COMDISCO INC
8-K, 1997-01-27
COMPUTER RENTAL & LEASING
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT

                    Filed pursuant to Section 13 or 15(d) of
                       THE SECURITIES EXCHANGE ACT OF 1934

                                January 21, 1997
                         Date of Earliest Event Reported



                                 COMDISCO, INC.
                            (a Delaware Corporation)
                              6111 North River Road
                            Rosemont, Illinois 60018
                            Telephone (708) 698-3000
                          Commission file number 1-7725
                I.R.S. Employer Identification Number 36-2687938








<PAGE>





Item 5.  Other Events.

On January 21, 1997, Comdisco announced changes in Board of Directors

Item 7.  Financial Statements and Exhibits

(c)      Exhibits

99       Press Release announcing changes in Board of Directors

<PAGE>





SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly caused this Current  Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.



                                                       COMDISCO, INC.



Date: January 24, 1997                      by:      /s/ David J. Keenan
                                                     -------------------
                                                     David J. Keenan
                                                     Vice President and
                                                     Corporate Controller





<PAGE>


Exhibit 99.       Press Release Announcing Results of Operations


For Immediate Release

Contact: Mary Moster
                  Comdisco, Inc.
                  847-518-5147
                  [email protected]


                Comdisco Announces Changes in Board of Directors

ROSEMONT,  Ill., January 21, 1997-- At its annual meeting of shareholders today,
Comdisco,  Inc. (NYSE:CDO) announced that two Chicago-area  executives will join
its board of directors to fill the terms (until 1999) of two current  directors,
who have elected to resign from its board.  Following  the  changes,  Comdisco's
board of directors will continue to have twelve members.
         Joining  the  board  are  Carolyn  L.  Murphy,  president,   Commercial
Operations,  for the Chicago-based  CNA Insurance  Companies and Harry M. Jansen
Kraemer  Jr.,  senior  vice  president  and chief  financial  officer  of Baxter
International  Inc. in Deerfield,  Ill.  Leaving the board are Edward H. Fiedler
Jr.,  retired  general  attorney and secretary of Comdisco and a director  since
1969,  and  Basil  ("Bill")  R.  Twist  Jr.,   president,   Champion  Securities
Corporation and a director since 1982.
         "On behalf of the entire  board,  I would like to thank both Ed Fiedler
and Bill Twist for their many  contributions  to  Comdisco,"  said Jack  Slevin,
chairman  and chief  executive  officer.  "They  served  Comdisco  through  many
exciting,  and sometimes  challenging  periods, and we've benefited greatly from
their advice and counsel."
         Commenting on the new board members,  Slevin said,  "We're very pleased
that two  executives of the caliber of Carolyn  Murphy and Harry Kraemer will be
joining our board.  Harry will  provide a  broad-based  business  and  financial
perspective,  and  Carolyn  brings  a  strong  background  in  operations  for a
successful  financial  services  company,  both of which should be invaluable to
Comdisco as we continue our transition to a technology services company."
         Harry M. Jansen  Kraemer Jr., 42, who joined Baxter in 1982, has served
in his present  capacity  since  November,  1993. He became a member of Baxter's
Office of the Chief  Executive in June,  1995, and was appointed to its board of
directors  in  November,  1995.  In  addition  to his duties as chief  financial
officer, he is responsible for Baxter's Renal business, I.V. Systems and Medical
Products business, and its Japanese subsidiary.
         Prior  to  joining  Baxter,  Kraemer  worked  for  Bank of  America  in
corporate banking and Northwest Industries in planning and business development.
He is a summa cum laude graduate from Lawrence  University in Wisconsin in 1977,
holds a master's degree in management from Northwestern University, 1979, and is
a certified public accountant. In addition to the Baxter and Comdisco boards, he
is also a member of the board of directors of MedPartners, Inc. and the Highland
Park Hospital.
         Carolyn L. Murphy,  52, has been in her present  position  with the CNA
Insurance  Companies  since  May,  1995,  when the  department  was  created  in
conjunction  with the merger of CNA and Continental  Insurance  Company.  She is
responsible  for the strategic  direction and  profitability  of all  commercial
property/casualty operations. Since joining the company in 1977, Murphy has held
a number of progressively more responsible  positions,  including that of senior
vice president and chief operating  officer,  Field  Operations  Department from
1983 to 1995.
         Before she joined CNA,  Murphy was a marketing  manager  with IBM.  She
earned a bachelor of science  degree from the  College of St.  Francis,  Joliet,
Ill., in 1965, and a master's degree from the University of Chicago in 1967. She
is chairman  of the board of  trustees  of College of St.  Francis and is on the
board of trustees for Children's Memorial Hospital.
           



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