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 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* EINHORN DAVID (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol EINSTEIN NOAH RESTAURANT GROUP INC [ BAGL ]	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) 06/08/2007
	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 $0.001 per share								3,878,857(1)(2)	I	See Footnote(3)
Common Stock, par value $0.001 per share								1,277,175(1)(2)	I	See Footnote(4)
Common Stock, par value $0.001 per share								4,827,437(1)(2)	I	See Footnote(5)
Common Stock, par value $0.001 per share	06/08/2007		P		750,000	A	$18	750,000	I	See Footnote(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

1. Name and Address of Reporting Person* EINHORN DAVID (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GREENLIGHT CAPITAL LLC (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GREENLIGHT CAPITAL INC (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GREENLIGHT CAPITAL L P (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* GREENLIGHT CAPITAL QUALIFIED LP /NY (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Greenlight Capital Offshore, Ltd. (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* DME Advisors, LP (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* DME Advisors GP, L.L.C. (Last) (First) (Middle) 140 EAST 45TH STREET FLOOR 24 (Street) NEW YORK NY 10017 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. The filing of this Form 4 shall not be construed as an admission that David Einhorn, the senior managing member of Greenlight Capital, L.L.C. ("Greenlight LLC") and DME Advisors GP, LLC ("DME GP") and the president of Greenlight Capital, Inc. ("Greenlight Inc."), or any of Greenlight LLC, Greenlight Inc., DME GP or DME Advisors, LP ("DME") is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the shares of common stock, par value $0.001 per share (the "Common Stock"), of Einstein Noah Restaurant Group, Inc. ("Einstein Noah") owned by Greenlight Capital, L.P. ("Greenlight Fund"), Greenlight Capital Qualified, L.P. ("Greenlight Qualified") or Greenlight Capital Offshore, Ltd. ("Greenlight Offshore") or an account managed by DME (the "Managed Account," and, together with Greenlight Fund, Greenlight Qualified, Greenlight LLC, and Greenlight Inc., the "Greenlight Parties").

2. Pursuant to Rule 16a-1, each of Mr. Einhorn and the Greenlight Parties disclaims beneficial ownership except to the extent of their respective pecuniary interests.

3. Greenlight LLC controls the voting and disposition of 3,878,857 shares of Common Stock through the account of Greenlight Qualified, of which Greenlight LLC is the general partner. Greenlight LLC receives an allocation of net profits from and owns a partnership interest in Greenlight Qualified. Mr. Einhorn reports the shares held indirectly by Greenlight LLC because, as the senior managing member of Greenlight LLC at the time of purchase, Mr. Einhorn controlled the disposition and voting of the securities.

4. Greenlight LLC controls the voting and disposition of 1,277,175 shares of Common Stock through the account of Greenlight Fund, of which Greenlight LLC is the general partner. Greenlight LLC receives an allocation of net profits from and owns a partnership interest in Greenlight Fund. Mr. Einhorn reports the shares held indirectly by Greenlight LLC because, as the senior managing member of Greenlight LLC at the time of purchase, Mr. Einhorn controlled the disposition and voting of the securities. Additionally, Mr. Einhorn owns a limited partnership interest in Greenlight Fund.

5. Greenlight Inc. controls the voting and disposition of 4,827,437 shares of Common Stock through the account of Greenlight Offshore. Greenlight Inc. is the investment advisor of Greenlight Offshore and receives an asset-based fee and an annual fee based on the appreciation of Greenlight Offshore. Greenlight Offshore's total investment in Einstein Noah accounts for less than 10% of its portfolio. Mr. Einhorn, as president and director of Greenlight Inc. has control over the voting and disposition of the securities of Greenlight Offshore. Additionally, Mr. Einhorm owns shares in Greenlight Offshore.

6. DME controls the voting and disposition of 750,000 shares of Common Stock through the Managed Account, for which DME serves as the investment manager. DME receives an asset-based fee and an annual fee based on the appreciation of the Managed Account. Mr. Einhorn reports the shares held indirectly by the Managed Account because, as senior managing member of DME GP, the general partner of DME, at the time of purchase, Mr. Einhorn controlled the disposition and voting of the securities.

	/s/ David Einhorn	06/12/2007
	/s/ David Einhorn, Senior Managing Member of Greenlight Capital, L.L.C.	06/12/2007
	/s/ David Einhorn, President of Greenlight Capital, Inc.	06/12/2007
	/s/ David Einhorn, Senior Managing Member of Greenlight Capital, L.L.C., General Partner of Greenlight Capital, L.P.	06/12/2007
	/s/ David Einhorn, Senior Managing Member of Greenlight Capital, L.L.C., General Partner of Greenlight Capital Qualified, L.P.	06/12/2007
	/s/ David Einhorn, President of Greenlight Capital, Inc., Investment Advisor of Greenlight Capital Offshore, Ltd.	06/12/2007
	/s/ David Einhorn, Senior Managing Member of DME Advisors GP, L.L.C., General Partner of DME Advisors, L.P.	06/12/2007
	/s/ David Einhorn, Senior Managing Member of DME Advisors GP, L.L.C.	06/12/2007
	** 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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