UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC  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):  March 3, 2005

 

 

Casella Waste Systems, Inc.
(Exact Name of Registrant as Specified in Charter)

 

 

 

 

Registrant’s telephone number, including area code: (802) 775-0325

 

 

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):

 

        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 1.01.  Entry into a Material Definitive Agreement.

 

                On March 3, 2005, the Board of Directors of Casella Waste Systems, Inc. approved changes to the arrangements with respect to compensation of non-employee directors, which provide that (i) the annual retainer paid to each non-employee director for service on the Board of Directors is increased to $25,000, (ii) the fee paid to each non-employee director for attendance at each meeting of a committee of the Board of Directors is increased to $1,000, and (iii) the additional annual retainer paid to the lead outside director is increased to $75,000.

 

 

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SIGNATURE

 

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, thereunto duly authorized.

 

 

	CASELLA WASTE SYSTEMS, INC.
Date: March 8, 2005	By:	/s/ Richard A. Norris
	Name:	Richard A. Norris
	Title:	Chief Financial Officer

 

 

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