UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: January 13, 2005
(Date of earliest event reported)
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ARLINGTON HOSPITALITY, INC.
(Exact name of registrant as specified in its charter)
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<Table>
Delaware 0-15291 36-3312434
(State or other jurisdiction of (Commission File No.) (IRS Employer Identification No.)
incorporation)
</Table>
2355 South Arlington Heights Road
Suite 400
Arlington Heights, Illinois 60005
(Address of Principal Executive Offices)
(847) 228-5400
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
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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 (SEE GENERAL INSTRUCTION A.2. BELOW):
[ ] 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 3.02 - NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE
OR STANDARD; TRANSFER OF LISTING.
On January 13, 2005, the Company received notice from Nasdaq staff indicating
that the Company fails to satisfy the minimum stockholders' equity requirement
for continued listing on the Nasdaq National Market. As a result, the Company
has filed an application to transfer the listing of its common stock from the
Nasdaq National Market to the Nasdaq SmallCap Market.
For more information regarding the Company's Nasdaq listing, see the press
release attached hereto as Exhibit 99.1.
ITEM 8.01 - OTHER ITEMS.
On January 20, 2005, the Company issued a press release announcing a hotel sales
and new developments update and its filing of an application to transfer the
listing of its common stock from the Nasdaq National Market to the Nasdaq
SmallCap Market. A copy of the press release is attached to this current report
on Form 8-K as Exhibit 99.1.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBITS
99.1 Press Release of Arlington Hospitality, Inc., dated January 20, 2005.
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 20, 2005
Arlington Hospitality, Inc.
(Registrant)
By: /s/ Stephen K. Miller
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Stephen K. Miller
Interim Chief Executive Officer and Senior
Vice President - Real Estate and Business
Development
By: /s/ James B. Dale
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James B. Dale
Senior Vice President and
Chief Financial Officer