SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* D. E. SHAW LAMINAR PORTFOLIOS, L.L.C. (Last) (First) (Middle) 120 WEST FORTY-FIFTH STREET 39TH FLOOR (Street) NEW YORK NY 10036 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 08/28/2009	3. Issuer Name and Ticker or Trading Symbol Spectrum Brands, Inc. [ SPEB ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) X Other (specify below) See footnotes 1 and 2.	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X 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)
Common Stock	4,266,138	D(1)(2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: 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

1. Name and Address of Reporting Person* D. E. SHAW LAMINAR PORTFOLIOS, L.L.C. (Last) (First) (Middle) 120 WEST FORTY-FIFTH STREET 39TH FLOOR (Street) NEW YORK NY 10036 (City) (State) (Zip)

1. Name and Address of Reporting Person* D. E. SHAW & CO, L.L.C. (Last) (First) (Middle) 120 WEST FORTY-FIFTH STREET 39TH FLOOR (Street) NEW YORK NY 10036 (City) (State) (Zip)

1. Name and Address of Reporting Person* D. E. SHAW & CO, L.P. (Last) (First) (Middle) 120 WEST FORTY-FIFTH STREET 39TH FLOOR (Street) NEW YORK NY 10036 (City) (State) (Zip)

1. Name and Address of Reporting Person* SHAW DAVID E (Last) (First) (Middle) 120 WEST FORTY-FIFTH STREET 39TH FLOOR (Street) NEW YORK NY 10036 (City) (State) (Zip)

Explanation of Responses:

1. The securities reported in this Form 3 are directly held by D. E. Shaw Laminar Portfolios, L.L.C. ("Laminar"). D. E. Shaw & Co., L.P. ("DESCO LP"), as investment adviser to Laminar; D. E. Shaw & Co., L.L.C. ("DESCO LLC"), as managing member of Laminar; and David E. Shaw (as president and sole shareholder of D. E. Shaw & Co., Inc. ("DESCO, Inc."), which is the general partner of DESCO LP, and as president and sole shareholder of D. E. Shaw & Co. II, Inc. ("DESCO II, Inc."), which is the managing member of DESCO LLC) may be deemed to be beneficial owners of the securities reported in this Form 3 for purposes of Rule 16a-1(a) of the Securities Exchange Act of 1934.

2. (Continued from footnote 1) In accordance with instruction 5(b)(iv), the entire number of shares of Common Stock of the Issuer that may be deemed to be beneficially owned by Laminar, DESCO LP, or DESCO LLC is reported herein. Each of DESCO LP, DESCO LLC, and David E. Shaw disclaims any beneficial ownership of any security listed in this Form 3, except to the extent of any pecuniary interest therein.

	D. E. Shaw Laminar Portfolios, L.L.C. By: Rochelle Elias, Authorized Signatory	09/08/2009
	D. E. Shaw & Co., L.L.C. By: Rochelle Elias, Chief Compliance Officer	09/08/2009
	D. E. Shaw & Co., L.P. By: Rochelle Elias, Chief Compliance Officer	09/08/2009
	David E. Shaw By: Rochelle Elias, Attorney-in-Fact for David E. Shaw	09/08/2009
	** 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.
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POWER OF ATTORNEY
FOR CERTAIN FILINGS
UNDER THE SECURITIES EXCHANGE ACT OF 1934


I, David E. Shaw, hereby make, constitute, and appoint each of:


       Anne Dinning,

       Rochelle Elias,

       Julius Gaudio,

       John Liftin,

       Louis Salkind,

	Stuart Steckler,

	Maximilian Stone, and

       Eric Wepsic,

acting individually, as my agent and attorney-in-fact, with full power
of substitution, for the purpose of, from time to time, executing in my
name and/or my capacity as President of D. E. Shaw & Co. II, Inc. (acting
for itself or as the managing member of D. E. Shaw & Co., L.L.C. and
general partner, managing member, or manager of other entities, any of
which in turn may be acting for itself or other entities) all documents,
certificates, instruments, statements, other filings, and amendments to
the foregoing (collectively, "documents") determined by such person to be
necessary or appropriate to comply with ownership or control-person
reporting requirements imposed by any United States or non-United States
governmental or regulatory authority, including without limitation Forms
3, 4, 5, and 13F and Schedules 13D and 13G required to be filed with the
Securities and Exchange Commission; and delivering, furnishing, or filing
any such documents to or with the appropriate governmental or regulatory
authority.  Any such determination shall be conclusively evidenced by such
person's execution, delivery, furnishing, and/or filing of the applicable
document.

This power of attorney shall be valid from the date hereof and replaces the
power granted on February 24, 2004, which is hereby cancelled.

IN WITNESS HEREOF, I have executed this instrument as of the date set forth
below.

Date:  October 24, 2007

DAVID E. SHAW, as President of
D. E. Shaw & Co. II, Inc.
/s/David E. Shaw
New York, New York

POWER OF ATTORNEY
FOR CERTAIN FILINGS
UNDER THE SECURITIES EXCHANGE ACT OF 1934


I, David E. Shaw, hereby make, constitute, and appoint each of:


       Anne Dinning,

       Rochelle Elias,

       Julius Gaudio,

       John Liftin,

       Louis Salkind,

	Stuart Steckler,

	Maximilian Stone, and

       Eric Wepsic,

acting individually, as my agent and attorney-in-fact, with full power
of substitution, for the purpose of, from time to time, executing in
my name and/or my capacity as President of D. E. Shaw & Co., Inc.
(acting for itself or as the general partner of D. E. Shaw & Co., L. P.
and general partner, managing member, or manager of other entities, any
of which in turn may be acting for itself or other entities) all
documents, certificates, instruments, statements, other filings, and
amendments to the foregoing (collectively, "documents") determined by
such person to be necessary or appropriate to comply with ownership or
control-person reporting requirements imposed by any United States or
non-United States governmental or regulatory authority, including
without limitation Forms 3, 4, 5, and 13F and Schedules 13D and 13G
required to be filed with the Securities and Exchange Commission; and
delivering, furnishing, or filing any such documents to or with the
appropriate governmental or regulatory authority.  Any such
determination shall be conclusively evidenced by such person's
execution, delivery, furnishing, and/or filing of the applicable
document.

This power of attorney shall be valid from the date hereof and replaces
the power granted on February 24, 2004, which is hereby cancelled.

IN WITNESS HEREOF, I have executed this instrument as of the date set
forth below.

Date:  October 24, 2007

DAVID E. SHAW, as President of
D. E. Shaw & Co., Inc.
/s/David E. Shaw
New York, New York