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):
December 9, 2004
STORAGE COMPUTER CORPORATION
--------------------------------------------------------------------------------
(Exact Name of Registrant as specified in its charter)
DELAWARE 1-13616 02-045093
----------------------------- ------------------------ ---------------------
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
11 Riverside Street, Nashua, NH 03062-1373
---------------------------------------------- ---------------------
(Address of Principal Executive Offices) (Zip Code)
(603) 880-3005
--------------------------------------------------------------------------------
Registrant's telephone number, including area code:
Not Applicable
--------------------------------------------------------------------------------
(Registrant's Name or Former Address, if Change Since Last Report)
Item 1.01. Entry into a Material Definitive Agreement
On November 8, 2004, Storage Computer Corporation (SCC) entered into a
"Source Code License and Distribution Agreement" and a "Software Porting and
Development Agreement" for its CyberVSA Storage Operating System with Galactic
Computing Corporation thru its British Virgin Islands subsidiary. Galactic
operations are based in Shenzhen China.
Under the Software Porting and Development Agreement SCC has granted to GSS
a Source Code License for its CyberVAS Storage Operating System. (Licensed
Software)
Under the Source Code License and Distribution Agreement SCC grants to
Galactic a perpetual, fully paid, non-exclusive, limited license to use, modify,
and copy the Licensed Software internally on galactic platforms for the
following purposes: (a) create Derivative Works thereof that are Developed
Products (b) support and maintain such Developed Products, (c) copy, have
copied, and distribute such Developed Products in Galactic generated Firmware
directly through Distributors to End Users; and (d) grant said Distributors the
rights the rights granted in (c) above. In addition, Subject to the terms and
conditions of the this Agreement, SCC grants to Galactic and its affiliates a
non-exclusive, fully paid, perpetual and worldwide right and license under
certain patents to use and sublicense to End Users the technology addressed by
the patents
Compensation to SCC for the above agreements was established as a fixed fee
amount of $ 2 million. The parties have agreed that that payment of the entire
fixed fee of $ 2 million shall consist of services provided by Galactic (under
the Software Porting and Development Agreement) in the form of porting certain
SCC software to various hardware platforms. SCC shall have the exclusive right
to use, sell, sublicense and distribute the Software, Documentation,
Enhancements and any other Development Work to third parties worldwide.
Item 7.01 REGULATION FD DISCLOSURES
On December 8, 2004 the company issued a press release announcing that it
had entered into a Cross Licensing Agreement with Galactic Computing Corp valued
at $2 million.
Exhibit
Number Description
----- -----------
99.1 Press Release dated December 8, 2004, titled "STORAGE COMPUTER
ENTERS CROSS LICENSING AGREEMENT" "Galactic Computing Deal valued at
$2 million"
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.
Date: December 9, 2004 STORAGE COMPUTER CORPORATION
By: /s/ Michael J. O'Donnell
-------------------------
Name: Michael J. O'Donnell
Title: Chief Financial Officer