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) August 1726, 2009

Stamford Industrial Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-25781	41-1844584
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Landmark Square, 21st Floor, Stamford Connecticut		06901
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (203) 428-2200

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 obligation of the registrant under any of the following provisions:

o	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 25.02~~. Results~~ Departure of ~~Operations~~Directors ~~and~~or Certain Officers; Election of Directors; ~~Financial~~Appointment ~~Condition~~of Certain Officers; Compensatory Arrangements of Certain Officers

On August 1726, 2009, the ~~Registrant~~Company ~~issued~~entered into amendments (each, an ~~earnings~~“Amendment”) ~~press~~to ~~release~~the Company’s ~~announcing~~employment ~~financial~~agreements with each of Jonathan LaBarre, Chief Financial ~~results~~Officer, ~~for~~and ~~the~~Albert ~~three~~Weggeman, President and ~~six~~Chief ~~months~~Executive ~~ended~~Officer ~~June~~(each, 30an “Officer”), ~~2009~~dated December 1, 2006 and September 22, 2006, respectively (the “Employment Agreements”). AEach ~~copy~~Amendment (i) provides that the term of the agreement ~~earnings~~is amended so that it shall continue subject to termination without ~~press~~cause ~~release~~at isany ~~furnished~~time asby ~~Exhibit~~the ~~99.1~~Company or the Officer or until otherwise terminated pursuant to the terms of the Employment Agreement, and ~~incorporated~~(ii) ~~herein~~provides for a lump sum severance payment in the event of termination without cause by the Company ~~reference~~equal to base compensation and health insurance coverage, with respect to Mr. Weggeman of nine months and with respect to Mr. LaBarre of six months, subject to, among other things, their respective compliance with certain non-compete and other covenants contained in the Employment Agreements.

~~The earnings~~Except ~~press release contains the non-GAAP measures, EBITDA, Adjusted EBITDA,~~as ~~free~~otherwise cash flow, and diluted earnings per share before non-cash expenses because the Registrant believes that it enhances the user's overall understanding of the Registrant's current financial performance relative to past performance and provides, to the nearest GAAP measure, a better baseline for modeling future earnings expectations. The Registrant has provided ain ~~reconciliation within~~ the ~~earnings~~ ~~release of the non-GAAP financial measures EBITDA~~Amendments, ~~Adjusted EBITDA, free cash flow, and diluted earnings per share before non-cash expenses to~~ the ~~most~~ ~~directly~~Employment ~~comparable~~Agreements ~~GAAP~~will ~~financial~~continue measure. The Registrant’s management, however, cannot provide any assurance that the above-referenced non-GAAP financial measures are comparable to similarly titled financial measures presented by other publicly-traded companies. The non-GAAP financial measures described above should be considered in ~~addition to, but not as a substitute~~ ~~for, measures of financial performance prepared in~~ accordance with ~~GAAP~~their ~~that are presented in the earnings release~~terms.

The ~~information~~foregoing indescriptions ~~this~~of ~~Form~~the ~~8-K~~Amendments ~~and~~to the ~~Exhibit~~Employment ~~attached~~Agreements ~~hereto~~are ~~shall~~ not ~~be deemed~~ ~~"filed"~~intended ~~for~~to ~~purposes~~be ofcomplete ~~Section~~and 18are ofqualified by the ~~Securities~~complete ~~Act~~text of ~~1934~~such Amendments, ~~nor~~which ~~shall~~are ~~it be~~included ~~deemed~~as ~~incorporated~~Exhibits by10.1 ~~reference~~and in10.2 ~~any~~to ~~filing~~this ~~under~~Current ~~the Securities Act of~~Report ~~1933,~~on ~~except~~Form as8-K ~~shall~~and beincorporated ~~expressly~~herein ~~set forth~~ by ~~specific~~ reference ~~in such filing~~.

Item 9.01. Financial Statements and Exhibits

(d)

Exhibits.

Exhibit

Description

9910.1 ~~Press~~Letter ~~Release~~Agreement dated August 1726, 2009, ~~with~~amending ~~respect~~the toEmployment ~~the~~Agreement ~~Registrant’s~~by ~~financial~~and ~~results~~between ~~for~~Stamford ~~the~~Industrial ~~three~~Group, Inc. and ~~six~~Albert ~~months~~Weggeman, ~~ended~~dated ~~June~~as ~~30,~~of ~~2009~~September ~~(furnished~~22, ~~only)~~2006.

10.2	Letter Agreement dated August 26, 2009 amending the Employment Agreement by and between Stamford Industrial Group, Inc. and Jonathan LaBarre, dated as of December 1, 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 hereunto duly authorized.

Dated: August 1727, 2009

STAMFORD INDUSTRIAL GROUP, INC.

By: /s/ Jonathan LaBarre Jonathan LaBarre, Chief Financial Officer, Treasurer and Secretary

Exhibit Index

Number	Exhibit
99.1	Press Release dated August 17, 2009, with respect to the Registrant’s financial results for the three and six months ended June 30, 2009 (furnished only).
10.1	Letter Agreement dated August 26, 2009 amending the Employment Agreement by and between Stamford Industrial Group, Inc. and Albert Weggeman, dated as of September 22, 2006.
10.2	Letter Agreement dated August 26, 2009 amending the Employment Agreement by and between Stamford Industrial Group, Inc. and Jonathan LaBarre, dated as of December 1, 2006.

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