STRB Strasbaugh (CE)

CUSIP NO. 86260A 101 SCHEDULE 13G Page 2 of 6

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1 NAMES OF REPORTING PERSONS
 I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 Lloyd I. Miller, III
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) | |
 (b) | |
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3 SEC USE ONLY


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4 CITIZENSHIP OR PLACE OF ORGANIZATION

 United States of America
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 5 SOLE VOTING POWER
 2,308,197 (1)
 NUMBER OF
 SHARES ------------------------------------------------------
 BENEFICIALLY 6 SHARED VOTING POWER
 OWNED BY 1,331 (2)
 EACH
 REPORTING ------------------------------------------------------
 PERSON 7 SOLE DISPOSITIVE POWER
 WITH 2,308,197 (1)

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 8 SHARED DISPOSITIVE POWER
 1,331 (2)

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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 2,309,528

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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* | |


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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
 14.0% (3)
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12 TYPE OF REPORTING PERSON*

 IN and IA
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(1) Includes 2,045 shares of outstanding common stock, 1,000,000 shares
 underlying Series A Cumulative Redeemable Convertible Preferred Stock, or
 Series A Preferred Stock, and 150,000 shares underlying Warrants held
 directly by Lloyd I. Miller, III. Also includes 5,629 shares of
 outstanding common stock, 1,000,000 shares underlying Series A Preferred
 Stock and 150,000 shares underlying Warrants held directly by Milfam II
 L.P. Mr. Miller has the power, as the manager of a limited liability
 company that acts as the general partner to Milfam II L.P., to vote or
 dispose of the shares beneficially held by Milfam II L.P. Also includes
 the following shares of common stock over which Mr. Miller has the sole
 power to vote or dispose of: 109 shares held by the Catherine C. Miller -
 Irrevocable Trust Agreement; 109 shares held by the Kimberly S. Miller -
 Irrevocable Trust Agreement; 48 shares held by Milfam LLC; 48 shares held
 by Lloyd I. Miller, IV and 209 shares held by Alexandra B. Miller.

CUSIP NO. 86260A 101 SCHEDULE 13G Page 3 of 6


(2) Represents the following shares of common stock over which Mr. Miller has
 shared power to vote or dispose of: 622 shares held by the Trust A-4 -
 Lloyd I. Miller; 661 shares held by Trust C - Lloyd I. Miller and 48
 shares held by the Lloyd Crider - Irrevocable Trust Agreement.

(3) Calculated based on 14,201,587 shares outstanding as of June 30, 2008.
 Beneficial ownership is determined in accordance with the rules of the
 Securities and Exchange Commission, and includes voting or investment
 power with respect to the securities. All shares of common stock
 underlying derivative securities, if any, that are currently exercisable
 or convertible or are scheduled to become exercisable or convertible for
 or into shares of common stock within 60 days after the date of the table
 are deemed to be outstanding for the purpose of calculating the
 percentage ownership of each listed person or group but are not deemed to
 be outstanding as to any other person or group.

 *SEE INSTRUCTIONS BEFORE FILLING OUT!

CUSIP NO. 86260A 101 SCHEDULE 13G Page 4 of 6

Item 1.

 (a) Name of Issuer:

 Strasbaugh

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

 825 Buckley Road

 San Luis Obispo, California 93401

Item 2.

 (a) Name of Person Filing:

 Lloyd I. Miller, III

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

 4550 Gordon Drive

 Naples, Florida 34102

 (c) Citizenship:

 United States of America

 (d) Title of Class of Securities:

 Common Stock, no par value

 (e) CUSIP Number:

 86260A 101

Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
 (c), Check Whether the Person Filing is a:

 Not applicable.

Item 4. Ownership.

 Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.

 (a) Amount beneficially owned: 2,309,528.

 (b) Percent of class: 14.0%.

CUSIP NO. 86260A 101 SCHEDULE 13G Page 5 of 6


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

 (i) Sole power to vote or to direct the vote: 2,308,197.

 (ii) Shared power to vote or to direct the vote: 1,331.

 (iii) Sole power to dispose or to direct the disposition of:
 2,308,197.

 (iv) Shared power to dispose or to direct the disposition of: 1,331.

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

 Not Applicable.

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

 Other persons have the right to receive or the power to direct the receipt
of dividends from, or the proceeds from the sale of, such securities.

Item 7. Identification and Classification of the Subsidiary Which Acquired the
 Security Being Reported on by the Parent Holding Company or Control
 Person.

 Not. Applicable.

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

 Not Applicable.

Item 9. Notice of Dissolution of Group.

 Not Applicable.

Item 10. Certification.

 Not Applicable.


 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.

 August 7, 2008
 ------------------------
 (Date)

 /S/ LLOYD I. MILLER, III
 ------------------------
 (Signature)

 Lloyd I. Miller, III
 ------------------------
 (Name/Title)

CUSIP NO. 86260A 101 SCHEDULE 13G Page 6 of 6


 The original statement shall be signed by each person on whose behalf the
statement is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative's authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by reference.
The name and any title of each person who signs the statement shall be typed or
printed beneath his signature.

 NOTE: Schedules filed in paper format shall include a signed original and
five copies of the schedule, including all exhibits. See Rule 13d-7 for other
parties for whom copies are to be sent.

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