UNITED STATES 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): September 29, 2003 THE WASHINGTON POST COMPANY (Exact name of registrant as specified in its charter) Delaware 1-6714 53-0182885 (State or other (Commission File Number) (IRS Employer jurisdiction Identification of incorporation) Number) 1150 15th Street, N.W. 20071 Washington, DC (Zip Code) (Address of principal executive offices) (202) 334-6000 (Registrant's Telephone Number, Including Area Code) Not Applicable (Former name or former address, if changed since last report) 2 ITEM 5. OTHER EVENTS Offer to Purchase Certain Options Granted to Kaplan, Inc. Employees On September 29, 2003, The Washington Post Company (the "Company") announced that it was offering $138 million dollars for approximately 55 percent of the option shares of its subsidiary, Kaplan, Inc. ("Kaplan"), held by Kaplan managers under the Kaplan stock option plan (the "Offer"). The Company is offering Kaplan stock option holders a 10% premium over the current stock value set by the Compensation Committee of the Company's Board of Directors. The Offer is contingent on at least 90 percent of eligible shares being tendered by October 28, 2003. If fewer shares are tendered, the Offer will lapse. If the Offer is accepted, the Company will own approximately 95% of Kaplan common stock on a fully diluted basis. A copy of the press release (including a letter to shareholders of the Company) further describing the Offer is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. C. Exhibits. Exhibit No. Description 99.1 Press Release dated September 29, 2003. 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. The Washington Post Company Date: September 29, 2003 By: /s/ John B. Morse, Jr. ------------------------------- Name: John B. Morse, Jr. Title: Vice President - Finance EXHIBIT INDEX Exhibit No. Description Exhibit 99.1 Press Release dated September 29, 2003.