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CUSIP
No. 038923108
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13G
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Page 2
of 7
Pages
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1.
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NAMES
OF REPORTING PERSONS
C.
Michael Kojaian
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) □
(b) □
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3.
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SEC
USE ONLY
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4.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE
VOTING POWER
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1,004,500
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6.
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SHARED
VOTING POWER
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0
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7.
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SOLE
DISPOSITIVE POWER
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1,004,500
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8.
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SHARED
DISPOSITIVE POWER
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0
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,004,500
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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□
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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4.9%
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12.
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TYPE
OF REPORTING PERSON
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IN
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CUSIP
No. 038923108
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13G
|
Page 3
of 7
Pages
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1.
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NAMES
OF REPORTING PERSONS
Kojaian
Ventures, L.L.C.
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2.
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) □
(b) □
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3.
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SEC
USE ONLY
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4.
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CITIZENSHIP
OR PLACE OF ORGANIZATION
Michigan
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NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5.
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SOLE
VOTING POWER
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0
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6.
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SHARED
VOTING POWER
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1,000,000
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7.
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SOLE
DISPOSITIVE POWER
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0
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8.
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SHARED
DISPOSITIVE POWER
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1,000,000
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9.
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,000,000
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10.
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CHECK
IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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□
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||
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11.
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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4.9%
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12.
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TYPE
OF REPORTING PERSON
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OO
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Item
1(a).
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Name
of Issuer:
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Arbor
Realty Trust, Inc. ("ART")
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Item
1(b).
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Address
of Issuer's Principal Executive Offices:
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333
Earle Ovington Boulevard,
Suite
900
Uniondale,
NY 11553
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Item
2(a).
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Names
of Person Filing:
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C.
Michael Kojaian; Kojaian Ventures, L.L.C.
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Item
2(b).
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Address
of Principal Business Office or, if none, Residence:
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39400
N. Woodward Avenue,
Suite
#250
Bloomfield
Hills, MI 48304
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Item
2(c).
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Citizenship:
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C.
Michael Kojaian: United States of America; Kojaian Ventures, L.L.C.:
Michigan
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Item
2(d).
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Title
of Class of Securities:
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Common
Stock, par value $0.01 per share
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Item
2(e).
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CUSIP
Number:
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038923108
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Item
3.
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If
this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c),
check whether the person filing is a:
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(a) £ Broker
or dealer registered under section 15 of the Act (15 U.S.C.
78o).
(b) £ Bank as
defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
(c) £
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C.
78c).
(d) £
Investment company registered under section 8 of the Investment Company
Act of 1940
(15
U.S.C. 80a-8).
(e) £ An
investment adviser in accordance with
§240.13d-1(b)(1)(ii)(E).
(f)
£ An
employee benefit plan or endowment fund in accordance with
§240.13d-1(b)(1)(ii)(F).
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(g) £ A
parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G).
(h) £ A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act
(12
U.S.C. 1813).
(i) £
A church plan that is excluded from the definition of an investment
company under section 3(c)(14)
of
the Investment Company Act of 1940 (15 U.S.C. 80a-3).
(j) £
Group, in accordance with §240.13d-1(b)(1)(ii)(J).
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Item
4.
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Ownership.
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(a)
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Amount
beneficially owned:
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Mr.
Kojaian beneficially owns 1,004,500 shares of common stock. He holds 4,500
of these shares directly. The remaining 1,000,000 shares are
held by Kojaian Ventures, L.L.C., the sole members of which are Mr.
Kojaian and Kojaian Ventures-MM, Inc., of which Mr. Kojaian is the sole
stockholder.
Kojaian
Ventures, L.L.C. beneficially owns 1,000,000 shares of common
stock.
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(b)
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Percent
of class:
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C.
Michael Kojaian owns 4.9%; Kojaian Ventures, L.L.C. owns
4.9%.
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(c)
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Number
of shares as to which such person has:
As
of December 31, 2007, C. Michael Kojaian had the sole power to vote or to
direct the vote of 1,004,500 shares of common stock and had the sole power
to dispose or to direct the disposition of 1,004,500 shares of common
stock. As of such date, C. Michael Kojaian had no shared power to vote or
direct the vote or to dispose or to direct the disposition of any shares
of common stock.
As
of December 31, 2007, Kojaian Ventures, L.L.C. had the shared power to
vote or to direct the vote of 1,004,500 shares of common stock and had the
shared power to dispose or to direct the disposition of 1,004,500 shares
of common stock. As of such date, Kojaian Ventures, L.L.C. had no sole
power to vote or direct the vote or to dispose or to direct the
disposition of any shares of common stock.
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Item
5.
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Ownership
of Five Percent or Less of a Class.
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⊠
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| Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
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N/A
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Item
7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company.
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N/A
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Item
8.
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Identification
and Classification of Members of the Group.
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N/A
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Item
9.
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Notice
of Dissolution of Group.
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N/A
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Item
10.
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Certifications.
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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 that purpose
or effect.
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| /s/ C. Michael Kojaian | |||||
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C.
Michael Kojaian
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KOJAIAN
VENTURES, L.L.C.
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By:
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Kojaian
Ventures-MM, Inc.,
the
Manager of Kojaian Ventures, L.L.C.
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By:
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/s/ C. Michael Kojaian | ||||
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Name:
C. Michael Kojaian
Title:
President
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