-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T2jK9aIMEQoHVFXfNb0p+knLM2pXTAglKFzNkd3/iSkJDSG0iQqa68V27JBgr141 0LS5vvJfqpIyrrxCKDmRfw== 0001112451-05-000010.txt : 20050311 0001112451-05-000010.hdr.sgml : 20050311 20050311141150 ACCESSION NUMBER: 0001112451-05-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050311 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20050311 DATE AS OF CHANGE: 20050311 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANALEX CORP CENTRAL INDEX KEY: 0000044800 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370] IRS NUMBER: 112120726 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31613 FILM NUMBER: 05674975 BUSINESS ADDRESS: STREET 1: 5904 RICHMOND HIGHWAY STREET 2: SUITE 300 CITY: ALEXANDRIA STATE: VA ZIP: 22303 BUSINESS PHONE: 703-329-9400 MAIL ADDRESS: STREET 1: 5904 RICHMOND HIGHWAY STREET 2: SUITE 300 CITY: ALEXANDRIA STATE: VA ZIP: 22303 FORMER COMPANY: FORMER CONFORMED NAME: HADRON INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: BIORAD INC DATE OF NAME CHANGE: 19710304 8-K 1 form8kbelford.txt FORM 8K - BELFORD RESIGNATION 3/11/05 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 11, 2005 Analex Corporation (Exact name of registrant as specified in its charter) Delaware 0-5404 71-0869563 (State or other (Commission File (IRS Employer jurisdiction of Number) Identification No.) incorporation) 5904 Richmond Highway, Suite 300, Alexandria, VA 22303 (Address of principal executive (Zip Code) offices) (703) 329-9400 (Registrant's telephone number, including area code) Not Applicable (Former name, former address and former fiscal year, 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: __ 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 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers Effective March 11, 2005, Peter C. Belford, Sr. resigned from the Board of Directors of Analex Corporation ("Analex"). As a result of Mr. Keith Kellogg's recent resignation from the Board and immediately prior to Mr. Belford's resignation, Analex's Board was comprised of eight (8) directors, four (4) of whom were independent. The Nominating Committee of Analex's Board has been searching for a qualified independent director candidate to fill the vacancy created by Mr. Kellogg's resignation and anticipates nominating such candidate within the next 30 days. In the meantime, in order to enable Analex to comply with the American Stock Exchange listing rule which requires that a majority of Analex's Board be comprised of independent directors, Mr. Belford, a non-independent director, has voluntarily agreed to resign from the Board. As a result of Mr. Belford's resignation, Analex's Board is currently comprised of seven (7) directors, four (4) of whom are independent. It is Analex's current intention to re-elect Mr. Belford to the Board as soon as a qualified independent director is identified by the Nominating Committee and appointed to the Board, therefore allowing Analex again to have a full nine (9) member Board. Mr. Belford has been a director of Analex since November 2001. Neither Mr. Kellogg's nor Mr. Belford's resignations were the result of any disagreement between Analex and Mr. Kellogg or Mr. Belford on any matter relating to Analex's operations, policies or practices. 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. ANALEX CORPORATION Date: March 11, 2005 By: /s/ Ronald B. Alexander Ronald B. Alexander Senior Vice President and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----