Edgar Filing: MATERIAL SCIENCES CORP

MATERIAL SCIENCES CORPORATION

(Registrant)

Date: July 13, 2007

/s/ James M. Froisland

James M. Froisland

Senior Vice President, Chief Financial Officer, Chief Information Officer and Corporate Secretary.

Form 8-K

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 12, 2007

MATERIAL SCIENCES CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Delaware

1-8803

95-2673173

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

2200 East Pratt Boulevard

Elk Grove Village, Illinois

60007

(Address of Principal Executive Offices)

(Zip Code)

(847) 439-2210

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(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 obligation 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(b))

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

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

Item 8.01.

Other Events.

On July 12, 2007, Material Sciences Corporation (the “Company”) entered into a written trading plan with First Analysis Corporation (“First Analysis”) under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, as part of the Company’s existing share repurchase program to repurchase up to 1 million shares of the Company’s common stock. The Rule 10b5-1 share purchases by First Analysis are expected to commence on July 12, 2007.

The Company has previously repurchased approximately 255,200 shares under the existing share repurchase program, which was originally announced on February 8, 2006.

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.