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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 30, 2005
EDGEWATER TECHNOLOGY, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-20971 71-0788538
(State or other jurisdiction of (Commission File No.) (IRS Employer
incorporation) Identification No.)
20 Harvard Mill Square
Wakefield, Massachusetts 01880
Registrant's telephone number, including area code: (781) 246-3343
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))
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ITEM 8.01 OTHER EVENTS
On September 30, 2005, Edgewater Technology, Inc. (the "Company")
reported that Wayne Wilson was elected as the lead director of its Board of
Directors. The creation of the lead director position and the election of Mr.
Wilson is part of the Company's ongoing commitment to good corporate governance.
A copy of the press release issued by the Company concerning Mr. Wilson's
election is furnished herewith as Exhibit 99.1 and is incorporated herein by
reference in its entirety.
The information contained herein and in the accompanying exhibit is
being "furnished," as opposed to being "filed" pursuant to the Securities
Exchange Act of 1934, as amended (the "Exchange Act") and shall not be
incorporated hereafter by reference into any filing of the Company, where made
before or after the date hereof, regardless of any general incorporation
language in such filing, unless expressly incorporated by specific reference to
such filing. The information in this report, including the exhibit incorporated
hereto, shall not be deemed to be "filed" for purposes of Section 18 of the
Exchange Act or otherwise subject to the liabilities of that section.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Exhibits.
Exhibit Number Description of Exhibit
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99.1 Edgewater Technology, Inc. Press Release dated
September 30, 2005.
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.
Dated: September 30, 2005
EDGEWATER TECHNOLOGY, INC.
By: /s/ Kevin R. Rhodes
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Name: Kevin R. Rhodes
Title: Chief Financial Officer
(Principal Financial and Accounting
Officer)