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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): June 2, 2005
PLATO LEARNING, INC.
(Exact name of Registrant as specified in its charter)
Delaware 0-20842 36-3660532
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
10801 Nesbitt Avenue South, Bloomington, MN 55437
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (952) 832-1000
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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))
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ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On June 2, 2005, we issued a press release, attached hereto as Exhibit 99.1,
announcing our second quarter 2005 financial results.
ITEM 7.01. REGULATION FD DISCLOSURE.
On June 2, 2005, we held our regularly scheduled conference call with the
investment community to discuss our second quarter 2005 financial results. A
transcript of our prepared remarks for this conference call is attached hereto
as Exhibit 99.2.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit 99.1 Press Release dated June 2, 2005.
Exhibit 99.2 Transcript of prepared remarks for our second quarter 2005
earnings release conference call on June 2, 2005.
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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.
PLATO LEARNING, INC.
June 2, 2005 By /s/ Laurence L. Betterley
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Senior Vice President and
Chief Financial Officer
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