MARSH SUPERMARKETS INC
8-K, 1997-07-18
GROCERY STORES
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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

 Date of Report (Date of earliest event reported): July 18, 1997 (July 17, 1997)



                            MARSH SUPERMARKETS, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


<TABLE>
<S>                                                 <C>                            <C>
                  Indiana                                 000-01532                    35-0918179
- ----------------------------------------------      ---------------------          ------------------
(State or other jurisdiction of incorporation)     (Commission File Number)         (I.R.S. Employer
                                                                                   Identification No.)
</TABLE>



9800 Crosspoint Boulevard, Indianapolis, Indiana                 46256-3350
- ------------------------------------------------              ----------------
   (Address of principal executive offices)                      (Zip Code)



       Registrant's telephone number, including area code: (317) 594-2100



                                 Not Applicable
- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)




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Item 5.   Other Events
- --------------------------------------------------------------------------------


         See attached press release.


Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits
- --------------------------------------------------------------------------------


         (c)      Exhibit:

         99       Press Release dated July 17, 1997.

          


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                                   SIGNATURES


         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 hereunto duly authorized.

                              MARSH SUPERMARKETS, INC.


Date: July 18, 1997           By:  /s/ Douglas W. Dougherty
                                 --------------------------
                                     Douglas W. Dougherty
                                     Vice President, Chief Financial Officer and
                                     Treasurer




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                                  EXHIBIT INDEX



   No.                                    Exhibit
- ---------          -------------------------------------------------------------
   99              Press Release dated July 17, 1997.





<PAGE>   1



                                   EXHIBIT 99

                                  PRESS RELEASE



For Immediate Release:

                       MARSH SUPERMARKETS, INC. ANNOUNCES
               OFFERING OF $150 MILLION SENIOR SUBORDINATED NOTES

Indianapolis, IN, July 17, 1997

     Marsh Supermarkets, Inc. (NASDAQ: MARSA and MARSB) announces that it
intends to offer $150 million of Senior Subordinated Notes due 2007.

     The offering will be made by means of an offering memorandum to qualified
institutional buyers pursuant to Rule 144A under the Securities Act of 1933 and
is expected to close in early August. Proceeds of the offering will be used to
repay senior unsecured indebtedness and amounts outstanding under revolving
credit facilities, and for general corporate purposes, including capital
expenditures.

     The Notes offered will not be registered under the Securities Act of 1933
and may not be offered or sold in the United States absent registration or an
applicable exemption from registration under federal and state securities laws.



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