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 16, 2005
AEROFLEX INCORPORATED
(Exact Name of Registrant as Specified in Charter)
DELAWARE 000-08037 11-1974412
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
35 SOUTH SERVICE ROAD, PLAINVIEW, NEW YORK 11803
(Address of Principal Executive Offices) (Zip Code)
(516) 694-6700
(Registrant's telephone number, including area code)
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))
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On August 16, 2005, Aeroflex Incorporated (the "Registrant") issued a
press release announcing the Registrant's financial results for the fourth
fiscal quarter and year ended June 30, 2005. A copy of the Registrant's press
release is attached hereto as Exhibit 99.1.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
99.1 Press release dated August 16, 2005 issued by the Registrant.
The information filed as an exhibit to this Form 8-K is being furnished
in accordance with Item 2.02 and shall not be deemed to be "filed" for the
purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange
Act"), or otherwise subject to the liabilities of such section, nor shall such
information be deemed incorporated by reference in any filing under the
Securities Act of 1933 or the Exchange Act, except as shall be expressly set
forth by specific reference in such a filing.
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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.
AEROFLEX INCORPORATED
By: /s/ Michael Gorin
----------------------------
Name: Michael Gorin
Title: Vice Chairman and
Chief Financial Officer
Date: August 16, 2005
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EXHIBIT INDEX
99.1 Press Release dated August 16, 2005 issued by the Registrant.
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