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): May 1, 2006

 

STEWART & STEVENSON SERVICES, INC.

(Exact name of Registrant as specified in charter)

 

Texas

 

0-8493

 

74-1051605

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(I.R.S. Employer Identification No.)

 

 

 

 

 

2707 North Loop West  Houston, Texas

 

77008

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (713) 868-7700

 

Former name or former address, if changed since last report: Not Applicable

 

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:

 

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 (1 7 CFR 240.13e-4(c))

 

 


 

Item 8.01 Other Events

 

On May 1, 2006, the Company issued a press release announcing that Glass Lewis & Co. and Proxy Governance, Inc. have recommended that the Company’s shareholders vote for the proposed merger transaction with Armor Holdings, Inc., at the May 9, 2006 special meeting of the Company’s shareholders. A copy of the press release is furnished herewith as exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits. The following Exhibit is furnished herewith as a part of this report:

 

Exhibit

 

Description

 

 

 

99.1

 

Press Release of Stewart & Stevenson Services, Inc. dated May 1, 2006

 

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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.

 

 

 

 

 

STEWART & STEVENSON SERVICES, INC.

 

 

 

 

Dated:  May 1, 2006

By:

/s/ L. Scott Biar

 

 

 

 

Name:

L. Scott Biar

 

 

 

Title:

Chief Financial Officer

 

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