-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001270974-08-000039.txt : 20080215
<SEC-HEADER>0001270974-08-000039.hdr.sgml : 20080215
<ACCEPTANCE-DATETIME>20080214193319
ACCESSION NUMBER:		0001270974-08-000039
CONFORMED SUBMISSION TYPE:	SC 13G/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20080215
DATE AS OF CHANGE:		20080214

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MFRI INC
		CENTRAL INDEX KEY:			0000914122
		STANDARD INDUSTRIAL CLASSIFICATION:	INDUSTRIAL & COMMERCIAL FANS & BLOWERS & AIR PURIFYING EQUIP [3564]
		IRS NUMBER:				363922969
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			0131

	FILING VALUES:
		FORM TYPE:		SC 13G/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-43197
		FILM NUMBER:		08620395

	BUSINESS ADDRESS:	
		STREET 1:		7720 LEHIGH AVE
		CITY:			NILES
		STATE:			IL
		ZIP:			60714
		BUSINESS PHONE:		8479661000

	MAIL ADDRESS:	
		STREET 1:		7720 LEHIGH AVE
		CITY:			NILES
		STATE:			IL
		ZIP:			60714

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MIDWESCO FILTER RESOURCES INC
		DATE OF NAME CHANGE:	19970402

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CANNELL CAPITAL LLC
		CENTRAL INDEX KEY:			0001058854
		IRS NUMBER:				943366999
		STATE OF INCORPORATION:			WY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SC 13G/A

	BUSINESS ADDRESS:	
		STREET 1:		P.O. BOX 3459
		STREET 2:		240 E. DELONEY AVE.
		CITY:			JACKSON
		STATE:			WY
		ZIP:			83001
		BUSINESS PHONE:		4158358300

	MAIL ADDRESS:	
		STREET 1:		P.O. BOX 3459
		STREET 2:		240 E. DELONEY AVE.
		CITY:			JACKSON
		STATE:			WY
		ZIP:			83001

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CANNELL J CARLO DBA CANNELL CAPITAL MGMT
		DATE OF NAME CHANGE:	19980330
</SEC-HEADER>
<DOCUMENT>
<TYPE>SC 13G/A
<SEQUENCE>1
<FILENAME>s13g552721102a1.txt
<TEXT>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                  SCHEDULE 13G


                    Under the Securities Exchange Act of 1934

                               (Amendment No. 1)*



                                    MFRI Inc.
- -------------------------------------------------------------------------------
                                (Name of Issuer)

                                  COMMON STOCK
- -------------------------------------------------------------------------------
                         (Title of Class of Securities)

                                    552721102
                       ---------------------------------
                                 (CUSIP Number)

                                February 5, 2007
- -------------------------------------------------------------------------------
             (Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule
13G is filed:
          [ ] Rule 13d-1(b)
          [X] Rule 13d-1(c)
          [ ] Rule 13d-1(d)

*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 the
disclosures provided in a prior cover page.

The information required in 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).

<Page>
..........................
CUSIP No. 552721102
..........................

- -------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON:
  I.R.S. Identification Nos. of above persons (entities only):

  Cannell Capital LLC
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
                                                   (b) [X]
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
3 SEC USE ONLY

- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION

  USA
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON

5 SOLE VOTING POWER: 0*

6 SHARED VOTING POWER: 0*

7 SOLE DISPOSITIVE POWER: 0*

8 SHARED DISPOSITIVE POWER: 0*
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

  0*
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
   [ ]
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

   0.0%*
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
12 TYPE OF REPORTING PERSON

   IN
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
* As of February 5, 2007 (the "Reporting Date"), Anegada Master Fund Limited
("Anegada"), Tristan Partners, L.P. and Tonga Partners, L.P. ("Tonga" and
collectively with Anegada and Tristan the "Funds") owned in the aggregate
610,000 shares of common stock, par value $.01 per share (the "Shares"), of
MFRI Inc. (the "Company"). Cannell Capital LLC acts as the investment adviser
to Anegada, and is the general partner of and investment adviser to Tristan and
Tonga. Mr. J. Carlo Cannell is the sole managing member of Cannell Capital LLC.
As a result, Mr. Cannell possesses the sole power to vote and to direct the
disposition of the securities held by the Funds. Thus, as of the Reporting
Date, for the purposes of Reg. Section 240.13d-3, Mr.Cannell is deemed to
beneficially own 610,000 Shares, or approximately 11.3% of the Shares deemed
issued and outstanding as of the Reporting Date. THIS SCHEDULE 13G AMENDMENT
NO. 1 (THE "AMENDED 13G")AMENDS AND RESTATES THE SCHEDULE 13G, AS PREVIOUSLY
AMENDED, WITH RESPECT TO MFRI INC. FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION (THE "SEC") BY J. CARLO CANNELL UNDER THE CENTRAL INDEX KEY FOR
CANNELL CAPITAL, LLC (AS PREVIOUSLY AMENDED, THE "PRIOR 13G"). THIS AMENDED 13G
CORRECTS THE PRIOR 13G AND REPORTS THAT ONLY MR. J. CARLO CANNELL IS THE
REPORTING PERSON WITH RESPECT TO THE SECURITIES REPORTED IN THE PRIOR 13G
BECAUSE, AS OF THE DATE OF THE TRANSACTIONS REPORTED IN THE PRIOR 13G, MR.
CANNELL POSSESSED THE SOLE POWER TO VOTE AND THE SOLE POWER TO DIRECT THE
DISPOSITION OF THE REPORTED SECURITIES. CONCURRENTLY WITH THE FILING OF THIS
AMENDED 13G WITH THE SEC, MR. CANNELL HAS CAUSED A SCHEDULE 13G AND ALL
APPLICABLE AMENDMENTS THERETO TO BE FILED WITH THE SEC UNDER THE CENTRAL
INDEX KEY FOR MR. CANNELL DISCLOSING THAT MR. CANNELL POSSESSED THE SOLE POWER
TO VOTE AND THE SOLE POWER TO DIRECT THE DISPOSITION OF ALL THE REPORTED
SECURITIES IN THE PRIOR 13G

