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): May 15, 2003 Versar Inc. ----------------------------------------------------------------- (Exact Name of Registrant as Specified in its Charter) Delaware 1-9309 54-0852979 -------------------- -------------------- --------------------- (State or Other (Commission File (IRS Employer Jurisdiction) Number) Identification No.) 6850 Versar Center, Springfield, Virginia 22151 ----------------------------------------------------------------- (Address of Principal Executive Offices) (703) 750-3000 ----------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable ----------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Item 9. Regulation FD Disclosure (the following discussion is furnished under "Item 12. Results of Operations and financial Condition") In accordance with SEC Release No. 33-8216, the following information, required to be furnished under "Item 12. Results of Operations and Financial Condition," is furnished under "Item 9. Regulation FD Disclosure." On May 15, 2003, Versar, Inc. announced via press release the Company's results for its third quarter ended March 31, 2003. A copy of the Company's press release is attached hereto as Exhibit 99.1. This Form 8-K and the attached exhibit are provided under Item 12 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission. 2 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. VERSAR, INC. /S/ Lawrence W. Sinnott Date: May 15, 2003 By______________________________ Lawrence W. Sinnott Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer) 3