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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
AUGUST 16, 2005
Date of Report (Date of earliest event reported)
COLONIAL COMMERCIAL CORP.
(Exact name of Registrant as Specified in Charter)
NEW YORK 1-6663 11-2037182
(State or other Jurisdiction (Commission File (IRS Employer
of Incorporation) Number) Identification No.)
275 WAGARAW ROAD, HAWTHORNE, 07506
NEW JERSEY
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: 973-427-8224
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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:
[_] 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 August 16, 2005 Colonial Commercial Corp. (the "Company") issued an offer to
purchase all shares of Convertible Preferred Stock that on August 15, 2005 were
owned by shareholders who then owned 99 shares or less. The Company will pay
$2.00 for each Convertible Preferred Stock properly submitted for purchase. A
copy of the Offer and Letter of Transmittal are attached hereto as Exhibit 10.1.
On August 17, 2005 the Company issued a press release announcing the Odd Lot
Purchase Offer for its Convertible Preferred Stock. A copy of the press release
is attached hereto as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit No. Description
10.1 Offer to Purchase Odd Lot Shares and Letter of
Transmittal dated August 16, 2005
99.1 Press Release dated August 17, 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.
COLONIAL COMMERCIAL CORP.
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(Registrant)
Date: August 17, 2005 /s/ Bernard Korn
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Bernard Korn
Chairman of the Board
and President
/s/ William Salek
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William Salek
Chief Financial Officer
INDEX TO EXHIBITS
Exhibit No. Description
10.1 Offer to Purchase Odd Lot Shares and Letter of
Transmittal dated August 16, 2005
99.1 Press Release dated August 17, 2005