1foe13d.txt SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No.3) (Name of Issuer) Ferro Corporation (Title of Class of Securities) Common Stock (CUSIP Number) 315405100 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) Paul J. Isaac 75 Prospect Avenue Larchmont, New York 10538 (212) 650-4670 (Date of Event which Requires Filing of this Statement) April 23, 2010 If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Section 240.13d-l(e), 240.13d-l(t) or 240.13d-1(g), check the following box. Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d- 7 for other parties to whom copies are to be sent. 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 disclosures provided in a prior cover page. The information required on 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 0MB control number. SEC 1746 (03-00) CUSIP No. 315405100 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Arbiter Partners, LP (manager, Paul J. Isaac) 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) (b) X 3. SEC Use Only 4. Source of Funds (See Instructions) PF, OO 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2 (e). No 6. Citizenship or Place of Organization Delaware 7. Sole Voting Power 2,819,377 8. Shared Voting Power NA 9. Sole Dispositive power 2,819,377 10. Shared Dispositive Power NA 11. Aggregate Amount Beneficially Owned by Each Reporting Person 2,819,377 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) NA 13. Percent of Class Represented by Amount in Row (11) 3.3% Arbiter Partners, L.P. 14. Type of Reporting Person (see instructions) PN CUSIP No. 315405100 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Isaac Brothers, LLC (manager, Paul J. Isaac) 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) (b) X 3. SEC Use Only 4. Source of Funds (See Instructions) PF 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2 (e). No 6. Citizenship or Place of Organization Delaware 7. Sole Voting Power NA 8. Shared Voting Power 215,333 9. Sole Dispositive power NA 10. Shared Dispositive Power 215,333 11. Aggregate Amount Beneficially Owned by Each Reporting Person 215,333 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) NA 13. Percent of Class Represented by Amount in Row (11) 0.3% Isaac Brothers, LLC 14. Type of Reporting Person (see instructions) OO CUSIP No. 315405100 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Marjorie S. Isaac Grandchildren Trust (manager, Paul J. Isaac) 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) (b) X 3. SEC Use Only 4. Source of Funds (See Instructions) OO 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2 (e). No 6. Citizenship or Place of Organization New York 7. Sole Voting Power NA 8. Shared Voting Power 128,149 9. Sole Dispositive power NA 10. Shared Dispositive Power 128,149 11. Aggregate Amount Beneficially Owned by Each Reporting Person 128,149 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) NA 13. Percent of Class Represented by Amount in Row (11) 0.2% Marjorie S. Isaac Grandchildren Trust 14. Type of Reporting Person (see instructions) OO CUSIP No. 315405100 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Marjorie S. Isaac 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) (b) X 3. SEC Use Only 4. Source of Funds (See Instructions) OO 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2 (e). No 6. Citizenship or Place of Organization New York 7. Sole Voting Power NA 8. Shared Voting Power 147,500 9. Sole Dispositive power NA 10. Shared Dispositive Power 147,500 11. Aggregate Amount Beneficially Owned by Each Reporting Person 147,500 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) NA 13. Percent of Class Represented by Amount in Row (11) 0.2% Marjorie S. Isaac 14. Type of Reporting Person (see instructions) IN CUSIP No. 315405100 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Paul J. Isaac custodian for Abigail E. Isaac 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) (b) X 3. SEC Use Only 4. Source of Funds (See Instructions) OO 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2 (e). No 6. Citizenship or Place of Organization New York 7. Sole Voting Power NA 8. Shared Voting Power 15,000 9. Sole Dispositive power NA 10. Shared Dispositive Power 15,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 15,000 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) NA 13. Percent of Class Represented by Amount in Row (11) 0.02% Paul J. Isaac custodian for Abigail E. Isaac 14. Type of Reporting Person (see instructions) IN 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Paul J. Isaac custodian for