form-8_k.htm





SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  20549

FORM 8-K

Current Report
Pursuant to Section 13 or 15(D) of the
Securities Exchange Act of 1934

October 28, 2009
(Date of earliest event reported)

BALL CORPORATION
(Exact name of Registrant as specified in its charter)

 
Indiana
  
001-07349
  
35-0160610
  
 
(State of
  
(Commission
  
(IRS Employer
  
 
Incorporation)
  
File No.)
  
Identification No.)
  

10 Longs Peak Drive, P.O. Box 5000, Broomfield, CO  80021-2510
(Address of principal executive offices, including ZIP Code)

(303) 469-3131
(Registrant’s telephone number, including area code)

Not Applicable
(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):

□
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 to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 
 
 

Ball Corporation
Current Report on Form 8-K
Dated October 29, 2009

Item 2.02.  Results of Operations and Financial Condition.

On October 29, 2009, Ball Corporation (the “Company”) issued a press release announcing its third quarter earnings for 2009, which results are set forth in the press release dated October 29, 2009, and attached hereto as Exhibit 99.1.

Earnings information regarding the third quarter 2009, as well as information regarding the use of non-GAAP financial measures, are set forth in the attached press release.

The information in this Report shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 5.03.  Amendments to Articles of Incorporation or Bylaws; Changes in Fiscal Year.

On October 28, 2009, the Board of Directors of the Company amended the Bylaws to clarify that the Chief Executive Officer (the “CEO”) need not be a director of the Company and to clarify the CEO’s executive role.  Exhibit 3(ii) attached hereto provides the text of the amended sections.

Item 9.01.  Financial Statements and Exhibits.

(d)           Exhibits.

The following are furnished as exhibits to this report:

 
Exhibit 3(ii)
Amended Language of the Bylaws.
     
 
Exhibit 99.1
Ball Corporation Press Release dated October 29, 2009.



 
 
 

SIGNATURE


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.


 
BALL CORPORATION
 
(Registrant)
     
     
 
By:
/s/ Raymond J. Seabrook
   
Name:
Raymond J. Seabrook
   
Title:
Executive Vice President and
Chief Financial Officer




Date:           October 29, 2009

 
 
 

Ball Corporation
Form 8-K
October 29, 2009


EXHIBIT INDEX
     
Description
  
Exhibit
     
Amended Language of the Bylaws
  
3(ii)
     
Ball Corporation Press Release dated October 29, 2009
  
99.1