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PFIN - P&F determining whether there are other interested independent board candidates

|Includes:P & F Industries, Inc. (PFIN), QEPC

In a 2/5/10 8-K filing, P&F Industries (O-PFIN) disclosed its Nominating Committee is evaluating the suggestion from shareholder Mr. Timothy Stabosz that he be added to the Board. The Nominating Committee is also in the process of determining whether there are other interested independent candidates for P&F’s Board. In connection with that determination, the Chairman of the Nominating Committee has invited Lawndale Capital Management, LLC, owner of approximately 7.4% of the Company’s common stock, to suggest potential candidates it considers appropriate for addition to P&F’s Board.

Lawndale encourages interested candidates who feel they have skills and experience to specifically add value to P&F industries to contact Lawndale Capital Management at your earliest opportunity.

P&F Industries, Inc., through its two wholly-owned subsidiaries, Continental Tool Group Inc. and Countrywide Hardware, Inc., manufactures and/or imports air-powered tools and builders' hardware. Its products are sold under their own trademarks, as well as under the private labels of major manufacturers and retailers. Further information on P&F can be found at its corporate website: http://www.pfina.com/

Contact:

Andrew Shapiro
President
Lawndale Capital Management, LLC
591 Redwood Highway #2345
Mill Valley, CA 94941
phone- 415-389-VALUE (8258)
fax- 415-389-0180
e-mail- aeshapiro@lawndalecap.com
IM – lawndalecapital


Link to full 2/5/10 8-K filing  - http://www.sec.gov/Archives/edgar/data/75340/000110465910004998/a10-3209_18k.htm

Item 8.01.              Other Events.

Consistent with the policy the Board of Directors (the “Board”) of P&F Industries, Inc. (the “Company”) adopted on October 8, 2009 (the “Policy”) with respect to suggestions from stockholders directed to the Nominating Committee of the Board (the “Nominating Committee”) as to nominees for election to the Board at annual meetings of the Company’s stockholders (as set forth in the Company’s Current Report on Form 8-K dated October 13, 2009), the Nominating Committee is evaluating the suggestion from Mr. Timothy Stabosz (set forth in his Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on September 18, 2009, as amended on November 9, 2009) that he be added to the Board. The Nominating Committee is also in the process of determining whether there are other interested independent candidates for the Board. In connection with that determination, the Chairman of the Nominating Committee has invited Lawndale Capital Management, LLC (which has reported, in a Schedule 13D filed with the SEC on February 3, 2010, beneficial ownership of approximately 7.4% of the Company’s common stock) to suggest potential candidates it considers appropriate for addition to the Board.
 
As contemplated by the Policy, interested candidates will be evaluated by the Nominating Committee in the context of the Nominating Committee’s determination regarding all issues relating the composition of the Board, including the size of the Board, any criteria the Nominating Committee may develop for prospective Board candidates and the qualifications of candidates relative to any such criteria. The Nominating Committee’s identification of potential candidates is ongoing and its recommendation to the Board will be made once that process and the evaluation of identified candidates is completed. The outcome of this process is not currently determinable.



Disclosure: Long presently with a 13D filing. This author may buy or sell shares at anytime.
Stocks: PFIN, QEPC