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): MAY 7, 1999 LAMAR ADVERTISING COMPANY (Exact name of registrant as specified in its charter) DELAWARE 0-20833 72-1205791 (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 5551 CORPORATE BOULEVARD, BATON ROUGE, LOUISIANA 70808 (Address of principal executive offices and zip code) (225) 926-1000 (Registrant's telephone number, including area code) 2 ITEM 5. OTHER In order to furnish an exhibit for incorporation by reference into the Registration Statements on Form S-3 of Lamar Advertising Company previously filed with Securities and Exchange Commission (File Nos. 333-50559 and 333-71929), which Registration Statements were declared effective by the Commission on April 28, 1998 and February 14, 1999, respectively, Lamar Advertising Company is filing as Exhibit 1.1 to such Registration Statements a form of Underwriting Agreement for use in connection with underwritten sales of securities pursuant to such Registration Statements. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 1.1 Form of Underwriting Agreement for use in connection with underwritten sales of securities pursuant to this Registration Statement. Filed herewith. 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. Date: May 7, 1999 LAMAR ADVERTISING COMPANY By: /s/ KEVIN P. REILLY, JR. -------------------------------------- Kevin P. Reilly, Jr. President and Chief Executive Officer 3 4 EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ----------- ----------- 1.1 Form of Underwriting Agreement for use in connection with underwritten sales of securities pursuant to this Registration Statement. Filed herewith. 4