UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
____________________
FORM
6-K
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
of
the Securities Exchange Act of 1934
For
the Month of January 2010
_______________________
Commission
File Number 000-28998
ELBIT
SYSTEMS LTD.
(Translation of
Registrant’s Name into English)
Advanced Technology
Center, P.O.B. 539, Haifa 31053, Israel
(Address of
Principal Corporate Offices)
Indicate by check
mark whether the registrant files or will file annual reports under cover of
Form 20-F or Form 40-F:
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x
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Form
20-F
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o
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Form
40-F
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Indicate by check mark if the
registrant is submitting the Form 6-K in paper as permitted by Regulation S-T
Rule 101(b)(1): o
Note
: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form
6-K if submitted solely to provide an attached annual report to security
holders.
Indicate by check
mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7): o
Note : Regulation S-T Rule
101(b)(7) only permits the submission in paper of a Form 6-K submitted to
furnish a report or other document that the registrant foreign private issuer
must furnish and make public under the laws of the jurisdiction in which the
registrant is incorporated, domiciled or legally organized (the registrant’s
“home country”), or under the rules of the home country exchange on which the
registrant’s securities are traded, as long as the report or other document is
not a press release, is not required to be and has not been distributed to the
registrant’s security holders, and, if discussing a material event, has already
been the subject of a Form 6-K submission or other Commission filing on
EDGAR.
Indicate by check
mark whether the registrant by furnishing the information contained in this form
is also thereby furnishing the information to the Commission pursuant to Rule
12g3-2(b) under the Securities Exchange Act of 1934: o
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o
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Yes
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x
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No
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If
“Yes” is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-______________
Attached
hereto as Exhibit 1 and incorporated herein by reference is the Registrant’s
press release dated January 29, 2010.
SIGNATURE
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, thereunto
duly authorized.
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ELBIT SYSTEMS
LTD.
(Registrant)
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By:
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/s/ David
Block Temin
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Name:
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David Block
Temin
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Title:
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Chief Legal
Officer
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Dated: January
29, 2010
EXHIBIT
INDEX
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Exhibit
No.
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Description
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1.
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Press Release
dated January 29, 2009
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Exhibit
1
Elbit
Systems Ltd. Receives Notice from Nasdaq Confirming
Cure Period
to Replace Yael Efron on the Board of Directors
to Replace Yael Efron on the Board of Directors
HAIFA, Israel,
January 29 -- Elbit Systems Ltd. (the "Company") (Nasdaq: ESLT) announced today
that Nasdaq confirmed that the Company will have the cure period provided under
Nasdaq Listing Rule 5605(b)(1)(A) to replace Yael Efron as an independent
director. In prior press releases, the Company announced that Mrs.
Efron resigned from the Board of Directors and that the Company will hold an
Extraordinary General Meeting of Shareholders to elect Dr. Yehoshua Gleitman,
who will qualify as an independent director under Nasdaq rules. The
Extraordinary General Meeting will be held March 4, 2010 which is within the
Nasdaq cure period. The confirmation from Nasdaq was expected and was
in response to the Company’s notice to Nasdaq that the Company would be
temporarily out of compliance with Nasdaq Rule 5605(b)(1) requiring that
independent directors constitute a majority of the Company’s
Board. As required by Nasdaq rules, until the Company notifies Nasdaq
of the election of Dr. Gleitman as a director, an indicator noting this
temporary non-compliance will be displayed with quotation information related to
the Company's securities.
About Elbit
Systems
Elbit Systems Ltd.
is an international defense electronics company engaged in a wide range of
defense-related programs throughout the world. The Company, which includes Elbit
Systems and its subsidiaries, operates in the areas of aerospace, land and naval
systems, command, control, communications, computers, intelligence surveillance
and reconnaissance ("C4ISR"), unmanned aircraft systems ("UAS"), advanced
electro-optics, electro-optic space systems, EW suites, airborne warning
systems, ELINT systems, data links and military communications systems and
radios. The Company also focuses on the upgrading of existing military platforms
and developing new technologies for defense, homeland security and commercial
aviation applications.
For additional
information, please visit us at: http://www.elbitsystems.com.
This press release
contains forward-looking statements (within the meaning of Section 27A of the
Securities Act of 1933, as amended and Section 21E of the Securities Exchange
Act of 1934, as amended) regarding Elbit Systems Ltd. and/or its subsidiaries
(collectively the Company), to the extent such statements do not relate to
historical or current fact. Forward Looking Statements are based on management's
expectations, estimates, projections and assumptions. Forward-looking statements
are made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995, as amended. These statements are not guarantees
of future performance and involve certain risks and uncertainties, which are
difficult to predict. Therefore, actual future results, performance and trends
may differ materially from these forward-looking statements due to a variety of
factors, including, without limitation:scope and length of customer contracts;
governmental regulations and approvals; changes in governmental budgeting
priorities; general market, political and economic conditions in the countries
in which the Company operates or sells, including Israel and the United States
among others;differences in anticipated and actual program performance,
including the ability to perform under long-term fixed-price contracts; and the
outcome of legal and/or regulatory proceedings. The factors listed above are not
all-inclusive, and further information is contained in Elbit Systems Ltd.'s
latest annual report on Form 20-F, which is on file with the U.S. Securities and
Exchange Commission. All forward-looking statements speak only as of the date of
this release. The Company does not undertake to update its forward-looking
statements.
Contacts:
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Company
Contact:
Joseph
Gaspar, Executive VP & CFO
Dalia Rosen,
Head of Corporate Communications
Elbit Systems
Ltd
Tel: +972-4-8316663
Fax:
+972-4-8316944
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IR
Contact:
Ehud Helft /
Kenny Green
G.K. Investor
Relations
Tel:
1-646-201-9246
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E-mail:
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j.gaspar@elbitsystems.com
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E-mail:
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info@gkir.com
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dalia.rosen@elbitsystems.com
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Elbit Systems
Ltd. Advanced Technology Center, P.O.B 539, Haifa 31053,
Israel
Tel.:
972-4-8318742 Fax:
972-4-8316659 Email:
ronit.zmiri@elbitsystems.com Website:
www.elbitsystems.com