ULTIMATE ELECTRONICS INC
8-K, 1999-11-09
RADIO, TV & CONSUMER ELECTRONICS STORES
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                       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): NOVEMBER 9, 1999


                           ULTIMATE ELECTRONICS, INC.
               (Exact Name of Registrant as Specified in Charter)


              DELAWARE                000-22532              84-0585211
    (State or Other Jurisdiction     (Commission          (I.R.S. Employer
          of Incorporation)         File Number)         Identification No.)


            321 WEST 84TH AVENUE, SUITE A, THORNTON, COLORADO 80260
               (Address of principal executive offices, zip code)


       Registrant's telephone number, including area code: (303) 412-2525


                                 NOT APPLICABLE
           Former Name or Former Address if Changed Since Last Report


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<PAGE>

ITEM 5.     OTHER EVENTS

     See Press Release dated November 9, 1999, attached hereto as Exhibit 99.1.




                                   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.


                                       ULTIMATE ELECTRONICS, INC.
                                          (Registrant)


Date: November 9, 1999                 By:/S/ ALAN E. KESSOCK
                                          ---------------------------------
                                          Alan E. Kessock
                                          Senior Vice President, Chief
                                          Financial Officer, Secretary and
                                          Treasurer




                                  EXHIBIT INDEX

99.1  Press Release dated November 9, 1999



<PAGE>

Exhibit 99.1


                              ULTIMATE ELECTRONICS
                  REPORTS EXERCISE OF OVER-ALLOTMENT OPTION

DENVER, November 9, 1999 -- Ultimate Electronics, Inc. (NASDAQ:ULTE) today
announced that the underwriters of the Company's recent public offering of
2,250,000 shares of its common stock have exercised their over-allotment option
to purchase from the Company 337,500 additional shares at the offering price of
$16.50. The Company realized net proceeds of $5,255,550 from the over-allotment
exercise.

The offering was underwritten by Banc of America Securities LLC and US Bancorp
Piper Jaffray.

Ultimate Electronics is a leading specialty retailer of consumer electronics and
home entertainment products in the Rocky Mountain, Midwest and Southwest regions
of the United States. The Company operates 30 stores, including ten stores in
Colorado under the trade name SoundTrack, nine stores in Minnesota and South
Dakota under the trade name Audio King and eleven stores in Idaho, Iowa, New
Mexico, Nevada, Oklahoma and Utah under the trade name Ultimate Electronics.

Ultimate Electronics news releases, quarterly sales and operating results can be
found on the Internet on the Company's Web site at www.ultimateelectronics.com
or accessed via PR Newswire's Web site at www.prnewswire.com.

Contact:  Alan E. Kessock, Chief Financial Officer, Ultimate Electronics,
Inc., 303-412-2500 or e-mail [email protected].




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