Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On October 20, 2009, the Board of Directors (the "Board") of Lawson Products, Inc. (the "Company") elected Mr. Andrew B. Albert to serve on the Board to fill a vacancy.

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On October 20, 2009, the Board of Directors of the Company approved an amendment and restatement of the Company's current bylaws (the "Amended and Restated Bylaws"), effective immediately, in order to (i) update the information regarding the Company's registered office and registered agent in the State of Delaware and (ii) clarify the provisions relating to the voting of the Company common stock. Pursuant to the Company's Certificate of Incorporation, cumulative voting applies with respect to the election of directors. Directors are elected by a plurality vote, and all other matters coming before the stockholders are determined by a majority vote of the common stock present or represented by proxy at a meeting at which a quorum is present.

The foregoing description of the Amended and Restated Bylaws does not purport to be complete and is qualified in its entirety by reference to the Amended and Restated Bylaws, a copy of which is attached hereto as Exhibit 3.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

3.1 Amended and Restated Bylaws

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