Johanna H. Isaac 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) (b) X 3. SEC Use Only 4. Source of Funds (See Instructions) OO 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2 (e). No 6. Citizenship or Place of Organization New York 7. Sole Voting Power NA 8. Shared Voting Power 15,000 9. Sole Dispositive power NA 10. Shared Dispositive Power 15,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person 15,000 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) NA 13. Percent of Class Represented by Amount in Row (11) 0.02% Paul J. Isaac custodian for Johanna H. Isaac 14. Type of Reporting Person (see instructions) IN 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only) Paul J. Isaac 2. Check the Appropriate Box if a Member of a Group (see instructions) (a) (b) X 3. SEC Use Only 4. Source of Funds (See Instructions) OO 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2 (e). No 6. Citizenship or Place of Organization New York 7. Sole Voting Power 100,000 8. Shared Voting Power NA 9. Sole Dispositive power 100,000 10. Shared Dispositive Power NA 11. Aggregate Amount Beneficially Owned by Each Reporting Person 100,000 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (see instructions) NA 13. Percent of Class Represented by Amount in Row (11) 0.1% Paul J. Isaac 14. Type of Reporting Person (see instructions) IN Item 1. Security and Issuer Common Stock Ferro Corporation 1000 Lakeside Avenue Cleveland, OH 44114-7000 Item 2. Identity and Background (a) Name Arbiter Partners, L.P. Isaac Brothers, LLC Marjorie S. Isaac Grandchildren Trust Marjorie S. Isaac Paul J. Isaac custodian for Abigail E. Isaac Paul J. Isaac custodian for Johanna H. Isaac Paul J. Isaac (b) Residence or business address Arbiter Partners, L.P. 149 Fifth Avenue, 15th Floor New York, New York 10010 Paul J. Isaac - manager Isaac Brothers, LLC 75 Prospect Avenue Larchmont, New York 10538 Paul J. Isaac - manager Daniel H. Isaac - member Frederick J. Isaac - member Marjorie S. Isaac Grandchildren's Trust 75 Prospect Avenue Larchmont, New York 10538 Paul J. Isaac- manager Abigail E. Isaac - grandchild Johanna H. Isaac - grandchild Samuel F. Isaac - grandchild Benjamin J. Isaac - grandchild Marjorie S. Isaac 55 Grasslands Road D 259 Valhalla, NY 10595 Paul J. Isaac custodian for Abigail E. Isaac 75 Prospect Avenue Larchmont, New York 10538 Paul J. Isaac - manager Abigail E. Isaac - daughter Paul J. Isaac custodian for Johanna H. Isaac 75 Prospect Avenue Larchmont, New York 10538 Paul J. Isaac - manager Johanna H. Isaac - daughter Paul J. Isaac 75 Prospect Avenue Larchmont, New York 10538 (c) Present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted; Please see section (b) (d) Whether or not, during the last five years, such person has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) and, if so, give the dates, nature of conviction, name and location of court, and penalty imposed, or other disposition of the case; None (e) Whether or not, during the last five years, such person was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws; and, if so, identify and describe such proceedings and summarize the terms of such judgment; decree or final order; and None (f) Citizenship. United States Item 5. Interest in Securities of the Issuer (a) State the aggregate number and percentage of the class of securities identified pursuant to Item I (which may be based on the number of securities outstanding as contained in the most recently available filing with the Commission by the issuer unless the filing person has reason to believe such information is not current) beneficially owned (identifying those shares which there is a right to acquire) by each person named in Item 2. The above mentioned information should also be furnished with respect to persons who, together with any of the persons named in Item 2, comprise a group within the meaning of Section 13(d)(3) of the Act; Arbiter Partners, L.P. holds 2,819,377 common shares of Ferro Corporation, or 3.3%. Isaac Brothers, LLC holds 215,333 common shares of Ferro Corporation, or 0.3%. Marjorie S. Isaac Grandchildren's Trust holds 128,149 common shares of Ferro Corporation or 0.2% Marjorie S. Isaac holds 147,500 common shares of Ferro Corporation or 0.2% Paul J. Isaac custodian for Abigail E. Isaac holds 15,000 common shares of Ferro Corporation, or 0.02%. Paul J. Isaac custodian for Johanna H. Isaac holds 15,000 common shares of Ferro Corporation, or 0.02%. Paul J. Isaac holds 100,000 common shares of Ferro Corporation, or 0.1%. (b) For each person named in response to