UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________
FORM 10-Q/A
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the quarterly period ended June 30, 1998
or
[ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from __________ to __________
Commission file number: 001-12351
METRIS COMPANIES INC.
(Exact name of registrant as specified in its charter)
Delaware 41-1849591
(State of Incorporation) (I.R.S. Employer Identification No.)
600 South Highway 169, Suite 1800, St. Louis Park, Minnesota 55426
(Address of principal executive offices)
(612) 525-5020
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No _____
As of July 29, 1998, 19,225,000 shares of the registrant's common stock, par
value $.01 per share, were outstanding.
Item 5. Other Information
Shareholders desiring to submit proposals for possible inclusion in the
Company's 1999 Proxy Statement must do so on or before December 1, 1998.
Such proposals should be sent to Z. Jill Barclift, Esquire, Vice President
and General Counsel, 600 South Highway 169, Suite 1800, St. Louis Park,
Minnesota 55426.
In addition, the Company's Amended and Restated By-Laws establish an advance
notice procedure for shareholder proposals to be brought before any meeting
of shareholders, including proposed nominations of persons for election to
the Board, without any discussion of the matter in the proxy statement.
Shareholders at the 1999 annual meeting may consider shareholder proposals or
nominations brought by a shareholder of record (a) not less than 50 days or
more than 75 days prior to the meeting (that is between February 24, and
March 22, 1999) or (b) if the Company has provided less than 60 days notice
or prior public disclosure of the meeting, then not later than the 10th day
after the earlier of the mailing of the notice or the public disclosure. The
written notice must be given to the Company's Secretary at the address above
and be in proper form. The 1999 annual meeting is expected to be held on
Tuesday, May 11, 1999.
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.
METRIS COMPANIES INC.
Signature Title Date
Principal financial officer: Senior Vice President, August 14, 1998
Chief Financial Officer
/s/ Robert W. Oberrender
Robert W. Oberrender
Principal accounting officer: Vice President of Finance, August 14, 1998
Corporate Controller
/s/ Jean C. Benson
Jean C. Benson
