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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 1
TO
SCHEDULE 14D-1
Tender Offer Statement
Pursuant to Section 14(d)(1) of the Securities Exchange Act of 1934
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DONNELLEY ENTERPRISE SOLUTIONS INCORPORATED
(Name of Subject Company)
DESI ACQUISITION, INC.
BOWNE & CO., INC.
(Bidders)
COMMON STOCK, $.01 PAR VALUE PER SHARE
(Title of Class of Securities)
25786M108
(CUSIP Number of Class of Securities)
DENISE K. FLETCHER
CHIEF FINANCIAL OFFICER
BOWNE & CO., INC.
345 HUDSON STREET
NEW YORK, NEW YORK 10014
TELEPHONE: (212) 924-5500
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications on Behalf of Bidders)
COPY TO:
ALAN G. SCHWARTZ, ESQ.
SIMPSON THACHER & BARTLETT
425 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
TELEPHONE: (212) 455-2000
AMOUNT PREVIOUSLY PAID: $23,051
FORM OR REGISTRATION NO.: SCHEDULE 14D-1
FILING PARTY: BOWNE & CO., INC. AND DESI ACQUISITION, INC.
DATE FILED: JUNE 3, 1998
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This Amendment No. 1 amends and supplements the Tender Offer Statement on
Schedule 14D-1 filed on June 3, 1998 (as amended and supplemented, the "Schedule
14D-1") relating to the offer by DESI Acquisition, Inc., a Delaware corporation
(the "Purchaser"), a wholly owned subsidiary of Bowne & Co., Inc., a New York
corporation (the "Parent"), to purchase all of the outstanding shares of Common
Stock, $.01 par value per share (the "Shares"), of Donnelley Enterprise
Solutions Incorporated, a Delaware corporation, at a purchase price of $21.00
per Share, net to the seller in cash, without interest thereon, upon the terms
and subject to the conditions set forth in the Offer to Purchase dated as of
June 3, 1998 (the "Offer to Purchase"). Unless otherwise indicated, all
capitalized terms used but not defined herein shall have the meanings assigned
to them in the Schedule 14D-1.
ITEM 10. ADDITIONAL INFORMATION.
Item 10(b) of Schedule 14D-1 is hereby amended and supplemented as follows:
Parent and Purchaser confirm that all conditions to the Offer as set
forth in Section 15 of the Offer to Purchase must be satisfied or waived
prior to the Expiration Date.
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SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this Statement is true, complete and correct.
BOWNE & CO., INC.
By: /s/ DENISE K. FLETCHER
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Name: Denise K. Fletcher
Title:Senior Vice President
and Chief Financial Officer
DESI ACQUISITION, INC.
By: /s/ DENISE K. FLETCHER
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Name: Denise K. Fletcher
Title:Senior Vice President
and Chief Financial Officer
Date: June 18, 1998
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