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): April 28, 2004 COVANSYS CORPORATION (Exact Name of Registrant as Specified in its Charter) MICHIGAN (State or Other Jurisdiction of Incorporation) 0-22141 38-2606945 (Commission File Number) (I.R.S. Employee Identification Number) 32605 WEST TWELVE MILE ROAD, SUITE 250, FARMINGTON HILLS, MI 48334 (Address of Principal Executive Office) (Zip Code) (248) 488-2088 (Registrant's Telephone Number, Including Area Code) None (Former Name and Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE On April 27, 2004, Covansys Corporation issued a press release announcing that the Company's Board of Directors had approved a long-term Master Services Agreement and a Stock Purchase Agreement with Fidelity Information Services, Inc., a subsidiary of Fidelity National Financial, Inc. In order to facilitate the transactions with Fidelity National Financial Inc., and simplify its capital structure, the Company also announced that it had entered into a recapitalization agreement with funds managed by Clayton, Dubilier & Rice. A copy of the press release is attached as Exhibit 99.1 to this current report. This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. 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 duly authorized. Convansys Corporation Dated: April 28, 2004 By: /s/ John J. Andary Interim Chief Financial Officer EXHIBIT INDEX EXHIBIT NO. DESCRIPTION 99.1 Press Release Dated April 27, 2004