ALPHA PRO TECH LTD — Annual Report 2007

May 9, 2008

10-K/A 1 a08-13901_110ka.htm AMENDMENT TO ANNUAL REPORT PURSUANT TO SECTION 13 AND 15(D)

*SECURITIES AND EXCHANGE COMMISSION*

*Washington, D.C. 10549*

*FORM 10-K/A*

*( Mark One)*

| x | ANNUAL REPORT UNDER
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| --- | --- |
| For the fiscal year ended December 31, 2007 | |
| o | TRANSITION REPORT PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |

*Commission file number: 01-15725*

*ALPHA PRO TECH, LTD.*

(exact name of registrant as specified in its charter)

Delaware	63-1009183
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)

| 60 Centurian Drive,
Suite 112, | |
| --- | --- |
| Markham, Ontario | L3R 9R2 |
| Address of principal offices | Zip Code |

Registrant’s telephone number including area code: 905-479-0654

Securities registered pursuant to Section 12(g) of the Act:

*Common Shares Par Value $.01 Per Share*

(Title of Class)

Indicate by check mark whether the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes o No x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act Yes x No o

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 or Regulation S-K (Sec. 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer o	Accelerated filer o
Non-accelerated filer x	Smaller reporting
company o
(Do not check if a
smaller reporting company)

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2). Yes o No x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act.) Yes o No x

The aggregate market value of the voting stock held by non-affiliates of the registrant as of March 17, 2008 was $27,355,309 based on the average bid and asked price on that date. The number of registrant’s Common Shares outstanding as of March 17, 2008 was 25,164,653.

Documents incorporated by reference and the Part of the Form 10-K into which the document is incorporated are as follows: Registrant’s definitive proxy statement for its Annual Meeting of Stockholders, to be held on June 9, 2008, which will be filed with the Securities and Exchange Commission on or before April 30, 2008 (incorporated by reference under Part III).

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*Explanatory Note*

This Amendment No. 1 on Form 10-K/A( the “amended Form 10-K”) amends Alpha Pro Tech, Ltd. Annual Report on Form 10-K for the fiscal year ended December 31, 20047 that was filed with the Securities and Exchange Commission on March 20, 2008 ( the “original Form 10-K”). this amended Form 10-K is being filed solely to revise the year date under Part IV signatures and exhibits. Said report inadvertently failed to indicate the correct year of 2008, on the signatures, exhibit 31.1, 31.2, 32.1 and 32.2 Certification Under Exchange Act Rules 13a – 14(b) and 15d – 14(b).

For the convenience for the reader, this amended Form 10-K included the revised signatures , exhibit 31.1, 31.2, 32.1 and 32.2 Certification Under Exchange Act Rules 13a – 14(b) and 15d – 14(b) pages. This amended Form 10-K is not intended to, nor does it, reflect events occurring after the filing of the original Form 10-K, and does not modify or update the disclosures therein in any way other than as required to reflect the changes described above.

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*SIGNATURES*

Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the Registrant has fully caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

*ALPHA PRO TECH, LTD* .

| DATE: | March 20, 2008 | BY: | /s/ Sheldon
Hoffman |
| --- | --- | --- | --- |
| | | | Sheldon
Hoffman |
| | | | Chief
Executive Officer and Director |
| DATE: | March 20, 2008 | BY: | /s/ Lloyd
Hoffman |
| | | | Lloyd Hoffman |
| | | | Chief
Financial Officer |

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registration and in the capacities indicated on March 20, 2007.

/s/ David B. Anderson
David
B. Anderson, Director
/s/ Sheldon
Hoffman
Sheldon Hoffman, Director
/s/ Robert H. Isaly
Robert H. Isaly, Director
/s/ Russ
Manock
Russ
Manock, Director
/s/ Alexander
W. Millar
Alexander W. Millar, Director
/s/ Danny
Montgomery
Danny
Montgomery, Director
/s/ Dr. John
Ritota
Dr. John Ritota, Director

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