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UNITED STATES
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): August 4, 2000
NATIONAL COMPUTER SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
Minnesota 0-3713 41-0850527
(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
11000 Prairie Lakes Drive, Minneapolis, Minnesota 55344
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (952) 829-3000
Not Applicable
(Former name or former address, if changed since last report.)
Item 5. Other Events
On August 4, 2000, Pearson plc ("Pearson"), PN Acquisition Subsidiary
Inc. and National Computer Systems, Inc. ("NCS") entered into Amendment No. 1 to
the Agreement and Plan of Merger (the "Merger Agreement") dated as of July 30,
2000. A copy of Amendment No. 1 to the Merger Agreement is Exhibit 99.1.
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Item 7. Financial Statements and Exhibits
(c) Exhibits
99.1 Amendment No. 1 to Agreement and Plan of Merger among Pearson plc, PN
Acquisition Subsidiary Inc. and National Computer Systems, Inc. dated
as of August 4, 2000.
Signature
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
Dated: August 7, 2000 NATIONAL COMPUTER SYSTEMS, INC.
By: /s/ J.W. Fenton, Jr.
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J.W. Fenton, Jr.
Secretary/Treasurer
