UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Kapstone Paper & Packaging Corp.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
48562P103
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(CUSIP Number)
December 31, 2008
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
[x] Rule 13d-1(b)
[_] Rule 13d-1(c)
[_] Rule 13d-1(d)
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* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which
would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
CUSIP No. 48562P103
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1. NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Reich & Tang Asset Management, LLC
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) [_]
(b) [_]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE VOTING POWER
0
6. SHARED VOTING POWER
1,836,400**
7. SOLE DISPOSITIVE POWER
0
8. SHARED DISPOSITIVE POWER
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,836,400**
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS)
[ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
6.4%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
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**Includes 513,000 shares of common stock issuable upon exercise of warrants.
CUSIP No. 48562P103
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Item 1(a). Name of Issuer:
Kapstone Paper & Packaging Corp
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(b). Address of Issuer's Principal Executive Offices:
One Northfield Plaza, Suite 480, Northfield, IL 60093
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Item 2(a). Name of Person Filing:
Reich & Tang Asset Management, LLC
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(b). Address of Principal Business Office, or if None, Residence:
600 Fifth Avenue, New York, NY 10020
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(c). Citizenship:
United States
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(d). Title of Class of Securities:
Common Stock
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(e). CUSIP Number:
48562P103
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Item 3. If This Statement is filed pursuant to ss.240.13d-1(b) or 240.13d-2(b),
or (c), check whether the person filing is a:
Investment Adviser registered under Section 203 of Investment Advisers Act of
1940.
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned:
1,836,400**
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(b) Percent of class:
6.4%
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**Includes 513,000 shares of common stock issuable upon exercise of warrants.
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote
0
--------------------,
(ii) Shared power to vote or to direct the vote
1,836,400**
--------------------,
(iii) Sole power to dispose or to direct the disposition of
0
--------------------,
(iv) Shared power to dispose or to direct the disposition of
1,836,400**
--------------------.
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable
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Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
This statement is being filed to report the fact that as of the date
hereof the reporting person is a beneficial owner of more than 5% of
the class of securities.
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Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company.
Not Applicable
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Item 8. Identification and Classification of Members of the Group.
Not Applicable
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Item 9. Notice of Dissolution of Group.
Not Applicable
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**Includes 513,000 shares of common stock issuable upon exercise of warrants.
Item 10. Certification.
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and are held in
the ordinary course of business and were not acquired and are not held
for the purpose of or with the effect of changing or influencing the
control of the issuer of the securities and were not acquired and are
not held in connection with or as a participant in any transaction
having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 12, 2009
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/S/Christopher Brancazio
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Christopher Brancazio
Chief Compliance Officer
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