UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 13F FORM 13F Cover Page Report for the Calendar Year or Quarter Ended March 31, 2013 Check here if Amendment: |_|; Amendment Number: ____ This Amendment (Check only one): |_| is a restatement |_| adds new holding entries. Institutional Manager Filing this Report: Name: Harbert Management Corporation* Address: 2100 Third Avenue North, Suite 600 Birmingham, Alabama 35203 13F File Number: 028-12611 The institutional investment manager filing this report and the person by whom it is signed hereby represent that the person signing the report is authorized to submit it, that all information contained herein is true, correct and complete, and that it is understood that all required items, statements, schedules, lists, and tables, are considered integral parts of this form. * NOTE: BASED ON THE JOINT ADMINISTRATORS' EIGHTH PROGRESS REPORT DATED OCTOBER 12, 2012, THE REPORTING PERSON NO LONGER BELIEVES THAT ANY SECURITIES ONCE HELD AT LEHMAN BROTHERS INTERNATIONAL (EUROPE)("LBIE") WILL BE RETURNED TO IT IN KIND, AS THE JOINT ADMINSTRATORS EXPECT TO LIQUIDATE THE AGGREGATE MIX OF SECURITIES RECEIVED FROM LEHMAN BROTHERS, INC. ("LBI") PURSUANT TO ITS OMNIBUS CUSTOMER CLAIM (WHICH INCLUDES CLAIMS TO RECOVER THE SECURITIES PREVIOUSLY HELD BY THE REPORTING PERSON) AND DISTRIBUTE CASH PROCEEDS FROM SUCH LIQIUIDATION TO ITS CUSTOMERS (SUCH AS THE REPORTING PERSON). ACCORDINGLY, THE SECURITIES PREVIOUSLY HELD BY THE REPORTING PERSON AT LBIE ARE NO LONGER BEING REPORTED AS OWNED IN THIS FORM 13F. Person Signing this Report on Behalf of Reporting Manager: Name: John W. McCullough Title: Senior Vice President and General Counsel Phone: 205-987-5576 Signature, Place, and Date of Signing /s/ John W. McCullough Birmingham, Alabama May 15, 2013 ----------------------- -------------------------- ---------------------- [Signature] [City, State] [Date] Report Type: (Check only one): [X] 13F HOLDINGS REPORT. (Check here if all holdings of this reporting manager are reported in this report). [_] 13F NOTICE. (Check here if no holdings reported are in this report, and all holdings are reported by other reporting managers(s).) [_] 13F COMBINATION REPORT. (Check here if a portion of the holdings for this reporting manager are reported in this report and a portion are reported by other reporting manager(s).) List of Other Managers Reporting for this Manager: Form 13F File Number Name Form 13F SUMMARY PAGE Report Summary: Number of Other Included Managers: 2 Form 13F Information Table Entry Total: 25 Form 13F Information Table Value Total: $153,198 (thousands) List of Other Included Managers: Provide a numbered list of the name(s) and Form 13F file number(s) of all institutional investment managers with respect to which this report is filed, other than the manager filing this report. No. Form 13F File Number Name 1. 028-14261 Harbert Value Fund GP, LLC 2. 028-14262 Harbert Value Master Fund, Ltd. ---- ------------------- ------------------------------- FORM 13F INFORMATION TABLE Harbert Management Corporation March 31, 2013 COLUMN 1 COLUMN 2 COLUMN 3 COLUMN 4 COLUMN 5 COLUMN 6 COL 7 COLUMN 8 VALUE SHS OR SH/ PUT/ INVESTMENT OTHER VOTING AUTHORITY NAME OF ISSUER TITLE OF CLASS CUSIP (x$1000) PRN AMT PRN CALL DISCRETION MGRS SOLE SHARED NONE AMERICAN INTL GROUP INC *W EXP 01/19/202 026874156 4,560 300,000 SH DEFINED 1,2 AMERICAN INTL GROUP INC COM NEW 026874784 7,764 200,000 SH DEFINED 1,2 200,000 BARRICK GOLD CORP COM 067901108 4,410 150,000 CALL DEFINED 1,2 CAREFUSION CORP COM 14170T101 7,873 225,000 SH DEFINED 1,2 225,000 CISCO SYS INC COM 17275R102 7,632 365,000 SH DEFINED 1,2 365,000 CIT GROUP INC COM NEW 125581801 3,913 90,000 SH DEFINED 1,2 90,000 CIT GROUP INC COM NEW 125581801 3,304 76,000 CALL DEFINED 1,2 CLIFFS NAT RES INC COM 18683K101 3,802 200,000 PUT DEFINED 1,2 200,000 DEAN FOODS CO NEW COM 242370104 14,051 775,000 SH DEFINED 1,2 775,000 DELPHI AUTOMOTIVE PLC SHS G27823106 3,996 90,000 SH DEFINED 1,2 90,000 ENGILITY HLDGS INC COM 29285W104 2,814 117,336 SH DEFINED 1,2 117,336 ENZON PHARMACEUTICALS INC COM 293904108 783 206,000 SH DEFINED 1,2 206,000 EXELIS INC COM 30162A108 8,788 807,000 SH DEFINED 1,2 807,000 HESS CORP COM 42809H107 3,581 50,000 SH DEFINED 1,2 50,000 INTERPUBLIC GROUP COS INC COM 460690100 3,909 300,000 SH DEFINED 1,2 300,000 ISHARES TR HIGH YLD CORP 464288513 9,435 100,000 PUT DEFINED 1,2 100,000 ISHARES TR RUSSELL 2000 464287655 5,656 60,000 SH SOLE NONE 60,000 LOEWS CORP COM 540424108 8,814 200,000 SH DEFINED 1,2 200,000 MARATHON OIL CORP COM 565849106 8,430 250,000 SH DEFINED 1,2 250,000 PLATINUM UNDERWRITER HLDGS L COM G7127P100 7,534 135,000 SH DEFINED 1,2 135,000 SAFETY INS GROUP INC COM 78648T100 9,830 200,000 SH DEFINED 1,2 200,000 SANOFI SPONSORED ADR 80105N105 8,939 175,000 SH DEFINED 1,2 175,000 SANOFI RIGHT 12/31/2020 80105N113 890 500,000 SH DEFINED 1,2 500,000 TYSON FOODS INC CL A 902494103 6,205 250,000 SH DEFINED 1,2 250,000 WESTERN DIGITAL CORP COM 958102105 6,285 125,000 SH DEFINED 1,2 125,000 SK 03773 0001 1377015