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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: NOVEMBER 19, 1998
CINCINNATI BELL INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Ohio 1-8519 31-1056105
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
201 East Fourth Street
Cincinnati, Ohio 45202
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (513) 397-9900
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Item 2. Acquisition or Disposition of Assets.
On November 19, 1998, Cincinnati Bell Inc. announced that it has set
the distribution ratio and record date for the previously announced distribution
of Convergys Corporation, its 90%-owned customer-care and billing business.
Cincinnati Bell shareholders of record at the close of business on December 1,
1998, will receive one share of Convergys Corporation for each share of
Cincinnati Bell Inc. owned on that date, or approximately 137 million shares in
the aggregate. The distribution will be effective on December 31, 1998. After
the distribution, Cincinnati Bell will not have any ownership interest in
Convergys Corporation. Additional information concerning the distribution is
contained in a letter that will be sent to all Cincinnati Bell shareholders, a
copy of which is being filed as Exhibit 20 to this Form 8-K.
Item 5. Other Items.
On November 19, 1998, Richard G. Ellenberger, President and Chief
Executive Officer of Cincinnati Bell Telephone Company and Chief Operating
Officer of Cincinnati Bell Inc., was appointed a director of Cincinnati Bell
Inc. In addition, on November 19, 1998, Mr. Ellenberger was named to succeed
John T. LaMacchia as President and Chief Executive Officer of Cincinnati Bell
when Mr. LaMacchia retires.
Item 7. Financial Statements and Exhibits.
(b) Pro forma financial information.
Pro forma financial information reflecting the distribution of
Convergys Corporation is set forth in Exhibit 99-1 attached hereto and
incorporated by reference herein.
(c) Exhibits.
20 Letter to Cincinnati Bell shareholders dated November
19, 1998.
99-1 Cincinnati Bell Consolidated Pro Forma Financial
Statements.
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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.
CINCINNATI BELL INC.
By: /s/ Kevin W. Mooney
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Kevin W. Mooney
Chief Financial Officer
Date: November 24, 1998
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Index to Exhibits
Exhibit Description
20 Letter to Cincinnati Bell shareholders dated November 19, 1998.
99-1 Cincinnati Bell Consolidated Pro Forma Financial Statements.