1 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): June 5, 2003 ------------ ANDREA ELECTRONICS CORPORATION ------------------------------ (Exact name of registrant as specified in its charter) New York 1-4324 11-0482020 -------- -------- ---------- (State or other Jurisdiction of (Commission (IRS Employer incorporation or organization) File Number) Identification No.) 45 Melville Park Road, Melville, New York 11747 ----------------------------------------------- (Address of principal executive offices) (631) 719-1800 -------------- (Registrant's telephone number, including area code) Not Applicable -------------- (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. ------------ On June 5, 2003, Andrea Electronics Corporation (the "Company") announced that Richard A. Maue resigned as Chief Financial Officer of the Company, effective June 5, 2003. On June 5, 2003, the Company also announced that Corisa L. Guiffre, who previously served as Controller of the Company, was appointed to serve as Vice President, Chief Financial Officer of the Company, and that Vicki Tursi, who previously served as the Company's Accounting Manager, was appointed as Controller of the Company. A copy of the Company's press release dated June 5, 2003 is attached as Exhibit 99.1 and incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. ------- --------------------------------- Exhibit 99.1 Press Release Dated June 5, 2003 2 3 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. ANDREA ELECTRONICS CORPORATION Dated: June 10, 2003 By: /s/ Douglas J. Andrea ------------------------------------- Douglas J. Andrea Chairman of the Board and Corporate Secretary