METRIS COMPANIES INC
8-K, 1999-11-15
PERSONAL CREDIT INSTITUTIONS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

          Pursuant to Section 13 or 15(d) of The Securities Act of 1934


      Date of report (Date of earliest event reported): November 15, 1999




                              METRIS COMPANIES INC.
             (Exact name of registrant as specified in its charter)


         Delaware                   1-12351                  41-1849591
         (State of                (Commission             (I.R.S. Employer
      incorporation)             File Number)            Identification No.)


600 South Highway 169, Suite 1800, St. Louis Park, MN          55426
     (Address of principal executive offices)                (Zip Code)



Registrant's telephone number, including area code:   (612) 525-5020


                                 Not Applicable
         (Former name or former address, if changed since last report.)
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Item 5. Other Events

             Reference is made to Exhibit 99.1.


Item 7. Financial Statements and Exhibits

        (c)  Exhibits

             99.1 Press release, dated November 15, 1999.

                                      -2-
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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.
Date: November 15, 1999

                                        By /s/ Ronald N. Zebeck
                                           -----------------------------------
                                           Ronald N. Zebeck
                                           President and Executive Officer

                                      -3-
<PAGE>

                                  EXHIBIT INDEX


Exhibit        Description of Exhibit
- -------        ----------------------

  99.1         Press release, dated November 15, 1999.



                                      -4-

<PAGE>

                                                                    Exhibit 99.1

Steve Williams
Media relations
Phone: 612.417.5759
Fax: 612.417.5613

Metris on the worldwide web
www.metriscompanies.com


                       Metris Announces Extension Of Offer
                  To Exchange Its 10.125% Senior Notes Due 2006


     ST. LOUIS PARK, Minn. (Nov. 15, 1999) -- Metris Companies Inc. (NYSE: MXT)
announced today that it will extend its offer to exchange its 10.125% Senior
Notes due 2006 which have been registered under the Securities Act of 1933 for
any and for all of its outstanding unregistered 10.125% Senior Notes due 2006 to
allow the remaining holders of the unregistered notes to participate in the
exchange offer.

     The exchange offer, previously scheduled to expire at 5:00 p.m., New York
City time, on Nov. 12, 1999, will expire at 5:00 p.m., New York City time, on
Nov. 19, 1999, unless further extended. All other terms and conditions of the
exchange offer remain the same. As of Nov. 12, 1999, approximately $145 million
(out of $150 million) in aggregate principal amount of the unregistered notes
have been tendered in exchange for a like principal amount of registered notes.

     The unregistered notes have not been registered under the Securities Act
and may not be offered or sold except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the Securities Act
and applicable state securities laws. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy nor shall there be any sale
of the unregistered notes or the registered notes in any state in which such
offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state. The exchange offer is
subject to all the terms and conditions set forth in the prospectus dated
October 8, 1999.

     Metris Companies Inc. is an information-based direct marketer of consumer
credit products and fee-based services, primarily to moderate income consumers.
Based in St. Louis Park, Minnesota, Metris also has operations in Phoenix,
Ariz.; Jacksonville, Fla.; Champaign, Ill.; Baltimore, Md.; and Tulsa, Okla.
Metris employs more than 3,000 people.


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