MCDONALD & CO INVESTMENTS INC
8-K, 1998-10-22
SECURITY BROKERS, DEALERS & FLOTATION COMPANIES
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): October 21, 1998
                                                  ------------------------------


                      McDONALD & COMPANY INVESTMENTS, INC.
- --------------------------------------------------------------------------------
               (Exact Name of Registrant as Specified in Charter)


            Delaware                   1-08526               34-1391950
- --------------------------------------------------------------------------------
  (State of Other Jurisdiction)      (Commission           (I.R.S. Employer
        of Incorporation)            File Number)       Identification Number)


McDonald Investment Center, 800 Superior Avenue    Cleveland, Ohio    44114-2603
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                              (Zip Code)


Registrant's telephone number, including area code: (216) 443-2300
                                                    ----------------------------


                                 Not Applicable
- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.

       On October 21, 1998, McDonald & Company Investments, Inc. issued a News
Release, a copy of which is filed herewith as Exhibit 99.1.



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

        (c) Exhibits.

            99.1 News Release dated October 21, 1998.



                                       2

<PAGE>   3

                                   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.

                                  McDONALD & COMPANY INVESTMENTS, INC.


                                  By: /s/ Thomas F. McKee
                                      ---------------------------------
                                      Thomas F. McKee
                                      Secretary


Date: October 22, 1998



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<PAGE>   4

EXHIBIT INDEX
- -------------

Exhibit Number    Description
- --------------    -----------

99.1              News Release dated October 21, 1998.



                                       4


<PAGE>   1
                                  EXHIBIT 99.1
                                  ------------



Contacts:
- ---------
MEDIA:                                         ANALYSTS:
KEYCORP:
John Fuller, 216/689-8140                      Lee Irving, 216/689-3564
Bill Murschel, 216/689-0457

McDONALD & COMPANY:
Richard Clark, 216/443-2614



                      FED APPROVES KEYCORP'S ACQUISITION OF
                      -------------------------------------
                         McDONALD & COMPANY INVESTMENTS
                         ------------------------------

CLEVELAND, October 21, 1998 -- KeyCorp's (NYSE:KEY) proposed acquisition of
Cleveland-based McDonald & Company Investments, Inc. (NYSE:MDD) was approved
today by the Federal Reserve Board, clearing the way for the combination of the
two firms to be completed on Friday, October 23, 1998.

       McDonald & Company shareholders will receive 1.06 KeyCorp common shares
for each common share of McDonald & Company stock owned. The purchase price,
excluding any retention amounts, will be approximately $580 million.

       The merger was announced on June 15, 1998, and overwhelmingly approved by
McDonald shareholders on September 15, 1998.

       McDonald & Company operates an investment advisory, investment banking,
and brokerage business through 44 offices in 11 states. KeyCorp operates
community banks, investment management, consumer finance, and corporate banking
units in 46 states.

                                      ####


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