PATTERSON DENTAL CO
8-K, 1999-07-02
MEDICAL, DENTAL & HOSPITAL EQUIPMENT & SUPPLIES
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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




                                  July 1, 1999
                Date of report (Date of earliest event reported)


                            PATTERSON DENTAL COMPANY
               (Exact Name of Registrant as Specified in Charter)




         Minnesota                   0-20572                  41-0886515
(State or Other Jurisdiction       (Commission              (IRS Employer
      of Incorporation)            File Number)         Identification Number)




                            1031 Mendota Heights Road
                            St. Paul, Minnesota 55120
          (Address of Principal Executive Offices, including Zip Code)




                                 (651) 686-1600
              (Registrant's Telephone Number, including Area Code)

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ITEM 5        OTHER EVENTS

         Reference is made to the press release issued to the public by
         Patterson Dental Company on July 1, 1999, and attached hereto as an
         exhibit, relating to the resignation, effective July 31, 1999, of
         Ronald E. Ezerski as Executive Vice President, Treasurer and Chief
         Financial Officer of Patterson Dental Company.

ITEM 7        FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

         (c)  Exhibits

              99.1  Press release dated July 1, 1999.


                                       2
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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 on July 2, 1999.


                                     PATTERSON DENTAL COMPANY

                                     By: /s/ Matthew L. Levitt
                                         ---------------------------------------
                                             Matthew L. Levitt
                                             Secretary and General Counsel




                                        3
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                                  EXHIBIT INDEX

Exhibit
Number            Description
- ------            -----------

99.1              Press release dated July 1, 1999.

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                                                                    EXHIBIT 99.1

                                                       Patterson Dental Company
                                                       1031 Mendota Heights Road
                                                       St. Paul, MN 55120
                                                       Nasdaq: PDCO




AT THE COMPANY:                            AT THE FINANCIAL RELATIONS BOARD:
Ronald Ezerski                                Leslie Hunziker  Suzy Olson
Executive Vice President & CFO                General Info.    Analyst Inquiries
(651) 686-1600                                (312) 266-7800   (312) 266-7800


THURSDAY, JULY 1, 1999

                            PATTERSON DENTAL COMPANY
               CHIEF FINANCIAL OFFICER, RONALD EZERSKI, TO RETIRE

           Hires Seasoned Executive with Extensive Business Experience

MINNEAPOLIS, July 1, 1999 -- Patterson Dental Company (Nasdaq: PDCO) today
announced the early retirement of Ronald Ezerski, executive vice president and
chief financial officer, effective July 31, 1999. R. Stephen Armstrong, formerly
with Ernst & Young LLP, has been named as Ezerski's replacement.

Ezerski, 53, was a member of the original management group that acquired
Patterson in 1985. He began his career with the company in 1982 as vice
president of finance and as president of its subsidiary, Dental Capital
Corporation. That subsidiary was merged into the company in 1988. In 1997
Ezerski became executive vice president of the company. He was named a director
of Patterson in 1983, and will continue to serve on the company's board.

"Over the past 17 years, Ron has made outstanding contributions in every area to
the development and success of Patterson," said Peter Frechette, chairman and
chief executive officer. "Through his leadership and dedication, he has helped
set the standards for Patterson, playing a key role in building a successful
national company recognized as an industry leader. We are very pleased that he
will continue to contribute his experience and advice as a director of the
company."
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                                                        Patterson Dental Company
                                                                           Add 2


"While we are sorry to see Ron relinquish his day-to-day role with the company,
we are very pleased to have a leader of Steve's caliber joining us," added
Frechette. "He brings more than 26 years of management and business skills to
Patterson, and has an established track record for success. As we continue to
expand, Steve's expertise will greatly reinforce our efforts."

Armstrong, 48, spent 26 years at Ernst & Young LLP, an international services
firm, most recently as a senior assurance partner, and served as an advisor to
Patterson for five years during his tenure there. At Ernst & Young, he served
publicly held national and multi-national clients in the consumer products,
manufacturing and service industries, with extensive experience in Securities
and Exchange Commission requirements and reporting, inventory accounting
techniques, acquisition due diligence and reporting, corporate income tax, and
stock compensation programs. He also participated in the firm's quality
assurance program, counseling and development of its professional staff,
professional training programs, and recruitment.

Armstrong holds a Bachelors of Science degree from St. John's University,
Collegeville, Minnesota. He is a member of the American Institute of Certified
Public Accountants and the Minnesota Society of Certified Public Accountants.

Patterson Dental Company is one of the largest distributors of dental products
in North America. The company supplies more than 82,500 products to dentists,
dental laboratories, institutions, physicians and other healthcare providers.
These products include x-ray film, impression and restorative materials, hand
instruments, sterilization products, front office forms and stationery as well
as capital equipment. Patterson markets its products and services through
approximately 986 sales representatives and equipment specialists in the United
States and Canada.


       For further information on Patterson Dental free of charge via fax,
                  dial 1-800-PRO-INFO and enter the number 207.

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