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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) September 21, 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 September 23, 2005, Duckwall-ALCO Stores, Inc. (the "Company") entered
into an oral agreement with Weeden & Company to purchase 117,945 shares for
$23.73 per share of the Company's common stock, par value $0.0001, plus a $0.04
a share commission. This transaction is anticipated to close in three business
days.
Further, on September 21, 2005, the Board of Directors of the Company (the
"Board") resolved that commencing in the fourth quarter of fiscal 2006, Warren
Gfeller, Chairman of the Board (the "Chairman") shall receive his regular annual
Director's fee in the amount of Twenty-Four Thousand Dollars ($24,000.00) plus
an additional annual fee of Twenty-Four Thousand Dollars ($24,000.00) for
services as Chairman. These fees will be paid by the Company to the Chairman on
a quarterly basis. The Board also resolved to pay to the Chairman the sum of
Seventy-Five Thousand Dollars ($75,000.00) as a special Bonus for the services
rendered to the Company during his tenure as the Chairman.
Item 1.02 Termination of a Material Definitive Agreement
On September 21, 2005, the Company terminated the Rule 10b5-1 and 10b-18
Stock Repurchase Agreement dated August 23, 2005 between the Company and
Jefferies & Co., Inc. ("Jefferies") pursuant to the terms of such agreement. The
Company notified Jefferies in writing on September 20, 2005 of such termination.
The Company plans to enter into a new repurchase agreement which complies with
Rules 10b-5 and 10b-18 promulgated under the Securities Exchange Act of 1934.
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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: September 26, 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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