Stockholders' Equity

12 Months Ended

Dec. 31, 2012

Stockholders' Equity [Abstract]

Stockholders' Equity

Note 6 - Stockholders' Equity

Authorized capital stock consists of 50,000,000 shares of cumulative preferred stock, $0.01 par value, and 200,000,000 shares of Common Stock, $0.01 par value. There were no shares of preferred stock outstanding in 2012 or 2011.

Changes in the outstanding shares of Common Stock of the Company are as follows:

	Year Ended December 31, 2012			Year Ended December 31, 2011
Common stock outstanding at beginning of period		43,075,410			43,075,410
Common stock repurchased for treasury		(471,808	)		-
Issuance of treasury stock		680,000			-
Common stock outstanding at end of period		43,283,602			43,075,410

Changes in the treasury shares of Common Stock of the Company are as follows:

	Year Ended December 31, 2012			Year Ended December 31, 2011
Treasury stock held at beginning of period		3,334,597			3,334,597
Common stock repurchased for treasury		471,808			-
Issuance of treasury stock		(680,000	)		-
Tresury stock held at end of period		3,126,405			3,334,597

Common stock reserved for issuance under the Company's stock option and other employee benefit plans is as follows:

	December 31, 2012
Common shares reserved for issuance		4,430,000

AMBASE CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Stockholder Rights Plan

On January 29, 1986, the Company's Board of Directors declared a dividend distribution of one right for each outstanding share of Common Stock of the Company. The rights, as amended, which entitle the holder to purchase from the Company a common share at a price of $75.00, are not exercisable until either a person or group of affiliated persons acquires 25% or more of the Company's outstanding common shares or upon the commencement or disclosure of an intention to commence a tender offer or exchange offer for 20% or more of the common shares. The rights are redeemable by the Company at $0.05 per right at any time until the earlier of the tenth day following an accumulation of 20% or more of the Company's shares by a single acquirer or group, or the occurrence of certain Triggering Events (as defined in the Stockholder Rights Plan). In the event the rights become exercisable and thereafter, the Company is acquired in a merger or other business combination, or in certain other circumstances, each right will entitle the holder to purchase from the surviving corporation, for the exercise price, Common Stock having a market value of twice the exercise price of the right. The rights are subject to adjustment to prevent dilution and expire on February 10, 2016.

Common Stock Repurchase Plan

In January 2002, the Company announced a common stock repurchase plan (the "Repurchase Plan") which allows for the repurchase by the Company of its common stock in the open market.

The Repurchase Plan is conditioned upon favorable business conditions and acceptable prices for the common stock.  Purchases under the Repurchase Plan may be made, from time to time, in the open market, through block trades or otherwise.  Depending on market conditions and other factors, purchases may be commenced or suspended any time or from time to time without prior notice.

Pursuant to the Repurchase Plan the Company repurchased shares of common stock from unaffiliated parties at various dates at market prices at their time of purchase, including broker commissions, as detailed below.

Information relating to the Repurchase Plan is as follows:

($ in thousands)	Year Ended December 31, 2012		Year Ended December 31, 2011
Common shares repurchased to treasury during period		471,808		-
Aggregate cost of shares repurchased during period	$	489	$	-

(in thousands)	December 31, 2012
Total number of common shares authorized for repurchase		10,000
Total number of common shares repurchased		3,680
Total number of common shares that may still be repurchased		6,320