UNITED STATES
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): June 9, 2006

 

WILLIS LEASE FINANCE CORPORATION

(Exact name of registrant as specified in charter)

 

Delaware

 

0-28774

 

68-0070656

(State or other jurisdiction
of incorporation)

 

(Commission file number)

 

(I.R.S. Employer
Identification Number)

 

2320 Marinship Way, Suite 300

Sausalito, California 94965

(Address of principal executive offices)  (Zip Code)

 

Registrant’s telephone number, including area code:      (415) 275-5100

 

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:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



 

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On June 9, 2006, the registrant was notified by the Staff of the NASDAQ stock market that, with the appointment of Hans Jörg Hunziker as the third member of its audit committee, the registrant complies with the audit committee requirements set forth in Marketplace Rule 4350(d)(2).

The registrant issued a press release on June 12, 2006 announcing its receipt of the notice from the NASDAQ Staff. A copy of the registrant’s press release is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

The registrant hereby furnishes the following exhibit with this report:

Exhibit No.

 

Description

99.1

 

Press Release issued June 12, 2006

 

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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.

Dated:  June 14, 2006

 

WILLIS LEASE FINANCE CORPORATION

 

 

 

 

 

 

 

 

 

 

 

 

By:

/s/ Thomas C. Nord

 

 

 

 

Thomas C. Nord

 

 

 

 

Senior Vice President

 

 

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