8-K 1 form8k0609.htm

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)

June 24, 2009

 

MFRI, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

0-18370

36-3922969

(State or Other Jurisdiction

Of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

7720 Lehigh Avenue,

Niles, Illinois

 

60714

(Address of principal executive offices)

(Zip Code)

 

 

 

Registrant’s telephone number, including area code: 847-966-1000

 

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):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Item 5.03.

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On June 23, 2009, the Board of Directors of the Company amended and restated the Bylaws of the Company. The text of the amendment and restatement is filed as Exhibit 3.1 to this report and incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits

 

The following exhibit is included with this Report:

 

3.1

Amended and Restated Bylaws of MFRI, Inc.

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.

Date: June 24, 2009

MFRI, Inc.

By:

/s/ Michael D. Bennett

Vice President, Secretary and Treasurer

(Principal Financial and Accounting Officer)