-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, LBPXT2nAttueUmeDk4aZvw8YBinCc93B9OEog2WcUeSG/s/cgdbJinMCgBdenJ3k syHv5gMLYuhQtlVKBbyeFA== 0001219870-03-000130.txt : 20030619 0001219870-03-000130.hdr.sgml : 20030619 20030619095438 ACCESSION NUMBER: 0001219870-03-000130 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030618 FILED AS OF DATE: 20030619 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GIBRALTAR STEEL CORP CENTRAL INDEX KEY: 0000912562 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 161445150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3556 LAKE SHORE ROAD STREET 2: P O BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 BUSINESS PHONE: 7168266500 MAIL ADDRESS: STREET 1: GATEWAY EXECUTIVE PARK STREET 2: 3556 LAKE SHORE ROAD PO BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: RUSS ARTHUR A JR CENTRAL INDEX KEY: 0001224757 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22462 FILM NUMBER: 03749593 BUSINESS ADDRESS: STREET 1: 3400 HSBC CENTER CITY: BUFFALO STATE: NY ZIP: 14203 BUSINESS PHONE: 7165045703 MAIL ADDRESS: STREET 1: 3400 HSBC CENTER CITY: BUFFALO STATE: NY ZIP: 14203 4 1 primary_doc.xml PRIMARY DOCUMENT 4 2003-06-18 0 0000912562 GIBRALTAR STEEL CORP Rock 0001224757 RUSS ARTHUR A JR 1 0 0 1 Trustee Common stock 2003-06-18 4 J 0 15000 20.1167 D 3984917 I By Trusts Common stock 2003-06-18 4 J 0 3000 20.1167 D 638170 I Rush Creek Investment Co., LP Option to buy 11 1988-08-08 4 J 0 0 0 A 1994-09-21 2003-09-20 Common stock 0 50000 I By Wife Option to buy 10 1988-08-08 4 J 0 0 0 A 1995-11-01 2004-10-31 Common stock 0 1250 I By wife Sale of securities pursuant to a pre-arranged trading plan established pursuant to Rule 10b5-1. Represents shares held by five trusts for the benefit of insiders of Gibraltar Steel Corporation, as to each of which reporting person serves as one of three trustees and shares voting and investment power and as to which shares the reporting person disclaims beneficial ownership. Represents shares held by Rush Creek Trust as to which the reporting person serves as Trustee and has sole voting and investment power and as to which shares the reporting person disclaims beneficial ownership. 61,085 common shares held by the Kenneth E. Lipke Trust f/b/o Patricia K. Lipke, as to which reporting person serves as one of three trustees and shares voting and investment power. 1,500 shares held by three trusts for the benefit of the children of reporting person of which the reporting person serves as a trustee. 3,000 common shares held directly. Dummy date used to report holdings only. Grant to reporting person of option to purchase 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. /s/Janet N. Gabel, Attorney in Fact for Arthur A. Russ, Jr., Trustee 2003-06-19 EX-24 3 russpoa.htm POWER OF ATTORNEY

ARTHUR A. RUSS, JR.
THE BONNEVILLE TRUST U/A 12/31/87
THE CORVETTE TRUST U/A 12/31/87
THE ELECTRA TRUST U/A 12/31/87
THE MONZA TRUST U/A 1/22/88
THE NOVA TRUST U/A 12/31/87
LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

        Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Janet N. Gabel and Richard A. Pytak, Jr., each acting individually, as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to:

        (1)           prepare, execute, acknowledge, deliver and file Forms 3, 4, and 5 (including any amendments thereto) with respect to the securities of Gibraltar Steel Corporation, a Delaware corporation (the "Company"), with the United States Securities and Exchange Commission, any national securities exchanges and the Company, as considered necessary or advisable under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder, as amended from time to time (the "Exchange Act");

        (2)           seek or obtain, as the undersigned's representative and on the undersigned's behalf, information on transactions in the Company's securities from any third party, including brokers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such person to release any such information to each of the undersigned's attorneys-in-fact appointed by this Power of Attorney and approves and ratifies any such release of information; and

        (3)           perform any and all other acts which in the discretion of such attorney-in-fact are necessary or desirable for and on behalf of the undersigned in connection with the foregoing.

        The undersigned acknowledges that:

        (1) this Power of Attorney authorizes, but does not require, each such attorney-in-fact to act in their discretion on information provided to such attorney-in-fact without independent verification of such information;

        (2) any documents prepared and/or executed by either such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney will be in such form and will contain such information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or desirable;

        (3) neither the Company nor either of such attorneys-in-fact assumes (i) any liability for the undersigned's responsibility to comply with the requirement of the Exchange Act, (ii) any liability of the undersigned for any failure to comply with such requirements, or (iii) any obligation or liability of the undersigned for profit disgorgement under Section 16(b) of the Exchange Act; and

        (4)           this Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned's obligations under the Exchange Act, including without limitation the reporting requirements under Section 16 of the Exchange Act.

        The undersigned hereby gives and grants each of the foregoing attorneys-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or appropriate to be done in and about the foregoing matters as fully to all intents and purposes as the undersigned might or could do if present, hereby ratifying all that each such attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney.

                This Power of Attorney shall remain in full force and effect until revoked by the undersigned in a signed writing delivered to each such attorney-in-fact.

                IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 25th day of March, 2003.

/s/ Arthur A. Russ, Jr.                        
Arthur A Russ, Jr.

THE BONNEVILLE TRUST U/A 12/31/87

 

By: /s/ Arthur A. Russ, Jr.                 
      Arthur A. Russ, Jr., Trustee

 

THE CORVETTE TRUST U/A 12/31/87

 

By: /s/ Arthur A. Russ, Jr.                 
     Arthur A. Russ, Jr., Trustee

THE ELECTRA TRUST U/A 12/31/87

 

By: /s/ Arthur A. Russ, Jr.                 
     Arthur A. Russ, Jr., Trustee

 

THE MONZA TRUST U/A 1/22/88

By: /s/ Arthur A. Russ, Jr.                 
     Arthur A. Russ, Jr., Trustee

 

THE NOVA TRUST U/A 12/31/87

 

By: /s/ Arthur A. Russ, Jr.                 
     Arthur A. Russ, Jr., Trustee

 

STATE OF NEW YORK

COUNTY OF ERIE

        On this 25th day of March, 2003, Arthur A. Russ, Jr. personally appeared before me,
and acknowledged that s/he executed the f

 

/s/ Denise E. Welter
Notary Public

My commission Expires: 2005

DENISE E. WELTER
Notary Public, State of New York
Qualified in Erie County
My Commission Expires 08/31/20

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