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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): July 23, 1998
Dollar Thrifty Automotive Group, Inc.
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(Exact name of registrant as specified in its charter)
DELAWARE 1-13647 73-1356520
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(State or other jurisdiction (Commission) (IRS Employer
of incorporation) File Number) Identification No.)
5330 East 31st Street, Tulsa, OK 74135
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (918)660-7700
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N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On July 23, 1998, the Board of Directors of Dollar Thrifty Automotive
Group, Inc. (the "Company") declared a dividend distribution of one right (a
"Right") for each share of Common Stock, par value $.01 per share (the "Common
Shares"), of the Company outstanding at the close of business on August 3, 1998
(the "Record Date"), pursuant to the terms of a Rights Agreement, dated as of
July 23, 1998 (the "Rights Agreement"), between the Company and Harris Trust and
Savings Bank, as Rights Agent. The Rights Agreement also provides, subject to
specified exceptions and limitations, that Common Shares issued or delivered
from the Company's treasury after the Record Date will be entitled to and
accompanied by Rights. The Rights are in all respects subject to and governed by
the provisions of the Rights Agreement, a copy of which (including all exhibits
thereto) is filed as Exhibit 4.19 hereto and incorporated herein by this
reference. A summary description of the Rights is set forth in Exhibit C to the
Rights Agreement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
Exhibits:
The Exhibits to this report are listed in the Index to Exhibits set
forth elsewhere herein.
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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, hereunto duly authorized.
DOLLAR THRIFTY AUTOMOTIVE GROUP,
INC.
By: /s/ JOSEPH E. CAPPY
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Name: Joseph E. Cappy
Title: President and Principal
Executive Officer
Dated: July 24, 1998
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INDEX TO EXHIBITS
EXHIBIT
NUMBER Description
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4.19 Rights Agreement (including a Form of Certificate of
Designation of Series A Junior Participating Preferred
Stock as Exhibit A thereto, a Form of Right Certificate
as Exhibit B thereto and a Summary of Rights to Purchase
Preferred Stock as Exhibit C thereto)
99.1 Form of Letter to Stockholders, dated August 3,
1998
99.2 Press release, dated July 23, 1998