UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

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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 19, 2005

United Defense Industries, Inc.

Registrant’s telephone number, including area code: (703) 312-6100

N/A

      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)

x	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))

 

Section 8 – Other Events

      Item 8.01. Other Events

      On April 19, 2005, United Defense Industries, Inc. issued a press release announcing that it has received approval from the Committee on Foreign Investment in the United States (CFIUS), under provisions of the Exon-Florio Amendment to the Defense Production Act of 1950, to proceed with its previously announced agreement to be acquired by BAE Systems North America.

      The press release is attached as exhibit 99.1 and is incorporated herein by reference.

Section 9 – Financial Statements and Exhibits

      Item 9.01. Financial Statements and Exhibits

      (c) Exhibits.

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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.

	UNITED DEFENSE INDUSTRIES, INC.
Date: April 19, 2005	By:	/s/ David V. Kolovat
		Name:	David V. Kolovat
		Title:	Vice President, General Counsel and Secretary

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EXHIBIT INDEX

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