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): March 15, 2006

KUHLMAN COMPANY, INC.

(Exact name of registrant as specified in its charter)

Nevada
(State or other jurisdiction of
incorporation) 0-50187
(Commission File Number) 86-0883289
(IRS Employer
Identification No.)

701 North Third Street, Suite B-1
Minneapolis, Minnesota 55401
(Address of principal executive offices)(Zip Code)

(612) 338-5752
(Registrant’s telephone number, including area code)
(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:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

TABLE OF CONTENTS

	Item 1.01. Entry into a Material Definitive Agreement.
	Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
	Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.
	Item 8.01 Other Events.
SIGNATURE
EXHIBIT INDEX
Press Release

Item 1.01. Entry into a Material Definitive Agreement.

     At a meeting of the board of directors of Kuhlman Company, Inc. (the “Company”), held on March 15, 2006, the board of directors approved grants of stock options to Scott Kuhlman, the Company’s Chairman of the Board and Chief Creative Officer, for 50,000 shares of common stock; Susan Kuhlman, an officer of the Company, for 50,000 shares of common stock; Jon Gangelhoff, the Company’s Chief Financial Officer, for 150,000 shares of common stock; Greg Griffith, the Company’s Chief Operating Officer — Store Operations, for 50,000 shares of common stock; and Luis Padilla, the Company’s Chief Executive Officer, for 100,000 shares of common stock. The exercise price for all of the foregoing options is $2.49, the closing price of the Company’s common stock on March 15, 2006. The options will vest in three annual equal installments beginning March 15, 2007. All of the option grants were made pursuant to the terms and conditions of the Kuhlman Company, Inc. 2005 Stock Option Plan.

     At the March 15, 2006 meeting, the board of directors also approved additional grants of stock options pursuant to the Company’s 2005 Stock Option Plan for 100,000 shares of common stock to Luis Padilla and 50,000 shares of common stock to each of Scott Kuhlman and Susan Kuhlman. These additional grants are subject to the approval by stockholders, at the Company’s 2006 annual stockholders meeting, of an increase in the number of shares authorized for issuance under the 2005 Stock Option Plan. Assuming the stockholder approval is obtained, the exercise price of such options shall be the closing sales price on the date of stockholder approval.

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

     At a meeting held on March 15, 2006, the board of directors of Kuhlman Company, Inc. formally approved the Company’s final application for the listing of its common stock with the American Stock Exchange (AMEX). On March 20, 2006, AMEX provided written notice to the Company that AMEX had approved the Company’s application for the listing of its common stock. The approval is contingent upon the Company being in compliance with all applicable listing standards on the date it begins trading on the AMEX, and may be rescinded if the Company is not in compliance with those standards.

     Once a beginning trading date is established with AMEX, the Company’s common stock will no longer be quoted on the over-the-counter bulletin board. In addition, the Company anticipates that its trading symbol will change from “KHLM.OB” to “KUL.”

     The Company issued a press release on March 21, 2006 relating to its final approval for listing on AMEX and related matters. The press release is referenced under Item 8.01 below and is being filed with this current report. Once a beginning trading date has been established with AMEX, the Company expects to issue a second press release disclosing that date in addition to any other pertinent information, and also expects to file that press release with a current report on Form 8-K.

Item 5.03. Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year.

     At the March 15, 2006 meeting of the board of directors, the board of directors approved a change in the Company’s fiscal year end to the last Saturday of each January, beginning January 28, 2006. The Company implemented this change in order to conform to industry standards and for certain administrative purposes. The Company’s first quarter for fiscal year 2006 will now end April 29, 2006. The Company anticipates that the transition period relating to this change in fiscal year will be reported in its annual report on Form 10-KSB for the fiscal year 2006.

Item 8.01 Other Events.

