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): NOVEMBER 4, 2004
THE KEITH COMPANIES, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
CALIFORNIA 000-26561 33-0203193
(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
19 TECHNOLOGY DRIVE
IRVINE, CALIFORNIA 92618
(Address of Principal Executive Offices, Including Zip Code)
(949) 923-6001
(Registrant's Telephone Number, Including Area Code)
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(Former Name or 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 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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
Reference is made to the press release of The Keith Companies, Inc. issued
on November 4, 2004, regarding earnings for the third quarter of fiscal 2004 and
earnings guidance, which is incorporated herein by reference. A copy of the
press release is attached to this Form 8-K as Exhibit 99.1.
ITEM 7.01 REGULATION FD DISCLOSURE.
Reference is made to the press release of The Keith Companies, Inc. issued
on November 4, 2004, regarding earnings for the third quarter of fiscal 2004 and
earnings guidance, which is incorporated herein by reference. A copy of the
press release is attached to this Form 8-K as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
EXHIBIT NO. DESCRIPTION
99.1 Press release dated November 4, 2004, regarding earnings for the
third quarter of fiscal 2004 and earnings guidance.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
November 3, 2004 THE KEITH COMPANIES, INC.
/s/ Gary C. Campanaro
By: --------------------------------------
Gary C. Campanaro
Chief Financial Officer and Secretary
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press release dated November 4, 2004, regarding earnings for the
third quarter of fiscal 2004 and earnings guidance.