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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
OCTOBER 24, 2000
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Date of Report (Date of earliest event reported)
BLUESTONE SOFTWARE, INC.
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(Exact name of Registrant as specified in its charter)
DELAWARE 000-26613 22-2964141
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(State of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
300 STEVENS DRIVE, PHILADELPHIA, PA 19113
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(Address of principal executive offices, including zip code)
(610) 915-5000
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(Registrant's telephone number, including area code)
ITEM 5. OTHER EVENTS
On October 24, 2000, Bluestone Software, Inc. ("Bluestone") and
Hewlett-Packard Company ("HP") announced the companies have reached a
definitive agreement under which HP will acquire Bluestone in a
stock-for-stock strategic transaction. Under the terms of the agreement,
Bluestone shareowners will receive 0.2433 pre-split shares of HP common stock
(0.4866 shares on a post-split basis which was effectuated on October 27,
2000). The transaction is intended to be tax-free to Bluestone's shareowners
and to be accounted for as a purchase. The completion of the transaction is
subject to closing conditions and the approval of Bluestone shareowners.
Upon completion of the transaction, Bluestone will become a wholly owned
subsidiary of HP.
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS.
The following Exhibit is filed as part of this report:
99.1 Joint Press Release of Bluestone Software, Inc. and Hewlett-Packard
Company dated October 24, 2000.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
BLUESTONE SOFTWARE, INC.
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(Registrant)
Date: November 6, 2000 By: /s/ PAUL T. PORRINI
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Paul T. Porrini
Senior Vice President and
General Counsel
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EXHIBIT INDEX
99.1 Joint Press Release of Bluestone Software, Inc. and Hewlett-Packard
Company dated October 24, 2000.
