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)
April 25, 1995
AIRBORNE FREIGHT CORPORATION
(Exact name of registrant as specified in Charter)
<TABLE>
<CAPTION>
Delaware 1-6512 91-0837469
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<S> <C> <C>
State or Other Commission IRS Employer
Jurisdiction of File Number Identification Number
Incorporation
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3101 Western Avenue, P.O. Box 662, Seattle, Washington 98111
Address of Principal Executive Offices
Registrant's Telephone Number Including Area Code:
(206)285-4600
ITEM 5 - OTHER MATERIALLY IMPORTANT EVENTS
The annual meeting of Airborne Freight Corporation ("Airborne" or the
"Company") was held at the Fifth Avenue Room of the Westin Hotel, 1900
Fifth Avenue, Seattle, Washington 98101 on April 25, 1995, at which a
total of 19,397,572 shares were represented at the meeting comprising
92.15% of the outstanding shares of the Company entitled to vote at the
meeting on the record date (February 27, 1995). The following directors
were duly elected to serve for terms ending in 1998, in each case by an
affirmative vote in excess of 91% of the outstanding shares entitled to
vote at the meeting:
Andrew F. Brimmer
Harold M. Messmer, Jr.
Andrew V. Smith
The following are continuing directors with terms expiring as
indicated:
Terms Expiring in 1996
----------------------
Robert G. Brazier
James H. Carey
Andrew B. Kim
Terms Expiring in 1997
----------------------
Robert S. Cline
Richard M. Rosenberg
William Swindells
The shareholders, by an affirmative vote of 89.32% of the outstanding
shares and 96.91% of the shares represented at the meeting, approved the
1995 - 1999 Executive Incentive Compensation Plan.
The shareholders, by an affirmative vote of 91.61% of the outstanding
shares and 99.41% of the shares represented at the meeting, approved the
selection of Deloitte & Touche as external auditors for the current year.
The Airborne Board of Directors on the same date, April 25, 1995,
reelected all existing executive officers, including Robert S. Cline as
Chairman and Chief Executive Officer and Robert G. Brazier as President and
Chief Operating Officer.
The Board of Directors, in addition to declaring a quarterly cash
dividend of $.075 per share on the Common Stock of the Company payable on
May 23, 1995 to shareholders of record on May 9, 1995, declared the
regular 6.9% Preferred Dividend payable June 15, 1995, to shareholders of
record as of June 1, 1995.
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
AIRBORNE FREIGHT CORPORATION
By:/s/J. Vernon Williams
--------------------------
J. Vernon Williams
Assistant Secretary
DATED April 28, 1995.