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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
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February 2, 1998 Commission File No. 1-6695
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(Date of Earliest Event Reported)
FABRI-CENTERS OF AMERICA, INC.
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(Exact name of Registrant as specified in its charter)
Ohio 34-0720629
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
5555 Darrow Road
Hudson, Ohio 44236
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(Address of principal executive offices) (Zip Code)
(330) 656 - 2600
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(Registrant's telephone number)
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Item 5. Other Events
On February 2, 1998, the Registrant announced that it had entered into
a merger agreement with House of Fabrics, Inc. pursuant to which (i) a
wholly-owned subsidiary of the Registrant will commence a cash tender offer (the
"Tender") to acquire all of the outstanding shares of House of Fabrics, Inc.,
and (ii) the Registrant will, following completion of the Tender, consummate a
merger in which all shareholders of House of Fabrics, Inc. who do not tender
their shares in the Tender will receive the same cash price paid in the Tender.
A copy of the Registrant's press release issued in connection with the execution
of the merger agreement is attached to this Form 8-K as Exhibit "99.1".
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 thereunto duly authorized.
FABRI-CENTERS OF AMERICA, INC.
DATE: February 12, 1998 /s/ Alan Rosskamm
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BY: Alan Rosskamm
Chairman, President and Chief Executive
Officer
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