<Page>
Item 1(a). Name of Issuer:

           MFRI Inc.

Item 1(b). Address of Issuer's Principal Executive Offices:

           7720 Lehigh Ave
           Niles, IL 60714

Item 2(a). Name of Person Filing:

           Cannell Capital LLC

Item 2(b). Address of Principal Business Office or if none, Residence:

           P.O. Box 3459
           240 E. Deloney Ave.
           Jackson, WY 83001

Item 2(c). Citizenship:

           USA

Item 2(d). Title of Class of Securities:

           Common Stock

Item 2(e). CUSIP Number:

           552721102

Item 3. Not Applicable.

<page>

Item 4. Ownership:

         (a) Amount Beneficially Owned: 0*

         (b) Percent of Class: 0.0%*

         (c) Number of shares as to which such person has:

             (i) sole power to vote or to direct the vote: 0*

             (ii) shared power to vote or to direct the vote: 0*

             (iii) sole power to dispose or to direct the disposition of:
                   0*

             (iv) shared power to dispose or to direct the disposition of: 0*

Item 5. Ownership of Five Percent or Less of a Class:

        If this statement is being filed to report the fact that as of the date
        hereof the reporting person has ceased to be the beneficial owner of
        more than five percent of the class securities, check the following |X|

Item 6. Ownership of More than Five Percent on Behalf of Another Person:

        Not Applicable.

Item 7. Identification and Classification of Subsidiary Which Acquired the S
        ecurities:

        Not Applicable.

* As of February 5, 2007 (the "Reporting Date"), Anegada Master Fund Limited
("Anegada"), Tristan Partners, L.P. and Tonga Partners, L.P. ("Tonga" and
collectively with Anegada and Tristan the "Funds") owned in the aggregate
610,000 shares of common stock, par value $.01 per share (the "Shares"), of
MFRI Inc. (the "Company"). Cannell Capital LLC acts as the investment adviser
to Anegada, and is the general partner of and investment adviser to Tristan and
Tonga. Mr. J. Carlo Cannell is the sole managing member of Cannell Capital LLC.
As a result, Mr. Cannell possesses the sole power to vote and to direct the
disposition of the securities held by the Funds. Thus, as of the Reporting
Date, for the purposes of Reg. Section 240.13d-3, Mr.Cannell is deemed to
beneficially own 610,000 Shares, or approximately 11.3% of the Shares deemed
issued and outstanding as of the Reporting Date. THIS SCHEDULE 13G AMENDMENT
NO. 1 (THE "AMENDED 13G")AMENDS AND RESTATES THE SCHEDULE 13G, AS PREVIOUSLY
AMENDED, WITH RESPECT TO MFRI INC. FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION (THE "SEC") BY J. CARLO CANNELL UNDER THE CENTRAL INDEX KEY FOR
CANNELL CAPITAL, LLC (AS PREVIOUSLY AMENDED, THE "PRIOR 13G"). THIS AMENDED 13G
CORRECTS THE PRIOR 13G AND REPORTS THAT ONLY MR. J. CARLO CANNELL IS THE
REPORTING PERSON WITH RESPECT TO THE SECURITIES REPORTED IN THE PRIOR 13G
BECAUSE, AS OF THE DATE OF THE TRANSACTIONS REPORTED IN THE PRIOR 13G, MR.
CANNELL POSSESSED THE SOLE POWER TO VOTE AND THE SOLE POWER TO DIRECT THE
DISPOSITION OF THE REPORTED SECURITIES. CONCURRENTLY WITH THE FILING OF THIS
AMENDED 13G WITH THE SEC, MR. CANNELL HAS CAUSED A SCHEDULE 13G AND ALL
APPLICABLE AMENDMENTS THERETO TO BE FILED WITH THE SEC UNDER THE CENTRAL
INDEX KEY FOR MR. CANNELL DISCLOSING THAT MR. CANNELL POSSESSED THE SOLE POWER
TO VOTE AND THE SOLE POWER TO DIRECT THE DISPOSITION OF ALL THE REPORTED
SECURITIES IN THE PRIOR 13G

<Page>

Item 8. Identification and Classification of Members of the Group:

        Not Applicable.

Item 9. Notice of Dissolution of Group:

        Not Applicable.

Item 10. Certification:

         By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or effect.

<Page>
                                    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.

                                February 14, 2008


                                Cannell Capital LLC

                              /s/ J. Carlo Cannell

                                J. Carlo Cannell

 Attention: Intentional misstatements or omissions of fact constitute Federal
            criminal violations (See 18 U.S.C. 1001)


</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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