UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
(AMENDMENT NO. 2)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of Earliest Event Reported): DECEMBER 28, 2005
(NOVEMBER 15, 2005)
SPACEDEV, INC.
(Exact Name of Registrant as Specified in Charter)
COLORADO 000-28947 84-1374613
(State or Other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification Number)
13855 STOWE DRIVE
POWAY, CALIFORNIA 92064
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (858) 375-2030
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 Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Explanatory Note - This Amendment No. 2 to Form 8-K/A is being filed solely for
the purpose of re-filing the redacted Exhibit 10.1 (Falcon Launch Services
Agreement dated November 15, 2005) to correct an inadvertent redaction and does
not reflect any events occurring after the date of filing of the original Form
8-K, Amendment no. 1 to Form 8-K/A or otherwise modify or update any of the
information contained therein.
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENTS
SpaceDev, Inc., ("SpaceDev") entered into a Falcon Launch Services Agreement
dated November 15, 2005 with Space Exploration Technologies Corporation, a
Delaware corporation ("SpaceX") pursuant to which SpaceX is to provide specified
launch services on a Falcon 1 launch vehicle. SpaceDev is purchasing a Falcon 1
launch vehicle and certain services in connection with a launch tentatively
scheduled in May 2008 of the Falcon 1 vehicle, together with payloads to be
arranged by SpaceDev that are expected to consist of microsatellites and/or
nanosatellites.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
EXHIBIT DESCRIPTION EXHIBIT NO.
Falcon Launch Services Agreement dated November 15, 2005 10.1*
Press Release dated November 22, 2005 99.1+
* Registrant requested confidential treatment pursuant to Rule 406 for a
portion of the referenced exhibit and is filing a redacted version with this
report.
+ Previously Filed
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.
Dated as of December 28, 2005.
SPACEDEV, INC.
By: /s/ Richard B. Slansky
Richard B. Slansky
President & Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT DESCRIPTION EXHIBIT NO.
Falcon Launch Services Agreement dated November 15, 2005 10.1*
Press Release dated November 22, 2005 99.1+
* Registrant requested confidential treatment pursuant to Rule 406 for a
portion of the referenced exhibit and is filing a redacted version with this
report.
+ Previously Filed