UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): May 24, 2005
American Locker Group Incorporated
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(Exact name of registrant as specified in its charter)
Delaware 0-439 16-0338330
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
608 Allen Street, Jamestown, New York 14701
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (716) 664-9600
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
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule
or Standard; Transfer of Listing.
On May 26, 2005, American Locker Group Incorporated (the "Company") had an
oral hearing before a Nasdaq Listing Qualifiations Panel to appeal the decision
of Nasdaq Stock Market ("Nasdaq") to delist the Company's common stock. In
addition to the issues raised in the previously announced April 19, 2005 notice
of noncompliance relating to the Company's Annual Report on Form 10-K for its
fiscal year ended December 31, 2004, the hearing also encompassed matters
related to the issues raised in a notice from The NASDAQ Stock Market received
by the Company on May 24, 2005. The May 24, 2005 notice stated that the Company
is not in compliance with NASDAQ's requirements for continued listing set forth
in NASDAQ Marketplace Rule 4310(c)(14) as a result of the Company's failure to
file with the Securities and Exchange Commission its Quarterly Report on Form
10-Q for its fiscal quarter ended March 31, 2005. The Company is working
diligently to file its Annual Report on Form 10-K and Quarterly Report on Form
10-Q as soon as possible, but there can be no assurance that the Company will be
able to avoid delisting.
Attached as Exhibit 99.1 hereto is a copy of the Company's press release
dated May 31, 2005, with respect to this matter.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
99.1 Press release dated May 31, 2005.
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SIGNATURE
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.
AMERICAN LOCKER GROUP INCORPORATED
By: /s/ Edward F. Ruttenberg
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Edward F. Ruttenberg
Chairman and
Chief Executive Officer
Dated: May 31, 2005
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EXHIBIT INDEX
Exhibit 99.1 Press release dated May 31, 2005.
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