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<SEC-DOCUMENT>0001275287-06-003510.txt : 20060711
<SEC-HEADER>0001275287-06-003510.hdr.sgml : 20060711
<ACCEPTANCE-DATETIME>20060711101306
ACCESSION NUMBER:		0001275287-06-003510
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		3
CONFORMED PERIOD OF REPORT:	20060706
ITEM INFORMATION:		Results of Operations and Financial Condition
ITEM INFORMATION:		Regulation FD Disclosure
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20060711
DATE AS OF CHANGE:		20060711

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			FIBERSTARS INC /CA/
		CENTRAL INDEX KEY:			0000924168
		STANDARD INDUSTRIAL CLASSIFICATION:	ELECTRIC LIGHTING & WIRING EQUIPMENT [3640]
		IRS NUMBER:				943021850
		STATE OF INCORPORATION:			CA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-24230
		FILM NUMBER:		06955290

	BUSINESS ADDRESS:	
		STREET 1:		44259 NOBEL DRIVE
		CITY:			FREMONT
		STATE:			CA
		ZIP:			94538
		BUSINESS PHONE:		5104900719

	MAIL ADDRESS:	
		STREET 1:		44259 NOBEL DRIVE
		CITY:			FREMONT
		STATE:			CA
		ZIP:			94538
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>fi6316.txt
<DESCRIPTION>FORM 8-K
<TEXT>
================================================================================

                                  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): July 6, 2006

                                FIBERSTARS, INC.
             (Exact name of registrant as specified in its charter)

            California                   0-24230               94-3021850
 (State or Other Jurisdiction of       (Commission         (I.R.S. Employer
          Incorporation)               File Number)      Identification Number)

                       32000 Aurora Road
                          Solon, Ohio                            44139
            (Address of principal executive offices)           (Zip Code)

                                 (440) 715-1300
              (Registrant's telephone number, including area code)

                                       N/A
         (Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations 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 240.14d-2(b))

[ ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the
     Exchange Act (17 CFR 240-13e-4(c))

================================================================================

<PAGE>

ITEM 2.02.    RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

         The information in this Current Report is being furnished and shall not
be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act
of 1934, or otherwise subject to the liabilities of that Section. The
information in this Current Report shall not be incorporated by reference into
any registration statement or other document filed pursuant to the Securities
Act of 1933, except as shall be expressly set forth by specific reference in
such a filing.

         On July 6, 2006, Fiberstars, Inc., issued a press release announcing
the preliminary sales results for the quarter ended June 30, 2006. The Company
hosted a previously-announced investor conference call/webcast.to discuss the
preliminary sales results.

         A copy of the press release is furnished as Exhibit 99.1 to this
report.

ITEM 7.01.    REGULATION FD DISCLOSURE.

         The information in this Current Report is being furnished and shall not
be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act
of 1934, or otherwise subject to the liabilities of that Section. The
information in this Current Report shall not be incorporated by reference into
any registration statement or other document filed pursuant to the Securities
Act of 1933, except as shall be expressly set forth by specific reference in
such a filing.

         On July 6, 2006, Fiberstars, Inc., a California corporation, issued a
press release announcing the results of the shareholders' meeting. The
reincorporation of Fiberstars in Delaware was approved. The Company, currently
incorporated in California, expects to complete the reincorporation in the third
quarter.

         A copy of the press release is furnished as Exhibit 99.2 to this
report.

ITEM 9.01.    FINANCIAL STATEMENTS AND EXHIBITS

        (d)   Exhibits

         EXHIBIT NO.                          DESCRIPTION
         -----------     -------------------------------------------------------
            99.1         Press Release dated July 6, 2006 regarding preliminary
                         results for the quarter ended June 31, 2006.

            99.2         Press Release dated July 6, 2006 regarding shareholder
                         approval of reincorporation in Delaware.

                                        2
<PAGE>

                                    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 hereunto duly authorized.

Dated: July 6, 2006

                                                  FIBERSTARS, INC.


