UNITED STATES
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
Date of Report (Date of earliest event reported) January 22, 2007
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Presidential Realty Corporation
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(Exact name of registrant as specified in its charter)
DELAWARE 1-8594 13-1954619
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
180 South Broadway, White Plains, New York 10605
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (914) 948-1300
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No change since last Report
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(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:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17CFR230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange
Act(17CFR240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17CFR240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17CFR240.13e-4(c))
ITEM 1.01. Entry into a Material Definitive Agreement.
On January 22, 2007, the Company and Steven Baruch ("Employee") entered
into an Agreement, effective January 1, 2007 (the "Amendment Agreement"), to
that certain Amended and Restated Employment and Consulting Agreement dated
January 31, 2005 between the Company and Employee (the "Original Employment
Agreement"). Employee is an Executive Vice President of the Company and owns 40%
of Pdl Partnership, a partnership which owns 198,735 shares of Class A common
stock of the Company. As a result of the ownership of these shares by Pdl
Partnership and of other shares of Class A common stock owned by the partners of
Pdl Partnership, Pdl Partnership has beneficial ownership of an aggregate of
approximately 47% of the outstanding shares of Class A common stock of the
Company, which class of stock is entitled to elect two-thirds of the Board of
Directors of the Company. By reason of such beneficial ownership, Pdl
Partnership and its partners are in a position substantially to control
elections of the Board of Directors of the Company.
The Amendment Agreement extends the term of the Original Employment
Agreement from December 31, 2008 until December 31, 2011. All of the other terms
of the Original Employment Agreement remain in full force and effect. The
Employment Term (as defined in the Original Employment Agreement) of the
Original Employment Agreement continues to be subject to termination by the
Company upon three years prior notice to Employee.
A copy of the Amendment Agreement is annexed hereto as Exhibit 99.1.
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.
Date: January 23, 2007 PRESIDENTIAL REALTY CORPORATION
By:/s/ Jeffrey F. Joseph
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Jeffrey F. Joseph
President
INDEX TO EXHIBITS
Exhibit No. Description
99.1 Agreement dated January 22, 2007 between
Presidential Realty Corporation and
Steven Baruch