CONSOLIDATED GRAPHICS INC /TX/
8-K, 1998-05-28
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): MAY 27, 1998

                           CONSOLIDATED GRAPHICS, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

         TEXAS                         0-24068               76-0190827
(STATE OR OTHER JURISDICTION   (COMMISSION FILE NUMBER)   (I.R.S. EMPLOYER
      OF INCORPORATION)                                   IDENTIFICATION NO.)

                           5858 WESTHEIMER, SUITE 200
                              HOUSTON, TEXAS 77057
              (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES AND ZIP CODE)
       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 787-0977
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ITEM 5.  OTHER EVENTS     

     On May 27, 1998, Consolidated Graphics, Inc. (the "Company") announced the
signing of a nonbinding letter of intent to acquire Ironwood Lithographers, Inc.
of Phoenix, Arizona. A copy of the press release is attached hereto as Exhibit
99. The attached press release may contain forward looking information. Readers
are cautioned that such information involves risks and uncertainties, including
the possibility that events may occur which preclude completion of pending or
future acquisitions by the Company.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

     (A)  EXHIBITS

     The following exhibit is filed herewith:

      99  Press release of Consolidated Graphics, Inc. dated May 27, 1998,
          related to the announcement of the signing of a nonbinding letter of
          intent to acquire Ironwood Lithographers, Inc. of Phoenix, Arizona.

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<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
                                                    G. Christopher Colville
                                                  Executive Vice President,
                                          Chief Financial and Accounting Officer

Date: May 28, 1998

                                       2


                                                                      EXHIBIT 99

                                         FOR:   Consolidated Graphics, Inc.

                                 APPROVED BY:   Ronald E. Hale, Jr.
                                                Vice President & Treasurer
                                                (713) 787-0977

                                     CONTACT:   Betsy Brod/Jonathan Schaffer
                                                Media: Stan Froelich/Eileen King
                                                Morgen-Walke Associates, Inc.
                                                (212) 850-5600

FOR IMMEDIATE RELEASE

             CONSOLIDATED GRAPHICS TO ACQUIRE IRONWOOD LITHOGRAPHERS
                               OF PHOENIX, ARIZONA

     HOUSTON, TEXAS - May 27, 1998 -- Consolidated Graphics, Inc. (NYSE:CGX)
today announced the signing of a letter of intent to acquire Ironwood
Lithographers, Inc. of Phoenix, Arizona. Ironwood is the second largest
sheet-fed commercial printer in Arizona and provides high-quality color printing
services to customers throughout the region. The Company was founded 22 years
ago by Dwight VanderHaar, Ironwood's Chairman. Daryl VanderHaar, who succeeded
his father as President of Ironwood, will continue in his current capacity upon
completion of the transaction. Terms of the transaction were not disclosed.

     Joe R. Davis, Chairman and Chief Executive Officer of Consolidated
Graphics, commented, "Ironwood is an outstanding company, one that has grown
from a five-employee operation 20 years ago into one of Arizona's most
successful printing companies. Daryl VanderHaar, who serves on the Board of
Directors of the Printing Industries of America, and the VanderHaar family have
guided Ironwood to a leadership position in both its market and the industry. We
look forward to helping them continue their momentum."

     Daryl VanderHaar added, "We have worked very hard to grow our company and
make it successful by providing our customers superior service and the highest
quality products. Consolidated Graphics shares our service-oriented approach and
has the resources to help us continue our growth and further improve our
operating results."

     Consolidated Graphics, Inc. is the fastest growing printing company in the
United States. A consolidator in a highly fragmented industry, the Company adds
value to its acquisitions through managerial and operational expertise,
financial strength and economies of scale. Upon completion of pending
acquisitions, Consolidated Graphics will have 38 companies with annualized
revenues in excess of $380 million.

     This press release contains forward-looking statements which involve known
and unknown risks, uncertainties or other factors that could cause actual
results to materially differ from the results, performance or other expectations
implied by these forward-looking statements. Consolidated Graphics' expectations
regarding run-rate revenues assume, among other things, completion of pending
acquisitions, general economic conditions, continued demand for its product, the
availability of raw materials, retention of its key management and operating
personnel, as well as other factors detailed in Consolidated Graphics' filings
with the Securities and Exchange Commission.

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