IOS CAPITAL INC
8-K, 2000-10-26
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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) October 17, 2000
                               IOS Capital, Inc.
             (Exact name of registrant as specified in its charter)




   DELAWARE                      File No. 0-20405              23-2493042
 ------------                 ---------------------         ------------------
  (State or other              (Commission File              (IRS Employer
  jurisdiction of              Number)                       Identification
  incorporation)                                             Number)


              1738 Bass Road, Macon, Georgia            31210


       Registrant's telephone number, including area code: (912) 471-2300
                                                           --------------



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



<PAGE>



Item 5.  Other Events.
         ------------

On October 17,  2000,  the  Registrant's  parent,  IKON Office  Solutions,  Inc.
("IKON"),  issued a press release regarding  anticipated  results for the fourth
quarter of fiscal  year 2000.  IKON's  press  release  dated  October  17,  2000
containing further detail is attached.

This  Report  includes  or  incorporates  by  reference  information  about  the
Registrant  and/or IKON which may constitute  forward-looking  statements within
the meaning of the federal  securities  laws. These  forward-looking  statements
include  statements  relating  to expected  fourth  quarter  results,  including
expected  revenues,  earnings,  cash  flow and  debt-to-capital  ratio,  and the
expected  benefits from IKON's new product offering and its long-term  strategy.
Although  IKON  believes  the  expectations  contained  in such  forward-looking
statements are reasonable, it can give no assurances that such expectations will
prove  correct.  Such  forward-looking  statements  are based upon  management's
current  plans  or  expectations  and are  subject  to a  number  of  risks  and
uncertainties,  including,  but not limited to, risks and uncertainties relating
to conducting  operations in a competitive  environment and a changing industry;
delays,  difficulties,  management  transitions and employment issues associated
with  consolidation  of,  and/or  changes in business  operations;  managing the
integration  of  existing  and  acquired  companies;   risks  and  uncertainties
associated with existing or future vendor  relationships;  and general  economic
conditions.  Certain  additional risks and uncertainties are set forth in IKON's
1999  Annual  Report on Form  10-K/A  filed  with the  Securities  and  Exchange
Commission. As a consequence of these and other risks and uncertainties,  IKON's
current plans,  anticipated  actions and future financial  condition and results
may differ materially from those expressed in any forward-looking statements.

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

c. The following  exhibits are furnished in  accordance  with the  provisions of
Item 601 of Regulation S-K:

          (99) Press Release dated October 17, 2000



<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.



                                          IOS Capital, Inc.




                                          By:      /s/ HARRY KOZEE
                                                   --------------------------
                                                   Harry Kozee
                                                   Vice President - Finance



Dated: October 26, 2000




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