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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): December 2, 1996
WOOLWORTH CORPORATION
(Exact name of registrant as specified in its charter)
New York No. 1-10299 13-3513936
(State or other jurisdic- (Commission (IRS Employer
tion of incorporation) File Number) Identification No.)
233 Broadway, New York, New York 10279-0003
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 553-2000
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Item 5. Other Events.
On December 2, 1996, the Registrant announced that it had
signed a definitive agreement whereby the Registrant will acquire Eastbay, Inc.,
a direct marketer of athletic footwear, apparel, equipment and licensed and
private label products. The total all-cash purchase price will be approximately
$146 million. The transaction will be accomplished by means of a merger, and it
is anticipated that the transaction will be completed in early 1997. The
transaction is subject to approval by the shareholders of Eastbay, Inc., and to
customary regulatory approvals. (See Exhibit 99, which, in its entirety, is
incorporated herein by reference.)
Item 7. Financial Statements and Exhibits.
(c) Exhibits
In accordance with the provisions of Item 601 of Regulation
S-K, an index of exhibits is included in this Form 8-K on page 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 being hereunto duly authorized.
WOOLWORTH CORPORATION
(Registrant)
Date: December 5, 1996 By: /s/GARY M. BAHLER
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Gary M. Bahler
Vice President, General
Counsel and Secretary
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WOOLWORTH CORPORATION
INDEX OF EXHIBITS
FURNISHED IN ACCORDANCE
WITH THE PROVISIONS OF
ITEM 601 OF REGULATION S-K
Exhibit No. in Item 601
of Regulation S-K Description
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1 *
2 *
3 *
4 *
5 *
8 *
9 *
10 *
11 *
12 *
13 *
15 *
16 *
17 *
18 *
19 *
20 *
21 *
22 *
23 *
24 *
25 *
26 *
27 *
99 News Release Dated
December 2, 1996
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* Not applicable.
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