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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): May 11, 1998
CAMCO INTERNATIONAL INC.
(Exact name of registrant as specified in charter)
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Delaware 1-10718 13-3517570
(State of Incorporation) (Commission File No.) (I.R.S. Employer Identification No.)
7030 Ardmore
Houston, Texas 77054
(Address of Principal Executive Offices) (Zip Code)
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Registrant's telephone number, including area code: (713) 747-4000
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Exhibit Index Appears on Page 4
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ITEM 5. OTHER EVENTS.
On May 11, 1998, Camco International Inc. (the "Company" or "Camco")
announced the sudden death of Mr. Gary D. Nicholson, its Chairman of the Board
of Directors, President and Chief Executive Officer. On the same day, the Board
of Directors of the Company, announced that Mr. Gilbert H. Tausch, a member of
the Board of Directors and Former President and Chief Executive Officer, will
serve as Chairman and Chief Executive Officer of Camco on an interim basis. The
Board of Directors has formed a special committee which will immediately
commence a search for a permanent Chief Executive Officer.
A copy of the press releases announcing the death of Mr. Gary D.
Nicholson and the appointment of Mr. Gilbert H. Tausch as Chairman and Chief
Executive Officer are filed as Exhibits 99.1 and 99.2 and are hereby
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 - Press Release of the Company dated May 11, 1998, announcing
the death of Mr. Gary D. Nicholson.
99.2 - Press Release of the Company dated May 11, 1998, announcing
the death of Mr. Gary D. Nicholson and the appointment of
Mr. Gilbert H. Tausch as Chairman of the Board of Directors
and Chief Executive Officer.
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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.
CAMCO INTERNATIONAL INC.
Dated: May 21, 1998 /s/ RONALD R. RANDALL
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Ronald R. Randall
Vice President, General Counsel
and Secretary
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INDEX TO EXHIBITS
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NUMBER EXHIBIT
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99.1 Press Release of the Company dated May 11, 1998, announcing the
death of Mr. Gary D. Nicholson.
99.2 Press Release of the Company dated May 11, 1998, announcing the
death of Mr. Gary D. Nicholson and the appointment of Mr. Gilbert H.
Tausch as Chairman of the Board of Directors and Chief Executive Officer.
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EXHIBIT 99.1
CAMCO INTERNATIONAL INC.
NYSE: CAM * Oilfield Equipment & Service
NEWS RELEASE
Contact: Herbert S. Yates
Senior Vice President - Finance
713/749-5680
Houston, Texas, May 11, 1998.... Camco International Inc. (NYSE: CAM) is
saddened to announce the sudden death of Gary D. Nicholson, its Chairman and
CEO. Mr. Nicholson died of a presumed heart attack after being rushed to the
hospital early this morning. The Board of Directors will announce its plans
for the management of the company as soon as possible.
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EXHIBIT 99.2
CAMCO INTERNATIONAL INC.
NYSE: CAM * Oilfield Equipment & Service
NEWS RELEASE
Contact: Herbert S. Yates
Senior Vice President - Finance
713/749-5680
Houston, Texas, May 11, 1998.... The Board of Directors of Camco International
Inc. (NYSE: CAM) announced that Mr. Gilbert H. Tausch, member of the Board of
Directors and former President and CEO of Camco, will serve as Chairman and CEO
of Camco on an interim basis following the sudden and untimely death early this
morning of Gary D. Nicholson, the company's Chairman and CEO. The Board of
Directors has formed a special committee which will immediately commence a
search for a permanent Chief Executive Officer.
Mr. Tausch served as President and CEO of Camco International from 1972 until
his retirement in 1993. The Board stated that the company felt most fortunate
in this tragic circumstance to have available to it the experience and
expertise of Mr. Tausch, who has continued his active involvement with the
company since his retirement. Mr. Tausch stated that Camco's strong management
team will continue its excellent performance on behalf of the company.
Reporting to Mr. Tausch will be the four Group Presidents heading the business
operations of the company and the corporate officers.
The Board of Directors and Camco International wish to express its deepest
sympathies to Gary Nicholson's family and friends and acknowledge the many
contributions of the late Mr. Nicholson to the success of Camco.
