UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _)*
ARBOR REALTY TRUST, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
038923108
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(CUSIP Number)
June 13, 2011
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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:
[_] Rule 13d-1(b)
[X] 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).
Persons who respond to the collection of information contained in this form
are not required to respond unless the form displays a currently valid OMB
control number.
CUSIP No. 038923108
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1. Names of Reporting Persons/ I.R.S. Identification Nos. of Above Persons
(Entities only):
LEON G. COOPERMAN
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2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [_]
(b) [X]
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3. SEC Use Only
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4. Citizenship or Place of Organization:
UNITED STATES
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Number of 5. Sole Voting Power: 1,311,300
Shares Bene-
ficially 6. Shared Voting Power: -0-
Owned by
Each Report- 7. Sole Dispositive Power: 1,311,300
ing Person
With 8. Shared Dispositive Power: -0-
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9. Aggregate Amount Beneficially Owned by Each Reporting Person:
1,311,300
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10. Check Box if the Aggregate Amount in Row (9) Excludes
Certain Shares [_]
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11. Percent of Class Represented by Amount in Row (9):
5.2%
The beneficial ownership percentage has been calculated based on 25,443,140
Shares of the Issuer outstanding as of May 6, 2011, as reported on the Issuer's
Form 10-Q for the quarterly period ended March 31, 2011.
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12. Type of Reporting Person: IN
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CUSIP No. 038923108
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Item 1(a) Name of Issuer:
ARBOR REALTY TRUST, INC. (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
ARBOR REALTY TRUST, INC.
333 Earle Ovington Blv'd, Suite 900
Uniondale NY 11553
Item 2(a) Name of Person Filing:
This statement is filed on behalf of Leon G. Cooperman ("Mr. Cooperman").
Mr. Cooperman is, among other activities, an investor engaged in investing
for his own account.
Mr. Cooperman has an adult son named Michael S. Cooperman. Mr. Cooperman
has investment authority over and Michael S. Cooperman's accounts.
Mr. Cooperman is one of the Trustees of The Leon and Toby Cooperman
Foundation (the "Foundation"), a charitable trust dated December 16, 1981. The
other trustees are his wife, Toby Cooperman, his sons, Wayne Cooperman and
Michael S. Cooperman, and his daughter-in law, Jodi Cooperman.
Item 2(b) Address of Principal Business Office or, if None, Residence:
The address of the principal business office of Mr. Cooperman and the
Foundation is 2700 No. Military Trail, Suite 230, Boca Raton FL 33431
Item 2(c) Citizenship:
Mr. Cooperman is a United States citizen;
Item 2(d) Title of Class of Securities:
Common Stock (the "Shares")
Item 2(e) CUSIP Number: 038923108
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CUSIP No. 038923108
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Item 3. If this statement is filed pursuant to Sections 240.13d-1(b) or
240.13d-2(b) or (c):
This Item 3 is not applicable.
Item 4. Ownership:
Item 4(a)(b) Amount Beneficially Owned and Percent of Class:
Mr. Cooperman is the beneficial owner of 1,311,300 Shares, which
constitutes approximately 5.2% of the total number of Shares outstanding.
This consists of 668,600 Shares owned by Mr. Cooperman; 101,700 Shares
owned by Michael S. Cooperman; and 541,000 Shares owned by the Foundation.
Item 4(c) Number of Shares as to which such person has:
(i) Sole power to vote or to direct the vote: 1,311,300
(ii) Shared power to vote or to direct the vote: -0-
(iii) Sole power to dispose or to direct the disposition of: 1,311,300
(iv) Shared power to dispose or to direct the disposition of: -0-
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
This Item 6 is not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company:
This Item 7 is not applicable.
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CUSIP No. 038923108
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Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above 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 such 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.
DATED: June 22, 2011
LEON G. COOPERMAN
By /s/ ALAN M. STARK
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Alan M. Stark
Attorney-in-Fact
Power of Attorney on file
ATTENTION: INTENTIONAL MISSTATEMENTS OR OMISSIONS OF FACT CONSTITUTE FEDERAL
CRIMINAL VIOLATIONS (SEE 18 U.S.C. 1001).
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