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 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

OMB APPROVAL OMB Number: 3235-0287 Expires: January 31, 2005 Estimated average burden hours per response... 0.5

(Print or Type Responses)

1. Name and Address of Reporting Person * Emil Capital Partners, LLC   2. Issuer Name and Ticker or Trading Symbol GREAT ATLANTIC & PACIFIC TEA CO INC [GAP] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 2 PARAGON DRIVE 3. Date of Earliest Transaction (Month/Day/Year) 10/21/2008 (Street) MONTVALE, NJ 07645 4. If Amendment, Date Original Filed(Month/Day/Year) 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 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 Common Stock, $1 par value (1) 10/21/2008   P   125,000 A $ 6.7571 (2) (3) 861,179 D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	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.		SEC 1474 (9-02)

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 Underlying Securities (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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Emil Capital Partners, LLC 2 PARAGON DRIVE MONTVALE, NJ 07645		X
TENGELMANN WARENHANDELSGESELLSCHAFT KG WISSOLLSTRASSE 5-43 45478 MULHEIM AN DER RUHR, 2M		X
TENGELMANN VERWALTUNGS UND BETEILIGUNGS GMBH WISSOLLSTRASSE 5-43 45478 MULHEIM AN DER RUHR, 2M		X
HAUB KARL ERIVAN WARDER WISSOLLSTRASSE 5-43 45478 MULHEIM AN DER RUHR, 2M		X
HAUB CHRISTIAN W E 2 PARAGON DRIVE MONTVALE, NJ 07645	X	X
HAUB ERIVAN KARL WISSOLLSTRASSE 5-43 45478 MULHEIM AN DER RUHR, 2M		X

Signatures

Karl-Erivan Warder Haub by John D. Barline (Attorney-in-Fact)		10/23/2008
**Signature of Reporting Person		Date
Emil Capital Partners, LLC, by Andreas Guldin, CEO, by John D. Barline (Attorney-in-Fact)		10/23/2008
**Signature of Reporting Person		Date
Christian Wilhelm Erich Haub by John D. Barline (Attorney-in-Fact)		10/23/2008
**Signature of Reporting Person		Date
Tengelmann Warenhandelsgesellschaft KG, by Tengelmann Verwaltungs-und Beteiligungs GmbH, as Managing Partner, by Christian Wilhelm Erich Haub, Co-CEO, by John D. Barline (Attorney-in-Fact)		10/23/2008
**Signature of Reporting Person		Date
Erivan Karl Haub by John D. Barline (Attorney-in-Fact)		10/23/2008
**Signature of Reporting Person		Date
Tengelmann Verwaltungs-und Beteiligungs GmbH, By Christian Wilhelm Erich Haub, Co-CEO, by John D. Barline (Attorney-in-Fact)		10/23/2008
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Emil Capital Partners, LLC is a Limited Liability Company, organized under the laws of Delaware. Tengelmann Warenhandelsgesellschaft KG holds 100 percent of the outstanding membership interests of Emil Capital Partners, LLC. Each Reporting Person other than Emil Capital Partners, LLC, expressly declares that the filing of this statement is not an admission that they are, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of shares owned by Emil Capital Partners, LLC.
(2)	Price reflected is the weighted average purchase price for shares purchased. The range of prices for the reported transactions was $6.40 to $7.00 per share.
(3)	Emil Capital Partners, LLC undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased at each separate price.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.