     On March 21, 2006, the Company issued a press release regarding its receipt of a letter from AMEX approving the listing of the Company’s common stock for trading on the AMEX. The approval is contingent upon the Company being in compliance with all applicable listing standards on the date it begins trading on the AMEX, and may be rescinded if the Company is not in compliance with those standards. A copy of the press release is being filed with this current report as Exhibit 99.1.

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.

	KUHLMAN COMPANY, INC.
Date: March 21, 2006	By:	/s/ Jon Gangelhoff
		Jon Gangelhoff, Chief Financial Officer

EXHIBIT INDEX

     99.1       Press release dated March 21, 2006.

EX-99.1

Exhibit 99.1

KUHLMAN COMPANY, INC.

Investor Relations Contact:

           James Palczynski or Chad Jacobs

           Integrated Corporate Relations, Inc.

           (203) 682-8200

Company Contact:

           Jon Gangelhoff, Chief Financial Officer

           Kuhlman Company, Inc.

           (612) 338-5752

KUHLMAN CO. TO TRADE ON AMERICAN STOCK EXCHANGE

— To Begin Trading on Monday, March 27 —
- - New Ticker Symbol to be “KUL” -

Minneapolis, Minnesota — March 22, 2006 — Kuhlman Company, Inc. (OTCBB: KHLM) (the “Company”), a provider of European-inspired, tailored clothing for men and women, today reported that its application for the listing of its common stock on the American Stock Exchange has been approved. The Company expects that the ticker symbol for its common stock will change to “KUL” once trading on the AMEX begins. The Company noted that its listing approval is contingent upon the Company being in compliance with all applicable listing standards on the date it begins trading on the AMEX, March 27, 2006, and may be rescinded if the Company is not in compliance with those standards.

     Scott Kuhlman, Chairman and Chief Creative Officer, commented, “We are very pleased to have been accepted as a new listing by the American Stock Exchange. In addition to the additional prestige that the American Stock Exchange provides to our company, we believe that our shareholders will benefit from increased liquidity. We are excited to continue to execute on our growth plans to become one of the country’s leading specialty retail chains.”

About Kuhlman Company, Inc.

     Kuhlman is a specialty retailer and wholesale provider of both men’s and women’s apparel, offered under the Kuhlman brand through company-owned retail stores and under private labels through other large retailers. Kuhlman opened its first retail store in July 2003 and now operates 48 retail stores in 19 states. Kuhlman has approximately 280 employees and its corporate office is located in Minneapolis, MN. Additional information regarding Kuhlman and its apparel, and store locations can be found at http://www.kuhlmancompany.com.

Forward-Looking Statements

     Some of the statements made in this release are forward-looking statements. These forward-looking statements are based upon our current expectations and projections about future events and generally relate to our plans, objectives and expectations for our business. Although our management believes that the plans and objectives expressed in these forward-looking statements are reasonable, the outcome of such plans, objectives and expectations involve risks and uncertainties and our actual future results may be materially different from the plans, objectives and expectations expressed in these forward-looking statements. Specific factors that might cause actual results to differ from our current expectations include, but are not limited to:

• our ability to anticipate and identify style trends

• our ability to identify and secure favorable retail locations

• our ability to establish successful vendor relationships and obtain quality products on a timely basis

• our ability to hire and develop successful retail salespeople and managers

• our ability to identify and develop additional wholesale relationships

• our ability to compete successfully against other retailers and market our styles in a profitable manner, and

• other factors expressed in our periodic filings with the United States Securities and Exchange Commission, specifically including those risk factors contained in the Company’s current report on Form 8-K filed on June 16, 2005.

     For the foregoing reasons, readers and investors are cautioned that there also can be no assurance that the outcomes expressed in our forward-looking statements included in release will prove to be accurate. In light of the significant uncertainties inherent in such forward-looking statements, the inclusion of such information should not be regarded as a representation or warranty by the Company or any other person that the Company’s objectives and plans will be achieved in any specified time frame, if at all. The Company does not undertake any obligation to update any forward-looking statements or to announce revisions to any forward-looking statements.