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): May 6, 1997
PAGES, INC.
________________________________________________________________________
Commission File Number 0-107475
Incorporated - Delaware IRS Identification Number 34-1297143
801 94th Avenue North, St. Petersburg, Florida 37702
Registrant's telephone number, including area code (813) 578-3300
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Item 5. OTHER EVENTS
On Tuesday, April 29, 1997, the Company announced the loss for the first
quarter of 1997. Revenues were $7,144,194 for the three months ended March 31,
1997, versus $9,457,068 for the same period last year. The 1996 results have
been adjusted to reflect the spin-off of the CA Short Company, which was
effective on the close of business on December 31, 1996.
The Company increased the average revenue per book fair 11 percent during the
first quarter of 1997 by focusing on its established customer base and
expanding availability of desired products. The decline in revenues was due to
the sale and discontinuance of the United Kingdom and Canadian distribution
channels in March 1996, and a reduction in the number of domestic book fair
events held in the first quarter of 1997 compared to last year.
For the three months ended March 31, 1997, the Company incurred a net loss of
$239,626, or $.04 per share, versus net income of $3,566,927, or $.62 per
share, in 1996. Income for the first three months of 1997 included a non-cash
reduction of expense of $431,287 to record the current value of Stock
Appreciation Rights issued in 1996. Income for the first quarter of 1996
included recognition of a $3,255,337 gain from the sale of the Company's United
Kingdom distribution channel. Also included in income for the first quarter of
1996, from discontinued operations of CA Short Company, was a $994,664 increase
in income from the cumulative effect of a change in accounting principle, and
$380,768 of income. There were 6,199,000 common and common share equivalent
shares outstanding for the three months ended March 31, 1997, compared with
5,721,000 the prior year.
S. Robert Davis, Chairman, stated "Several strategic initiatives were
implemented in 1996 to significantly improve the Company's long-term
performance. We are very encouraged by initial results from these actions,
including the reduction in operating loss on lower revenues for the most recent
quarter. We anticipate revenue will increase substantially for the Fall
season, benefiting from the recent introduction of Corporate Fairs and "Good
Book" fairs."
Except for the historical information in this announcement, it includes forward-
looking statements that involve risks and uncertainties, including, but not
limited to, strategic initiatives to improve long-term performance,
anticipation of substantially higher revenues for the Fall season from
Corporate Fairs and "Good Book" fairs, quarterly fluctuations in results, the
management of growth, and other risks detailed from time to time in the
Company's Securities and Exchange Commission filings including the Company's
Form 10-K and 10-K/A for the year ended December 31, 1996. Actual results may
differ materially from management expectations.
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SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
Date: May 6, 1997 Pages, Inc.
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(Registrant)
/s/ Steven L. Canan
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Steven L. Canan
Vice President, Treasurer
and Chief Financial Officer
(Principal Financial Officer
and Accounting Officer)
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