1. Name and Address of Reporting Person
*
Crestview Partners GP, L.P.
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2. Issuer Name
and
Ticker or Trading Symbol
FBR & Co.
[
FBCM
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
__
X
__ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
667 MADISON AVENUE, 10TH FLOOR,
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3. Date of Earliest Transaction
(MM/DD/YYYY)
6/1/2011
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(Street)
NEW YORK, NY 10065
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
___ Form filed by One Reporting Person
_
X
_ Form filed by More than One Reporting Person
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Explanation of Responses:
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(
1)
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This Form 4 is being filed by more than one reporting person. Crestview Partners GP, L.P. is the general partner of Crestview Partners, L.P., Crestview Partners (Cayman), L.P., Crestview Offshore Holdings (Cayman), L.P. (the "Cayman Fund"), Crestview Partners (PF), L.P., Crestview Partners (TE), L.P., Crestview Holdings (TE), L.P. (the "TE Fund") and Crestview Partners (ERISA), L.P. Crestview Partners (TE), L.P. is a limited partner of the TE Fund. Crestview Partners GP, L.P. is the sole member of Crestview Partners (Cayman), Ltd., which is the administrative general partner of the Cayman Fund and Crestview Partners (Cayman), L.P., which is a limited partner of the Cayman Fund.
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(
2)
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Crestview Partners, L.P., the Cayman Fund, Crestview Partners (PF), L.P. and the TE Fund are 67.4, 16.2, 11.7 and 4.7% members, respectively, in Forest Holdings LLC, which is the record owner of 8,147,755 shares of Common Stock and 2,465,671 Options. Crestview Partners (ERISA), L.P. is the sole member of Forest Holdings (ERISA) LLC, which is the record owner of 443,886 shares of Common Stock and 134,329 Options. Each reporting person disclaims beneficial ownership of the reported securities except and to the extent of its pecuniary interest therein.
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(
3)
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Crestview Advisors, L.L.C., which provides investment advisory and management services to certain of the reporting persons, acquired (i) on September 19, 2008, 502,268 options to buy common shares of the issuer at an exercise price of $5.30 per share, (ii) on June 3, 2010, 153,846 options to buy common shares of the issuer at an exercise price of $4.10 and (iii) on June 1, 2011, 168,067 options to buy common shares of the Issuer at an exercise price of $3.63 per share. The reporting persons disclaim beneficial ownership of such securities.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Crestview Partners GP, L.P.
667 MADISON AVENUE, 10TH FLOOR
NEW YORK, NY 10065
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X
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CRESTVIEW PARTNERS, L.P.
C/O CRESTVIEW PARTNERS, GP, L.P.
667 MADISON AVENUE
NEW YORK, NY 10065
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|
X
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CRESTVIEW OFFSHORE HOLDINGS (CAYMAN), L.P.
C/O CRESTVIEW PARTNERS, GP, L.P.
667 MADISON AVENUE
NEW YORK, NY 10065
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|
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See footnotes (1)(2)(3)
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CRESTVIEW PARTNERS (PF), L.P.
C/O CRESTVIEW PARTNERS, GP, L.P.
667 MADISON AVENUE
NEW YORK, NY 10065
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|
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See footnotes (1)(2)(3)
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CRESTVIEW HOLDINGS (TE), L.P.
C/O CRESTVIEW PARTNERS, GP, L.P.
667 MADISON AVENUE
NEW YORK, NY 10065
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|
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See footnotes (1)(2)(3)
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CRESTVIEW PARTNERS (ERISA), L.P.
C/O CRESTVIEW PARTNERS, GP, L.P.
667 MADISON AVENUE
NEW YORK, NY 10065
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|
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See footnotes (1)(2)(3)
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Forest Holdings LLC
C/O CRESTVIEW PARTNERS, GP, L.P.
667 MADISON AVENUE
NEW YORK, NY 10065
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|
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See footnotes (1)(2)(3)
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Forest Holdings (ERISA) LLC
C/O CRESTVIEW PARTNERS, GP, L.P.
667 MADISON AVENUE
NEW YORK, NY 10065
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See footnotes (1)(2)(3)
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Signatures
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Crestview Partners GP, L.P., By: Crestview, L.L.C., its General Partner, By: Evelyn C. Pellicone, Chief Financial Officer, /s/ Evelyn C. Pellicone
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6/3/2011
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**
Signature of Reporting Person
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Date
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Crestview Partners, L.P., By: Crestview Partners GP, L.P., its General Partner, By: Crestview, L.L.C., its General Partner, By: Evelyn C. Pellicone, Chief Financial Officer, /s/ Evelyn C. Pellicone
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6/3/2011
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**
Signature of Reporting Person
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Date
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Crestview Offshore Holdings (Cayman), L.P., By: Crestview Partners GP, L.P., its General Partner, By: Crestview, L.L.C., its General Partner, By: Evelyn C. Pellicone, Chief Financial Officer, /s/ Evelyn C. Pellicone
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6/3/2011
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**
Signature of Reporting Person
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Date
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Crestview Partners (PF), L.P., By: Crestview Partners GP, L.P., its General Partner, By: Crestview, L.L.C., its General Partner, By: Evelyn C. Pellicone, Chief Financial Officer, /s/ Evelyn C. Pellicone
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6/3/2011
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**
Signature of Reporting Person
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Date
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Crestview Holdings (TE), L.P., By: Crestview Partners GP, L.P., its General Partner, By: Crestview, L.L.C., its General Partner, By: Evelyn C. Pellicone, Chief Financial Officer, /s/ Evelyn C. Pellicone
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6/3/2011
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**
Signature of Reporting Person
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Date
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Forest Holdings LLC, By: Crestview Partners, L.P., its Member, By: Crestview Partners GP, L.P., its General Partner, By: Crestview, L.L.C., its General Partner, By: Evelyn C. Pellicone, Chief Financial Officer, /s/ Evelyn C. Pellicone
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6/3/2011
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**
Signature of Reporting Person
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Date
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Crestview Partners (ERISA), L.P., By: Crestview Partners GP, L.P., its General Partner, By: Crestview, L.L.C., its General Partner, By: Evelyn C. Pellicone, Chief Financial Officer, /s/ Evelyn C. Pellicone
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6/3/2011
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**
Signature of Reporting Person
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Date
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Forest Holdings (ERISA) LLC, Crestview Partners (ERISA), L.P., its sole Member, By: Crestview Partners GP, L.P., its General Partner, By: Crestview, L.L.C., its General Partner, By: Evelyn C. Pellicone, Chief Financial Officer, /s/ Evelyn C. Pellicone
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6/3/2011
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**
Signature of Reporting Person
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Date
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