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) January 28, 2005
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L. B. Foster Company
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(Exact name of registrant as specified in its charter)
Pennsylvania 000-10436 25-1324733
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
415 Holiday Drive, Pittsburgh, Pennsylvania 15220
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (412) 928-3417
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None
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(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 1.01 Entry Into a Material Definitive Agreement
On January 28, 2005, the Registrant and its subsidiaries, CXT
Incorporated, Natmaya, Inc. and Fosmart, Inc., (collectively
the "Company") executed the Second Amendment and Third
Amendment to the Revolving Credit and Security Agreement
originally dated September 26, 2002 (the "Agreement") by and
among the Company and PNC Bank National Association, as lender
and agent, LaSalle Bank National Association and First
Commonwealth Bank. Under the Second Amendment, the Company's
permitted maximum amount of outstanding letters of credit and
acceptances was increased from $10,000,000 to $15,000,000 and
the Company was permitted to make advances of up to $1,500,000
to a material supplier. Under the Third Amendment, the
Agreement's termination date was extended from September 26,
2005 to April 8, 2006.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
4.0.4 Second Amendment to Revolving Credit and Security Agreement
4.0.5 Third Amendment to Revolving Credit and Security Agreement
SIGNATURES
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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.
L.B. Foster Company
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(Registrant)
Date February 2, 2005
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/s/David J. Russo
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David J. Russo
Senior Vice President,
Chief Financial Officer and Treasurer
EXHIBIT INDEX
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Exhibit Number Description
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4.0.4 Second Amendment to Revolving Credit and Security
Agreement dated January 28, 2005 between the
Registrant and PNC Bank, N.A.
4.0.5 Third Amendment to Revolving Credit and Security
Agreement dated January 28, 2005 between the
Registrant and PNC Bank, N.A.