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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: May 31, 2000
FEDERATED DEPARTMENT STORES, INC.
151 West 34th St., New York, New York 10001
(212) 494-1602
-and-
7 West Seventh Street, Cincinnati, Ohio 45202
(513) 579-7000
Delaware 1-13536 13-3324058
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(State of Incorporation) (Commission File No.) (IRS Id. No.)
Exhibit Index on Page 4
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ITEM 5. OTHER EVENTS.
This Current Report on Form 8-K is being filed with the
Securities and Exchange Commission by Federated Department Stores, Inc.
("Federated") for the purpose of filing, as exhibits hereto, the Underwriting
Agreement, dated as of May 31, 2000, between Federated and the underwriters
named therein and the form of Fourth Supplemental Trust Indenture, contemplated
to be entered into between Federated and Citibank, N.A., as Trustee, in
connection with the proposed sale by Federated of $350,000,000 aggregate
principal amount of its 8 1/2% Senior Notes due 2010.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
The following exhibits are filed herewith:
1. Underwriting Agreement, dated as of May 31, 2000, between Federated
Department Stores, Inc. and the underwriters named therein.
4. Form of Fourth Supplemental Trust Indenture, between Federated
Department Stores, Inc. and Citibank, N.A., as Trustee.
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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.
FEDERATED DEPARTMENT STORES, INC.
Date: June 5, 2000 By: /s/ Dennis J. Broderick
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Dennis J. Broderick
Senior Vice President,
General Counsel and Secretary
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Description
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<S> <C>
1. Underwriting Agreement, dated as of May 31, 2000, between Federated
Department Stores, Inc. and the underwriters named therein.
4. Form of Fourth Supplemental Trust Indenture, between Federated
Department Stores, Inc. and Citibank, N.A., as Trustee.
</TABLE>
