UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K/A No. 2

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)      November 15, 2004

InfraSource Services, Inc.

(Exact name of registrant as specified in its charter)

Delaware

 

001-32164

 

03-0523754

(State or other jurisdiction
of incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification No.)

 

100 West Sixth Street, Suite 300 
Media, Pennsylvania

 

19063

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code    (610) 480-8000

 

Not Applicable

(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:

 

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 2.02.              Results of Operations and Financial Condition.

On November 15, 2004, InfraSource Services, Inc. (the “Company”) issued a press release reporting its results of operations for the three and nine-month periods ended September 30, 2004.  Such press release included a charge for a litigation judgment in the incorrect period in the reconciliation of GAAP and non-GAAP financial measures.  The revised press release includes all necessary corrections.  The revised press release is attached as Exhibit 99.1.

The information in this Form 8-K/A No. 2 (including Exhibit 99.1) is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01.              Financial Statements and Exhibits.

 

(c)           Exhibits.

               

99.1         Press release, dated November 15, 2004, issued by InfraSource Services, Inc., as revised.

 

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SIGNATURE

 

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.

 

 

 

 

INFRASOURCE SERVICES, INC.

 

 

 

 

 

 

Date: March 28, 2005

By:

/s/ Terence Montgomery

 

 

 

Name:

Terence R. Montgomery

 

 

Title:

Senior Vice President and

Chief Financial Officer

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

99.1

Press release, dated November 15, 2004, issued by InfraSource Services, Inc., as revised.

 

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