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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): September 29, 2005
FREQUENCY ELECTRONICS, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-8061 11-1986657
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
55 Charles Lindbergh Blvd., Mitchel Field, NY 11553
(Address of principal executive offices) (Zip Code)
(516) 794-4500 (Registrant's
telephone number, including area code)
NONE
(Former name, address or fiscal year, if changed since last report)
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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))
Page 1 of 4 pages
ITEM 8.01 OTHER EVENTS
On September 29, 2005, the board of directors of registrant declared a cash
dividend pursuant to its current policy for payment of cash dividends. The cash
dividend is in the per share amount of $0.10 on the common stock of the
registrant, payable on December 1, 2005 to stockholders of record of such stock
at the close of business on October 31, 2005.
Registrant's cash dividend policy calls for the declaration and payment of
dividends to holders of registrant's common stock:
a. Subject to the discretion and satisfaction of registrant's board of
directors with registrant's financial condition, results of its
operations, and its prospects for future investments in growth, at the
time of the declaration of such dividends; and
b. Subject to the discretion and satisfaction of the board as aforesaid
in declaring such dividends, to be paid on each of June 1 and December
1 to the shareholders of record, respectively, at the close of
business on April 30 and October 31.
ITEM 9.01 (c). EXHIBITS.
99.1 Press Release of Frequency Electronics, Inc., dated September 29, 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.
FREQUENCY ELECTRONICS, INC.
By:/s/ Alan Miller
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Alan Miller
Chief Financial Officer
and Treasurer
Dated: September 29, 2005
Exhibit 99.1
PRESS RELEASE
FEI DECLARES SEMI-ANNUAL DIVIDEND
Mitchel Field, NY, September 29, 2005- The Board of Directors of Frequency
Electronics, Inc. (AMEX-FEI) has declared a cash dividend of $0.10 per share,
payable on December 1, 2005 to shareholders of record on October 31, 2005. The
Board took this action in conformance with its established policy regarding a
semi-annual cash dividend.
About Frequency Electronics
Frequency Electronics, Inc. is a world leader in the design, development and
manufacture of high-technology frequency, timing and synchronization products
for satellite and terrestrial voice, video and data telecommunications. The
Company's technologies provide unique solutions that are essential building
blocks for the next generation of broadband wireless and fiber optic
communications systems, for the ongoing expansion of existing wireless and
wireline networks and for many major programs for the Department of Defense and
other U.S. Government agencies. The Company has received over 60 awards of
excellence for achievements in providing high performance electronic assemblies
for over 120 space programs. The Company invests significant resources in
research and development and in strategic acquisitions to expand its
capabilities and markets. The Company's Gillam-FEI subsidiary provides the
Company with expertise in wireline network synchronization and access to
worldwide service providers. The FEI-Zyfer subsidiary provides secure timing
("SAASM") capabilities for critical military and commercial applications.
Additional information is available on FEI's website:
www.frequencyelectronics.com.
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995:
The Statements in this press release regarding future earnings and operations
and other statements relating to the future constitute "forward-looking"
statements pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. Forward-looking statements inherently involve
risks and uncertainties that could cause actual results to differ materially
from the forward-looking statements. Factors that would cause or contribute to
such differences include, but are not limited to, ability to integrate
operations and personnel, actions by significant customers or competitors,
general domestic and international economic conditions, consumer spending
trends, reliance on key customers, continued acceptance of the Company's
products in the marketplace, competitive factors, new products and technological
changes, product prices and raw material costs, dependence upon third-party
vendors, competitive developments, changes in manufacturing and transportation
costs, the availability of capital, and other risks detailed in the Company's
periodic report filings with the Securities and Exchange Commission. By making
these forward-looking statements, the Company undertakes no obligation to update
these statements for revisions or changes after the date of this release.
Contact information: General Joseph P. Franklin, telephone : (516) 794-4500
WEBSITE: www.frequencyelectronics.com