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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 19, 2007
 
HANOVER COMPRESSOR COMPANY
(Exact Name of Registrant as Specified in Its Charter)
         
Delaware
(State or Other Jurisdiction of
Incorporation or Organization) 		  001-13071
(Commission File Number) 		  76-0625124
(I.R.S. Employer
Identification No.)
     
12001 North Houston Rosslyn
Houston, Texas
(Address of Principal Executive Offices) 		  77086
(Zip Code)
Registrant’s Telephone Number, including Area Code: (281) 447-8787
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):
     
þ
  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
    
o
  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
    
o
  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
    
o
  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 19, 2007, Hanover Compressor Company (“Hanover”) announced that it has commenced cash tender offers for its 8.625% Senior Notes due 2010, 9.0% Senior Notes due 2014 and 7.5% Senior Notes due 2013 on the terms and subject to the conditions set forth in Hanover’s Offer to Purchase and Consent Solicitation Statement dated July 19, 2007. The foregoing description is qualified in its entirety by reference to the press release, which is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
     
Exhibit No.   Description
 
    
99.1*
  Press Release dated July 19, 2007
 
*   Filed herewith

 

 

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.
         
  HANOVER COMPRESSOR COMPANY
 		  
Date: July 19, 2007  By:   /s/ Suzanne B. Kean    
    Name:   Suzanne B. Kean   
    Title:   Vice President and Deputy General Counsel   

 

 

         
EXHIBIT INDEX
     
Exhibit No.   Description
 
    
99.1
  Press Release dated July 19, 2007