UNITED
STATES
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
Date
of report (Date of earliest event reported) July 30, 2007
Alliance
Distributors Holding Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware
(State
or Other Jurisdiction of Incorporation)
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000-32319
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33-0851302
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1160
Commerce Avenue, Bronx, New York
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11462
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(718)
536-2248
(Registrant’s
Telephone Number, Including Area Code)
(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):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR
240.13e-4(c))
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Item
1.01.
Entry into a Material Definitive Agreement.
Reference
is made to item 5.02 for information on an agreement and general release
and
waiver dated July 30, 1007 between the Company and Mr. Andre
Muller.
Item
5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
July
26, 2007, the Company reported on Form 8-K that on July 26, 2007, Andre Muller
had resigned as a director and officer of the Company. Prior to his resignation,
Mr. Muller served as a director and as its President and Chief Operating
Officer.
The
Company and Mr. Muller on July 31, 2007 entered into an agreement and general
release and waiver dated July 30, 2007 (the “Agreement”). The Agreement
provides, among other things, that for the period to end on July 26, 2008,
the
Company will pay to Mr. Muller amounts equal to the salary installments (net
of
withholding taxes) he would have received during this period at the annual
rate
of $400,000 that applied prior to his resignation. In addition, if Mr. Muller
elects to continue medical coverage under the Company’s health insurance plan
pursuant to COBRA, the Company will pay 50% of the cost of this COBRA coverage
for the period to end on July 26, 2008. Mr. Muller may revoke the Agreement
by
notice given to the Company before August 7, 2007.
The
foregoing summary of the Agreement is qualified by reference to the form
of the
document that is filed as an exhibit to this report.
Item 9.01.
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Financial
Statements and Exhibits
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(d)
EXHIBITS
Exhibit
No.
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Description
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10.1
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Form
of agreement and general release and waiver dated
July 30, 2007
between the Company and Mr. Andre Muller
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Filed
herewith
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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.
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ALLIANCE
DISTRIBUTORS HOLDING INC.
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(Registrant)
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Date:
August 3, 2007
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/s/
Stephen Agress
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Stephen
Agress
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Executive
Vice President and Chief Financial
Officer
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INDEX
TO EXHIBITS
Exhibit
No.
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Description
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10.1
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Form
of agreement and general release and waiver dated
July 30, 2007
between the Company and Mr. Andre Muller
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Filed
herewith
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