paragraph (a), indicate the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition. Provide the applicable information required by Item 2 with respect to each person with whom the power to vote or to direct the vote or to dispose or direct the disposition is shared; Arbiter Partners, LP, managed by Paul J. Isaac, owns 2,819,377 shares of common stock. Paul J. Isaac has sole power to vote or to direct the vote and sole power to dispose or to direct the disposition of all such 2,819,377 shares. Isaac Brothers, LLC managed by Paul J. Isaac, owns 215,333 shares of common stock. Paul J. Isaac has shared power to vote or to direct the vote and shared power to dispose or to direct the disposition of all such 215,333 shares. Marjorie S. Isaac Grandchildren's Trust, managed by Paul J. Isaac, owns 128,149 shares of common stock. Paul J. Isaac has shared power to vote or to direct the vote and shared power to dispose or to direct the disposition of all such 128,149 shares. Marjorie S. Isaac owns 147,500 shares of common stock. Paul J. Isaac has shared power to vote or to direct the vote and shared power to dispose or to direct the disposition of all such 147,500 shares. Paul J. Isaac custodian for Abigail E. Isaac owns 15,000 shares of common stock. Paul J. Isaac has shared power to vote or to direct the vote and shared power to dispose or to direct the disposition of all such 15,000 shares. Paul J. Isaac custodian for Johanna H. Isaac owns 15,000 shares of common stock. Paul J. Isaac has shared power to vote or to direct the vote and shared power to dispose or to direct the disposition of all such 15,000 shares. Paul J. Isaac owns 100,000 shares of common stock. Paul J. Isaac has sole power to vote or to direct the vote and sole power to dispose or to direct the disposition of all such 100,000 shares. (c) Describe any transactions in the class of securities reported on that were effected during the past sixty days or since the most recent filing of Schedule 13D (Section 240.13d- 191 ), whichever is less, by the persons named in response to paragraph (a). Instruction. The description of a transaction required by Item 5(c) shall include, but not necessarily be limited to: (1) the identity of the person covered by Item 5( c ) who effected the transaction; (2) the date of the transaction; (3) the amount of securities involved; (4) the price per share or unit; and (5) where and how the transaction was effected. For Arbiter Partners, L.P.: TRADE DATE QUANTITY UNIT COST 04/01/10 -27,700 9.04 04/05/10 -26,600 9.41 04/06/10 -22,100 9.60 04/07/10 -51,469 9.21 04/08/10 -58,400 9.14 04/09/10 -47,800 9.33 04/12/10 -19,829 9.23 04/13/10 -30,800 9.28 04/14/10 -63,700 9.91 04/15/10 -18,764 10.03 04/16/10 -13,900 9.78 04/19/10 -19,000 9.71 04/20/10 -11,900 9.54 04/21/10 -20,800 9.65 04/22/10 -20,600 9.75 04/23/10 -46,300 10.27 04/26/10 -42,000 10.52 04/27/10 -20,800 10.51 04/28/10 -60,000 11.27 04/29/10 -40,000 11.40 04/30/10 -20,000 11.28 05/03/10 -30,000 10.88 05/04/10 -39,400 10.64 05/05/10 -13,500 10.33 For Isaac Brothers, LLC: TRADE DATE QUANTITY UNIT COST 04/30/10 -20,000 11.28 05/03/10 81,278 shares distributed to Frederick J. Isaac 05/03/10 205,761 shares distributed to Daniel H. Isaac 05/03/10 100,000 shares distributed to Paul J. Isaac 05/05/10 -12,500 10.33 Marjorie S. Isaac Grandchildren's Trust: TRADE DATE QUANTITY UNIT COST 04/26/10 -50,000 10.45 04/28/10 -60,000 11.27 04/29/10 -40,000 11.40 04/30/10 -20,000 11.28 05/03/10 -30,000 10.88 05/05/10 -12,500 10.33 Marjorie S. Isaac: TRADE DATE QUANTITY UNIT COST 05/04/10 50,000 shares donated to charity 05/04/10 -30,000 10.64 05/05/10 -12,500 10.33 Paul J. Isaac: TRADE DATE QUANTITY UNIT COST 05/03/10 100,000 shares distributed to Paul J. Isaac from Isaac Brothers, LLC (d) If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of an employee benefit plan, pension fund or endowment fund is not required. NA (e) If applicable, state the date on which the reporting person ceased to be the beneficial owner of more than five percent of the class of securities. The Reporting Persons ceased to be the beneficial owner of more than five percent of Ferro Corporation Common Stock on April 23, 2010. Instruction. For computations regarding securities which represent a right to acquire an underlying security, see Rule 13d-3( d)( I) and the note thereto. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer none Item 7. Material to Be Filed as Exhibits none 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. May 05, 2010 Paul J. Isaac Manager, Arbiter Partners, L.P. and Isaac Brothers, LLC