PATRICK INDUSTRIES INC — Director's Dealing 2011

Mar 5, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PATRICK INDUSTRIES INC (PATK)
CIK: 0000076605
Period of Report: 2010-05-27

Reporting Person: GENDELL JEFFREY L ET AL (10% Owner)
Reporting Person: TONTINE CAPITAL PARTNERS L P (10% Owner)
Reporting Person: TONTINE CAPITAL MANAGEMENT LLC (10% Owner)
Reporting Person: Tontine Capital Overseas Master Fund, L.P. (10% Owner)
Reporting Person: Tontine Capital Overseas GP, LLC (10% Owner)
Reporting Person: TONTINE CAPITAL OVERSEAS MASTER FUND II, L.P. (10% Owner)
Reporting Person: TONTINE ASSET ASSOCIATES, L.L.C. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-05-27	Common Stock, no par value	J	1214	—	Disposed	5174963	Indirect
2010-05-27	Common Stock, no par value	J	1214	—	Acquired	5174963	Indirect

Footnotes

F1: This report is filed jointly by Tontine Capital Partners, L.P., a Delaware limited partnership ("TCP"), Tontine Capital Management, L.L.C., a Delaware limited liability company ("TCM"), Tontine Capital Overseas GP, L.L.C., a Delaware limited liability company ("TCO"), Tontine Capital Overseas Master Fund, L.P., a Cayman Islands limited partnership ("TMF"), Tontine Capital Overseas Master Fund II, L.P., a Cayman Islands limited partnership ("TCP 2"), Tontine Asset Associates, L.L.C., a Delaware limited liability company ("TAA") and Jeffrey L. Gendell ("Mr. Gendell"). Mr. Gendell is the managing member of: (a) TCM, the general partner of TCP; (b) TCO, the general partner of TMF; and (c) TAA, the general partner of TCP 2.

F2: In connection with a reallocation of ownership of Common Stock among the entities comprising the filing parties, 1,214 shares of Common Stock owned by TMF (the "Transferred Shares") were deemed to have been distributed in kind as of May 27, 2010 to investors holding ownership interests in TMF, with all of the Transferred Shares then being immediately contributed by such investors to TCP 2. The consideration for the Transferred Shares contributed to TCP 2 consists of ownership interests in TCP 2 issued to such contributing TMF investors. These transactions did not change the aggregate Common Stock ownership of the filing parties.

F3: Mr. Gendell, TCM, TCO and TAA directly own 0 shares of Common Stock, TMF directly owns 729,399 shares of Common Stock, TCP directly owns 4,221,155 shares of Common Stock and TCP 2 directly owns 224,409 shares of Common Stock.

F4: All of the foregoing securities may be deemed to be beneficially owned by Mr. Gendell. The foregoing securities held by TCP may be deemed to be beneficially owned by TCM. The foregoing securities held by TMF may be deemed to be beneficially owned by TCO. The foregoing securities held by TCP 2 may be deemed to be beneficially owned by TAA.

F5: Mr. Gendell disclaims beneficial ownership of the Issuer's securities reported herein for purposes of Section 16(a) under the Securities Exchange Act of 1934, as amended, or otherwise, except as to securities directly owned by Mr. Gendell or representing Mr. Gendell's pro rata interest in, and interest in the profits of, TCM, TCP, TCO, TMF, TCP 2 and TAA. TCM disclaims beneficial ownership of the Issuer's securities reported herein for purposes of Section 16(a) under the Securities Exchange Act of 1934, as amended, or otherwise, except as to securities directly owned by TCM or representing TCM's pro rata interest in, and interest in the profits of, TCP. TCO disclaims beneficial ownership of the Issuer's securities reported herein for purposes of Section 16(a) under the Securities Exchange Act of 1934, as amended, or otherwise, except as to securities directly owned by TCO or representing TCO's pro rata interest in, and interest in the profits of, TMF.

F6: TAA disclaims beneficial ownership of the Issuer's securities reported herein for purposes of Section 16(a) under the Securities Exchange Act of 1934, as amended, or otherwise, except as to securities directly owned by TAA or representing TAA's pro rata interest in, and interest in the profits of, TCP 2.