CONSOLIDATED GRAPHICS INC /TX/
8-K, 1996-12-24
COMMERCIAL PRINTING
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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 (date of earliest event reported): December 18, 1996

                           Consolidated Graphics, Inc.
             (Exact name of registrant as specified in its charter)

              TEXAS                   0-24068                  76-0190827
(State or other jurisdiction of     (Commission             (I.R.S.Employer
         incorporation)            File Number)           Identification No.)

                             2210 West Dallas Street
                              Houston, Texas 77019
              (Address of principal executive offices and zip code)

       Registrant's telephone number, including area code: (713) 529-4200
<PAGE>
Item 5.  Other Events

Stock Split

                  On December 18, 1996, Consolidated Graphics, Inc. ( the
"Company") announced a two-for-one split of its common stock (the "Stock
Split"). The Stock Split will be effected in the form of a stock dividend and
will entitle each shareholder of record on December 31, 1996 to receive one
share of common stock for every share of the Company's common stock held on the
record date. The Stock Split will be effective as of January 10, 1997. A copy of
the press release is attached hereto as Exhibit 99.

Additional Shares Registered as a Result of Stock Split

                  Pursuant to Rule 416(b) under the Securities Act of 1933 (the
"Securities Act"), the number of shares of the Company's common stock registered
for sale under the Securities Act by the following Registration Statements on
Forms S-3 and S-8 will be deemed to be increased by the Stock Split to cover the
additional shares resulting from the application of the Stock Split to the
registered shares of the Company's common stock remaining unsold under the
following Registration Statements as of the December 31, 1996 record date for
the Stock Split:

Registration                                                 Pre-Split
Statement                                                     Shares
Number              Type of Registration                     Registered
- ------              --------------------                     ----------
33-87192          Consolidated Graphics, Inc.                367,500
                  Long-Term Incentive Plan,
                  Form S-8

333-06097         Consolidated Graphics, Inc.                424,658
                  Shelf Registration, Form S-3
     
333-13737         Consolidated Graphics, Inc.                600,000
                  Long-Term Incentive Plan,
                  Form S-8

333-18435         Consolidated Graphics, Inc.                 37,500
                  Employee 401(k) Savings Plan,
                  Form S-8

333-              Consolidated Graphics, Inc.                176,280
                  Shelf Registration, Form S-3


                  The foregoing Registration Statements, which incorporate by
reference this Report on Form 8-K, are hereby amended pursuant to Rule 416(b)
under the Securities Act to increase the amount of shares of the Company's
common stock registered thereunder to reflect the 100% stock dividend.

Item 7.  Financial Statements and Exhibits

         The following exhibit is filed herewith:

         99   Press release of Consolidated Graphics, Inc. dated December 18,
              1996 with respect to a two-for-one split of its outstanding
              common stock.
<PAGE>
                                    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.

                            CONSOLIDATED GRAPHICS, INC.
                                (Registrant)

                            By: /s/ G. Christopher Colville
                                    Vice President - Mergers and Acquisitions 
                                    and Chief Financial Officer

Date: December 24, 1996

                                               [CONSOLIDATED GRAPICS. INC. LOGO]
NEWS RELEASE
                                       CONTACT:   Betsy Brod/Jeff Majtyka
                                                  Media:  Stan Froelich
                                                  Morgan-Walke Associates, Inc.
                                                  (212) 850-5600

               CONSOLIDATED GRAPHICS ANNOUNCES 2-FOR-1 STOCK SPLIT

     HOUSTON, TEXAS December 18, 1996 Consolidated Graphics, Inc.
(Nasdaq/NM:COGI), today announced a 2-for-1 split of its common stock. The stock
split will be in the form of a stock dividend which will be distributed on
January 10, 1997, to shareholders of record at the close of business on December
31, 1996. Shareholders will receive one share of common stock for each share of
the Company's common stock held on the record date. The Company currently has
6,154,840 shares of common stock issued and outstanding.

     Joe R. Davis, Chairman and Chief Executive Officer, commented, "This
2-for-1 stock split is a milestone in the growth and success of Consolidated
Graphics, and will make our stock more accessible to both existing investors and
those who wish to participate in our future growth."

     Consolidated Graphics, Inc. is one of the fastest growing printing
companies in the United States. It is a consolidator in a fragmented industry,
adding value to its acquisitions by providing the financial and operational
strengths, management support and technological advantages associated with a
larger organization. Following the completion of two recently announced
acquisitions, the Company will own 18 printing companies operating in 14
markets.
                                      # # #

                                                      Consolidated Graphics   
                                                      2210 West Dallas Street
                                                      Houston, Texas  77019
                                                      (713) 529-4200

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