FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

BENAROYA RAPHAEL 		2. Issuer Name and Ticker or Trading Symbol

KID BRANDS, INC [ KID ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chairman, President and CEO
(Last)          (First)          (Middle)

C/O KID BRANDS, INC., ONE MEADOWLANDS PLAZA, 8TH FLOOR 		3. Date of Earliest Transaction (MM/DD/YYYY)

7/18/2013
(Street)

EAST RUTHERFORD, NJ 07073
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
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. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 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 of Derivative Security: 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 APPRECIATION RIGHT   $1.51   7/18/2013     C         600000   (1)     (1) 3/15/2023   COMMON STOCK   600000   $0   29250   (2) D    
Stock Option (Right to Buy)   $1.51   7/18/2013     C      600000   (1)        (1) 3/15/2023   COMMON STOCK   600000   $0   1075000   (3) (4) D    

Explanation of Responses:
( 1)  Represents Stock Appreciation Rights ("SARs") granted on 3/15/13 under the Issuer's Equity Incentive Plan (the "EIP"). 15,625 of such SARs vest on the last day of each month for a consecutive 24-month period (commencing 3/31/13), and 9,375 of such SARs vest on the last day of the month for the subsequent consecutive 24-month period. The SARs were previously settlable, upon exercise, solely for cash, however, upon the approval of the Company's shareholders (obtained at the Company's Annual Meeting of Shareholders on 7/18/13), all 600,000 SARs were converted (with no consideration) into non-qualified stock options (on a one-for one basis) under the EIP (with no change to the grant date, exercise price, vesting schedule, or other terms thereof). Upon such conversion, the SARs were canceled.
( 2)  Consists of: (i) 14,250 SARs granted on 7/19/11 pursuant to the EIP, at an exercise price of $5.17 per share, which vest ratably over a five-year period commencing 7/19/12 and expire on 7/19/21; and (ii) 15,000 SARs granted on 7/15/10 pursuant to the EIP at an exercise price of $8.17 per share, which vest ratably over a five-year period commencing 7/15/11 and expire on 7/15/20.
( 3)  Includes: (i) a grant on 3/15/13 of 200,000 non-qualified inducement stock options outside of the EIP at an exercise price of $1.51 per share, all of which vested on the date of grant and expire on 3/15/23; (ii) a grant on 3/15/13 of 200,000 incentive stock options under the EIP at an exercise price of $1.51 per share, twenty-five percent of which vested on the date of grant and an additional twenty-five percent of which will vest on each of the first, second and third anniversary of the date of grant; (iii) 15,000 stock options granted on 9/22/09 pursuant to the EIP at an exercise price of $6.63 per share, which vest ratably over a 5-year period commencing 9/22/10 and expire on 9/22/19; (iv) 15,000 stock options granted on 7/10/08 pursuant to the EIP at an exercise price of $7.28 per share, which vest ratably over a five-year period commencing 7/10/09 and expire 7/10/18; (Continued in footnote 4)
( 4)  (v) 15,000 stock options granted on 12/27/07 pursuant to the issuer's 2004 Stock Option, Restricted and Non-Restricted Stock Plan (the "2004 Plan") at an exercise price of $16.77 per share, which vest ratably over a five-year period commencing 12/27/08 and expire 12/27/17; (vi) 15,000 stock options granted on 11/01/06 pursuant to the 2004 Plan at an exercise price of $15.05 per share, which vest ratably over a five-year period commencing 11/01/07 and expire 11/01/16; and (vii) 15,000 stock options granted on 5/4/05 pursuant to the 2004 Plan, at an exercise price of $13.06 per share, all of which were deemed vested as of 12/28/05.

Remarks:
Exhibit List

Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
BENAROYA RAPHAEL
C/O KID BRANDS, INC.
ONE MEADOWLANDS PLAZA, 8TH FLOOR
EAST RUTHERFORD, NJ 07073 		X
Chairman, President and CEO

Signatures
/s/ Sara Adler, Attorney in Fact 7/22/2013
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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