-----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, VyuEowjlD/UyQXSfwUkgdNAZY2qW41SulG39AKrJq2txkp+lIz88sX7skxU+GKg4 Vic+4qiJaDldi5iw4mK1+w== 0000891919-05-000098.txt : 20050822 0000891919-05-000098.hdr.sgml : 20050822 20050822143725 ACCESSION NUMBER: 0000891919-05-000098 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050816 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers FILED AS OF DATE: 20050822 DATE AS OF CHANGE: 20050822 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BOOKS A MILLION INC CENTRAL INDEX KEY: 0000891919 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 630798460 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20664 FILM NUMBER: 051040652 BUSINESS ADDRESS: STREET 1: 402 INDUSTRIAL LN CITY: BIRMINGHAM STATE: AL ZIP: 35211 BUSINESS PHONE: 2059423737 MAIL ADDRESS: STREET 1: 402 INDUSTRIAL LANE CITY: BIRMINGHAM STATE: AL ZIP: 35211 8-K 1 pressrelease8-k.txt PRESS RELEASE ALBERT JOHNSON 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) August 16, 2005 Books-A-Million, Inc. ______________________________________________________________________________ (Exact name of registrant as specified in its charter) DELAWARE 0-20664 63-0798460 _______________________________________________________________________________ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 402 Industrial Lane, Birmingham, Alabama 35211 _________________________________________ _________________ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (205) 942-3737 N/A _______________________________________________________________________________ (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)) Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. On August 16, 2005, at a meeting of the Board of Directors, pursuant to Article II, Section 7 of our bylaws, the Board of Directors elected Mr. Albert C. Johnson to fill a vacancy on the Board in the class of directors who will be subject for reelection at the annual meeting of the Corporation's stockholders in 2008. In addition, Mr. Johnson has been appointed to serve as a member of our Audit Committee. Mr. Johnson has accepted these appointments. Mr. Johnson's biographical information is: Mr. Johnson (age 61) currently is a financial consultant. He has more than 30 years of experience in finance and administration, most recently as senior vice president and chief financial officer of Dunn Investment Company in Birmingham, Alabama. Prior to that, Mr. Johnson was a partner with Arthur Andersen, where he worked in various senior level positions for nearly 25 years. Mr. Johnson currently serves on the Board of Directors of MidSouth Industries, Inc., where he is chairman of the Finance and Audit Committee. Mr. Johnson earned a Master of Science degree in Systems Management from the University of Southern California and a Bachelor of Science in Accounting from Florida State University. Mr. Johnson is a Certified Public Accountant. He also served as a Captain in the Strategic Air Command of the United States Air Force. Item 9.01 Financial Statements and Exhibits. (c) Exhibits. Exhibit No. Document Description 99.1 Press Release dated August 18, 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. _____________BOOKS-A-MILLION, INC._______ (Registrant) Date _August 22, 2005______ ____________/s/ Richard S. Wallington__________ (Signature) Name: Richard S. Wallington Title: Chief Financial Officer EXHIBIT INDEX Exhibit No. Document Description 99.1 Press Release dated May 18, 2005 EX-99 2 pressreleasedirector.txt ALBERT JOHNSON PRESS RELEASE Exhibit 99.1 BOOKSo A o MILLION(R) News Release 402 Industrial Lane Birmingham, AL 35211 205-942-3737 Contact: Richard S. Wallington Chief Financial Officer (205) 942-3737 ALBERT C. JOHNSON NAMED DIRECTOR OF BOOKS-A-MILLION, INC. BIRMINGHAM, Ala. (August 18, 2005) - Books-A-Million, Inc. (Nasdaq/NM:BAMM) today announced that Albert C. Johnson has been appointed to the Company's Board of Directors. He will also serve as a member of the Audit Committee for Books-A-Million. Johnson (age 61) currently is a financial consultant. He has more than 30 years of experience in finance and administration, most recently as senior vice president and chief financial officer of Dunn Investment Company in Birmingham, Alabama. Prior to that, he was a partner with Arthur Andersen, where he worked in various senior level positions for nearly 25 years. Commenting on the announcement, Clyde B. Anderson, Executive Chairman of the Board of Books-A-Million, said, "We are delighted that Albert Johnson has agreed to join our Board. Obviously, considering his extensive background in business and financial matters, he brings impressive credentials to the Board, and we expect that he will contribute greatly to its work. Further, as an independent director, his appointment enhances our continued efforts to ensure the highest caliber of corporate governance for our shareholders. We look forward to his participation as a director and to his counsel about the future direction for Books-A-Million." Johnson currently serves on the Board of Directors of MidSouth Industries, Inc., where he is chairman of the Finance and Audit Committee. Johnson earned a Master of Science degree in Systems Management from the University of Southern California and a Bachelor of Science in Accounting from Florida State University. Johnson is a Certified Public Accountant. He also served as a Captain in the Strategic Air Command of the United States Air Force. Books-A-Million is one of the nation's leading book retailers and sells on the Internet at www.booksamillion.com. The Company presently operates 207 stores in 19 states and the District of Columbia. The Company operates three distinct store formats, including large superstores operating under the names Books-A-Million and Books & Co., traditional bookstores operating under the names Books-A-Million and Bookland, and Joe Muggs Newsstands. -END- -----END PRIVACY-ENHANCED MESSAGE-----