-----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, U6SNm76xNl6h7A+Ya7YmHTeU9khJkOKTOdpKnoqVUdaTGwaFK8wiCaD1Cj7lVA2P 6ms6zNjVsFWQPCWYpznvzw== 0000909334-05-000074.txt : 20050324 0000909334-05-000074.hdr.sgml : 20050324 20050324130414 ACCESSION NUMBER: 0000909334-05-000074 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050324 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050324 DATE AS OF CHANGE: 20050324 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TMS INC /OK/ CENTRAL INDEX KEY: 0000835412 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 911098155 STATE OF INCORPORATION: OK FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-22780-NY FILM NUMBER: 05701126 BUSINESS ADDRESS: STREET 1: 206 WEST SIXTH AVENUE STREET 2: PO BOX 1358 CITY: STILLWATER STATE: OK ZIP: 74076 BUSINESS PHONE: 4053770880 MAIL ADDRESS: STREET 1: 206 WEST 6TH AVE STREET 2: PO BOX 1358 CITY: STILLWATER STATE: OK ZIP: 74076-1358 8-K 1 tmssform8k-032305.txt SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 TMSS LIQUIDATION, INC. ---------------------- (Exact name of registrant as specified in its charter) Oklahoma 0-18250 91-1098155 -------- ------- ---------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation Identification No.) 5811 Trenton Avenue P.O. Box 1358 Stillwater, Oklahoma 74074 (405) 707-9060 -------------- (Address, including zip code, and telephone numbers, including area code, of Principal executive offices) ---------------------- (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)) Section 7 - Regulation FD Disclosure Item 7.01 Regulation FD Disclosure The Company announced by a press release dated March 24, 2005, the tentative settlement of a patent infringement lawsuit pending in the Eastern District of North Carolina. The press release is attached hereto as Exhibit 99. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits (c) Exhibits. Exhibit No. Description ---------- ----------- 99 Press release dated March 24, 2005. 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. TMSS LIQUIDATION, INC. Date: March 24, 2005 By DEBORAH D. MOSIER Deborah D. Mosier, President EXHIBIT INDEX Exhibit No. Description Method of Filing --- ----------- ---------------- 99 Press release dated March 24, 2005 Filed herewith electronically EX-99 2 tmsex99form8k-032405.txt PRESS RELEASE Contact: Debbie Mosier, President Phone: 405/707-9060 Email: debbie.mosier@tmsinc.com TMS Reaches Tentative Settlement of Patent Infringement Lawsuit STILLWATER, OK - March 24, 2005 - TMSS Liquidation, Inc., formerly TMS, Inc. (OTC Bulletin Board : TMSS), announced that a tentative agreement has been reached between TMS, Measurement Incorporated and NCS Pearson, Inc., to resolve the patent infringement lawsuit currently pending in the Eastern District of North Carolina. In the lawsuit, NCS Pearson alleged that the Virtual Scoring Center technology infringed certain of its patents. The tentative settlement provides for a dismissal of TMS from the lawsuit and a complete release of TMS and any of its affected customers from any claims of infringement related to the lawsuit. TMS will not be required to pay any amounts to NCS Pearson as part of the settlement. The parties anticipate a final settlement by April 20th. In December 2004, TMS announced the sale of its Components's Technology Business to Pegasus, the sale of its membership interest in VSC Technologies, LLC, to Measurement Incorporated and a plan of liquidation and dissolution for TMS. Debbie Mosier, TMS President stated "I am pleased that a tentative agreement has been reached so that we can now move forward more quickly to wind up the affairs of TMS and make a final cash distribution to our shareholders." About TMSS Liquidation, Inc. - --------------------------- TMSS Liquidation, Inc. is a publicly held company located in Stillwater, Oklahoma which is in the process of implementing a plan of liquidation and dissolution of the Company. For more information call 1-405-707-9060. ### -----END PRIVACY-ENHANCED MESSAGE-----