OMB APPROVAL

 

 

OMB Number:    3235-0060

Expires:     April 30, 2009

Estimated average burden

Hours per response ....... 38.0

 

DRAFT 081607

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): August 20, 2007

MOVIE STAR, INC.

(Exact Name of Registrant as Specified in Charter)

New York

(State or Other Jurisdiction of Incorporation)

     
1-5893
(Commission File Number)
  13-5651322
(IRS Employer Identification No.)
     
1115 Broadway, New York, New York
(Address of Principal Executive Offices)
  10010
(Zip Code)

(212) 684-3400
(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):

x   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
x   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o  

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

 


Item 2.02. Results of Operations and Financial Condition

On August 20, 2007, Movie Star, Inc. (“Company”) issued a press release discussing its financial results for the fiscal year ended June 30, 2007, a copy of which is annexed as Exhibit 99.1 hereto. Included in the press release is information relating to the anticipated closing of the transactions contemplated by the Agreement and Plan of Merger and Reorganization, dated as of December 18, 2006 (the “Merger Agreement”) by and among the Company, FOH Holdings, Inc. and Fred Merger Corp.

Item 9.01. Financial Statements and Exhibits.

 

(d)

Exhibits:

 

99.1

Press release, dated August 20, 2007

 

2

 

 


 

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.

 

Dated: August 20, 2007

 

 

MOVIE STAR, INC.

 

By: 


/s/ Thomas Rende 

 

 

 

Thomas Rende

 

 

 

Chief Financial Officer

 

 

 

(Principal Financial and Accounting

 

 

 

Officer)

 

 

 

3