                                                  By     /s/ Robert A. Connors
                                                         -----------------------
                                                  Name:  Robert A. Connors
                                                  Title: Chief Financial Officer

                                        3
<PAGE>

                                  EXHIBIT INDEX

         EXHIBIT NO.                          DESCRIPTION
         -----------     -------------------------------------------------------
            99.1         Press Release dated July 6, 2006 regarding preliminary
                         results for the quarter ended June 31, 2006.

            99.2         Press Release dated July 6, 2006 regarding shareholder
                         approval of reincorporation in Delaware.

                                        4
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>fi6316ex991.txt
<DESCRIPTION>EXHIBIT 99.1
<TEXT>
                                                                    Exhibit 99.1

      FIBERSTARS REPORTS PRELIMINARY SECOND QUARTER 2006 FINANCIAL RESULTS,
                 COMPANY EXPERIENCES LARGEST EFO QUARTER TO DATE

SOLON, Ohio, July 6 /PRNewswire-FirstCall/ -- Fiberstars, Inc. (Nasdaq: FBST),
the global leader in commercial fiber optic lighting, today announced
preliminary financial results for the second quarter of 2006.

Total shipments for the second quarter of 2006 were approximately $7,532,000,
nearly flat compared to $7,645,000 for same quarter in 2005. Total shipments for
the first half of 2006 were approximately $12,859,000 compared to sales of
$14,465,000 for the same period in 2005. The loss for the second quarter is
expected to be larger than the loss for the same quarter in 2005.

EFO shipments for the second quarter of 2006 were approximately $904,000, an
increase of 98% over sales of $456,000 for the same quarter of 2005 and more
than three times the EFO sales for the previous quarter in 2006. EFO shipments
for the first half of 2006 were approximately $1,167,000, compared to sales of
$766,000 for the first half of 2005. The company attributed much of its second
quarter 2006 EFO shipment results to the successful first phase of the
Department of Defense Navy ship installation, the company's most substantial EFO
order to date.

"Q2 is our largest EFO quarter to date by over $400,000," said John Davenport,
CEO of Fiberstars. "In addition, we're encouraged by the demand for the new
control and LED water feature pool products."

Fiberstars management will host a conference call today, Thursday, July 6, 2006,
at 11:30 a.m. EDT (8:30 a.m. PDT) to review the second quarter 2006 preliminary
results and other corporate events, followed by a Q & A session. Dialing
1-800-507-9434 (US/Canada) or 1-706-634-5544 (International/Local) can access
the call. The conference ID number is 1395725. Participants are asked to call
the assigned number approximately 10 minutes before the conference call begins.

The conference call will also be available over the Internet at
http://www.fiberstars.com/ in the Investor Relations area of the site or by
going to http://www.mkr-group.com/ . A replay of the conference call will be
available two hours after the call for the following 7 days by dialing
1-800-642-1687 (US/Canada) or 1-706-645-9291 (international or local) and
entering the pass code 1395725. Also, a replay of the conference call will be
available over the Internet at http://www.fiberstars.com/ as of July 7, 2006,
and will remain available for 1 year in the Investor Relations area of the site
or by going to http://www.mkr-group.com/ .

About Fiberstars, Inc.

Fiberstars, Inc. is the leading supplier of fiber optic lighting and the world's
only supplier of EFO, a lighting technology which is more efficient than
conventional electric lamps. Fiberstars products are designed, manufactured and
marketed for the commercial lighting, sign and swimming pool, and spa markets.
Fiberstars fiber optic lighting provides energy savings, aesthetic, safety and
maintenance cost benefits over conventional lighting. Customers include
supermarket chains, retail stores, fast food restaurants, theme parks and
casinos, hotels, swimming pool builders, spa manufacturers and many others.
Company headquarters are located at 32000 Aurora Rd., Solon, OH 44139. The
Company has additional offices in Pleasanton, CA, New York City, United Kingdom
and Germany. For more information, see www.fiberstars.com.

