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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) August 23, 2005
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Duckwall-ALCO Stores, Inc.
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(Exact name of registrant as specified in its charter)
Kansas 0-20269 48-0201080
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
401 Cottage, Abilene, KS 67410-2832
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (785) 263-3350
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(Former name or former address if changed since last report)
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(b) under the Exchange Act
(17 CFR 240.14a-12(b))
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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Item 1.01 Entry into a Material Definitive Agreement
On August 23, 2005, the Company entered into a Rule 10B5-1 and 10B-18
Stock Repurchase Agreement (the "Repurchase Agreement") with Jefferies & Co.,
Inc. ("Jefferies"). Pursuant to the Repurchase Agreement, the Company agreed
with Jefferies that Jefferies would purchase shares of the Company's common
stock, $.0001 par value per share ("Common Stock"), on behalf of the Company in
accordance with the terms of the Repurchase Agreement.
Under the Repurchase Agreement, Jefferies will purchase, on a
best-efforts basis, up to 50,000 shares of the Common Stock, at or below
prevailing market prices, but for an aggregate purchase price not to exceed
$1,250,000.00. Jefferies' is authorized to commence purchasing the Common Stock
under the Repurchase Agreement after the third day following the publication of
the Company's August 2005 earnings announcement. Jefferies shall discontinue
such purchases on the earlier of such date that Jefferies has purchased 50,000
shares of Common Stock, or November 1, 2005. Either the Company or Jefferies may
terminate the Repurchase Agreement on 24 hours notice. In exchange for making
such purchase on behalf of the Company under the Repurchase Agreement, the
Company will pay Jefferies a fee equal to $0.04 per share of Common Stock
purchased.
A copy of the Repurchase Agreement, which is designed to conform to
Rules 10b5-1 and 10b-18 promulgated under the Securities Exchange Act of 1934,
is attached hereto as Exhibit 10.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description
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10.1 Rule 10B5-1 and 10B-18 Stock Repurchase Agreement,
dated as of August 23, 2005, between Duckwall-ALCO
Stores, Inc. and Jefferies & Co., Inc.
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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.
(Registrant)
Duckwall-ALCO Stores, Inc.
Date: August 25, 2005 By: /s/ Richard A. Mansfield
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Name: Richard A. Mansfield
Title: Vice President - Finance
Chief Financial Officer
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