UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
_______________________
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
THE
SECURITIES EXCHANGE ACT OF 1934
Date
of
report (Date of earliest event reported):
August
15, 2008
PRECISION
OPTICS CORPORATION, INC.
(Exact
name of registrant as specified in its charter)
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Massachusetts
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001-10647
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04-2795294
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(State
or other jurisdiction of
incorporation
or organization)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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22
East
Broadway, Gardner, Massachusetts 01440
(Address
of Principal Executive Offices) (Zip Code)
Registrant’s
telephone number, including area code: (978)
630-1800
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):
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 (17 CFR
240.13e-4(c))
ITEM
1.01 Entry into a Material Definitive Agreement
Precision
Optics Corporation, Inc. (the “Company”) entered into a Consulting Agreement
dated August 15, 2008 (the "Consulting Agreement") with Jack P. Dreimiller.
Under the terms of the Consulting Agreement, Mr. Dreimiller will serve as the
Company's Senior Vice President, Finance, Chief Financial Officer and Clerk,
for
a period of six months, with automatic renewal thereafter on a month-to-month
basis. Mr. Dreimiller will provide consulting services as Senior Vice President,
Finance, Chief Financial Officer and Clerk on a part-time basis and will receive
$1,384.62 per week as compensation for his services. The Consulting Agreement
is
terminable by either party upon thirty days' prior written notice.
This
summary of the Consulting Agreement is not complete and is qualified in its
entirety by reference to the Consulting Agreement, a copy of which is attached
hereto as Exhibit 10.1.
ITEM 5.02. Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
(b)
Michael T. Pieniazek has resigned
as Vice President, Chief Financial Officer and Clerk of the Company, effective
as of August 15, 2008.
(c)
Jack
P. Dreimiller has been appointed as Senior Vice President, Finance, Chief
Financial Officer and Clerk of the Company of the Company, effective as of
August 18, 2008, to serve in accordance with the Company's bylaws until his
earlier resignation or removal.
Mr.
Dreimiller, age 60, was the Company's Senior Vice President, Finance, Chief
Financial Officer and Clerk until June 2005. From June 2005 through
December 2005, he was a consultant to the Company. From January 2006
to the present, he has been an independent consultant serving various roles
as
financial / accounting executive, including interim Chief Financial Officer,
for
a number of companies.
The
Company has entered into a Consulting Agreement with Mr. Dreimiller, described
in Item 1.01 above, which description is incorporated into this Item 5.02 by
reference.
ITEM 9.01. Financial
Statements and Exhibits.
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10.1 |
Consulting
Agreement dated as of August 15, 2008 between the Company
and Jack P. Dreimiller.
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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.
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PRECISION
OPTICS
CORPORATION, INC. |
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Date:
August 18, 2008
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By: |
/s/
Richard E. Forkey |
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Name: Richard
E. Forkey |
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Title: President
and Chief Executive Officer
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EXHIBIT
INDEX
| 10.1 |
Consulting
Agreement dated as of August 15, 2008 between the Company and Jack
P. Dreimiller.
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