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)
January 31, 1997
PROFFITT'S, INC.
(Exact name of registrant as specified in its charter)
Tennessee 0-15907 62-0331040
(State of incorporation) (Commission (I.R.S. Employer
file number) identification No.)
3455 Highway 80 West
Jackson, Mississippi 39209
(Address of pincipal executive offices) (Zip Code)
Registrant's telephone number, including area code (423) 983-7000
P.O. Box 9388
Alcoa, Tennessee
(Former name or former address, if changed since last report)
Item 2. Acquisition or Disposition of Assets
On January 31, 1997, the registrant, Proffitt's, Inc., a Tennessee
corporation ("Proffitt's), completed a merger with G. R. Herberger's,
Inc., a Delaware corporation ("Herberger's") in which a wholly owned
subsidiary of Proffitt's was merged with and into Herberger's, with
Herberger's surviving the merger as a wholly owned subsidiary of
Proffitt's. In connection with the merger, each outstanding common
share $0.04 par value of Herberger's was converted into .4985 shares of
the common stock, $0.10 par value, of Proffitt's (the "Proffitt's Common
Stock"), for an aggregate consideration of 4 million shares of
Proffitt's Common Stock.
Herberger's is a regional department store company which operates
39 stores in Colorado, Illinois, Iowa, Minnesota, Montana, Nebraska,
North Dakota, South Dakota, Wisconsin and Wyoming.
Item 7. Financial Statements and Exhibits
7(a) and 7(b). The financial statements and pro forma financial
information required by Items 7(a) and 7(b) have been previously
reported (as defined in Rule 12b-2 under the Securities Exchange Act of
1934).
7(c). The following exhibits are furnished as required by Item
7(c):
Exhibit
Number Description
2 Agreement and Plan of Merger dated November 8,
1996, among Proffitt's, Inc.,Prairie Merger
Corporation and G.R. Herberger's, Inc.
(Incorporated by reference to Exhibit 2 to the
Registrant's Current Report on Form 8-K filed
November 22, 1996).
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.
Date: February 10, 1997 PROFFITT'S, INC.
By: /s/ R. Brad Martin
R. Brad Martin, Chairman
of the Board and Chief
Executive Officer
