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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
OCTOBER 24, 2000
Date of Report (Date of earliest event reported)
HEWLETT-PACKARD COMPANY
(Exact name of Registrant as specified in its charter)
Delaware 1-4423 94-1081436
(State of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
3000 HANOVER STREET, PALO ALTO, CA 94304
(Address of principal executive offices, including zip code)
(650) 857-1501
(Registrant's telephone number, including area code)
Item 5. Other Events
On October 24, 2000, Hewlett-Packard Company ("HP") and
Bluestone Software, Inc. ("Bluestone") announced the companies have reached a
definitive agreement under which HP will acquire Bluestone in a stock-for-stock
strategic transaction. Under the terms of the agreement, Bluestone shareowners
will receive 0.2433 pre-split shares of HP common stock. The transaction is
intended to be tax-free to Bluestone's shareowners and to be accounted for as a
purchase. The completion of the transaction is subject to closing conditions and
the approval of Bluestone shareowners.
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Upon completion of the transaction, Bluestone will become a wholly owned
subsidiary of HP.
(c) Exhibits
The following Exhibits are filed as part of this report:
99.1 Joint Press Release of Hewlett-Packard Company and
Bluestone Software, Inc., dated October 24, 2000.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
HEWLETT-PACKARD COMPANY
(Registrant)
Date: October 25, 2000 By: /s/ Charles N. Charnas
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Assistant Secretary and
Senior Managing Counsel
EXHIBIT INDEX
99.1 Joint Press Release of Hewlett-Packard Company and
Bluestone Software, Inc., dated October 24, 2000.
2