Form 8-K



Washington, D.C. 20549







Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported) April 28, 2005



SPACEHAB, Incorporated

(Exact name of registrant as specified in its charter)



Washington   0-27206   91-1273737

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)


12130 Galveston Road (Hwy 3), Building 1, Webster, Texas   77598
(Address of principal executive offices)   (Zip Code)


Registrant’s telephone number, including area code (713) 558-5000



(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):


¨ 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 2.01 Completion of Acquisition or Disposition of Assets.


On May 2, 2005, SPACEHAB, Incorporated issued a press release announcing the sale lease-back of the Company’s 58,000 square-foot processing facility in Cape Canaveral, Florida in a transaction with Tamir Silvers LLC valued at $4.8 million. The Company will lease back 100% of the facility for an initial period of five years, with an option period of an additional five years.


Item 9.01 Financial Statements and Exhibits.


A copy of the Press Release is attached as Exhibit 99.1.



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.


    SPACEHAB, Incorporated

Date May 3, 2005




/s/ Brian K. Harrington


Brian K. Harrington


Senior Vice President, Finance and Chief Financial Officer

* Print name and title of the signing officer under his signature.



Exhibit No.



99.1   Press Release, dated May 2, 2005.