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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) October 3, 1997
IXC COMMUNICATIONS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 0-20803 76-2644120
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
5000 Plaza on the Lake, Suite 200, Austin, Texas 78746
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (512) 328-1112
Not applicable
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
On October 3, 1997, IXC Communications, Inc. (the "Company") filed with
the Securities and Exchange Commission a Registration Statement on Form S-4
(the "S-4") with respect to the Company's 12 1/2% Junior Exchangeable Preferred
Stock Due 2009. Such S-4 includes certain information regarding an employment
agreement (the "Employment Agreement") entered into between the Company and
Benjamin L. Scott, pursuant to which Mr. Scott will serve as President and
Chief Executive Officer of the Company. Mr. Scott will also become a member of
the Board of Directors upon the commencement of his employment with the Company
which is expected to occur on October 9, 1997.
In connection with the Employment Agreement, Mr. Scott was granted an
option to purchase 500,000 shares of the Company's Common Stock under the
Company's 1997 Special Executive Stock Plan (the "Stock Plan") which was
adopted in September 1997. The Employment Agreement and the Stock Plan were
described in, and filed with, the S-4 and are hereby incorporated by reference
herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS
99.1 Employment Agreement dated as of September 9, 1997 between
Benjamin L. Scott and IXC Communications, Inc. (incorporated by
reference to Exhibit 10.21 of IXC Communications, Inc.'s
Registration Statement on Form S-4 filed with the Securities and
Exchange Commission on October 3, 1997 (the "S-4").
99.2 IXC Communications, Inc. 1997 Special Executive Stock Plan
(incorporated by reference to Exhibit 10.22 of the S-4).
2.
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SIGNATURE
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.
DATE: October 7, 1997
IXC Communications, Inc.
By: /s/ JAMES F. GUTHRIE
--------------------------------
James F. Guthrie
Executive Vice President
and Chief Financial Officer
3.
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
99.1 Employment Agreement dated as of September 9, 1997 between
Benjamin L. Scott and IXC Communications, Inc. (incorporated by
reference to Exhibit 10.21 of IXC Communications, Inc.'s
Registration Statement on Form S-4 filed with the Securities and
Exchange Commission on October 3, 1997 (the "S-4").
99.2 IXC Communications, Inc. 1997 Special Executive Stock Plan
(incorporated by reference to Exhibit 10.22 of the S-4).
</TABLE>
4.
