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): February 22, 2005
CSS Industries, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-2661 13-920657
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(State or other jurisdiction (Commission (IRS Employee
of incorporation) File Number) Identification No.)
1845 Walnut Street, Philadelphia, PA 19103
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (215) 569-9900
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Not Applicable
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(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:
[ ] 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 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
(d) (1) On February 22, 2005, the Board of Directors of CSS Industries, Inc.
(the "Company") increased the number of directors of the Company from eight
to nine and filled the resulting vacancy by electing Scott A. Beaumont as a
member of the Company's Board of Directors. Mr. Beaumont is Co-founder,
Chairman and Chief Executive Officer of Sugartown Worldwide, Inc., a
designer, marketer and distributor of apparel, accessories and home
fashions under the Lilly Pulitzer(R) trademark.
(2) The Company is unaware of any arrangement or understanding between Mr.
Beaumont and any other persons pursuant to which Mr. Beaumont was selected
as a director.
(3) Mr. Beaumont has not been named a member of any committee of the Board
of Directors of the Company, and at this time, there is no expectation that
he will be named as a member of any particular committee or committees of
the Board of Directors.
(4) With respect to Mr. Beaumont and members of his immediate family, there
have been no past transactions and there are no currently proposed
transactions described in Item 404(a) of Regulation S-K.
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.
CSS Industries, Inc.
(Registrant)
By: /s/ Michael A. Santivasci
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Michael A. Santivasci
Assistant General Counsel and
Secretary
Date: February 24, 2005