UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): September 8, 2004
RAMP CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware 0-24768 84-1123311
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
33 Maiden Lane, New York, NY 10038
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 440-1500
Not Applicable
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(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:
[] 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))
Item 5.02 Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
Effective as of September 8, 2004, Mitchell M. Cohen resigned as the Chief
Financial Officer, Executive Vice President and Secretary of Ramp Corporation
(the "Company"). Mr. Cohen's resignation was not the result of any disagreement
with the Company or its current management on any matter relating to the
Company's operations, policies or practices. The Company is currently conducting
a search for a suitable candidate to replace Mr. Cohen.
SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934, the
registrant had duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: September 13, 2004
RAMP CORPORATION
By: /s/ Andrew Brown
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Andrew Brown
Chief Executive Officer and President