TVC 8-K 08-11-05
As
filed with the Securities and Exchange Commission on August 11,
2005
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
AMENDMENT
NO. 1 TO
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date
of
Report (Date of earliest event reported):
August
10 2005
Tri-Valley
Corporation
(Exact
name of registrant as specified in its charter)
|
Delaware
|
|
001-31852
|
|
87-0505222
|
|
(State
or other jurisdiction of
incorporation
or organization)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification
No.)
|
5555
Business Park South, Suite 200
Bakersfield,
California 93309
(Address
of principal executive office)
Issuer's
telephone number: 661-864-0500
Section
5 - Corporate Governance and Management
Item
5.02 Election
of Directors
Effective
August 10, 2005, the directors of Tri-Valley corporation appointed Henry
Lowenstein, Ph.D., to fill a newly created vacancy on the board of directors.
The vacancy was created by resolution of the board of directors expanding the
number of directors from six to seven, as authorized by our bylaws. The board,
including all of our independent directors, also nominated Dr. Lowenstein for
election at our annual meeting of shareholders to a full, one year term as
director. Prior to his appointment, Dr. Lowenstein was not affiliated with
Tri-Valley in any capacity. Our board has determined that he is an independent
director.
Dr.
Lowenstein, age 52, has served as Dean of the School of Business and Public
Administration at California State University, Bakersfield since July of 2000.
He was previously Chairperson, Division of Business and Economics at West
Virginia University from 1994 to 2000, as well as Associate Professor of
Business and Economics from 1994 to 1997. He received the Governor’s Citation
for Service to the State of West Virginia in May of 2000. He holds a degree
in
Business Administration from the Virginia Commonwealth University, an MBA in
Transportation at the George Washington University, and a Ph.D. in Labor and
Industrial relations from the University of Illinois.
Our
management expects to recommend to the board that Dr. Lowenstein be appointed
to
serve on the board’s compensation committee.
There
are
no arrangements or understandings between Dr. Lowenstein and any other person
regarding his appointment to or service on our board of directors. During 2005
and 2004, our president and CEO, Lynn Blystone, together with Mr. Blystone’s
wife, personally made charitable donations of 2,000 shares of Tri-Valley common
stock to the California State University, Bakersfield Foundation to support
the
programs and needs of the CSUB School of Business and Public Administration
of
which Dr. Lowenstein is dean, but Dr. Lowenstein received no personal benefit
from these donations and had no understandings or agreements with the Blystones
or Tri-Valley about them.
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.
|
Date:
August 11, 2005
|
TRI-VALLEY
CORPORATION
|
| |
F.
Lynn Blystone, President and Chief Executive
Officer
|