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: February 2, 1998 UNITED ASSET MANAGEMENT CORPORATION ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-9215 04-2714625 - ---------------------------- ------------- ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) One International Place, Boston, MA 02110 - -------------------------------------------------------------------------------- (Address of principal executive offices) (ZIP Code) Registrant's telephone number, including area code: (617) 330-8900 Item 5. Other Events On February 2, 1998, United Asset Management Corporation published a press release in the form attached hereto as Exhibit 99.1, which press release is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit Number 3(ii) Amended and Restated By-Laws (effective as of January 20, 1998) 99.1 Press Release of United Asset Management Corporation dated February 2, 1998. 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. UNITED ASSET MANAGEMENT CORPORATION ----------------------------------- Registrant DATED: February 2, 1998 By: /s/ William H. Park ----------------------------------- William H. Park Executive Vice President and Chief Financial Officer