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):
October 25, 2004
______________________________________________________________________
CELADON GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 000-23192 13-3361050
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
One Celadon Drive, Indianapolis, IN 46235
(Address of principal executive offices) (Zip Code)
(317) 972-7000
(Registrant's telephone number, including area code)
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))
Item 2.02. Results of Operations and Financial Condition.
On Monday, October 25, 2004, Celadon Group, Inc., a Delaware
corporation (the "Company"), issued a press release announcing its
financial and operating results for the first quarter of 2005 ended
September 30, 2004. A copy of the press release is attached to this
report as Exhibit 99.1.
The information contained in this report and the exhibit hereto shall
not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated
by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth
by specific reference in such a filing.
The information in this report and the exhibit hereto may contain
"forward-looking statements" that are made pursuant to the safe-harbor
provisions of the Private Securities Litigation Reform Act of 1995 and
otherwise may be protected. Such statements are made based on the
current beliefs and expectations of the Company's management and are
subject to significant risks and uncertainties. Actual events or
results may differ from those anticipated by forward-looking
statements. Please refer to the Company's Annual Report on Form 10-K
and other filings with the Securities and Exchange Commission for
information concerning risks, uncertainties, and other factors that
may affect future results.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibit.
99.1 Celadon Group, Inc. press release announcing financial and
operating results for the first quarter of 2005 ended
September 30, 2004
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.
CELADON GROUP, INC.
Date: October 25, 2004 By: /s/ Stephen Russell
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Stephen Russell
Chairman and Chief Executive Officer
EXHIBIT INDEX
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
------ -------------------------------------------------------
99.1 Celadon Group, Inc. press release announcing financial
and operating results for the first quarter of 2005
ended September 30, 2004