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*
GREENWATER HOLDINGS LTD

(Last) (First) (Middle)
201 MERRITT 7

(Street)
NORWALK CT 06856

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SUPERIOR ESSEX INC [ SPSX ]
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)
07/15/2005
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 07/15/2005(1) S 1,250,000 D $20.25 1,241,318 D(2)(3)
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*
GREENWATER HOLDINGS LTD

(Last) (First) (Middle)
201 MERRITT 7

(Street)
NORWALK CT 06856

(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*
HELLER INTERNATIONAL GROUP INC

(Last) (First) (Middle)
500 WEST MONROE

(Street)
CHICAGO IL 60661

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See notes (2) and (3)
1. Name and Address of Reporting Person*
HELLER FINANCIAL INC

(Last) (First) (Middle)
500 WEST MONROE

(Street)
CHICAGO IL 60661

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See notes (2) and (3)
1. Name and Address of Reporting Person*
GENERAL ELECTRIC CAPITAL CORP

(Last) (First) (Middle)
260 LONG RIDGE ROAD

(Street)
STAMFORD CT 06927

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See notes (2) and (3)
1. Name and Address of Reporting Person*
GENERAL ELECTRIC CAPITAL SERVICES INC/CT

(Last) (First) (Middle)
260 LONG RIDGE ROAD

(Street)
STAMFORD CT 06927

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See notes (2) and (3)
1. Name and Address of Reporting Person*
GENERAL ELECTRIC CO

(Last) (First) (Middle)
3135 EASTON TURNPIKE

(Street)
FAIRFIELD CT 06828

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director 10% Owner
Officer (give title below) X Other (specify below)
See notes (2) and (3)
Explanation of Responses:
1. The parties reached agreement as to material terms on July 15, 2005. The transaction was executed on Nasdaq on July 19, 2005.
2. These shares are owned directly by Greenwater Holding, Ltd. ("Greenwater"). Heller International Group, Inc. ("HIG") is the sole shareholder of Greenwater. Heller Financial, Inc. ("Heller Financial") is the sole shareholder of HIG. General Electric Capitol Corporation ("GECC") is the sole shareholder of Heller Financial. General Electric Capital Services, Inc. ("GECS") is the sole shareholder of GECC. General Electric Company ("GE") is the sole shareholder of GECS.
3. Pursuant to Rule 16a-1(4) promulgated under the Securities and Exchange Act of 1934, as amended, each of GE, GECS, GECC, Heller Financial and HIG disclaims beneficial ownership of the Common Stock directly owned by Greenwater.
Remarks:
Barbara A. Lane, Director Greenwater Holdings, Ltd. 07/20/2005
Clifford M. Warren, Director and President, Heller International Group, Inc. 07/20/2005
Clifford M. Warren, Director, Heller Financial, Inc. 07/20/2005
Michael A. Gaudino, Vice President, General Electric Capital Corporation 07/20/2005
Barbara A. Lane, Attorney-In-Fact, General Electric Capital Services, Inc. 07/20/2005
Barbara A. Lane, Attorney-In-Fact, General Electric Company 07/20/2005
** 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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