MCDONALDS CORP
8-K, 1998-10-02
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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):  September 28, 1998





                           McDONALD'S CORPORATION
           (Exact name of Registrant as specified in its Charter)



        Delaware                1-5231                36-2361282
  (State of Incorporation) (Commission File No.)     (IRS Employer
                                                     Identification No.)



                            One McDonald's Plaza
                          Oak Brook, Illinois 60523
                               (630) 623-3000
          (Address and Phone Number of Principal Executive Offices)


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

  (c)  Exhibit
       -------

       (99) Press Release dated September 28, 1998 -- McDonald's Increases
            Common Stock Buyback to $3.5 Billion - 75% Greater Than
            Previous Program.


                                  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 hereunto duly authorized.

                                McDONALD'S CORPORATION

                                (Registrant)



                                By:  /s/ Gloria Santona
                                     ------------------------------
                                     Gloria Santona
                                     Vice President, Deputy General Counsel
                                     and Secretary


                                                                 Exhibit 99


  Investor Release

  FOR IMMEDIATE RELEASE          FOR MORE INFORMATION CONTACT:
  09/28/98                       Investors:  Mary Healy, 630-623-6429
                                 Media:  Chuck Ebeling, 630-623-6150


                  McDONALD'S INCREASES COMMON STOCK BUYBACK
             TO $3.5 BILLION - 75% GREATER THAN PREVIOUS PROGRAM


       OAK BROOK, IL -- McDonald's Corporation announced today that it

  plans to purchase $3.5 billion of its common stock by year-end 2001.

  This repurchase program amount is 75 percent larger than McDonald's

  previous $2 billion, three-year program which was completed ahead of

  schedule last month.

       Jack M. Greenberg, McDonald's President and Chief Executive Officer

  said, "We believe that common share repurchase is an excellent means of

  providing shareholder value.  And McDonald's has repurchased 152 million

  shares of common stock for approximately $4.8 billion over the past

  10 years.  Because we believe that McDonald's stock price has been

  particularly attractive recently, we have already purchased nearly $300

  million of stock under the new program.

       "We expect to fund this three-year share repurchase program largely

  from free cash flow, while maintaining a strong credit rating and a

  growing equity base to support future growth.  The strength of the

  Company's global business and growing cash flow allows us to increase

  share repurchase and continue with plans for opening about 2,000

  restaurants per year, over the next several years.  Our fundamentals are

  strong and we expect to meet investors' expectations for the third

  quarter," Greenberg added.




  FORWARD-LOOKING STATEMENTS

  Certain forward-looking statements are included in this report.  They use

  such words as "may," "will," "expect," "believe," "plan" and other

  similar terminology.  These statements reflect management's current

  expectations and involve a number of risks and uncertainties.  Actual

  results could differ materially due to the success of operating

  initiatives and advertising and promotional efforts and changes in:

  global and local business and economic conditions; currency exchange and

  interest rates; food, labor and other operating costs; political or

  economic instability in local markets; competition; consumer preferences,

  spending patterns and demographic trends; availability and cost of land

  and construction; legislation and government regulation; and accounting

  policies and practices.



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