BIG FLOWER PRESS HOLDINGS INC /PRED/
8-K, 1999-05-14
COMMERCIAL PRINTING
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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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 14, 1999


                         BIG FLOWER PRESS HOLDINGS, INC.
               (Exact Name of Registrant as Specified in Charter)

             Delaware                 1-14084                  13-3768322
(State or Other Jurisdiction        (Commission              (IRS Employer
       of Incorporation)            File Number)           Identification No.)

3 East 54th Street, New York, New York                            10022
(Address of Principal Executive Offices)                        (Zip Code)

       Registrant's telephone number, including area code: (212) 521-1600








                                   Page 1 of 5

<PAGE>



ITEM 5.  OTHER EVENTS.

         On May 14, 1999, Big Flower Press Holdings, Inc. (the "Registrant")
issued a press release, the text of which is attached hereto as Exhibit 99.1 and
incorporated herein in its entirety, announcing that it has extended, to May 20,
1999 5:00 p.m. New York City time, the expiration date of its offer to exchange
registered 8-5/8% Senior Subordinated Notes due 2008 for all of its outstanding
unregistered 8-5/8% Senior Subordinated Notes due 2008.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

         The following exhibits are filed herewith:

Exhibit
Number            Description
- -----------       --------------------------------------------------------

  99.1            Registrant's press release, dated May 14, 1999


















                                   Page 2 of 5

<PAGE>



                                   SIGNATURES

         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.

                                            BIG FLOWER PRESS HOLDINGS, INC.



Date: May 14, 1999                          By:  /s/ Irene B. Fisher
                                               ---------------------------------
                                               Irene B. Fisher
                                               Vice President and
                                                 Associate General Counsel



                                   Page 3 of 5

<PAGE>



EXHIBIT INDEX

                                                                    Sequentially
                                                                      Numbered
Exhibit No.      Description                                            Page
- -----------      ----------------------------------------------     ------------

99.1             Registrant's press release, dated May 14, 1999          5




















                                   Page 4 of 5




                                                                    EXHIBIT 99.1


   BIG FLOWER PRESS ANNOUNCES EXTENSION OF EXCHANGE OFFER FOR ITS 8 5/8% NOTES

         New York City (May 14, 1999) -- Big Flower Press Holdings, Inc., a
wholly-owned subsidiary of Big Flower Holdings, Inc. (NYSE:BGF), announced today
that it has extended to May 20 1999, 5:00 p.m. New York City time, the
expiration date of its offer to exchange $250 million aggregate principal amount
of its 8-5/8% Senior Subordinated Notes due 2008, which have been registered
under the Securities Act of 1933, for $250 million aggregate principal amount of
its outstanding unregistered 8-5/8% Senior Subordinated Notes due 2008 (the
"Private Notes"). As of the close of business on May 13, 1999, approximately
$192 million aggregate principal amount of the outstanding Private Notes had
been tendered.

                               #        #       #

For further information, contact:  Nancy S. Murray
                                   Big Flower Press Holdings, Inc.
                                   212.521.1606
                                   [email protected]














                                   Page 5 of 5


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