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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 AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest Event reported): March 4, 1997
Commission file number 0-14190
DREYER'S GRAND ICE CREAM, INC.
(Exact name of registrant as specified in its charter)
Delaware No. 94-2967523
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5929 College Avenue, Oakland, California 94618
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (510) 652-8187
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Item 5. Other Events
On March 4, 1997, the Board of Directors of Dreyer's Grand Ice
Cream, Inc., a Delaware corporation (the "Company"), approved a second
amendment (the "Amendment") to the Amended and Restated Rights Agreement (the
"Rights Agreement") dated as of March 4, 1991 by and between the Company and
ChaseMellon Shareholder Services, L.L.C. (as second successor in interest to
Bank of America, N.T. & S.A., a national banking association), as Rights Agent.
The Amendment, which became effective on March 17, 1997, amends the Rights
Agreement to delete the last sentence of Section 27 of the Rights Agreement,
thereby allowing for amendment of the Rights Agreement to change the redemption
price of the rights or the expiration date of the rights.
The foregoing description of the Amendment is qualified in its
entirety by reference to the full text of the Amendment, which is attached
hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
10.1 Second Amendment dated March 17, 1997, to Amended and
Restated Rights Agreement dated as of March 4, 1991, by and
between the Company and ChaseMellon Shareholder Services,
L.L.C., as Rights Agent.
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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.
DREYER'S GRAND ICE CREAM, INC.
By: /s/ Paul R. Woodland
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Name: Paul R. Woodland
Title: Vice President - Finance and Administration,
Chief Financial Officer and Assistant
Secretary
Dated: March 18, 1997
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INDEX TO EXHIBITS
Exhibit
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10.1 Second Amendment dated March 17, 1997, to Amended and Restated
Rights Agreement dated as of March 4, 1991, by and between the
Company and ChaseMellon Shareholder Services, L.L.C., as Rights
Agent.
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