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):
November 12, 2001
Dice Inc.
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(Exact name of registrant as specified in its charter)
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Delaware 0-25017 13-3899472
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification Number)
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3 Park Avenue, New York, New York 10016
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(Address of principal executive offices) (zip code)
(212) 679-9078
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(Registrant's telephone number, including area code)
ITEM 7. EXHIBITS.
Exhibit
Number Description
99.1 Letter of Dice Inc., dated November 12, 2001, addressed
to Mr. Norbert Lou, Elliott Management Corporation
ITEM 9. Regulation FD Disclosure.
On November 12, 2001, Dice Inc. (the "Registrant") responded to the
letters of Elliott Associates, L.P., Elliott International, L.P. and Elliott
International Capital Advisors Inc. (together the "Elliott Bondholders"), dated
October 11 and November 6, 2001, to the Board of Directors of the Registrant.
The October 11 and November 6, 2001 letters were filed as exhibits to a Schedule
13D filed by the Elliott Bondholders on October 11, 2001 and a Schedule 13D
amendment filed on November 9, 2001, respectively. Each letter requested the
Board of Directors to recapitalize the Registrant by restructuring the
Registrant's 7% Convertible Subordinated Notes.
A copy of the Registrant's letter, dated November 12, 2001, responding
to the October 11 and November 6, 2001 letters of the Elliott Bondholders is
furnished pursuant to Regulation FD with this Current Report on Form 8-K as
Exhibit 99.1. This letter is not filed pursuant to the Securities Exchange Act
of 1934 and is not incorporated by reference in any registration statements
filed under the Securities Act of 1933.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
DICE INC.
By: /s/ Brian P. Campbell
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Name: Brian P. Campbell, Esq.
Title: Vice President and General Counsel
Dated: November 13, 2001