8-K 1 form8k2005-2imn.htm FORM 8-K MARCH 4, 2005 IMN Form 8-K, March 4, 2005 IMN

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 4, 2005                     



TELTRONICS, INC.
(Exact name of registrant as specified in its charter)


Delaware
(State or other jurisdiction
of incorporation)
0-17893
(Commission
File Number)
59-2937938
(IRS Employer
Identification Number)


2150 WHITFIELD INDUSTRIAL WAY, SARASOTA, FLORIDA

(Address of principal executive offices)
34243
(zip code)


Registrant's telephone number, including area code                         (941) 753-5000                     




(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:

[   ] 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))


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ITEM 1.02  TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.

ITEM 3.02  UNREGISTERED SALES OF EQUITY SECURITIES.

                      Teltronics has been advised by a representative of International Media Network AG ("IMN") that IMN expects to file for bankruptcy and liquidate, and as a result, IMN would be unable to close the purchase of up to 24,000,000 shares of Teltronics as agreed to in October, 2004 and as described in Teltronics' Form 8-K filed October 22, 2004.

Item 9.01   FINANCIAL STATEMENTS AND EXHIBITS.


  (c)   Exhibits.

 
  99 Press Release dated March 4, 2005.




SIGNATURES

        Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.




TELTRONICS, INC.
(Registrant)

Date:   March 4, 2005 By: /s/ Ewen R. Cameron
Ewen R. Cameron
President and Chief Executive Officer




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EXHIBIT INDEX


Exhibit
Number
 
Description


99

Press Release dated March 4, 2005.





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