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): July 12, 2004 MARVEL ENTERPRISES, INC. (Exact name of registrant as specified in its charter) Delaware 001-13638 13-3711775 - -------------------------------------------------------------------------------- (State or other jurisdiction of (Commission file number) (I.R.S. Employer incorporation or Identification No.) organization) 10 East 40th Street, New York, New York 10016 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) (212) 576-4000 (Registrant's telephone number, including area code) Item 5. Other Events On July 12, 2004, Marvel Enterprises, Inc. ("Marvel") issued a press release, a copy of which is attached hereto as Exhibit 99.1, announcing that its Board of Directors has authorized a $100 million common stock repurchase program. Pursuant to the authorization, Marvel may purchase shares from time to time in the open market or through privately negotiated transactions over the next eighteen months. Marvel's largest shareholder and Vice Chairman, Isaac Perlmutter, and its Marvel Studios' Chief Executive Officer, Avi Arad, have each agreed not to sell any shares they beneficially own while the repurchase program is in place. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits Exhibit No. - ----------- 99.1 Text of press release, dated July 12, 2004. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, Marvel Enterprises, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MARVEL ENTERPRISES, INC. By: /s/ John Turitzin --------------------------------------------- Name: John Turitzin Title: Executive Vice President and General Counsel Date: July 12, 2004