WORLD COLOR PRESS INC /DE/
8-K, 1999-02-23
COMMERCIAL PRINTING
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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): February 17, 1999
                                                  Commission file number 1-11802


                                     [logo]
                             WORLD COLOR PRESS, INC.
             (Exact name of registrant as specified in its charter)



         DELAWARE                                      37-1167902
(State or other jurisdiction of   (IRS Employer Identification Number)
incorporation or organization)




THE MILL, 340 PEMBERWICK ROAD,                          06831
  GREENWICH, CONNECTICUT                             (Zip Code)
(Address of principal executive offices)




                                  203-532-4200
              (Registrant's telephone number, including area code)



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Item 5.   OTHER EVENTS
          ------------

          On February 17, 1999, the Company disseminated the press release
attached as Exhibit 99 hereto, which Exhibit 99 is hereby incorporated by
reference as the Company's response to this Item 5.



Item 7.   EXHIBITS
          --------

99.1      Text of Press Release dated February 17, 1999.

                                        2
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                              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.


                              WORLD COLOR PRESS, INC.
                              (Registrant)


                              
Date:  February 23, 1999      By:  /s/ Jennifer L. Adams
                              ---------------------------
                              Jennifer L. Adams
                              Vice Chairman, Chief Legal and Administrative
                              Officer, Secretary

                                        3
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                                  EXHIBIT INDEX
                                        
99.1      Text of Press Release dated February 17, 1999.

                                        4


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                                                                 EXHIBIT 99.1


          WORLD COLOR SELLS  $300 MILLION OF SENIOR SUBORDINATED NOTES
          ------------------------------------------------------------


GREENWICH, CT  (February 17, 1999) - World Color Press, Inc. (NYSE:WRC)
announced today that it has made an offering pursuant to Rule 144A under the
Securities Act of 1933 of $300 million aggregate principal amount of 7 3/4%
Senior Subordinated Notes due 2009.

The Company intends to use the net proceeds from the sale of the Senior
Subordinated Notes to repay term loans and revolving borrowings under its
outstanding credit facility.  $35 million of the proceeds will permanently
reduce the commitments under the credit facilities.  The balance of the proceeds
may be reborrowed to fund acquisitions and for other general corporate purposes.

World Color, headquartered in Greenwich, Connecticut, is a leader in the
management and distribution of print and digital information.  The Company
specializes in the production and distribution of data for customers in the
commercial, magazine, catalog, book, direct mail and directory markets.  Founded
in 1903, World Color employs approximately 16,000 employees and operates 52
facilities with a network of sales offices nationwide.

The offering of the Senior Subordinated Notes has not been registered under the
Securities Act and may not be offered or sold in the United States absent
registration under the Securities Act or an exemption from the registration
requirements of the Securities Act.


                                       ###



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