UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
__________
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): April 21, 2005
HELEN
OF TROY LIMITED
(Exact
name of registrant as specified in its charter)
|
BERMUDA |
001-14669 |
74-2692550 |
|
(State or other jurisdiction |
(Commission |
(IRS Employer |
|
of incorporation) |
File Number) |
Identification
No.) |
CLARENDON
HOUSE
CHURCH
STREET
HAMILTON,
BERMUDA
(Business
address of registrant)
ONE HELEN
OF TROY PLAZA
EL PASO,
TEXAS 79912
(United
States mailing address of registrant)
Registrant's
telephone number, including area code: (915) 225-8000
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 to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM
1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On April
21, 2005, Helen of Troy Limited (the "Company") and Gerald J. Rubin, the
Chairman of the Board, Chief Executive
Officer, and President of the Company, executed an amendment to that certain
Amended and Restated
Employment Agreement between the Company and Mr. Rubin dated March 1, 1999 (the
"Agreement"). The amendment
to the Agreement is effective as of April 15, 2005 and made the following
changes:
|
1. |
The
term of the Agreement was reduced from five years to three years, renewing
on a daily basis for a new three-year term as currently provided in the
original Agreement. |
| |
|
|
2. |
Reduced the period for annual severance
payouts from five years to three years. The formula for calculating
the amount of the annual severance payments required by the Agreement
remains unchanged. |
The
foregoing is qualified in its entirety by reference to the amendment to the
Agreement attached hereto as Exhibit
10.1 and incorporated by reference herein.
ITEM
9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c)
EXHIBITS.
The
following exhibits are furnished with this report on Form
8-K:
|
Exhibit No. |
Description. |
| |
|
|
10.1 |
Amendment to Amended and Restated Employment
Agreement between Helen
of Troy Limited and Gerald J. Rubin dated March 1,
1999. |
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.
| |
|
|
| |
HELEN OF TROY
LIMITED |
April 26,
2005 |
|
|
| Date |
By: |
/s/ Thomas J.
Benson |
| |
Thomas J. Benson |
| |
Senior Vice President, Finance and
Chief
Financial Officer |
EXHIBIT
INDEX
|
Exhibit
No. |
Description |
| |
|
|
10.1 |
Amendment to Amended and Restated Employment
Agreement between Helen
of Troy Limited and Gerald J. Rubin dated March 1,
1999. |