UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) February 18, 2005
ALBANY INTERNATIONAL CORP.
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(Exact name of registrant as specified in its charter)
Delaware 0-16214 14-0462060
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1373 Broadway, Albany, New York 12204
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (518) 445-2200
None
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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 240.13a-4(c))
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers
(a) At a regular meeting on February 18, 2005, the following persons were
designated as the nominees of the Board of Directors for election as
directors of the Registrant at the 2005 Annual Meeting of Stockholders:
Frank R. Schmeler
Thomas R. Beecher, Jr.
Francis L. McKone
Joseph G. Morone
Christine L. Standish
Erland E. Kailbourne
John C. Standish
Juhani Pakkala
Paula H. J. Cholmondeley
All of such persons are currently serving as members of the Board of
Directors. Two incumbent directors, Hugh J. Murphy and Barbara P. Wright,
declined to stand for re-election.
(b) At a regular meeting on February 18, 2005, Paula H. J. Cholmondeley was
elected as a member of the Board of Directors of the Registrant. Ms.
Cholmondeley was also appointed as a member of the Audit Committee and
designated as a "financial expert" under the rules of the Securities and
Exchange Commission. A copy of the Company's press release announcing Ms.
Cholmondeley's election is filed as Exhibit 99.1 to this report.
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.
ALBANY INTERNATIONAL CORP.
By: /s/ Michael C. Nahl
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Name: Michael C. Nahl
Title: Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
Date: February 24, 2005
EXHIBIT INDEX
Exhibit No. Description
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99.1 News release dated February 18, 2005.