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UNITED STATES
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 7, 2006
ANGELICA CORPORATION
(Exact name of Company as specified in its charter)
MISSOURI 1-5674 43-0905260
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
424 SOUTH WOODS MILL ROAD
CHESTERFIELD, MISSOURI 63017-3406
(Address of principal executive offices) (Zip Code)
(314) 854-3800
(Company'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 Company 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))
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ITEM 8.01. OTHER EVENTS.
On February 7, 2006, Angelica Corporation (the "Company")
issued a press release reiterating its commitment to represent the interests
of all of the Company's shareholders in response to recent communications
dated February 3, 2006 from Steel Partners II, L.P. ("Steel Partners"), the
Company's largest shareholder. Also, on February 7, 2006, Ronald J.
Kruszewski, a director of the Company and the Chairman of the independent
Special Committee established in December 2005 to address issues raised by
the Company's shareholders, sent a letter to Steel Partners setting forth
his views on certain of the issues raised by Steel Partners in its most
recent communication with the Company.
A copy of the Company's press release and a copy of the
letter from Mr. Kruszewski to Steel Partners are attached hereto as Exhibits
99.1 and 99.2 and are incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) The following exhibit is filed as part of this report:
Exhibit Number Description
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99.1 Press Release dated February 7, 2006.
99.2 Letter to Steel Partners dated February 7, 2006.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Company has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: February 7, 2006
ANGELICA CORPORATION
By: /s/ Steven L. Frey
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Name: Steven L. Frey
Title: Vice President & General Counsel
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EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release dated February 7, 2006.
99.2 Letter to Steel Partners dated February 7, 2006.
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