2 ================================================================================ 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): December 5, 2002 THE DUN & BRADSTREET CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-15967 22-3725387 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 103 John F. Kennedy Parkway, Short Hills NJ 07078 - ------------------------------------------- -------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (973) 921-5500 (Formerly located at One Diamond Hill Rd., Murray Hill, NJ 07974,(908-665-5500.) (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE. On December 5, 2002, the registrant announced that it had entered into a definitive agreement to acquire Hoover's, Inc. The registrant's press release dated December 5, 2002 is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. Exhibit No. Description of Exhibit 99.1 Press release dated December 5, 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. The Dun & Bradstreet Corporation By /s/David J. Lewinter -------------------------------- David J. Lewinter Senior Vice President, General Counsel & Corporate Secretary DATE: December 5, 2002