UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 10-Q/A

 

 

(Mark One)

ý

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended March 31, 2005

 

OR

 

¨

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from            to           

 

Commission file number     1-13144

 

 

ITT EDUCATIONAL SERVICES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

36-2061311

(State or other jurisdiction of

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

incorporation or organization)

 

 

 

13000 North Meridian Street

 

Carmel, Indiana

46032-1404

(Address of principal executive offices)

(Zip Code)

 

 

Registrant’s telephone number, including area code:    (317) 706-9200

 

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.     Yes o     No ý

 

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).     Yes ý     No o

 

46,165,579

 

Number of shares of Common Stock, $.01 par value, outstanding at March 31, 2005

 

 



 

ITT EDUCATIONAL SERVICES, INC.

Carmel, Indiana

 

Quarterly Report to Securities and Exchange Commission

March 31, 2005

 

 

 

 

EXPLANATORY NOTE

 

 

                This Amendment on Form 10-Q/A amends our Quarterly Report on Form 10-Q for the quarter ended March 31, 2005, which was prematurely released and filed on April 26, 2005, prior to the date that the company had intended, due to an error by the financial printer.  This Amendment is being filed solely to change the dates of the certifications filed with the report as Exhibits 31.1, 31.2, 32.1 and 32.2 and to change the date of the signature page, all to April 26, 2005, the filing date of the Form 10-Q.

 

 

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PART II

OTHER INFORMATION

 

 

 

Item 6.     EXHIBITS.

 

                A list of exhibits required to be filed as part of this report is set forth in the Index to Exhibits, which immediately precedes the exhibits, and is incorporated herein by reference.

 

 

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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 thereunto duly authorized.

 

 

 

ITT Educational Services, Inc.

 

 

 

Date: April 26, 2005

 

 

 

 

 

 

By:

/s/ Kevin M. Modany

 

 

Kevin M. Modany

 

 

President, Chief Operating Officer

 

 

and Chief Financial Officer

 

 

(Duly Authorized Officer and Principal Financial Officer)

 

 

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INDEX TO EXHIBITS

 

Exhibit

 

 

No.

 

Description

 

 

 

10.48

 

* Summary of Certain Director and Executive Compensation

 

 

 

10.49

 

* Eighth Amendment of ESI Pension Plan

 

 

 

10.50

 

* Fourth Amendment of ESI 401(k) Plan

 

 

 

11

 

* Statement re Computation of Per Share Earnings

 

 

 

31.1

 

Chief Executive Officer’s Certification Pursuant to
Rule 13a-14(a)/15d-14(a) of the Securities Exchange
Act of 1934

 

 

 

31.2

 

Chief Financial Officer’s Certification Pursuant to
Rule 13a-14(a)/15d-14(a) of the Securities Exchange
Act of 1934

 

 

 

32.1

 

Chief Executive Officer’s Certification Pursuant to
18 U.S.C. Section 1350

 

 

 

32.2

 

Chief Financial Officer’s Certification Pursuant to
18 U.S.C. Section 1350


*         Previously filed with our quarterly report on Form 10-Q for the quarter ended March 31, 2005, filed on April 26, 2005.

 

 

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