SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 15, 2005
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ONEIDA LTD.
(Exact name of Registrant as specified in its charter)
NEW YORK 1-5452 15-0405700
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification Number)
163-181 KENWOOD AVENUE, ONEIDA, NEW YORK 13421
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (315) 361-3000
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Former name or former address, if changed since last report N/A
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ITEM 5.03. AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS;
CHANGE IN FISCAL YEAR
(a) On February 15, 2005, the Board of Directors of Oneida Ltd.
(the "Company") further amended the Company's Amended and Restated Bylaws (the
"Bylaws"). The amendments to the Bylaws are as follows:
1. Article III, Section 3.01 is amended to delete the requirement that
each director be the beneficial owner of 200 shares of Common Stock
of the Corporation.
2. Article IV, Section 4.01 is amended to delete the requirement that
the President be a member of the Executive Committee and to delete
the requirement that the Executive Committee is to be designated at
the Board of Directors' annual organization meeting.
3. Article V, Section 5.01 is amended to reduce the number of
Directors required to comprise a committee, other than the
Executive Committee, from `three or more directors' to `one or more
directors'.
ITEM 8.01. OTHER EVENTS
The information required by this Item is incorporated by reference
to a press release dated February 15, 2005, which is attached as an
exhibit to this Form
ITEM 9.01. FINANCIAL STATEMENTS & EXHIBITS.
(c.) Exhibits
EXHIBIT 99.1 Press Release dated February 15, 2005.
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.
ONEIDA LTD.
By: /s/ ANDREW G. CHURCH
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Andrew G. Church
Senior Vice President &
Chief Financial Officer
Dated: February 18, 2005