ALCO CAPITAL RESOURCE INC
8-K, 1995-07-10
PAPER & PAPER PRODUCTS
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<PAGE>
 
                      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 5, 1995

                           ALCO STANDARD CORPORATION
                         _____________________________
            (Exact name of registrant as specified in its charter)



     OHIO                      File No. 1-5964                   23-033440
- ---------------                ----------------                -------------
(State or other                (Commission File                (IRS Employer
jurisdiction of                Number)                         (Identification
incorporation)                                                 Number)


            P.O. Box 834, Valley Forge, Pennsylvania          19482
            -----------------------------------------       ---------


      Registrant's telephone number, including area code: (610) 296-8000
                                                          --------------


                                Not Applicable
                 ---------------------------------------------
         (Former name or former address, if changed since last report)

<PAGE>
 
Item 5.     Other Events.
            -------------

      On July 5, 1995, the Registrant announced that it intends to offer 
approximately 3.4 million shares of Automatically Convertible Equity Securities 
(the "Securities") to the public. The Securities automatically convert to the 
Registrant's common stock on a specified date in September 1998 (the "Mandatory 
Conversion Date") at a conversion rate which is related to the market price of 
the common stock on the Mandatory Conversion Date. The Securities are further 
described in the preliminary prospectus which the Registrant filed with the 
Securities and Exchange Commission on July 7, 1995.

      On July 5, 1995, the Registrant also announced that it expects to report 
earnings for the quarter ended June 30, 1995 on July 20, 1995. The Registrant 
expects earnings of approximately $.98 per share for the quarter, which 
represents a 22.5% increase over adjusted earnings per share of $.80 for the 
third quarter of fiscal 1994. The Company's anticipated third quarter results 
are consistent with its earnings expectation of $3.60 per share for the fiscal 
year ending September 30, 1995 compared to $2.87 for the fiscal year ended 
September 30, 1994.

Item 7.     Financial Statements,Pro Forma Financial Information
            ----------------------------------------------------
            and Exhibits.
            ------------

            (c)     Exhibits.
                    --------
              
                    Press Release dated July 5, 1995.

                                      -2-
<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 thereunto duly authorized.


                                               ALCO STANDARD CORPORATION



                                               By: /s/ Michael J. Dillon
                                                   -------------------------
                                                    Michael J. Dillon
                                                       Controller



Dated: July 7, 1995

                                      -3-
<PAGE>
 
                               Index to Exhibit
                               ----------------

                                                                            Page
                                                                            ----

(28) Press Release Dated July 5, 1995


                                      -4-

<PAGE>
 
                                                                      Exhibit 28

            [LETTERHEAD OF ALCO STANDARD CORPORATION APPEARS HERE]


                ALCO STANDARD ANNOUNCES OFFERING OF 3.4 MILLION
                    SHARES OF CONVERTIBLE 3-YEAR SECURITIES


VALLEY FORGE, PENNSYLVANIA -- JULY 5, 1995--Alco Standard Corporation 
(NYSE:ASN) announced today that it intends to offer approximately 3.4 million 
shares of Automatically Convertible Equity Securities. The securities will 
ultimately result in the issuance of common stock in three years. The purpose of
the offering is to fund the Company's ongoing program. Goldman, Sachs & Co., 
Lehman Brothers and Prudential Securities Incorporated are managing the 
offering.

Alco expects to report earnings for the third quarter ended June 30, 1995 on 
July 20, 1995. As discussed in the preliminary prospectus for the offering, the
Company expects earnings of approximately $.98 per share for the quarter, which 
represents a 22.5% increase over adjusted earnings per share of $.80 for the 
third quarter of fiscal 1994. The Company's anticipated third quarter results 
are consistent with its earnings expectation of $3.60 per share for the fiscal 
year ending September 30, 1995 compared to $2.87 for the 1994 fiscal year.

Alco Standard Corporation, headquartered in Valley Forge, Pennsylvania, is a 
publicly owned company which markets and distributes office equipment, paper and
imaging products and supply systems. Annual revenues in 1994 were $8 billion.


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