STAMPS COM INC
8-K, 2000-03-22
CATALOG & MAIL-ORDER HOUSES
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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)    March 7, 2000
                                                ------------------------------
                                Stamps.com Inc.
- ------------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)

            Delaware                       000-26427           77-0454966
- ------------------------------------------------------------------------------
   (State or other jurisdiction           (Commission        (IRS Employer
         of incorporation)                File Number)    Identification No.)


3420 Ocean Park Boulevard, Suite 1040,  Santa Monica, California       90405
- ------------------------------------------------------------------------------
         (Address of principal executive offices)                   (Zip Code)

Registrant's telephone number, including area code   (310) 581-7200
                                                   ---------------------------

- ----------------------------------------------------------------------------
         (Former name or former address, if changed since last report)
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Item 5.  Other Events.

     On March 13, 2000, Stamps.com announced the appointment of John A. Duffy,
senior vice president of corporate strategy at United Parcel Service, Inc. and
Stephen M. Teglovic, former president and CEO of iShip.com and a current
Stamps.com executive, to the company's board of directors. As a result, the
Stamps.com board is now comprised of twelve members. The appointments were made
in connection with Stamps.com's acquisition of iShip.com, which was completed on
March 7, 2000.

     Attached as Exhibit 99.1 to this report is a press release issued on March
13, 2000 announcing the addition of two members to the Stamps.com board.


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

     (c) Exhibits.

               99.1  Press Release issued by the Registrant on March 13, 2000
                     (announcing the addition of two members to the Stamps.com
                     board).
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                                  SIGNATURES*

     Pursuant to the requirements of the Securities Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.


                                                     Stamps.com Inc.
                                           -----------------------------------
                                                       (Registrant)

      March 22, 2000                           /s/ John W. LaValle
- ---------------------------                ------------------------------------
           Date                                    John W. LaValle
                                                   Chief Financial Officer

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                                                                    Exhibit 99.1

                STAMPS.COM ADDS SENIOR UPS EXECUTIVE JACK DUFFY

                    AND FORMER ISHIP.COM CEO STEVE TEGLOVIC

                           TO ITS BOARD OF DIRECTORS


SANTA MONICA, Calif. - March 13, 2000 - Stamps.com(TM) (Nasdaq: STMP), the
leading provider of Internet mailing and shipping services, today announced the
appointment of John A. "Jack" Duffy, senior vice president of corporate strategy
at United Parcel Service, Inc. (UPS) (NYSE:UPS) and Stephen M. Teglovic, former
president and CEO of iShip.com(TM) and a current Stamps.com executive, to the
company's board of directors.

The appointments were made in connection with Stamps.com's acquisition of
iShip.com, which was completed on March 7, 2000. Based in Bellevue, Wash.,
iShip.com allows customers to conveniently access multi-carrier shipping
choices, with package pricing, shipping and tracking right from the desktop.

As senior vice president of corporate strategy for UPS, Duffy is a member of the
UPS management committee, which is responsible for the day-to-day management of
the company. Duffy has served in various roles at UPS since 1970, including
corporate international marketing, strategic operations planning and corporate
strategy.

Teglovic was a founder of iShip.com and served as that company's CEO and
president prior to the completion of the acquisition by Stamps.com. Before
launching iShip.com, Teglovic served as general manager of Velleb, Inc., a
wholly owned subsidiary of UPS that was responsible for the design and
development of UPS Online(R) Professional, the world's most powerful shipping
and tracking software.

"We are extremely pleased to welcome Jack and Steve to our board," said John
Payne, Stamps.com chairman and CEO. "Their extensive, highly relevant business
experience and understanding of the shipping and e-commerce markets will make
them tremendous advisors to the company, especially as we intensify our efforts
to be the leading provider of Internet mailing and shipping solutions."

With the addition of Duffy and Teglovic, the Stamps.com board is now comprised
of 12 members including:  Marvin Runyon, the former postmaster general of the
U.S. Postal Service; Loren Smith, the company's current president and chief
operating officer and the former chief marketing officer of the U.S. Postal
Service; David Bohnett, the founder of GeoCities; and Carolyn Ticknor, president
and CEO of Hewlett-Packard Company's LaserJet Imaging Systems.

About Stamps.com

Founded in 1996, Santa Monica-based Stamps.com is the leading provider of
Internet-based mailing and shipping services. Its highly secure Internet
Postage(TM) service was approved by the U.S. Postal Service in August of 1999
after an exhaustive two-year regulatory evaluation and field beta test. The
company's innovative technology eliminates the need for specialized postage
metering hardware by giving customers the flexibility to print postage over the
Internet - securely, accurately and fast. Through partnerships with major
companies like America Online, eBay, Hewlett-Packard, IBM, Microsoft, MailBoxes
Etc., Office Depot, Intuit, United Parcel Service
<PAGE>

and 3M, Stamps.com has tremendous reach into the small office/home office and
consumer markets. More information about the company can be found at
www.stamps.com.
- --------------

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of
1995: This release may contain forward-looking statements that involve risks and
uncertainties. Important factors, including Stamps.com's ability to manage its
growth and the integration of iShip.com, could cause actual results to differ
materially from those in the forward-looking statements and are detailed in
filings with the Securities and Exchange Commission made from time to time by
Stamps.com, including its Form 10-Q for the quarter ended September 30, 1999 and
its registration statement on Form S-4, as amended, that was declared by the SEC
on February 14, 2000. Stamps.com undertakes no obligation to release publicly
any revisions to any forward- looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.

     Internet Postage, Stamps.com, the Stamps.com logo, iShip.com, and the
iShip.com logo are trademarks of Stamps.com Inc. All other brands and names are
property of their respective owners.


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