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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 15, 1997
R.R. DONNELLEY & SONS COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 1-4694 36-1004130
(State or other jurisdiction (Commission (IRS Employer
of incorporation) file number) Identification No.)
77 WEST WACKER DRIVE
CHICAGO, ILLINOIS 60601
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number (312) 326-8000
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ITEM 5. OTHER EVENTS
On December 16, 1997, the Company issued a press release regarding, in
part, the restructuring of its interest in Stream International Holdings Inc.
(SIH), the reclassification of a portion of the business as discontinued
operations and the recording of a fourth-quarter charge of approximately $100
million pre-tax to adjust the carrying cost of the properties. A copy of the
press release is attached as Exhibit 99.1 and is hereby incorporated by
reference. The Company's Pro Forma Consolidated Financial Statements for the
years ended December 31, 1994, 1995 and 1996 and the nine months ended September
30, 1996 and 1997 are attached as Exhibit 99.2 and are hereby incorporated by
reference. Effective November 20 and December 1, 1997, the By-laws of the
Company were amended to reflect certain organizational changes previously
announced.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
EXHIBIT DESCRIPTION
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3 (ii)(a) By-Laws
3 (ii)(b) Amendment to By-Laws adopted November 20, 1997.
99.1 Press Release of R.R. Donnelley & Sons Company Issued
December 16, 1997.
99.2 R.R. Donnelley & Sons Company -- Certain Pro Forma
Information as of and for the Years ended December 31,
1994, 1995 and 1996 and the Nine Months ended September 30,
1996 and 1997
-- Pro Forma Statements of Income
-- Pro Forma Consolidated Balance Sheet
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 THEREUNTO DULY AUTHORIZED.
R.R. DONNELLEY & SONS COMPANY
Date: December 15, 1997 By: /s/ Monica M. Fohrman
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Monica M. Fohrman
Vice President and Corporate Secretary
(Authorized Officer)