FINGERHUT COMPANIES INC
8-K, 1998-09-17
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):

                         August 31, 1998

                    FINGERHUT COMPANIES, INC.
      (Exact name of registrant as specified in its charter)


    Minnesota                1-8668                41-1396490
(State of Incorporation)  (Commission File Number) (IRS Employer
                                                    Identification No.)



         4400 Baker Road, Minnetonka, Minnesota   55343
            (Address of principal executive offices)
                                
                         (612) 932-3100
      (Registrant's telephone number, including area code)
                                
                                
                                
                                                                 
                    FINGERHUT COMPANIES, INC.
                                
                   Current Report on Form 8-K


Item 5.     Other Events

                Pursuant to an asset purchase agreement, dated as
            of  August 31, 1998, among AMO Acquisition, Inc. (the
            "Buyer"),  a  Delaware corporation and a wholly-owned
            subsidiary of Fingerhut Companies, Inc., a  Minnesota
            corporation,   Arizona  Mail  Order   Company,   Inc.
            ("AMO"),  an Arizona corporation, and Paul L.  Baker,
            Alice  C.  Baker, Donald R. Diamond, Joan B. Diamond,
            the  Paul  and  Alice Baker Irrevocable  Trust  dated
            January  1,  1998, the DRD-97 Trust  and  the  JBD-97
            Trust,  the  owners  of all the  outstanding  capital
            stock of AMO, the Buyer acquired substantially all of
            the  assets  of AMO, a leading cataloger  of  women's
            apparel, for $l08,919,000 in cash plus the assumption
            of   certain  liabilities,  subject  to  post-closing
            adjustments.
            
                            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.

                                     FINGERHUT COMPANIES, INC.



                                     By  /s/Michael P. Sherman
                                         Michael P. Sherman
                                         Executive Vice President,
                                            General  Counsel  and
                                            Secretary




Dated:  September 17, 1998







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