Form D

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
GREAT AMERICAN GROUP, INC.
Jurisdiction of Incorporation/Organization
DE
Year of Incorporation/Organization
2009

Previous Name(s)

Entity Type
CORPORATION

Item 2 Issuer Principal Place of Business and Contact Information

21860 BURBANK BLVD.
SUITE 300 SOUTH
WOODLAND HILLS, CA 91367
Phone Number: subscription required

Item 3. Related Persons

Name
ANDREW GUMAER
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
MATTHEW J. HART
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
HUGH G. HILTON
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
MARK D. KLEIN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
MICHAEL J. LEVITT
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
HARVEY M. YELLEN
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
PAUL S. ERICKSON
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
SCOTT K. CARPENTER
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
MARK NAUGHTON
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
BRYANT R. RILEY
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 4. Industry Group

OTHER

Item 5. Issuer Size

Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

New Notice
Date of First Sale in this Offering:
09/03/2009

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
No

Item 9. Type(s) of Securities Offered

  • Equity

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
0

Item 13. Offering and Sales Amounts

Total Offering Amount
509748
Total Amount Sold
242000
Total Remaining to be Sold
267748
Clarification of Response
115,852 SHARES OF STOCK ARE BEING ISSUED IN CONSIDERATION FOR SERVICES PROVIDED. ISSUER IS RECEIVING NO CASH PROCEEDS IN CONNECTION WITH ISSUANCE. AMOUNTS ABOVE CALCULATED BASED ON CLOSING PRICE OF ISSUER'S COMMON STOCK ON 09/03/09.

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
2

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response
SECURITIES ISSUED IN CONSIDERATION OF SERVICES RENDERED. ISSUER WILL RECEIVE NO CASH PROCEEDS IN CONNECTION WITH THE ISSUANCE.

Signature and Submission

Issuer Name
GREAT AMERICAN GROUP, INC.
Issuer Signature
PAUL S. ERICKSON
Signer Name
PAUL S. ERICKSON
Signer Title
CHIEF FINANCIAL OFFICER
Signature Date
10/09/2009

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