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):
November 13, 2006
THE MANAGEMENT NETWORK GROUP, INC.
(Exact name of company as specified in its charter)
Delaware 0-27617 48-1129619
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(State or other jurisdiction (Commission file number) (IRS Employer
of incorporation) Identification Number)
7300 College Boulevard, Suite 302, Overland Park, Kansas 66210
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(Address of principal executive offices) (Zip code)
(913) 345-9315
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(Registrant's telephone number, including area code)
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.):
[ ] 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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 13, 2006, The Management Network Group, Inc. announced its gross
revenues for the quarter ended September 30, 2006. The public announcement was
included in a press release, the text of which is set forth in Exhibit 99.1
hereto.
The information in this Item 2.02, and Exhibit 99.1 to this Current Report on
Form 8-K, shall not be deemed "filed" for the purposes of or otherwise subject
to the liabilities under Section 18 of the Securities Exchange Act of 1934, as
amended (the "Exchange Act"). Unless expressly incorporated into a filing of
TMNG under the Securities Act of 1933, as amended (the "Securities Act"), or the
Exchange Act made after the date hereof, the information contained in this Item
2.02 and Exhibit 99.1 hereto shall not be incorporated by reference into any
filing of TMNG, whether made before or after the date hereof, regardless of any
general incorporation language in such filing.
ITEM 8.01 OTHER EVENTS
On November 13, 2006, The Management Network Group, Inc. (the "Company") issued
a press release announcing that its Board of Directors has appointed a Special
Committee to conduct a review of the Company's historical practices regarding
its stock option programs and related accounting for the period from 1999
through 2005, and announcing that in light of the Special Committee review, the
Company will not be in a position to file its quarterly report on Form 10-Q for
the quarter ended September 30, 2006 by the November 14, 2006 due date and does
not anticipate it will be in a position to file the Form 10-Q within the five
day extension period under Rule 12b-25.
A copy of the press release is furnished herewith as Exhibit 99.1 and is
incorporated by reference herein.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit Number Description
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99.1 Press Release dated November 13, 2006.
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.
THE MANAGEMENT NETWORK GROUP, INC.
Date: November 13, 2006 By: /s/ Donald E. Klumb
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Donald E. Klumb
Vice President and Chief Financial
Officer
EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release dated November 13, 2006.