UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): April 15, 2003
TALK AMERICA HOLDINGS, INC.
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(Exact Name of Registrant as Specified in Charter)
DELAWARE 000-26728 23-2827736
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(State or Other (Commission (IRS Employer
Jurisdiction of Incorporation) File Number) Identification No.)
TALK AMERICA HOLDINGS, INC.
12020 SUNRISE VALLEY DRIVE
RESTON, VIRGINIA 20191
(Address of Principal Executive Offices, Including Zip Code)
(703) 391-7500
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS
On April 15, 2003, Talk America Holdings, Inc. (the "Company") set the time
and date for its 2003 Annual Meeting of Stockholders (the "Annual Meeting") as
10:00 a.m., Eastern Time, on June 18, 2003. The meeting will be held at the
Sheraton Reston Hotel, 11810 Sunrise Valley Drive, Reston, Virginia 20191. The
record date for determination of stockholders entitled to notice of and to vote
at the meeting is April 21, 2003.
Because this meeting date is more than 30 days in advance of the date of
last year's meeting, we are informing the Company's stockholders, pursuant to
Rule 14a-5(f) of the Securities Exchange Act of 1934, of the following
deadlines:
1. Stockholder proposals intended to be presented at the Annual Meeting
and considered for inclusion in the proxy statement for the Annual
Meeting must be received by the Company at its principal offices,
12020 Sunrise Valley Drive, Reston, Virginia 20190 by April 30, 2003.
2. A stockholder of the Company who wishes to present a proposal before
the Annual Meeting but does not wish the proposal to be considered for
inclusion in the Company's proxy statement and proxy card, must give
written notice to the Secretary of the Company at the address noted
above by April 30, 2003. If a stockholder fails to provide timely
notice of such a proposal, the proxies designated by the Board of
Directors of the Company will have the discretionary authority to vote
on the proposal.
The Company expects to mail its proxy materials to its stockholders on or
about May 6, 2003.
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.
TALK AMERICA HOLDINGS, INC.
Date: April 15, 2003 By: /s/ Aloysius T. Lawn, IV
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Name: Aloysius T. Lawn, IV
Title: Executive Vice President -
General Counsel and Secretary