SC 13D

UNITED STATES	OMB APPROVAL
SECURITIES AND EXCHANGE COMMISSION	OMB Number:  3235-0145
Washington, D.C. 20549	Expires: February 28, 2009
SCHEDULE 13D	Estimated average burden hours per response. . 14.5

Under the Securities Exchange Act of 1934
(Amendment No.     )*

Continental Materials Corporation

(Name of Issuer)

Common Stock Par Value $0.25

(Title of Class of Securities)

211615307

(CUSIP Number)

Kevin J. O’Keefe

200 South Wacker Drive, Suite 4000

Chicago, IL  60606

(312) 541-7224

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

February 28, 2012

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No.   211615307
	1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) GFAM CMC Partnership
	2.	Check the Appropriate Box if a Member of a Group (See Instructions)
		(a)			o
		(b)			o
	3.	SEC Use Only
	4.	Source of Funds (See Instructions) OO
	5.	Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)  o
	6.	Citizenship or Place of Organization Illinois
Number of Shares Beneficially Owned by Each Reporting Person With			7.	Sole Voting Power
			8.	Shared Voting Power 110,858
			9.	Sole Dispositive Power
			10.	Shared Dispositive Power 110,858
	11.	Aggregate Amount Beneficially Owned by Each Reporting Person 110,858
	12.	Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)o
	13.	Percent of Class Represented by Amount in Row (11) 6.78%
	14.	Type of Reporting Person (See Instructions) PN

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Item 1.	Security and Issuer
	(a)  Security:  Common Stock, $.25 par value. (b)  Issuer:  CONTINENTAL MATERIALS CORPORATION 200 South Wacker Drive, Suite 4000 Chicago, IL  60606
Item 2.	Identity and Background
	This statement is filed by GFAM CMC Partnership, an Illinois General Partnership.
Item 3.	Source and Amount of Funds or Other Consideration
	The aggregate purchase price of the shares of Common Stock owned by GFAM CMC Partnership is $1,339,662.  The shares of Common Stock owned by GFAM CMC Partnership were acquired with partnership funds.
Item 4.	Purpose of Transaction
	The shares of the Issuer at current market prices present an attractive investment opportunity for capital appreciation.
Item 5.	Interest in Securities of the Issuer
	The aggregate percentage of shares of Common Stock reported owned by GFAM CMC Partnership is based upon 1,634,278 shares outstanding.
Item 6.	Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer
	There are no contracts, arrangements or understandings between the Reporting Persons and any other person with respect to the securities of the Issuer.
Item 7.	Material to be Filed as Exhibits
	1. Power of Attorney

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Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

March 9, 2012

Date

/s/ Kevin O’Keefe

Signature

Kevin O’Keefe, Attorney-in-Fact

Name/Title

	ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

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EX-24

Exhibit 24

POWER OF ATTORNEY

Know all by these presents, that each of the undersigned hereby constitutes and appoints KEVIN O’KEEFE signing singly, the undersigned’s true and lawful attorney-in-fact to:

1. execute for and on behalf of the undersigned all documents relating to the business of GFAM CMC Partnership including, but not limited to, all filings with the Securities and Exchange Commission, any stock exchange and any other regulatory, administrative or similar authority, and all memoranda, correspondence, communications or the like, except that such attorney-in-fact shall have no power to execute any document that has the effect of creating a financial commitment or financial obligation of GFAM CMC Partnership or its affiliates.

2. do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute any such document, complete and execute any amendment or amendments thereto, and timely file such document with the appropriate authority.

3. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with any rules or regulations including federal securities laws.

This Power of Attorney shall remain in full force and effect until December 31, 2012 unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 27th day of February, 2012.

GFAM CMC Partnership

By:	/s/ James Gidwitz
James Gidwitz
General Partner