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 4, 2001 Specialty Catalog Corp. ----------------------- (Exact name of registrant as specified in its charter) Delaware 0-21499 04-3253301 - ----------------------------------------------------------------------------------------------- (State or other jurisdiction (Commission File Number) (IRS Employer Identification No.) of incorporation) 21 Bristol Drive, South Easton, Massachusetts 02375 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (508) 238-0199 ----------------------------- (Former name or former address, if changed since last report.) Item 5. Other Events On May 4, 2001, Specialty Catalog Corp. (the "Company") issued a press release stating that it has entered into a definitive merger agreement to take the Company private. Attached as an exhibit hereto is a copy of the press release. Item 7. Financial Statements and Exhibits (c) Exhibits. The following Exhibits are filed herewith as part of this report: Exhibit Description ------- ----------- 99.1 Press Release of the Company, dated May 4, 2001 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. SPECIALTY CATALOG CORP. By: /s/ Thomas K. McCain -------------------------------- Dated: May 7, 2001 Name: Thomas K. McCain Title: Senior Vice President 2