CONSOLIDATED GRAPHICS INC /TX/
8-K, 1998-08-05
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): JULY 31, 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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<PAGE>
ITEM 5. OTHER EVENTS 

     On July 31, 1998, Consolidated Graphics, Inc. (the "Company") announced the
signing of nonbinding letters of intent to acquire four independent, commercial
printing companies in a transaction led by Compass Capital Partners of Radnor,
Pennsylvania. 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 July 31, 1998,
          related to the announcement of the signing of nonbinding letters of
          intent to acquire four independent, commercial printing companies in a
          transaction led by Compass Capital Partners of Radnor, Pennsylvania.

                                        1
<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/ RANDALL D. KEYS
                                                       Randall D. Keys
                                                       Vice President - Finance
                                                        Chief Financial Officer


Date:  August 5, 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: Eileen King
                                                Morgen-Walke Associates, Inc.
                                                (212) 850-5600

FOR IMMEDIATE RELEASE

            CONSOLIDATED GRAPHICS TO ACQUIRE FOUR COMMERCIAL PRINTING COMPANIES

     HOUSTON, TEXAS - July 31, 1998 -- Consolidated Graphics, Inc. (NYSE:CGX)
today announced the signing of letters of intent to acquire four high-quality,
independent, commercial printing companies in a transaction led by Compass
Capital Partners of Radnor, Pennsylvania. The four companies, whose annual
revenues total $98 million, strengthen Consolidated Graphics' presence in the
Mid-Atlantic and Upper Midwest regions. The names of the four companies are
being withheld pending announcement to employees and customers in their local
markets.

     Joe R. Davis, Chairman and Chief Executive Officer of Consolidated
Graphics, commented, "Once again, we are adding four companies with long and
successful operating histories and strong management to our growing list of
quality printing companies. We are pleased to have the opportunity to acquire
each of these four highly regarded companies in a coordinated transaction."

     Harris M. DeWese of Compass Capital Partners said, "I view Consolidated
Graphics as the blue chip consolidator in the general commercial printing
industry. I am proud to have represented these fine companies as they look to
continue their success and growth with the industry leader."

     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 46 companies with annualized
revenues in excess of $550 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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