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) December 30,1997
CPI CORP.
________________________________________________________________
(exact name of registrant as specified in its charter)
Delaware 0-11227 43-1256674
________________________________________________________________
(State or other jurisdiction (Commission file (IRS Employer
of incorporation) Number) Identification No.)
1706 Washington Avenue, St. Louis, Missouri 63103-1790
_________________________________________________________________
(Address of principal executive offices) (Zip code)
Registrants' telephone number, including area code (314) 231-1575
_________________________________________________________________
_________________________________________________________________
(Former name or former address, if changes since last report.)
<PAGE>
ITEM 5. OTHER EVENTS
On December 30, 1997 and January 8, 1998, CPI Corp. issued the
following press releases:
(A) CPI CORP. REPORTS SEASONAL SALES INCREASE IN PORTRAIT
STUDIOS
St. Louis, MO., December 30, 1997 - CPI Corp.(NYSE:CPY)
today said that sales in the Sears Portrait Studios, its
core business, have shown an increase over last year's
comparable period through the Christmas week. In making
making the announcement, Alyn V. Essman, chairman and
chief executive officer said, "In contrast to the flat
year-to-year portrait studio sales in the recent third
quarter, we have seen an increase of about six percent in
the first seven weeks of the fourth quarter."
Regarding the wall decor business, Essman said, "Prints
Plus sales continue to be weak through Christmas."
CPI is a consumer services company operating
approximately 1,200 retail locations, including 1,030
Sears Portrait Studios in the U.S., Puerto Rico and
Canada and 157 Prints Plus wall decor stores.
(B) CPI CORP. ANNOUNCES PRELIMINARY TENDER OFFER RESULTS
St. Louis, MO., January 8, 1998 - CPI Corp. (NYSE:CPY)
today announced the preliminary results of its Dutch
Auction tender offer which expired Wednesday, January 7
at 12:00 midnight, New York City time.
The preliminary count by the depositary for the offer
indicated that 1,999,215 shares were tendered and not
withdrawn at or below $23.00 per share. The number of
shares tendered includes 2,407 odd-lot shares and 475,967
shares tendered pursuant to guaranteed delivery. CPI
preliminarily expects to purchase 1,999,215 shares at
such price representing 100% of the shares tendered at or
below the $23.00 price.
The determination of the actual number of shares
purchased is subject to final confirmation and the proper
delivery of all shares tendered and not withdrawn,
including shares tendered pursuant to the guaranteed
delivery procedure. Payment for such shares accepted for
payment and return of any shares tendered but not
accepted for payment will occur as soon as practicable.
CPI is a consumer services company operating
approximately 1,200 retail locations, including 1,030
Sears Portrait Studios in the U.S., Puerto Rico and
Canada and 157 Prints Plus wall decor stores.
<PAGE>
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
-----------------------------
Barry Arthur
Authorized Officer and
Principal Financial Officer
Dated: January 8, 1998
<PAGE>