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): September 30, 2004
SI INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware |
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000-50080 |
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52-2127278 |
(State
or other jurisdiction |
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(Commission |
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(IRS
Employer |
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12012 Sunset Hills Road |
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20190 |
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(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code (703) 234-7000
(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 (see General Instruction A.2. below):
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 9.01 Financial Statements and Exhibits.
(c) Exhibits.
The exhibits listed in the
following index relate to the Registration Statement on Form S-3 (No.
333-113827) of the registrant and are filed herewith for incorporation by
reference in such Registration Statement.
Exhibit No. |
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Description |
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1.1 |
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Underwriting Agreement dated as of September 30, 2004, among SI International, Inc. and Wachovia Capital Markets, LLC, SG Cowen & Co., Legg Mason Wood Walker, Incorporated, Stephens Inc., and SunTrust Robinson Humphrey (filed herewith) |
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5.1 |
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Opinion of Shaw Pittman LLP as to the legality of the securities being registered by the registrant (filed herewith) |
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23.1 |
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Consent of Shaw Pittman LLP to the filing of Exhibit 5.1 herewith (included in its opinion filed as Exhibit 5.1) |
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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.
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SI INTERNATIONAL, INC. |
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By: |
/s/ Ted Dunn |
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Name: |
Ted Dunn |
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Title: |
Executive Vice President, Chief Financial Officer and Treasurer |
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Dated: October 4, 2004 |
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EXHIBIT INDEX
Exhibit No. |
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Description |
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1.1 |
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Underwriting Agreement dated as of September 30, 2004, among SI International, Inc. and Wachovia Capital Markets, LLC, SG Cowen & Co., Legg Mason Wood Walker, Incorporated, Stephens Inc., and SunTrust Robinson Humphrey (filed herewith) |
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5.1 |
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Opinion of Shaw Pittman LLP as to the legality of the securities being registered by the registrant (filed herewith) |
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23.1 |
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Consent of Shaw Pittman LLP to the filing of Exhibit 5.1 herewith (included in its opinion filed as Exhibit 5.1) |
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