8-K 1 a4566062.txt EDT LEARNING, INC. 8-K 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 5, 2004 -------------- EDT Learning, Inc. (Exact name of Registrant as specified in its charter) Delaware 1-13725 76-0545043 (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation or organization) Identification No.) 2999 North 44th Street, Suite 650, Phoenix, Arizona 85018 (address of principal executive offices) (Zip code) (602) 952-1200 (Registrant's telephone number, including area code) -------------- ITEM 7. Financial Statements and Exhibits The following exhibit is filed herewith: Exhibit Number Description --------------------------------------- 99.1 Press release dated February 5, 2004, issued by EDT Learning, Inc. Filed herewith. ITEM 12. Results of Operations and Financial Condition On February 5, 2004, EDT Learning, Inc. ("the Company") reported its fiscal 2004 third quarter results for the period ended December 31, 2003. A copy of the Company's press release is attached as Exhibit 99.1 to this current report. SIGNATURE 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. EDT Learning, Inc. By: /s/ James M. Powers --------------------------------- President and Chief Executive Officer Date: February 5, 2004 EXHIBIT INDEX Exhibit Number Description of Exhibits ------ ----------------------- 99.1 Copy of press release issued by EDT Learning on February 5, 2004.