UNITED STATES
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 (Date of earliest event reported) October 20, 2006
National Patent Development Corporation
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
0-50587 13-4005439
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(Commission File Number) (IRS Employer Identification No.)
777 Westchester Avenue, White Plains, NY 10604
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(Address of Principal Executive Offices) (Zip Code)
(914) 249-9700
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(Registrant's Telephone Number, Including Area Code)
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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 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 40.13e-4(c))
Item 5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers.
(d) On October 20, 2006, National Patent Development
Corporation (the "Company") elected Larry G. Schafran and John C. Belknap to the
Company's Board of Directors. Ellen Havdala and Thomas Kinnear resigned as
directors of the Company and as members of committees of the Board of Directors
on which they served. John C. Belknap was appointed to the Company's Audit
Committee and was designated as the Audit Committee's financial expert.
Larry Schafran has been a Managing Partner of Providence
Capital Partners, LLC since 2004, and a Managing Director of Providence Capital,
Inc, since 2003, He has been a Director since 1986 and Chairman of the Audit
Committee of PubliCARD, Inc. since 2002 and a Director and a member or Chairman
of the Audit Committee of Tarragon Realty Investors, Inc. since 1995. Mr.
Schafran has been a Director of Glasstech, Inc. since 2002. Mr. Schafran also
served as Trustee, Chairman/Interim-CEO/President of Banyan Strategic Realty
Trust from 1999 through 2002 and as Co-Liquidating Trustee of Special
Liquidating Trust from 2002 until 2003. Mr. Schafran is 68.
John Belknap has engaged in certain entrepreneurial activities
and served as an independent consultant and financial advisor since 2000. From
1997 to 1999, Mr. Belknap was Executive Vice President and Chief Financial
Officer of Richfood Holdings, Inc. a Fortune 500 integrated food wholesaler and
retailer. From 1995 to 1997, he was Chief Financial Officer for OfficeMax, Inc.,
a Fortune 500 retailer and from 1974 to 1995 he was Chief Financial Officer for
several other major retailers. Mr. Belknap has been the Non-Executive Chairman
of the Board of eMerge Interactive, Inc and Chairman of its Audit Committee
since 2003. Mr. Belknap started his career at Ernst & Young in New York and is a
Certified Public Accountant.
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.
National Patent Development Corporation
Date: October 24, 2006 Andrea D. Kantor
Vice President, General Counsel
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