FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LEON & TOBY COOPERMAN FOUNDATION

2. Date of Event Requiring Statement (MM/DD/YYYY)
2/4/2013 

3. Issuer Name and Ticker or Trading Symbol

EMPIRE RESOURCES INC /NEW/ [ERS]

(Last)        (First)        (Middle)

11431 W PALMETTO PARK ROAD

4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                            ___ X ___ 10% Owner
_____ Officer (give title below)          _____ Other (specify below)

(Street)

BOCA RATON, FL 33428       

(City)              (State)              (Zip)
5. If Amendment, Date Original Filed (MM/DD/YYYY)

 

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person


Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
10% Convertible Senior Subordinated Notes due June 1, 2016   (1) (2)   (3) 6/1/2016   Common Stock   978448   (4)   (4) D    

Explanation of Responses:
( 1)  The 10% Convertible Senior Subordinated Notes Due June 1, 2016 are currently convertible at a conversion price of 253.666 shares of common stock per $1,000 principal amount of Notes. The conversion price is subject to adjustment for cash and stock dividends, stock splits and similar transactions.
( 2)  $4,000,000 Principal
( 3)  at any time through 6/1/2016
( 4)  The 10% Convertible Senior Subordinated Notes Due June 1, 2016 are currently convertible at a conversion price of 244.62 shares of common stock per $1,000 principal amount of Notes. The conversion price is subject to adjustment for cash and stock dividends, stock splits and similar transactions.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
LEON & TOBY COOPERMAN FOUNDATION
11431 W PALMETTO PARK ROAD
BOCA RATON, FL 33428

X


Signatures
Alan M. Stark, Attorney In Fact, POA on file 9/19/2014
** 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 5(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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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