Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
2. Date of Event Requiring Statement (Month/Day/Year)
08/28/2009
3. Issuer Name and Ticker or Trading Symbol
Spectrum Brands, Inc. [SPEB]
(Last)
(First)
(Middle)
C/O INTERNATIONAL FUND SERVICES LIMITED, THIRD FL, BISHOP'S SQUARE REDMOND'S HILL
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
See Remarks
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DUBLIN, L2 00000
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 9,157,561
D (1) (2) (3) (4)
 
Common Stock 1,992,805
D (1) (5) (6) (7)
 
Common Stock 1,453,850
D (1) (8) (9) (10)
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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.

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
C/O INTERNATIONAL FUND SERVICES LIMITED
THIRD FL, BISHOP'S SQUARE REDMOND'S HILL
DUBLIN, L2 00000
    X   See Remarks
HARBINGER CAPITAL PARTNERS LLC
450 PARK AVENUE, 30TH FLOOR
NEW YORK, NY 10022
    X   See Remarks
HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS FUND, L.P.
450 PARK AVENUE, 30TH FLOOR
NEW YORK, NY 10022
    X   See Remarks
HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS GP, LLC
450 PARK AVENUE, 30TH FLOOR
NEW YORK, NY 10022
    X   See Remarks
GLOBAL OPPORTUNITIES BREAKAWAY LTD.
MAPLES CORPORATE SERVICES LIMITED
PO BOX 309, UGLAND HOUSE
GRAND CAYMAN, E9 KY1-1104
    X   See Remarks
GLOBAL OPPORTUNITIES BREAKAWAY MANAGEMENT, L.P.
450 PARK AVENUE, 30TH FLOOR
NEW YORK, NY 10022
    X   See Remarks
GLOBAL OPPORTUNITIES BREAKAWAY MANAGEMENT GP, L.L.C.
450 PARK AVENUE, 30TH FLOOR
NEW YORK, NY 10022
    X   See Remarks
HARBINGER HOLDINGS, LLC
450 PARK AVENUE, 30TH FLOOR
NEW YORK, NY 10022
    X   See Remarks
FALCONE PHILIP
450 PARK AVENUE, 30TH FLOOR
NEW YORK, NY 10022
    X   See Remarks

Signatures

Harbinger Capital Partners master Fund I, Ltd.(+) By: Harbinger Capital Partners LLC By: Harbinger Holdings, LLC, Managing Member By: /s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

Harbinger Capital Partners LLC(+) By: Harbinger Holdings, LLC, Managing Member By: /s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

Harbinger Capital Partners Special Situations Fund, L.P.(+) By: Harbinger Capital Partners Special Situations GP, LLC By: Harbinger Holdings, LLC, Managing Member By: /s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

Harbinger Capital Partners Special Situations GP, LLC(+) By: Harbinger Holdings, LLC, Managing Member By: /s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

Global Opportunities Breakaway Ltd.(+) By: Global Opportunities Breakaway Management, L.P. By: Global Opportunities Breakaway Management GP, L.L.C., General Partner By: /s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

Global Opportunities Breakaway Management, L.P.(+) By: Global Opportunities Breakaway Management GP, L.L.C., General Partner By: /s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

Global Opportunities Breakaway Management GP, L.L.C.(+) By: /s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

Harbinger Holdings, LLC(+) By: /s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

/s/ Philip Falcone 09/08/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) IMPORTANT NOTE: THE SECURITIES SET FORTH IN THIS REPORT ARE DIRECTLY BENEFICIALLY OWNED BY HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD., HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS FUND, L.P. AND/OR GLOBAL OPPORTUNITIES BREAKAWAY LTD. (COLLECTIVELY, THE "FUNDS"). ALL OTHER REPORTING PERSONS ARE INCLUDED WITHIN THIS REPORT DUE TO THEIR AFFILIATION WITH ONE OR MORE OF THE FUNDS.
(2) These securities are owned by Harbinger Capital Partners Master Fund I, Ltd. (the "Master Fund"), which is a Reporting Person.
(3) These securities may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: Harbinger Capital Partners LLC ("Harbinger LLC"), the investment manager of the Master Fund; Harbinger Holdings, LLC ("Harbinger Holdings"), the managing member of Harbinger LLC; and Philip Falcone, the managing member of Harbinger Holdings and the portfolio manager of the Master Fund.
(4) Each Reporting Person listed in Footnote 3 disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(5) These securities are owned by Harbinger Capital Partners Special Situations Fund, L.P. (the "Special Situations Fund"), which is a Reporting Person.
(6) These securities may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: Harbinger Capital Partners Special Situations GP, LLC ("HCPSS"), the general partner of the Special Situations Fund; Harbinger Holdings, the managing member of HCPSS; and Philip Falcone, the managing member of Harbinger Holdings and the portfolio manager of the Special Situations Fund.
(7) Each Reporting Person listed in Footnote 6 disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(8) These securities are owned by Global Opportunities Breakaway Ltd. (the "Breakaway Fund"), which is a Reporting Person.
(9) These securities may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: Global Opportunities Breakaway Management, L.P. ("Breakaway Management"), the investment manager of the Breakaway Fund; Global Opportunities Breakaway Management GP, L.L.C. ("Breakaway Management GP"), the general partner of Breakaway Management; and Philip Falcone, the managing member of Breakaway Management GP and the portfolio manager of the Breakaway Fund.
(10) Each Reporting Person listed in Footnote 9 disclaims beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
 
Remarks:
(+) The Reporting Persons may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as
 amended. Each Reporting Person disclaims beneficial ownership of any securities deemed to be owned by the group that are not
 directly owned by the Reporting Person. This report shall not be deemed an admission that such Reporting Person is a member
 of a group or the beneficial owner of any securities not directly owned by such Reporting Person.

Mr. Terry L. Polistina serves on the board of directors of the Issuer and is the Chief Executive Officer of Salton,
 Inc., a company that is wholly owned by the Funds. As a result, the Reporting Persons may be deemed directors of the Issuer
 by deputization.

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