1 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) September 10, 1997 ZALE CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) DELAWARE 0-21526 75-0675400 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 901 W. Walnut Hill Lane Irving, Texas 75038-1003 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (972) 580-4000 ------------------------- Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS. On September 10, 1997, Zale Corporation (the "Company") announced that it will offer $100 million of Senior Notes due 2007 to qualified institutional buyers pursuant to Rule 144A and Regulation S under the Securities Act of 1933. The press release issued by the Company on September 10, 1997 is attached hereto as Exhibit 99.1 and is hereby incorporated by reference into this Report. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. 99.1 Press Release issued by the Company on September 10, 1997. 2 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 hereunto duly authorized. ZALE CORPORATION Registrant By: /s/ MARK R. LENZ ---------------------------------- Mark R. Lenz Vice President and Controller (principal accounting officer of the registrant) Date: September 12, 1997 3 4 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION ------- ----------- 99.1 Press Release issued by the Company on September 10, 1997.