UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 10, 2001 --------------------- MATLACK SYSTEMS, INC. (Debtor-In-Possession as of March 29, 2001) (Exact name of registrant as specified in its charter) Delaware 1-10105 51-0310173 - -------------------------------------------------------------------------------- (State or Other Jurisdiction of (Commission (I.R.S. Employer Incorporation or Organization) File Number) Identification Number) One Rollins Plaza, Wilmington, Delaware 19803 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (302) 426-2700 ----------------- N/A - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On December 10, 2001, Matlack Systems, Inc., a Delaware corporation (the "Company"), issued a press release announcing that the Company had ordered its transfer agent to cease processing transfers of the Company's Common Stock, $1 par value, effective as of December 21, 2001. The press release has been filed as Exhibit 99(g) to this Current Report on Form 8-K. Item 7. Financial Statements, Pro Forma Financial Information, and Exhibits. (c) Exhibits: 99(g) Press Release dated December 10, 2001. 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. MATLACK SYSTEMS, INC. Dated: December 10, 2001 By: /s/ Patrick J. Bagley ------------------------------------ Patrick J. Bagley Vice President-Finance & Treasurer EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99(g) Press Release dated December 10, 2001. Exhibit 99(g) [Matlack Logo] Matlack Systems, Inc. One Rollins Plaza, P.O. Box 8790, Wilmington, DE 19899 302/426-2700 For Immediate Release For further information, call: Patrick J. Bagley, Vice President-Finance Wilmington, DE, December 10, 2001 and Treasurer (302) 426-2930 Matlack Systems, Inc. Ceases Stock Transfers Matlack Systems, Inc. ("Matlack") (OTCBB- Symbol MLKI) announced today that, in connection with the liquidation of the Company, it has instructed its transfer agent, Registrar & Transfer Company, to close the stock book and cease any further transfers of stock after December 21, 2001. As previously announced, the net proceeds received from asset sales were not sufficient to permit any distribution to stockholders. * * * This release contains or may contain forward-looking statements based on management's beliefs and assumptions. Such statements are subject to various risks and uncertainties, which could cause results to vary materially. Please refer to the Company's SEC filings for a discussion of such factors. Matlack Systems, Inc. was a bulk transportation company that has been liquidated.