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): February 14, 2004
GALAXY NUTRITIONAL FOODS, INC.
- --------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
Delaware 1-15345 25-1391475
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
2441 Viscount Row 32809
Orlando, Florida (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (407) 855-5500
- --------------------------------------------------------------------------------
(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 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))
SECTION 1. REGISTRANT'S BUSINESS AND OPERATIONS.
Not applicable.
SECTION 2. FINANCIAL INFORMATION.
Item 2.02. Results of Operations and Financial Condition
The following information is being furnished under Item 2.02, "Results
of Operations and Financial Condition." This information shall not be
deemed "filed" for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the "Exchange Act"), or otherwise subject to
the liabilities of that Section. This information shall not be
incorporated by reference into any registration statement or other
document pursuant to the Securities Act of 1933, as amended, or the
Exchange Act, except as expressly set forth by specific reference
therein.
On February 14, 2005, Galaxy Nutritional Foods, Inc. issued a press
release disclosing the financial results for its third quarter ended
December 31, 2004. A copy of the press release is attached as Exhibit
99.1 to this report and is incorporated into this Item by reference.
SECTION 3. SECURITIES AND TRADING MARKETS.
Not applicable.
SECTION 4. MATTERS RELATED TO ACCOUNTANTS AND FINANCIAL STATEMENTS.
Not applicable.
SECTION 5. CORPORATE GOVERNANCE AND MANAGEMENT.
Not applicable.
SECTION 6. RESERVED.
Not applicable.
SECTION 7. REGULATION FD.
Not applicable.
SECTION 8. OTHER EVENTS.
Not applicable.
SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
Exhibit 99.1 Financial Results Press Release issued by the Company on
February 14, 2005 (Furnished herewith.)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.
GALAXY NUTRITIONAL FOODS, INC.
February 14, 2005 By: /s/ Salvatore J. Furnari
----------------------------------
Salvatore J. Furnari
Chief Financial Officer