BLAIR CORP
8-K, 1999-01-22
CATALOG & MAIL-ORDER HOUSES
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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): January 22, 1999


                                Blair Corporation
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)


<TABLE>
<CAPTION>
        Delaware                             001-00878                     25-0691670
        --------                             ---------                     ----------
<S>                                    <C>                       <C>
(State or other Jurisdiction of        (Commission File No.)     (I.R.S. Employer Identification 
incorporation)                                                   No.)

     220 Hickory Street, Warren, Pennsylvania                              16366-0001
     ----------------------------------------                              ----------
     (Address of Principal executive offices)                              (Zip Code)
</TABLE>



       Registrant's telephone number, including area code: (814) 723-3600




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


<PAGE>   2




ITEM 5.           OTHER EVENTS.

                  On January 22, 1999, the Registrant announced that, at the
request of the trustees of the Estate of John L. Blair, the Registrant had
repurchased 500,000 shares of the Common Stock of the Registrant, at a
negotiated purchase price not in excess of the market price of the shares on the
date of the transaction. The Registrant also stated that it intends to
repurchase up to an additional 100,000 shares of the Common Stock of the
Registrant in March 1999 from the Estate of John L. Blair. A press release
regarding the announcement is attached as Exhibit 99.



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<PAGE>   3



ITEM 7.           FINAL STATEMENTS, PRO FORMA FINAL INFORMATION AND EXHIBITS.

                  (c) Exhibits

                           Exhibit 99.  Press Release



                                   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.





Date:  January 22, 1999                 Blair Corporation

                                        By: /s/ Kent Sivillo
                                            ---------------------------------
                                            Kent Sivillo, Treasurer and Chief
                                              Financial Officer











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<PAGE>   1


                                                                      Exhibit 99



                                  Press Release



FOR IMMEDIATE RELEASE:

           BLAIR CORPORATION ANNOUNCES THE REPURCHASE OF COMMON STOCK

         January 22, 1999 --- Blair Corporation (AMEX:BL), a Delaware
corporation, today announced that, pursuant to an offer received from the
trustees of the Estate of John L. Blair, the corporation has repurchased from
Mr. Blair's Estate 500,000 shares of the Common Stock of Blair Corporation. The
negotiated purchase price of all shares repurchased  did not exceed the market
price of the corporation's stock on the date of the transaction. The corporation
has also announced that it intends to repurchase from Mr. Blair's Estate
approximately 100,000 additional shares of the Common Stock of Blair Corporation
in March, 1999. 

         In addition to the shares repurchased from Mr. Blair's Estate, Blair
Corporation has, from the fourth quarter of 1996 to the present, repurchased on
the open market 544,739 shares of its Common Stock. Including the 500,000 shares
repurchased from Mr. Blair's Estate noted above, Blair Corporation has 8,407,343
shares outstanding and 1,668,097 shares in treasury. Blair Corporation, based in
Warren, Pennsylvania, is a national catalog and direct mail marketer of
womenswear, menswear and home products.

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