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 7, 2002
DOW JONES & COMPANY, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-7564 13-5034940
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
200 Liberty Street, New York, New York 10281
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 416-2000
PAGE 2
Item 7. Financial Statements and Exhibits.
Exhibits (furnished pursuant to Item 9)
99.1 Statement Under Oath of Chief Executive Officer of Dow
Jones & Company, Inc. Regarding Facts and Circumstances
Relating to Exchange Act Filings
99.2 Statement Under Oath of Chief Financial Officer of
Dow Jones & Company, Inc. Regarding Facts and
Circumstances Relating to Exchange Act Filings
99.3 Statement Pursuant to Section 1350(a) of title 18,
United States Code
Item 9. Regulation FD Disclosure.
The exhibits attached to this Form 8-K are hereby furnished
pursuant to Item 9.
PAGE 3
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 hereunto duly authorized.
DOW JONES & COMPANY, INC.
Dated: August 7, 2002 By: /s/ Robert Perrine
------------------------
Robert Perrine
Chief Accounting
Officer and Controller
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EXHIBIT INDEX
Exhibit No. Description
- ---------- -----------
99.1 Statement Under Oath of Chief Executive Officer of Dow
Jones & Company, Inc. Regarding Facts and Circumstances
Relating to Exchange Act Filings
99.2 Statement Under Oath of Chief Financial Officer of
Dow Jones & Company, Inc. Regarding Facts and
Circumstances Relating to Exchange Act Filings
99.3 Statement Pursuant to Section 1350(a) of title 18, United
States Code
Exhibit 99.1
Statement Under Oath of Chief Executive Officer of Dow Jones & Company, Inc.
Regarding Facts and Circumstances Relating to Exchange Act Filings
I, Peter R. Kann, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered
reports of Dow Jones & Company, Inc. ("Dow Jones" or the
"Company"), and, except as corrected or supplemented in a
subsequent covered report:
no covered report contained an untrue statement of a material
fact as of the end of the period covered by such report (or in
the case of a report on Form 8-K or definitive proxy materials,
as of the date on which it was filed); and
no covered report omitted to state a material fact necessary
to make the statements in the covered report, in light of the
circumstances under which they were made, not misleading as of
the end of the period covered by such report (or in the case of
a report on Form 8-K or definitive proxy materials, as of the
date on which it was filed).
(2) I have reviewed the contents of this statement with the Company's
audit committee.
(3) In this statement under oath, each of the following, if filed on or
before the date of this statement, is a "covered report":
the Annual Report on Form 10-K for the year ended December 31,
2001 of Dow Jones;
all reports on Form 10-Q, all reports on Form 8-K and all
definitive proxy materials of Dow Jones filed with the
Commission subsequent to the filing of the Form 10-K identified
above; and
any amendments to any of the foregoing.
/s/ Peter R. Kann
------------------------
Peter R. Kann
Chief Executive Officer,
Dow Jones & Company, Inc.
Dated: August 7, 2002
Subscribed and sworn to
before me this 7th day of
August 2002.
/s/Cynthia C. Lavertu
- ---------------------
Notary Public
My Commission Expires:
October 5, 2003
Exhibit 99.2
Statement Under Oath of Chief Financial Officer of Dow Jones & Company, Inc.
Regarding Facts and Circumstances Relating to Exchange Act Filings
I, Christopher W. Vieth, state and attest that:
(1) To the best of my knowledge, based upon a review of the covered
reports of Dow Jones & Company, Inc. ("Dow Jones" or the
"Company"), and, except as corrected or supplemented in a
subsequent covered report:
no covered report contained an untrue statement of a material
fact as of the end of the period covered by such report (or in
the case of a report on Form 8-K or definitive proxy materials,
as of the date on which it was filed); and
no covered report omitted to state a material fact necessary
to make the statements in the covered report, in light of the
circumstances under which they were made, not misleading as of
the end of the period covered by such report (or in the case of
a report on Form 8-K or definitive proxy materials, as of the
date on which it was filed).
(2) I have reviewed the contents of this statement with the Company's
audit committee.
(3) In this statement under oath, each of the following, if filed on or
before the date of this statement, is a "covered report":
the Annual Report on Form 10-K for the year ended December 31,
2001 of Dow Jones;
all reports on Form 10-Q, all reports on Form 8-K and all
definitive proxy materials of Dow Jones filed with the
Commission subsequent to the filing of the Form 10-K identified
above; and
any amendments to any of the foregoing.
/s/ Christopher W. Vieth
---------------------------
Christopher W. Vieth
Chief Financial Officer,
Dow Jones & Company, Inc.
Dated: August 7, 2002
Subscribed and sworn to
before me this 7th day of
August 2002.
/s/Gail Elen
- ------------
Notary Public
My Commission Expires:
May 31, 2006
Exhibit 99.3
Statement Pursuant to Section 1350(a) of title 18, United States Code
The undersigned, Peter R. Kann and Christopher W. Vieth, certify that:
(1) The accompanying Quarterly Report on Form 10-Q of Dow Jones & Company,
Inc. (the "Company") for the Quarterly Period Ended June 30, 2002 (the "Form
10-Q"), which is being filed today with the Securities and Exchange
Commission, fully complies with the requirements of section 13(a) or 15(d) of
the Securities and Exchange Act of 1934.
(2) The information contained in the Form 10-Q fairly presents, in all
material respects, the financial condition and results of operations of the
Company.
/s/ Peter R. Kann
------------------------
Peter R. Kann
Chief Executive Officer,
Dow Jones & Company, Inc.
Dated: August 7, 2002
/s/ Christopher W. Vieth
-----------------------------
Christopher W. Vieth
Chief Financial Officer,
Dow Jones & Company, Inc.
Dated: August 7, 2002