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): August 14, 2002
CDI Corp.
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(Exact name of registrant as specified in its charter)
Pennsylvania
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(State or other jurisdiction of incorporation)
1-5519
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(Commission File Number)
23-2394430
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(IRS Employer Identification No.)
1717 Arch Street, 35th Floor, Philadelphia, PA 19103-2768
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(215) 569-2200
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Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 - Statement Under Oath of Roger H. Ballou, Chief Executive Officer of CDI
Corp., pursuant to Order No. 4-460 of the Securities and Exchange Commission.
99.2 - Statement Under Oath of Gregory L. Cowan, Chief Financial Officer of CDI
Corp., pursuant to Order No. 4-460 of the Securities and Exchange Commission.
99.3 - Statement of Roger H. Ballou, Chief Executive Officer of CDI Corp., and
Gregory L. Cowan, Chief Financial Officer of CDI Corp., pursuant to U.S.C.
Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002 that accompanied the Company's Form 10-Q for the quarter ended June 30,
2002.
Item 9. Regulation FD Disclosure.
On August 14, 2002, Roger H. Ballou, Chief Executive Officer of CDI Corp.
(sometimes referred to in this Report as "the Company"), and Gregory L. Cowan,
Chief Financial Officer of the Company, each filed with the Securities and
Exchange Commission a statement under oath, as required by the Securities and
Exchange Commission's "Order Requiring the Filing of Sworn Statements Pursuant
to Section 21(a)(1) of the Securities Exchange Act of 1934" (File No. 4-460,
June 27, 2002). A copy of each of these statements is attached hereto as
Exhibits 99.1 and 99.2.
CDI Corp. is also furnishing, as Exhibit 99.3 hereto, the text of the
statement signed by the Company's Chief Executive Officer and its Chief
Financial Officer pursuant to U.S.C. Section 1350, as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 that accompanied the Company's
Form 10-Q for the quarter ended June 30, 2002.
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.
CDI CORP.
(Registrant)
By: /s/ Joseph R. Seiders
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Joseph R. Seiders
Senior Vice President and Secretary
Date: August 14, 2002
EXHIBIT INDEX
Exhibit Number Description
99.1 Statement Under Oath of Roger H. Ballou, Chief Executive
Officer of CDI Corp., pursuant to Order No. 4-460 of the
Securities and Exchange Commission.
99.2 Statement Under Oath of Gregory L. Cowan, Chief Financial
Officer of CDI Corp., pursuant to Order No. 4-460 of the
Securities and Exchange Commission.
99.3 Statement of Roger H. Ballou, Chief Executive Officer of CDI
Corp., and Gregory L. Cowan, Chief Financial Officer of CDI
Corp., pursuant to U.S.C. Section 1350, as Adopted Pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002 that
accompanied the Company's Form 10-Q for the quarter ended
June 30, 2002.