-----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, DgxBwqVHXj+PHOcht7j2wpxuFVYHeonfw3QGAdFrzpoa2KMJkRqAa0f3jRub2Oge oeOBy3W9ZBe4psd39KJWpw== 0001013762-05-000539.txt : 20050510 0001013762-05-000539.hdr.sgml : 20050510 20050510101138 ACCESSION NUMBER: 0001013762-05-000539 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050510 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050510 DATE AS OF CHANGE: 20050510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: APPLIED DNA SCIENCES INC CENTRAL INDEX KEY: 0000744452 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 592262718 STATE OF INCORPORATION: NV FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 002-90539 FILM NUMBER: 05814239 BUSINESS ADDRESS: STREET 1: 9229 WEST SUNSET BOULEVARD, SUITE 830 CITY: LOS ANGELES STATE: CA ZIP: 90069 BUSINESS PHONE: 3108601362 MAIL ADDRESS: STREET 1: 9229 WEST SUNSET BLVD, SUITE 830 CITY: LOS ANGELES STATE: CA ZIP: 90069 FORMER COMPANY: FORMER CONFORMED NAME: PROHEALTH MEDICAL TECHNOLOGIES INC DATE OF NAME CHANGE: 20010504 FORMER COMPANY: FORMER CONFORMED NAME: DCC ACQUISITION CORP DATE OF NAME CHANGE: 19990211 FORMER COMPANY: FORMER CONFORMED NAME: DATALINK CAPITAL CORP/TX/ DATE OF NAME CHANGE: 19980306 8-K 1 may1020058k.txt 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 24, 2005 Applied DNA Sciences, Inc. (Exact name of registrant as specified in its charter) Nevada 002-90539 59-2262718 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 9229 Sunset Boulevard, Suite 83, Los Angeles, CA 90069 (Address of principal executive offices and Zip Code) Registrant's telephone number, including area code (310) 860-1362 Copies to: Andrea Cataneo, Esq. Sichenzia Ross Friedman Ference LLP 1065 Avenue of the Americas New York, New York 10018 Phone: (212) 930-9700 Fax: (212) 930-9725 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. On March 24, 2005, Applied DNA Sciences, Inc. (the "Company") entered into an amendment (the "Amendment") to the Cooperative Research and Development Agreement ("CRADA") with Battelle Energy Alliance, LLC, the Department of Energy's National Laboratory in Idaho Falls, Idaho. The Amendment adds additional joint research projects, including development of marker applications for textiles, inks, gasoline, and explosive materials. Item 9.01 Financial Statements and Exhibits. (a) Financial statements of business acquired. Not applicable. (b) Pro forma financial information. Not applicable. (c) Exhibits. Exhibit Number Description - -------------- ----------------------------------------------------------------- 10.1 Amendment to the Cooperative Research and Development Agreement, dated as of March 24, 2005, by and between Applied DNA Sciences, Inc. and Battelle Energy Alliance, LLC. SIGNATURES 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. Applied DNA Sciences, Inc. Date: May 10, 2005 /s/ ROB HUTCHISON ----------------- Rob Hutchison Chief Executive Officer EX-10 2 may1020058kex101.txt Exhibit 10.1 MODIFICATION NO.1 TO STEVENSON-WYDLER (15 USC 3710) COOPERATIVE RESEARCH AND DEVELOPMENT AGREEMENT (hereinafter "CRADA") No. 04-CR-09 BETWEEN Battelle Energy Alliance, LLC under its U.S. Department of Energy Contract No. ED-AC07-05ID14517 (hereinafter "Contractor") AND Applied DNA Sciences, Inc. (hereinafter "Participant"), hereinafter referred to singularly as "Party" and jointly as "Parties" Whereas both Parties desire to modify CRADA No. 04-CR-09; the Parties hereby agree to incorporate the following changes: 1. Replace Article III, Paragraph A with "The effective date of this CRADA shall be the latter date of (1) the date on which it is signed by the last of the Parties, (2) the date on which it is approved by DOE, or (3) the date on which the advance funding referred to in Article III.B is received by the Contractor. The work to be performed under this CRADA shall be complete within three (3) years from the effective date. 2. Replace Article III, Paragraph B with "Participant's estimated contribution is $50,000 funds-in and $0 in-kind for FT-04 and $1,701,216 funds-in and $0 in-kind for FY-05. There is no Government funding associated with this CRADA. 3. Replace the Contractor information under Article XXVII: NOTICES as follows: Agreements Administrator Technology Transfer & Commercialization Battelle Energy Alliance, LLC 2525 N. Fremont Ave. P.O. Box 1625, MS 3805 Idaho Falls, ID 83415-3805 E-mail: agradmin@inl.gov Phone: (208) 526-6141 Fax: (208) 526-0876 4. Add the following paragraph to Appendix A, "Statement of Work", paragraph 10 "Further develop and refine the selected applications: Validate Biowell Embedded DNA Technology, including: 1) marker DNA & primer/probe characterization, 2) unique DNA productions and embedding methods assessment, validation replication, and enhancement, and 3) embedding matrix material analysis, signature signal assessment and stand-off detection methods. In addition, develop a new product application including: 1) thread detection methods validation, RT-PCR methods development and protocol standardization; 2) ink detection methods validation, RT-PCR methods development and protocol standardization; gasoline methods validation, RT-PCR methods development and protocol standardization; and 4) explosive materials detection methods validation, RT-PCR methods development and protocol standardization. Also develop a new petroleum product application including stand-off sensing. 5. Delete the header "Timeline:" and associated table in the scope of work. ACCEPTED TO AND AGREED TO: FOR BATTELLE ENERGY ALLIANCE, LLC BY: /s/ A. RAY BARNES ----------------- PRINTED NAME: A. RAY BARNES TITLE: Group Manager, Technology Transfer & Commercialization DATE: March 24, 2005 FOR APPLIED DNA SCIENCES, INC. BY: /s/ KARIN KLEMM --------------- PRINTED NAME: Karim Klemm TITLE: Chief Operating Officer/Chief Financial Officer DATE: March 24, 2005 -----END PRIVACY-ENHANCED MESSAGE-----