-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EOYcJcrFEPVfSxrFHK6hN6+YZkKEphQXI82mShpJFmBPpWp4xv77fD/orQJPKnU/ fFOs5EkRGcZFep3TbTOKWA== 0000950131-02-003186.txt : 20020814 0000950131-02-003186.hdr.sgml : 20020814 20020814101540 ACCESSION NUMBER: 0000950131-02-003186 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20020630 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DONNELLEY R R & SONS CO CENTRAL INDEX KEY: 0000029669 STANDARD INDUSTRIAL CLASSIFICATION: COMMERCIAL PRINTING [2750] IRS NUMBER: 361004130 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04694 FILM NUMBER: 02732069 BUSINESS ADDRESS: STREET 1: 77 W WACKER DR CITY: CHICAGO STATE: IL ZIP: 60601 BUSINESS PHONE: 3123268000 MAIL ADDRESS: STREET 1: 77 W WACKER DRIVE CITY: CHICAGO STATE: IL ZIP: 60601 8-K 1 d8k.htm FORM 8-K Prepared by R.R. Donnelley Financial -- Form 8-K
 
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 13, 2002
R. R. DONNELLEY & SONS COMPANY
(Exact name of Registrant as Specified in Its Charter)
 
Delaware
    
1-4694
  
36-1004130
(State or Other Jurisdiction
of Incorporation)
    
(Commission File Number)
  
(IRS Employer Identificaiton No.)
77 West Wacker Drive,
Chicago, Illinois
         
60601
(Address of Principal Executive Offices)
         
(Zip Code)
 
Registrant’s Telephone Number, Including Area Code: (312) 326-8000
 
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
 


 
Item 5.    Other Events and Regulation FD Disclosure.
 
On August 13, 2002, William L. Davis, principal executive officer of R. R. Donnelley & Sons Company, and Gregory A. Stoklosa, principal financial officer of R. R. Donnelley & Sons Company, each filed with the Securities and Exchange Commission a statement under oath regarding facts and circumstances relating to the accuracy of the Company’s financial statements and each of their consultations with the Company’s audit committee, as required by the Securities and Exchange Commission’s “Order Requiring the Filing of Sworn Statements Pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934”.
 
Item 7.    Financial Statements and Exhibits.
 
      (c) Exhibits.
99.1
  
Statement Under Oath of William L. Davis, Principal Executive Officer of R. R. Donnelley & Sons Company, Regarding Facts and Circumstances Relating to Exchange Act Filings.
99.2
  
Statement Under Oath of Gregory A. Stoklosa, Principal Financial Officer of R. R. Donnelley & Sons Company, Regarding Facts and Circumstances Relating to Exchange Act Filings.

2


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 thereunto duly authorized.
 
R. R. DONNELLEY & SONS COMPANY
 
 
Date: August 14, 2002
/S/    MONICA M. FOHRMAN        
By:                                                                                                           
      Monica M. Fohrman
Senior Vice President, General Counsel & Secretary

3


 
EXHIBIT INDEX
 
Exhibit
Number

  
Description

99.1
  
Statement Under Oath of William L. Davis, Principal Executive Officer of R. R. Donnelley & Sons Company, Regarding Facts and Circumstances Relating to Exchange Act Filings.
99.2
  
Statement Under Oath of Gregory A. Stoklosa, Principal Financial Officer of R. R. Donnelley & Sons Company, Regarding Facts and Circumstances Relating to Exchange Act Filings.

4
EX-99.1 3 dex991.htm CERTIFICATION OF CEO PURSUANT TO 18 U.S.C. 1350 Prepared by R.R. Donnelley Financial -- Certification of CEO Pursuant to 18 U.S.C. 1350
Exhibit 99.1
 
Statement Under Oath of Principal Executive Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
 
I, William L. Davis, state and attest that:
 
(1) To the best of my knowledge, based upon a review of the covered reports of R. R. Donnelley & Sons Company, and, except as corrected or supplemented in a subsequent covered report:
 
 
·
 
no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and
 
 
·
 
no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).
 
(2) I have reviewed the contents of this statement with the Company’s audit committee.
 
(3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a “covered report”:
 
 
·
 
Annual Report on Form 10-K for the fiscal year ended December 31, 2001 of R. R. Donnelley & Sons Company;
 
 
·
 
all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of R. R. Donnelley & Sons Company filed with the Commission subsequent to the filing of the Form 10-K identified above; and
 
 
·
 
any amendments to any of the foregoing.
 
/S/    WILLIAM L. DAVI S
William L. Davis
August 13, 2002


 
Subscribed and sworn to
before me this 13th day of
August, 2002.
 
/S/    GEORGIANNA C. REEDER
Notary Public
 
My Commission Expires 3-24-2006

EX-99.2 4 dex992.htm CERTIFICATION OF CFO TO 18 U.S.C. 1350 Prepared by R.R. Donnelley Financial -- Certification of CFO to 18 U.S.C. 1350
Exhibit 99.2
 
Statement Under Oath of Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
 
I, Gregory A. Stoklosa, state and attest that:
 
(1) To the best of my knowledge, based upon a review of the covered reports of R. R. Donnelley & Sons Company, and, except as corrected or supplemented in a subsequent covered report:
 
 
·
 
no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and
 
 
·
 
no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed).
 
(2) I have reviewed the contents of this statement with the Company’s audit committee.
 
(3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a “covered report”:
 
 
·
 
Annual Report on Form 10-K for the fiscal year ended December 31, 2001 of R. R. Donnelley & Sons Company;
 
 
·
 
all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of R. R. Donnelley & Sons Company filed with the Commission subsequent to the filing of the Form 10-K identified above; and
 
 
·
 
any amendments to any of the foregoing.
 
/S/    GREGORY A. STOKLOSA
Gregory A. Stoklosa
August 13, 2002


 
Subscribed and sworn to
before me this 13th day of
August, 2002.
 
/S/    GEORGIANNA C. REEDER
Notary Public
 
My Commission Expires 3-24-2006

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