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): August 4, 1995
TII INDUSTRIES, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE
(State of Incorporation)
1-8048 66-0328885
(Commission File No.) (IRS Employer Identification No.)
1385 Akron Street, Copiague, New York 11726
(Address of Principal Executive Offices) (Zip Code)
(516) 780-5000
(Registrant's telephone number, including area code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events
The Company received a total of $13,005,248 gross proceeds during
the past nine months upon the exercise of 100% of the 2,712,000 Warrants and
Unit Purchase Options issued in a 1992 private placement. Included in this
amount are 477,600 Warrants exercised by certain officers and directors of the
Company for a total of $2,388,000. The Warrants expired August 6, 1995. This
exercise represented 100% of all the Warrants issued to the investors, and
100% of the Unit Purchase Options issued to the Placement Agent, in the 1992
private placement. In accordance with the Warrants, each holder purchased one
share of Common Stock of the Company at $5.00 per share resulting in the
issuance of 2,200,000 shares, and in accordance with the Unit Purchase
Options, 512,000 shares were issued by the exercise of 256,000 Unit Purchase
Options. Each Unit Purchase Option entitled the holder to purchase one share
of Common Stock for $1.88 and exercise one Warrant at $5.00 per share.
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 thereunto duly authorized.
TII INDUSTRIES, INC.
Dated: August 15, 1995 By: s/ Ricchard P. Bankosky
Richard P. Bankosky
Vice President - Finance
and Chief Financial Officer
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