<PAGE>
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): October 15, 1996
----------------
GRC INTERNATIONAL, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-7517 95-2131929
- ------------- ------------------ ----------------
(State of (Commission File Number) (I.R.S. Employer
Incorporation) Identification No.)
1900 Gallows Road, Vienna, Virginia 22182
---------------------------------------------------
(Address of principal executive office) (Zip Code)
(703) 506-5000
-------------------------------
(Registrant's telephone number)
<PAGE>
Item 5. Other Events.
------------
On October 15, 1996, GRC International announced its Board of Directors has
expanded the Board to 11 directors, and has elected Frank J.A. Cilluffo to the
newly created seat, effective immediately. Mr. Cilluffo is a managing general
partner of the company's largest shareholder, Cilluffo Associates, LP.
The company also announced the election of President and Chief Executive Officer
Jim Roth to the additional position of Chairman of the Board, effective at the
conclusion of the annual meeting of shareholders on November 7, 1996.
Item 7. Financial Statements and Exhibits.
---------------------------------
(c) Exhibits.
--------
Exhibit No. Description
----------- -----------
20 Press Release dated October 15, 1996
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf of the
undersigned hereunto duly authorized.
GRC INTERNATIONAL, INC.
Date: October 16, 1996 By:
----------------------------------
Thomas E. McCabe
Senior Vice President,
General Counsel and Secretary
<PAGE>
[LETTERHEAD OF GRC INTERNATIONAL, INC. APPEARS HERE]
Contact: Wayne Jackson
Director, Corporate Communications
(703) 506-5038
GRC INTERNATIONAL ELECTS CILLUFFO AS A DIRECTOR,
ROTH AS CHAIRMAN
VIENNA, VA., OCT. 15, 1996--GRC INTERNATIONAL (NYSE: GRH) today announced its
Board of Directors has expanded the Board to 11 directors, and has elected Frank
J.A. Cilluffo to the newly created seat, effective immediately. Mr. Cilluffo is
a managing general partner of the company's largest shareholder, Cilluffo
Associates, LP.
The company also announced the election of President and Chief Executive Officer
Jim Roth to the additional position of Chairman of the Board, effective at the
conclusion of the annual meeting of shareholders on November 7, 1996.
GRC International Inc., headquartered in Vienna, Virginia, is internationally
recognized as a leading provider of knowledge-based professional services and
high-quality technology-based product solutions to government and commercial
customers. The company's recently expanded activities encompass sophisticated
telecommunications products, network systems analysis and network software
development operations for the commercial market. GRCI is a publicly traded
company listed on the New York Stock Exchange under the symbol GRH.
