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Filing Details

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
755003	Material Sciences Corp	MASC	Coating, Engraving & Allied Services (3470)	952673173

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1080887	Iii L Frank Hohmann	C/O Barbara Nims, Esq. Davis Polk &Amp; Wardwell New York NY 10017		Yes	No	Yes	No

Reported Non-Derivative Transactions

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Disposition	2012-05-31	3,000	$8.03	1,178,505	No	4	S	Direct
Common Stock	Disposition	2012-06-01	3,000	$8.00	1,175,505	No	4	S	Direct
Common Stock	Disposition	2012-06-04	2,915	$8.00	1,172,590	No	4	S	Direct
Common Stock	Acquisiton	2012-06-04	801	$0.00	1,173,391	No	4	M	Direct
Common Stock	Disposition	2012-06-04	801	$8.03	1,172,590	No	4	D	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	M	Direct
No	4	D	Direct

Reported Derivative Transactions

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Phantom Stock	Acquisiton	2012-06-04	1,055	$0.00	1,055	$0.00
Common Stock	Phantom Stock	Disposition	2012-06-04	801	$0.00	801	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
55,205			No	4	A	Direct
54,404	2012-06-01	2012-06-01	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	5,000	Indirect	Trust for daughter

Footnotes

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.00 to $8.06, inclusive. The reporting person undertakes to provide to Material Sciences Corporation, any security holder of Material Sciences Corporation, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2) and (3) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.00 to $8.06, inclusive.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $8.00 to $8.00, inclusive.
Conversion price of Phantom Stock units 1-for-1.
The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
Each share of Phantom Stock was the economic equivalent of one share of MASC common stock. The reporting person settled his shares of common stock for cash.
Units, issued under the 2006 Non-Employee Director Plan, vest immediately, but are distributed five years from grant date unless earlier redeemed pursuant to terms of the Plan.