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-----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, Wn9Pm0FgLBG4/GCkqnTnKSBAVvMjRNK/weuUOqkM8XJ7ZNPCu6fs47+Aia6QxT+g uwy2ti/AWxHjADiK7UGUig== 0001219870-04-000006.txt : 20040122 0001219870-04-000006.hdr.sgml : 20040122 20040122114237 ACCESSION NUMBER: 0001219870-04-000006 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040122 FILED AS OF DATE: 20040122 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LIPKE ERIC R CENTRAL INDEX KEY: 0000942079 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-22462 FILM NUMBER: 04536942 BUSINESS ADDRESS: STREET 1: 3556 LAKE SHORE RD STREET 2: P O BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 MAIL ADDRESS: STREET 1: 75 EIMVIEW AVENUE CITY: HAMBURG STATE: NY ZIP: 14075 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 4 1 primary_doc.xml PRIMARY DOCUMENT X0201 4 2004-01-22 0 0000912562 GIBRALTAR STEEL CORP Rock 0000942079 LIPKE ERIC R 75 EIMVIEW AVENUE HAMBURG NY 14075 0 0 0 1 Trustee Common stock 2004-01-22 5 J 0 E 2.07 24.82 A 1088.25 I Gibraltar Steel Corporation 401(k) Savings Plan Common stock 103195 D Common stock 648501 I By Trust Common stock 671002 I By Trust Common stock 7005 I By Trust Common stock 6700 I By Trust Common stock 90880 I By Trust Common stock 5800 I By Trust Common stock 1680 I By Trust Common stock 1680 I By Trust Common stock 5940 I By Trust Common stock 125651 I Rush Creek Investment Co. LP Option to Buy 21.75 1998-07-08 2007-07-08 Common stock 10000 10000 D Option to Buy 22.5 1999-03-27 2008-03-27 Common stock 2500 2500 D Option to Buy 14.07 2001-07-18 2010-07-18 Common stock 2500 2500 D Represents the net effect of shares purchased and sold from October 1, 2003 through December 31, 2003 pursuant to the Gibraltar Steel Corporation 401(k) Savings Plan at an average price of $24.82 per share. The information reported herein is based on a Plan Statement dated January 20, 2004. Represents shares of common stock of Gibraltar Steel Corporation held by a trust for the benefit of reporting person of which trust he serves as one of three trustees and shares voting and investment power. Represents shares of common stock of Gibraltar Steel Corporation held by a trust for the benefit of an insider, of which the reporting person serves as one of three trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership. Represents shares indirectly held by trust for the benefit of a child (Katherine Victoria Lipke) of an insider of Gibraltar Steel Corporation, of which the reporting person serves as one of three trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership Represents shares indirectly held by a trust for the benefit of the reporting person's son. Represents shares indirectly held by trust for the benefit of insiders of Gibraltar Steel Corporation, of which the reporting person serves as one of five trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership Represents shares indirectly held by a trust for the benefit of the reporting person's daughter Represents shares indirectly held by reporting person as custodian for son under UGMANY Represents shares indirectly held by reporting person as custodian for daughter under UGMANY Represents shares indirectly held by trust for the benefit of a child (Elissa Kristina Lipke) of an insider of Gibraltar Steel Corporation, which the reporting person serves as one of three trustees and shares voting and investment power and as to which shares he disclaims beneficial ownership Shares held indirectly representing the pecuniary interest of reporting person in shares of Gibraltar Steel Corporation common stock held by Rush Creek Investment Co., LP. The reporting person disclaims beneficial interest in such shares, except to the extent of his beneficial interest. Grant to reporting person of option to buy shares of common stock under Gibraltar Steel Corporation Non-Qualified Stock Option Plan. Options exercisable at rate of 25% per year. Grant to reporting person of option to buy shares of common stock under Gibraltar Steel Corporation Incentive Stock Option Plan. Options exercisable at rate of 25% per year. /s/Janet N. Gabel, Attorney in Fact for Eric R. Lipke 2004-01-22 EX-24 3 erlipke.htm POWER OF ATTORNEY New Page 1 p.MsoNormal {mso-style-parent:""; margin-bottom:.0001pt; font-size:12.0pt; font-family:"Times New Roman"; layout-grid-mode:line; margin-left:0in; margin-right:0in; margin-top:0in}

ERIC R. LIPKE

LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING OBLIGATIONS

Know all by these presents, that the undersigned hereby makes, constitutes and appoints each of Gerald S. Lippes and Janet N. Gabel, 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 ____ day of August, 2003.

___________________________________

Eric R. Lipke

STATE OF NEW YORK

SS:

COUNTY OF __________

On the ____ day of August in the year 2003, before me, the undersigned, a notary public in and for said state, personally appeared Eric R. Lipke, personally known to me or provided to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her/their signature(s) on the instrument, the individual(s) or the person upon behalf of which the individual(s) acted, executed the instrument.

_____________________________

Notary Public

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