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: June 27, 2007
TRUDY CORPORATION
353 Main Avenue
Norwalk, Connecticut 06851
Commission File No. 0-16056
Incorporated in the State of Delaware
Federal Identification No. 06-1007765
Telephone: (203) 846-2274
Not Applicable
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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 under the Exchange Act.
(17 CFR 204.14a-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-49(c) under the
Exchange Act (17 CFR 240.13e-4(c)).
Item 5.03 Amendments to Articles of Incorporation or Bylaws.
The registrant, pursuant to Article III, Section 1 of the By-Laws of the
Corporation, increased the Board of Directors from the current number of six (6)
Directors to the new number of eight (8) Directors. This change was made
effective at its Board Meeting held on June 14, 2007.
Item 5.02
Election of Directors.
Pursuant to Article III, Section 2 of the By-Laws of the Corporation, the Board
of Directors voted to fill the two vacancies on the Board with elections of
Messrs. H. Kim Bangash and William S. Sondheim.
Mr. Bangash is the founder and chief executive officer of Redrum Entertainment
in partnership with Hollywood mega-producer Joel Silver and his Dark Castle
production company. Redrum is a convergent media company dedicated to the
content categories of thriller and suspense. Prior to this, Mr. Bangash
was a principal at Orchid Ventures, a private consulting firm and venture fund
for entertainment and media companies. Orchid focuses on early stage media
companies and entertainment projects including independent films. Orchid
financed over a dozen independent films including the Academy Award winning
Sling Blade and Academy Award nominated You Can Count on Me. Mr. Bangash is a
graduate of Dartmouth College and holds an MBA from the Graduate School of
Business at Columbia University.
Mr. William Sondheim is currently president of the retail and direct response
division of Gaiam, a lifestyle-media company catering to people who value
personal development, ecological living, natural health and inspirational
entertainment. Prior to this Mr. Sondheim was executive vice president at
DualDisc Worldwide, a division of Sony BMG Music Entertainment. Mr. Sondheim has
extensive work experience in the music and entertainment field with positions in
Goodtimes Entertainment, Polygram Video USA, Orion Home Video and Columbia
Pictures Home Video. Mr. Sondheim is a graduate of Kenyon College.
Appointment of Principal Officer.
Effective August 1, 2007 the Board of Directors will promote Fell C. Herdeg from
Vice President Finance to Chief Financial Officer and Vice President. Mr. Herdeg
will receive a salary of $120,000, effective upon his promotion. Ms. Andersen,
the Company's Chief Executive Officer, President and Publisher, has been the
Acting Chief Financial Officer. She will cede the position to Mr. Herdeg on
August 1, 2007.
Mr. Herdeg joined the Company in 2001. He was promoted to the position of
Director of Finance in September of 2002 and again promoted to Vice President,
Finance in 2005. Mr. Herdeg is a graduate of Trinity College and received an MBA
from the Graduate School of Business Administration at Fordham University.
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Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.10 Press release of the Registrant, dated June 27, 2007.
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.
TRUDY CORPORATION
Date: June 27, 2007 By /s/ ASHLEY C. ANDERSEN
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Ashley C. Andersen,
Chief Executive Officer
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