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) N/A
Heilig-Meyers Company
(Exact name of registrant as specified in its charter)
Virginia
(State or other jurisdiction of incorporation)
1-8484 54-0558861
(Commission file number) (IRS Employer Identification No.)
2235 Staples Mill Road, Richmond, Virginia 23230
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (804) 359-9171
(Former name or former address, if changed since last report)
Item 5. Other Events
On February 20, 1997, Heilig-Meyers Company ("Heilig-Meyers") and
MacSaver Financial Services, Inc. ("MacSaver") entered into a Pricing Agreement
with Goldman, Sachs & Co., on behalf of itself and NationsBanc Capital Markets,
Inc. and Salomon Brothers Inc, which incorporated by reference a related
Underwriting Agreement, dated August 6, 1996, for the public offering by
MacSaver of $100 million aggregate principal amount of 7.40% Notes due February
15, 2002, guaranteed as to payment of principal and interest by Heilig-Meyers
(the "7.40% Notes"). The 7.40% Notes were issued pursuant to an Indenture dated
as of August 1, 1996 among Heilig-Meyers, MacSaver and First Union National Bank
of Virginia, as Trustee, and an Officers' Certificate dated as of February 25,
1997.
Item 7. Financial Statements and Exhibits
(C) Exhibits
The following exhibits are filed as a part of this report.
1(a) Underwriting Agreement dated August 6, 1996 among
Heilig-Meyers and MacSaver, filed with the Commission
as Exhibit 1(a) to Heilig-Meyers' Current Report on
Form 8-K filed September 11, 1996, is expressly
incorporated herein by this reference.
1(b) Pricing Agreement dated Feburary 20, 1997 among
Heilig-Meyers, MacSaver and Goldman, Sachs & Co., on
behalf of itself and NationsBanc Capital Markets,
Inc. and Salomon Brothers Inc.
4(a) Indenture dated as of August 1, 1996 among
HeiligMeyers, MacSaver and First Union National Bank
of Virginia, as Trustee, filed with the Commission as
Exhibit 4(a) to Heilig-Meyers' Current Report on Form
8-K filed September 11, 1996, is expressly
incorporated herein by this reference.
4(b) Officers' Certificate dated February 25, 1997,
relating to the 7.40% Notes.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
HEILIG-MEYERS COMPANY
Date: April 10, 1997 By: s/ Paige H. Wilson
--------------------
Paige H. Wilson
Vice President,
Treasurer and Secretary
Exhibit Index
Exhibit
No. Description
1(b) Pricing Agreement dated Feburary 20, 1997 among Heilig-
Meyers, MacSaver and Goldman, Sachs & Co., on behalf of
itself and NationsBanc Capital Markets, Inc. and Salomon
Brothers Inc.
4(b) Officers' Certificate dated February 25, 1997, relating
to the 7.40% Notes.