SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-KA
CURRENT REPORT
Amendment No. 1
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 18, 1996
CPI CORP.
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(exact name of registrant as specified in its charter)
Delaware 0-11227 43-1256674
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(State or other jurisdiction (Commission file (IRS Employer
of incorporation) Number) Identification No.)
1706 Washington Avenue, St. Louis, Missouri 63103-1790
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(Address of principal executive offices) (Zip code)
Registrants's telephone number, including area code (314) 231-1575
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________________________________________________________________
(Former name or former address, if changes since last report.)
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
B. Pro Forma Financial Information.
The Company originally stated pro forma financial
information required by Item 7(B) of Form 8-K would be
filed by amendment to the October 18, 1996 Form 8-K no
later than 60 days after October 4, 1996. The Company
should have stated proforma financial information required
by Item 7(B) of Form 8-K would be filed by amendment to
the October 18, 1996 Form 8-K no later than 60 days after
October 18, 1996, the date of the filing. Therefore, in
accordance with Item 7(B) of Form 8-K, such financial
statements shall be filed by amendment to Form 8-K dated
October 18, 1996 on or before December 17, 1996.
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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.
CPI CORP.
(Registrant)
/s/ Barry Arthur
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Barry Arthur
Authorized Officer and
Principal Financial Officer
Dated: December 4, 1996
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