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): June 9, 2008
R.H. DONNELLEY CORPORATION
(Exact name of registrant as specified in its charter)
 
         
Delaware   1-07155   13-2740040
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)
         
1001 Winstead Drive, Cary, NC       27513
(Address of principal       (Zip Code)
executive offices)        
Registrant’s telephone number,
including area code:
(919) 297-1600
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 

 

Item 8.01. Other Events.
     On June 9, 2008, R.H. Donnelley Corporation (the “Company”) issued a press release to announce the interim results of the concurrent exchange offers by R.H. Donnelley Inc. (“RHDI”), a wholly owned subsidiary of the Company, to issue its 11.75% Senior Notes due May 15, 2015 (the “New Notes”) in exchange for a portion of the Company’s outstanding notes. The Company and RHDI also announced that RHDI has amended the maximum amount offered for exchange of certain series of outstanding notes of the Company and extended the expiration time for each of the exchange offers until 12:00 midnight, New York City time, on June 20, 2008.
     A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
     The New Notes have not been and are not expected to be registered under the Securities Act of 1933 or any state securities laws. Therefore, the New Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act of 1933 and any applicable state securities laws.
     This report shall not constitute an offer to purchase any securities or a solicitation of an offer to sell any securities and is issued pursuant to Rule 135c under the Securities Act of 1933. The exchange offers are being made only pursuant to a confidential offering memorandum and related letter of transmittal and only to such persons and in such jurisdictions as is permitted under applicable law.
Item 9.01. Financial Statements and Exhibits.
     (d) Exhibits
          The following exhibit is filed with this report:
     
Exhibit No.   Exhibit Description
 
   
99.1
  Press Release of R.H. Donnelley Corporation dated June 9, 2008.

 

 

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 thereunto duly authorized.
         
  R.H. DONNELLEY CORPORATION
  		 
  /s/ Mark W. Hianik    
  Name:   Mark W. Hianik   
  Title:   Senior Vice President, General Counsel
and Corporate Secretary  		 
 
Date: June 9, 2008

 

 

EXHIBIT INDEX
     
Exhibit No.   Exhibit Description
 
   
99.1
  Press Release of R.H. Donnelley Corporation dated June 9, 2008.

 

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