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 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(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * Avenue Special Situations Fund V LP   2. Issuer Name and Ticker or Trading Symbol Spectrum Brands, Inc. [SPEB] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O AVENUE CAPITAL MANAGEMENT II, L.P., 535 MADISON AVENUE, 15TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 06/16/2010 (Street) NEW YORK, NY 10022 4. If Amendment, Date 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 (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 Common Stock, par value $0.01 06/16/2010   U   328,767 D (1) 0 I See Footnote (6) Common Stock, par value $0.01 06/16/2010   U   650,628 D (2) 0 I See Footnote (6) Common Stock, par value $0.01 06/16/2010   U   257,333 D (3) 0 I See Footnote (6) Common Stock, par value $0.01 06/16/2010   U   1,753,949 D (4) 0 I See Footnote (6) Common Stock, par value $0.01 06/16/2010   U   3,772,168 D (5) 0 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction 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 (Month/Day/Year)

7. Title and Amount of Underlying Securities (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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Avenue Special Situations Fund V LP C/O AVENUE CAPITAL MANAGEMENT II, L.P. 535 MADISON AVENUE, 15TH FLOOR NEW YORK, NY 10022		X
Avenue Capital Partners V, LLC C/O AVENUE CAPITAL MANAGEMENT II, L.P. 535 MADISON AVENUE, 15TH FLOOR NEW YORK, NY 10022		X
GL Partners V, LLC C/O AVENUE CAPITAL MANAGEMENT II, L.P. 535 MADISON AVENUE, 15TH FLOOR NEW YORK, NY 10022		X
Avenue Capital Management II, L.P. C/O AVENUE CAPITAL MANAGEMENT II, L.P. 535 MADISON AVENUE, 15TH FLOOR NEW YORK, NY 10022		X
Avenue Capital Management II GenPar, LLC C/O AVENUE CAPITAL MANAGEMENT II, L.P. 535 MADISON AVENUE, 15TH FLOOR NEW YORK, NY 10022		X
LASRY MARC C/O AVENUE CAPITAL MANAGEMENT II, L.P. 535 MADISON AVENUE, 15TH FLOOR NEW YORK, NY 10022		X

Signatures

Avenue Special Situations Fund V, L.P. By: Avenue Capital Partners V, LLC, its General Partner, By: GL Partners V, LLC, its Managing Member, By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Managing Member		06/18/2010
**Signature of Reporting Person		Date
Avenue Capital Partners V, LLC By: GL Partners V, LLC, its Managing Member, By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Managing Member		06/18/2010
**Signature of Reporting Person		Date
GL Partners V, LLC By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Managing Member		06/18/2010
**Signature of Reporting Person		Date
Avenue Capital Management II, L.P. By: Avenue Capital Management II GenPar, LLC, its General Partner, By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Managing Member		06/18/2010
**Signature of Reporting Person		Date
Avenue Capital Management II GenPar, LLC By: /s/ Eric Ross, attorney-in-fact for Marc Lasry, Managing Member		06/18/2010
**Signature of Reporting Person		Date
/s/ Eric Ross, attorney-in-fact for Marc Lasry		06/18/2010
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Avenue Investments, L.P. ("Avenue Investments") disposed of 328,767 shares of common stock, par value $0.01 (the "Common Stock"), of Spectrum Brands, Inc. (the "Issuer") in connection with a merger (the "Merger") as described in that certain Agreement and Plan of Merger dated as of February 9, 2010 among Russell Hobbs, Inc., Spectrum Brands, Inc., Spectrum Brands Holdings, Inc., Grill Merger Corp. and Battery Merger Corp (the "Merger Agreement") in exchange for 328,767 shares of Common Stock, par value $0.01 per share ("New Common Stock"), of Spectrum Brands Holdings, Inc. ("Spectrum Brands Holdings").
(2)	Avenue International Master, L.P. ("Avenue International Master") disposed of 650,628 shares of Common Stock of the Issuer in connection with the Merger as described in the Merger Agreement in exchange for 650,628 shares of New Common Stock of Spectrum Brands Holdings.
(3)	Avenue-CDP Global Opportunities Fund, L.P. ("Avenue-CDP") disposed of 257,333 shares of Common Stock of the Issuer in connection with the Merger as described in the Merger Agreement in exchange for 257,333 shares of New Common Stock of Spectrum Brands Holdings.
(4)	Avenue Special Situations Fund IV, L.P. ("Fund IV") disposed of 1,753,949 shares of Common Stock of the Issuer in connection with the Merger as described in the Merger Agreement in exchange for 1,753,949 shares of New Common Stock of Spectrum Brands Holdings.
(5)	Avenue Special Situations Fund V, L.P. ("Fund V") disposed of 3,772,168 shares of Common Stock of the Issuer in connection with the Merger as described in the Merger Agreement in exchange for 3,772,168 shares of New Common Stock of Spectrum Brands Holdings.
(6)	The filing of this Form 4 shall not be construed as an admission that Avenue Capital Partners V, LLC, GL Partners V, LLC, Avenue Capital Management II, L.P., Avenue Capital Management II GenPar, LLC or Marc Lasry (together, the "Controlling Persons") is or was for the purposes of Section 16(a) of the Securities Exchange Act of 1934, as amended, or otherwise the beneficial owner of any of the Common Stock of the Issuer purchased for the accounts of Avenue Investments, Avenue International Master, Avenue-CDP, Fund IV and Fund V. Pursuant to Rule 16a-1, the Controlling Persons disclaim such beneficial ownership except to the extent of their pecuniary interest therein.

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