UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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):
June 30, 2004
HARRIS & HARRIS GROUP, INC.
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(Exact name of registrant as specified in its charter)
New York 0-11576 13-3119827
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
111 West 57th Street
New York, New York 10019
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(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (212) 582-0900
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Item 5. Other Events.
On June 30, 2004, Harris & Harris Group, Inc. (the
"Company") entered into an Underwriting Agreement with
ThinkEquity Partners LLC, as representatives of the
underwriters named in Schedule I thereto (the "Underwriting
Agreement"), with respect to the offer and sale by the
Company of 3,000,000 shares of common stock, par value
$0.01 per share (the "Common Stock"). The offering of the
Common Stock was made under the Company's shelf
registration statement on Form N-2 (Registration No. 333-
112862) (the "Registration Statement"), including a related
prospectus as supplemented by a Preliminary Prospectus
Supplement dated June 15, 2004 and Prospectus Supplement
dated June 30, 2004 which we filed with the Securities and
Exchange Commission pursuant to Rule 497 under the
Securities Act of 1933, as amended.
A copy of the Underwriting Agreement is filed as Exhibit
1.1 to this report. A copy of the Company's press release
issued on June 30, 2004 announcing the offering is attached
hereto as Exhibit 99.1.
Item 7. Financial Statements and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits.
Exhibit No. Description
1.1 Underwriting Agreement dated
June 30, 2004
99.1 Press release dated June 30, 2004
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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.
Date: July 1, 2004 HARRIS & HARRIS GROUP, INC.
By: /s/ Helene B. Shavin
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Helene B. Shavin
Vice President and
Controller
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EXHIBIT INDEX
Exhibit No. Description
1.1 Underwriting Agreement dated June 30, 2004
99.1 Press release dated June 30, 2004
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