8-K 1 a4968843.txt FRIENDLY ICE CREAM CORPORATION 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) September 2, 2005 ----------------- FRIENDLY ICE CREAM CORPORATION -------------------------------------------------------------------------------- (Exact Name Of Registrant As Specified In Its Charter) MASSACHUSETTS -------------------------------------------------------------------------------- (State or Other Jurisdiction of Incorporation) 001-13579 04-2053130 ---------------------------------------- -------------------------------------- (Commission File Number) (I.R.S. Employer Identification No.) 1855 Boston Road, Wilbraham, MA 01095 ------------------------------- -------------------------------- (Address of Principal Executive Offices) (Zip Code) (413) 543-2400 -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable -------------------------------------------------------------------------------- (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 240.13e-4(c)) Item 1.01 Entry into a Material Definitive Agreement Effective September 2, 2005, Friendly Ice Cream Corporation (the "Company") and Lawrence A. Rusinko, the Company's former Senior Vice President of Marketing, amended the separation agreement entered into between the Company and Mr. Rusinko effective on May 31, 2005. The amendment changes the dates on which a portion of the severance payments from the Company to Mr. Rusinko will be made to ensure that such payments will not be treated as nonqualified deferred compensation subject to Section 409A of the Internal Revenue Code. A copy of the Amendment to the Memorandum of Agreement is attached hereto as Exhibit 10.16. Item 9.01 Financial Statements and Exhibits (c) Exhibits -------- Exhibit Number Exhibit Description ----------------------- -------------------------------------------------------- 10.16 Amendment to Memorandum of Agreement dated as of September 2, 2005 2 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, thereunto duly authorized. Dated: September 9, 2005 FRIENDLY ICE CREAM CORPORATION By: /s/ PAUL V. HOAGLAND ------------------------------------------ Name: Paul V. Hoagland Title: Executive Vice President of Administration and Chief Financial Officer EXHIBIT INDEX Exhibit Number Exhibit Description ----------------------- -------------------------------------------------------- 10.16 Amendment to Memorandum of Agreement dated as of September 2, 2005