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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
SECURITIES EXCHANGE ACT OF 1934
| Date of Report (Date of Earliest Event Reported): | November 6, 2006 |
Dresser-Rand Group Inc.
(Exact name of registrant as specified in its Charter)
| Delaware | 001-32586 | 20-1780492 | ||
| (State or other jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 1200 W. Sam Houston Parkway N., Houston, Texas | 77043 | |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code: | (713) 467-2221 |
Not Applicable
Former name or former address, if changed since last report
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 2.02 Results of Operations and Financial Condition
On November 6, 2006, Dresser-Rand Group Inc. (the “Company”) issued a press release announcing financial results for its third quarter ended September 30, 2006. A copy of the press release is attached as Exhibit 99.1. All information in the press release is furnished and shall not be deemed “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that Section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent registrant specifically incorporated it by reference.
Item 7.01 Regulation FD Disclosure
On November 7, 2006, the Company hosted a Webcast to discuss its third quarter 2006 financial results. A copy of the slide presentation used during the Webcast is attached hereto as Exhibit 99.2. All information in the presentation is furnished and shall not be deemed “filed” with the SEC for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that Section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent registrant specifically incorporated it by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 99.1 | Dresser-Rand Group Inc. Press Release dated November 6, 2006. | ||
| 99.2 | Slide presentation used for the Company’s Webcast on November 7, 2006. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| DRESSER-RAND GROUP INC (Registrant) | ||||
| Date: November 7, 2006 | By: | /s/ Randy D. Rinicella | ||
| Randy D. Rinicella | ||||
| Vice President, General Counsel and Secretary | ||||