8-K 1 form8k-bod_ousley.txt FORM 8-K 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): April 20, 2004 ____________________ Exact Name of Registrant as Specified in Its Charter: CALIFORNIA AMPLIFIER, INC. ___________________________________ DELAWARE 0-12182 95-3647070 _____________________________ ____________ _____________ State or Other Jurisdiction of Commission I.R.S. Employer Incorporation or Organization File Number Identification No. Address of Principal Executive Offices: 1401 N. Rice Avenue Oxnard, CA 93030 _________________________ Registrant's Telephone Number, Including Area Code: (805) 987-9000 _________________________ Former Name or Former Address, if Changed Since Last Report: Not applicable _________________________ Item 5. Other Events and Required FD Disclosure On April 21, 2004, California Amplifier, Inc. issued a press release announcing that James E. Ousley had been appointed to its Board of Directors effective April 20, 2004, increasing the number of directors to eight. A copy of the press release is attached as Exhibit 99-1. A copy of the Board of Directors resolution amending the By-laws to provide for a board comprised of no fewer than four and no more than eight directors is attached as Exhibit 99-2. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99.1 Press release of the Registrant dated April 21, 2004 announcing the appointment of James E. Ousley to the Board of Directors of the Registrant. 99.2 Resolution of the Registrant's Board of Directors amending the By-laws to provide for a board comprised of no fewer than four and no more than eight directors. 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. CALIFORNIA AMPLIFIER, INC. April 21, 2004 /s/ Richard K. Vitelle _________________________________ _________________________________ Date Richard K. Vitelle Vice President-Finance (Principal Financial Officer)