FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

LaBarre Jonathan 		2. Issuer Name and Ticker or Trading Symbol

Stamford Industrial Group, Inc. [ STMF.PK ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Financial Officer
(Last)          (First)          (Middle)

ONE LANDMARK SQUARE, 21ST FLOOR 		3. Date of Earliest Transaction (MM/DD/YYYY)

12/27/2007
(Street)

STAMFORD, CT 06901
(City)        (State)        (Zip)
4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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
Stock option - right to purchase   $2.56   12/27/2007     D        125000      (1) 12/1/2016   Common Stock   125000     (1) 0   D    
Stock option - right to purchase   $2.56   12/27/2007     D        125000      (2) 12/1/2016   Common Stock   125000     (2) 0   D    
Stock option - right to purchase   $1.25   12/27/2007     A     125000         (3)   (3) Common Stock   125000     (3) 125000   D    
Stock option - right to purchase   $1.25   12/27/2007     A     125000         (4)   (4) Common Stock   125000     (4) 125000   D    

Explanation of Responses:
( 1)  These options were granted on 12/1/2006 under the Issuer's 1999 Equity Incentive Plan, would have vested in 3 consecutive annual tranches commencing on December 1, 2007 and were cancelled in connection with the issuance of the options granted 12/27/2007.
( 2)  These options were granted on 12/1/2006 under the Issuer's 1999 Equity Incentive Plan, would have vested on 3/31/2008 or 3/31/2009 if the Issuer achieved certain EBITDA targets for the years ended 12/31/2007 or 12/31/2008, and were cancelled in connection with the options granted on 12/27/2007.
( 3)  These options were granted under the Issuer's 2007 Stock Incentive Plan (the "Plan") and vest as follows: 41,666 options vest immediately; and 41,666 options vest on December 1, 2008; 41,687 options vest on December 1, 2009 or upon the accurrence of a Change-of-Control Event as defined in the Plan.
( 4)  These options were granted under the Plan and vest and become exercisable upon the later to occur of (i) the Company's common stock reaching a price of $5.12 per share (subject to adjustment for stock splits and similar events) for 20 consecutive trading days, and (ii) the aggregate amount of Adjusted EBITDA for any four consecutive calendar quarters, commencing with the calendar quarter beginning January 1, 2008, being not less than $70,000,000, provided that such conditions shall have been achieved on or before 12/27/2011. "Adjusted EBITDA" is defined in the Plan and the related stock option agreement as earnings before interest, taxes, depreciation and amortization, and excluding capital gains. The shares of common stock acquirable on exercise of these options may not be sold or otherwise transferred (except on the death of the Reporting Person) prior to 12/07/2011.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
LaBarre Jonathan
ONE LANDMARK SQUARE
21ST FLOOR
STAMFORD, CT 06901

Chief Financial Officer

Signatures
/s/ Jonathan LaBarre 12/31/2007
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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