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
Date of Report
(Date of earliest event reported): April 28, 2005
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INSITUFORM TECHNOLOGIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-10786 13-3032158
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(State or other jurisdiction of (Commission File Number) (IRS Employer Identification
incorporation) No.)
702 Spirit 40 Park Drive, Chesterfield, Missouri 63005
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code (636) 530-8000
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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 2.02. Results of Operations and Financial Condition.
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On April 28, 2005, Insituform Technologies, Inc.
(the "Company") issued an earnings release announcing its
financial results for the fiscal quarter ended March 31, 2005.
A copy of the earnings release is furnished herewith as
Exhibit 99.1. On April 29, 2005, the Company held a conference
call to announce and discuss its financial results for the
fiscal quarter ended March 31, 2005. A transcript of the
conference call is furnished herewith as Exhibit 99.2.
The information in this Current Report on Form 8-K,
including Exhibits 99.1 and 99.2, is being furnished and shall
not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, nor shall it be
deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended.
Item 7.01. Regulation FD Disclosure.
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On April 28, 2005, the Company issued an earnings
release announcing its financial results for the fiscal
quarter ended March 31, 2005. A copy of the earnings release
is furnished herewith as Exhibit 99.1. On April 29, 2005, the
Company held a conference call to announce and discuss its
financial results for the fiscal quarter ended March 31, 2005.
A transcript of the conference call is furnished herewith as
Exhibit 99.2.
The information in this Current Report on Form 8-K,
including Exhibits 99.1 and 99.2, is being furnished and shall
not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, nor shall it be
deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended.
Item 9.01. Financial Statements and Exhibits.
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(c) Exhibits.
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See the Index to Exhibits attached hereto.
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.
INSITUFORM TECHNOLOGIES, INC.
By: /s/ David F. Morris
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David F. Morris
Vice President, General Counsel and Secretary
Date: May 4, 2005
INDEX TO EXHIBITS
Exhibit Description
99.1 Earnings Release of Insituform Technologies, Inc., dated
April 28, 2005, announcing its financial results for the
fiscal quarter ended March 31, 2005.
99.2 Transcript of Insituform Technologies, Inc.'s April 29,
2005 conference call held to announce and discuss its
financial results for the fiscal quarter ended March 31,
2005.