CONSOLIDATED GRAPHICS INC /TX/
8-K, 1998-08-17
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): AUGUST 12, 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
================================================================================

ITEM 5.  OTHER EVENTS     

      On August 12, 1998, Consolidated Graphics, Inc. (the "Company") announced
the signing of a nonbinding letter of intent to acquire Metropolitan Printing
Service, Inc. of Bloomington, Indiana. 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 August 12, 1998,
          related to the announcement of the signing of a nonbinding letter of
          intent to acquire Metropolitan Printing Service, Inc. of Bloomington,
          Indiana.

                                       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 17, 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
             METROPOLITAN PRINTING OF BLOOMINGTON, INDIANA

     HOUSTON, TEXAS -- August 12, 1998 -- Consolidated Graphics, Inc. (NYSE:
CGX) today announced the signing of a letter of intent to acquire Metropolitan
Printing Service, Inc., a high quality commercial printer located in
Bloomington, Indiana. Tad Wilson and Charles Neumeyer, co-owners of Metropolitan
Printing, will remain with the company after completion of the transaction.
Other terms of the transaction were not disclosed.

     Joe R. Davis, Chairman and Chief Executive Officer of Consolidated
Graphics, commented, "Tad Wilson and Charles Neumeyer, together with their
employees, built their business by providing customers outstanding quality and
service. Over their 30 years in business, this strategy has made them the
leading printer in their market. We look forward to helping them build upon this
success."

     Mr. Wilson commented, "We have worked hard earning and maintaining an
excellent reputation with our customers. We are pleased to be joining a company
that shares our service-oriented philosophy." Mr. Neumeyer added, "With
Consolidated Graphics, we are now positioned to grow our business and utilize
their superior resources to improve our operating results."

<PAGE>

     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 47 companies with annualized
revenues in excess of $555 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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