially own the reported securities.
4. A portion of these securities are held by Abrams Capital Partners II, L.P. ("ACP II").
5. Each Reporting Person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest therein, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
6. The securities reported herein as possibly being deemed beneficially owned by each of the Reporting Persons is as follows: (i) for ACP II, 994,272 shares of Common Stock, 195,508 Tranche B Warrants and 114,067 Tranche C Warrants; (ii) for Abrams Capital, 1,248,072 shares of Common Stock, 252,041 Tranche B Warrants and 143,025 Tranche C Warrants; and (iii) for Mr. Abrams, the LP and the LLC, 1,338,172 shares of Common Stock, 270,565 Tranche B Warrants and 156,061 Tranche C Warrants.
7. Immediately.
8. The transaction reported herein represents purchases of Common Stock that may be deemed beneficially owned by each of Abrams Capital, Mr. Abrams, the LP and the LLC.
/s/ David C. Abrams 05/27/2008
/s/ David C. Abrams, as Managing Member of Pamet Capital Management, LLC, General Partner of Pamet Capital Management, LP 05/27/2008
/s/ David C. Abrams, as Managing Member of Pamet Capital Management, LLC 05/27/2008
/s/ David C. Abrams, as Managing Member of Abrams Capital, LLC 05/27/2008
/s/ David C. Abrams, as Managing Member of Abrams Capital, LLC, General Partner of Abrams Capital Partners II, L.P. 05/27/2008
** 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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