<PAGE>

Forward-looking statements in this release are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements include statements regarding the goals and business
outlook for 2006 and thereafter, future pool market sales, the expected growth
of and percentage of the company to be represented by EFO, expected product
development and introductions, expected overall sales growth and profitability,
and expected benefits, revenues and products from the Department of Defense Navy
contract. Investors are cautioned that all forward- looking statements involve
risks and uncertainties. Actual results may differ materially from the results
predicted. Risk factors that could affect the Company's future include, but are
not limited to, a slowing of the U.S. and world economy and its effects on
Fiberstars' markets, failure to develop marketable products from new
technologies, failure of EFO or other new products to meet performance
expectations, unanticipated costs of integrating acquisitions into the
Fiberstars operation, delays in manufacturing of products, increased
competition, other adverse sales and distribution factors and greater than
anticipated costs and/or warranty expenses. For more information about potential
factors which could affect Fiberstars financial results, please refer to
Fiberstars' SEC reports, including its Annual Report on Form 10-K for the year
ended December 31, 2005, and its quarterly reports on Form 10-Q. These
forward-looking statements speak only as of the date hereof. Fiberstars
disclaims any intention or obligation to update or revise any forward-looking
statements.

SOURCE  Fiberstars, Inc.
    -0-                             07/06/2006
    /CONTACT:  investors, Bob Connors, CFO, of Fiberstars, Inc.,
+1-440-715-1300; or Nathan Tinker of Antenna Group, +1-203-229-0358, for
Fiberstars/
     /Web site:  http://www.fiberstars.com/
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.2
<SEQUENCE>3
<FILENAME>fi6316ex992.txt
<DESCRIPTION>EXHIBIT 99.2
<TEXT>
                                                                    Exhibit 99.2

       FIBERSTARS ANNOUNCES FINAL RESULTS OF SHAREHOLDER MEETING; VOTE ON
                DELAWARE REINCORPORATION APPROVED BY SHAREHOLDERS

SOLON, Ohio, July 6 /PRNewswire-FirstCall/ -- Fiberstars, Inc. (Nasdaq: FBST),
the global leader in commercial fiber optic lighting, announced today that the
reincorporation of Fiberstars in Delaware was approved. The Company, currently
incorporated in California, expects to complete the reincorporation in the third
quarter. The Company held its annual shareholder meeting on June 15, 2006, but
the meeting was adjourned until July 6 because nearly 6 million shares had not
yet voted on reincorporation in Delaware.

About Fiberstars, Inc.

Fiberstars, Inc., (Nasdaq: FBST) is the leading supplier of fiber optic lighting
and the world's only supplier of EFO(R), a lighting technology which is more
efficient than conventional electric lamps. Fiberstars products are designed,
manufactured and marketed for the commercial lighting, sign and swimming pool,
and spa markets. Fiberstars fiber optic lighting provides energy savings,
aesthetic, safety and maintenance cost benefits over conventional lighting.
Customers include supermarket chains, retail stores, fast food restaurants,
theme parks and casinos, hotels, swimming pool builders, spa manufacturers and
many others. Company headquarters are located at 32000 Aurora Rd., Solon, OH
44139. The Company has additional offices in Pleasanton, CA, New York City,
United Kingdom and Germany. For more information, see www.fiberstars.com.

Forward-looking statements in this release are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements include statements regarding the anticipated
reincorporation of Fiberstars in Delaware, such reincorporation could be delayed
or abandoned if Fiberstars is unable to get the necessary consents to effect the
reincorporation. For more information about potential factors, which could
affect Fiberstars financial results, please refer to Fiberstars' SEC reports,
including its Annual Report on Form 10-K for the year ended December 31, 2005,
and its quarterly reports on Form 10-Q. These forward- looking statements speak
only as of the date hereof. Fiberstars disclaims any intention or obligation to
update or revise any forward-looking statements.

SOURCE  Fiberstars, Inc.
    -0-                             07/06/2006
    /CONTACT:  investors, Bob Connors, CFO of Fiberstars, Inc.,
+1-440-715-1300, or media, Nathan Tinker of Antenna Group, +1-203-229-0358,
for Fiberstars/
    /Web site:  http://www.fiberstars.com/
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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