NEWPORT NEWS SHIPBUILDING INC
8-K, 2000-02-02
SHIP & BOAT BUILDING & REPAIRING
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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 Exchange Act of 1934

               Date of Report (Date of earliest event reported):
                                February 1, 2000

                         NEWPORT NEWS SHIPBUILDING INC.
             (Exact name of registrant as specified in its charter)

       Delaware                        1-12385              74-1541566
(State or other jurisdiction         (Commission         (I.R.S. Employer
of incorporation)                    File Number)       Identification No.)


                 4101 Washington Avenue, Newport News, VA 23607
              (Address of principal executive offices) (zip code)

                                 (757) 380-2000
              (Registrant's telephone number, including area code)

                                 Not Applicable
         (Former name or former address, if changed since last report)

<PAGE>


Item 5.  Other Events

     The information contained in the Company's Release of February 1, 2000, set
forth as Exhibit 99.1 to this Current Report on Form-8K, is hereby incorporated
into this Item 5 by reference.

Item 7. Financial Statements and Exhibits

(c) Exhibits

       Exhibit 99.1       Press Release

                                        2
<PAGE>

                                   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 thereunto duly authorized.

                                   NEWPORT NEWS SHIPBUILDING INC.


Date: February 2, 1999            By: /s/ Stephen B. Clarkson
                                      --------------------------------
                                   Name:  Stephen B. Clarkson
                                   Title: Vice President, General
                                          Counsel and Secretary

<PAGE>

                                 Exhibit Index

Exhibit No.              Description of Exhibit              Sequential Page
                                                                 Number

Exhibit 99.1             Press Release                             5



[LOGO]                                                         NEWS RELEASE





CONTACT:  Investors:  Joe Fernandes               Media:  Jerri Fuller Dickseski
          (757) 688-6400                          (757) 380-2341


                       NEWPORT NEWS SHIPBUILDING ANNOUNCES
           $100 MILLION SHARE REPURCHASE PROGRAM AND REGULAR DIVIDEND


         NEWPORT NEWS, Va., February 1, 2000 - Newport News Shipbuilding  (NYSE:
NNS)  announced  today that its Board of  Directors  has approved a $100 million
share  repurchase  program to supplement the $100 million program  authorized in
June 1999. The new  authorization  will be implemented over the 2000 - 2001 time
period through open market and privately  negotiated  transactions and will give
the company the ability to repurchase  ten percent of its currently  outstanding
shares.  The Company has repurchased almost three million shares under the prior
authorization.

         "We continue to believe  that buying back stock  represents a smart and
effective  use of cash," said  William P. Fricks,  Chairman and Chief  Executive
Officer.  "Our goal is to redeploy cash to enhance  shareholder  value,  and our
repurchase program certainly meets that test as it is significantly accretive to
earnings.  We are fortunate to have strong and predictable cash flows that allow
us to successfully engage in share repurchase programs."

         In addition to the repurchase program,  the Board of Directors declared
a dividend of $0.04 per share on the issued and outstanding  common stock of the
company. The dividend will be paid on or about February 21, 2000 to shareholders
of record as of February 11, 2000.  This is the thirteenth  consecutive  regular
dividend  declared since Newport News became an independent  company in December
1996.

                      * * * * * * * * * * * * * * * * * * *

         Newport  News  Shipbuilding  designs  and  constructs  nuclear  powered
aircraft  carriers  and  submarines  for the U.S.  Navy and  provides  lifecycle
maintenance  services for ships in the Navy fleet.  The Company  employs  17,300
people, and has annual revenues of approximately $1.9 billion.




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