- ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- 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) September 30, 1996 MICHAELS STORES, INC. (Exact Name of Registrant as Specified in Charter) Delaware 0-11822 75-1943604 (State of (Commission (IRS Employer incorporation) File Number) Identification No.) 8000 Bent Branch Drive Irving, Texas 75063-6041 P.O. Box 619566 DFW, Texas 75261-9566 ------------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (972) 409-1300 5931 Campus Circle Drive, Irving, Texas 75063 ---------------------------------------------- (Former Address, if Changed Since Last Report) - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- ITEM 5. OTHER EVENTS. Effective October 1, 1996, Michaels Stores, Inc. (the "Company") adopted the amended and restated Michaels Stores, Inc. Employees 401(K) Plan (the "Amended 401(K) Plan"). A copy of the Amended 401(K) Plan is attached hereto as Exhibit 99.2. The Company is also filing herewith (i) as Exhibit 99.1, a copy of the Michaels Stores, Inc. Employees 401(K) Plan effective as of February 1, 1994 (the "Prior 401(K) Plan"), which is in the form approved by the Internal Revenue Service by determination letter dated September 17, 1996 and (ii) as Exhibit 99.3, a copy of the Company's Trust Agreement by and between the Company and Wachovia Bank of North Carolina, N.A. (the "Trust Agreement"). Each of the Amended 401(K) Plan, the Prior 401(K) Plan and the Trust Agreement are hereby incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (a)-(b) Not applicable. (c) Exhibits Required by Item 601 of Regulation S-K. EXHIBIT NO. DESCRIPTION ----------- ----------- 99.1 Michaels Stores, Inc. Employees 401(k) Plan (As Amended and Restated Effective February 1, 1994). 99.2 Michaels Stores, Inc. Employees 401(k) Plan (As Amended and Restated Effective October 1, 1996). 99.3 Michaels Stores, Inc. Employees 401(k) Trust. -2- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MICHAELS STORES, INC. By: /s/ R. DON MORRIS ------------------------------------ Name: R. Don Morris Title: Executive Vice President and Chief Financial Officer Date: September 30, 1996 -3- INDEX TO EXHIBITS EXHIBIT NUMBER DESCRIPTION OF EXHIBIT - ------- ---------------------- 99.1 Michaels Stores, Inc. Employees 401(k) Plan (As Amended and Restated Effective February 1, 1994). 99.2 Michaels Stores, Inc. Employees 401(k) Plan (As Amended and Restated Effective October 1, 1996). 99.3 Michaels Stores, Inc. Employees 401(k) Trust. -4-