SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
BLUM RICHARD C

(Last) (First) (Middle)
909 MONTGOMERY STREET
SUITE 400

(Street)
SAN FRANCISCO CA 94133

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CB RICHARD ELLIS GROUP INC [ CBG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 7,552,644 I(1) (1)
Class A Common Stock 8,773,244 I(2) (2)
Class A Common Stock 180,890 I(3) (3)
Class A Common Stock 526 I(4) (4)
Class A Common Stock 06/02/2005 A 914(5) A $0 2,914 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $38.275 06/02/2005 A 1,306 (6) 06/02/2012 Class A Common Stock 1,306 $0 1,306 D(5)
Explanation of Responses:
1. These shares are owned directly by Blum Strategic Partners, L.P. ("Strategic"). The shares also may be deemed to be owned indirectly by Blum Strategic GP, L.L.C. ("Blum GP"), the general partner of Strategic. Blum GP disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein. Richard C. Blum is no longer deemed to be the indirect or beneficial owner of these shares.
2. These shares are owned directly by Blum Strategic Partners II, L.P. ("Strategic II"). The shares also may be deemed to be owned indirectly by Blum Strategic GP II, L.L.C. ("Blum GP II"), the general partner of Strategic II. Blum GP II disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein. Richard C. Blum is no longer deemed to be the indirect or beneficial owner of these shares.
3. These shares are owned directly by Blum Strategic Partners II GmbH & Co. KG ("Strategic II KG"). The shares also may be deemed to be owned indirectly by Blum GP II, the Managing Limited Partner of Strategic II KG. Blum GP II disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein. Richard C. Blum is no longer deemed to be the indirect or beneficial owner of these shares.
4. These shares are owned directly by Blum Capital Partners, L.P. ("Blum LP"). They may be deemed to be owned indirectly by Richard C. Blum & Associates, Inc. ("RCBA Inc."), the general partner of Blum LP. RCBA Inc. disclaims beneficial ownership of these shares, except to the extent of any pecuniary interest therein. Richard C. Blum is no longer deemed to be the indirect or beneficial owner of these shares.
5. These securities were granted to Richard C. Blum who is a director of the Issuer. Mr. Blum is a managing member of Blum GP the general partner Strategic and a managing member of Blum GP II the general partner of Strategic II and the managing limited partner of Strategic II KG. Under each of the Strategic, Strategic II and Strategic II KG partnership agreements, Mr. Blum is deemed to hold each partnership's pro rata share of the securities for the benefit of each partnership, and each partnership is entitled to a pro rata portion of the securities issued. Accordingly, each of Strategic, Strategic II and Strategic II KG may be deemed to be the indirect beneficial owners of the securities to the extent of their pro rata interest therein, and Blum GP, Blum GP II and Mr. Blum may be deemed to be indirect beneficial owners of the securities. Blum GP, Blum GP II and Mr. Blum disclaim beneficial ownership of the securities, except to the extent of any pecuniary interest therein.
6. This option vests and becomes exercisable at a rate of one-twelfth (1/12th) of the options per quarter over a period of three (3) years.
Remarks:
Gregory D. Hitchan, Attorney-In-Fact 06/06/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (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).
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