UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 30, 2009
TRANS-LUX CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware 1-2257 13-1394750
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
26 Pearl Street, Norwalk, CT 06850
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 853-4321
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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 8.01 Other Events
The Company has learned that on January 30, 2009, Gamco
Investors, Inc. and others, including Mario Gabelli, filed a 13D
Amendment with the Securities and Exchange Commission reporting
in Item 4 that on January 29, 2009, Gabelli Funds, LLC had filed
a complaint, both individually and derivatively, on behalf of
the Company, in the United States District Court for the Southern
District of New York against four of the Company's directors,
Richard Brandt, Thomas Brandt, Matthew Brandt and Michael R.
Mulcahy, and the Company as a nominal defendant. The alleged
basis for the complaint is the July 2008 transaction in which the
Company sold assets of its Entertainment Division to Storyteller
Theaters Corporation. A copy of the complaint is attached as an
exhibit to such 13D filing. The Company and the other defendants
have not yet been served, but, management and the Company's law
firm believes the claims asserted in the lawsuit against it and
the directors are without any merit and intends to defend against
those claims vigorously.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized:
TRANS-LUX CORPORATION
by: /s/ Angela D. Toppi
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Angela D. Toppi
Executive Vice President
and Chief Financial Officer
Dated: February 4, 2009