8-K

United States

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): November 22, 2010

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 Identification No.)

111 South Wacker Drive Chicago, Illinois	60606
(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)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events.

On November 19, 2010, R.R. Donnelley & Sons Company (“R.R. Donnelley”) and Bowne & Co., Inc. (“Bowne”) received notification from the Federal Trade Commission (“FTC”) that its investigation of R.R. Donnelley’s proposed acquisition of Bowne has been closed and that no additional action by the FTC is warranted at this time. Pending notification by the FTC that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act for the proposed acquisition of Bowne by R.R. Donnelley has been terminated, R.R. Donnelley and Bowne expect to promptly complete the transaction, which remains subject to the satisfaction of other customary closing conditions.

On November 22, 2010, R.R. Donnelley and Bowne issued a joint press release announcing foregoing. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)	Exhibits.
Exhibit 99.1	Joint Press Release issued by R.R. Donnelley & Sons Company and Bowne & Co., Inc., dated November 22, 2010.

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.

	R. R. DONNELLEY & SONS COMPANY
Date: November 22, 2010
	BY:	/S/    SUZANNE S. BETTMAN
		Suzanne S. Bettman Executive Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Joint Press Release issued by R.R. Donnelley & Sons Company and Bowne & Co., Inc., dated November 22, 2010.

EX-99.1

Exhibit 99.1

    NEWS RELEASE  

RR Donnelley Media Contact: Doug Fitzgerald, Executive Vice President Communications: Tel: 630-322-6830 E-mail: doug.fitzgerald@rrd.com

RR Donnelley Investor Contact: Dave Gardella, Vice President Investor Relations: 312-326-8155 E-mail: david.a.gardella@rrd.com

Bowne Media Contact: Pamela Blum, Director of Corporate Communications Tel: 212-658-5884 E-mail: pamela.blum@bowne.com

Bowne Investor Relations Contact: Bryan Berndt, Treasurer Tel: 212-658-5817 E-Mail: bryan.berndt@bowne.com

RR DONNELLEY RECEIVES NOTIFICATION FROM THE FEDERAL TRADE COMMISSION THAT INVESTIGATION OF ITS PROPOSED ACQUISITION OF BOWNE & CO., INC. HAS BEEN CLOSED

CHICAGO & NEW YORK, November 22, 2010—R. R. Donnelley & Sons Company (NASDAQ:RRD) and Bowne & Co., Inc. (NYSE:BNE) jointly announced today that they received notification from the Federal Trade Commission that its investigation of RR Donnelley’s proposed acquisition of Bowne & Co. has been closed and that no additional action by the Commission is warranted at this time. Pending notification by the FTC that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act for the proposed acquisition of Bowne by RR Donnelley has been terminated, RR Donnelley and Bowne expect to promptly complete the transaction, which remains subject to the satisfaction of other customary closing conditions.

About RR Donnelley

RR Donnelley (NASDAQ:RRD) is a global provider of integrated communications. Founded more than 146 years ago, the company works collaboratively with more than 60,000 customers worldwide to develop custom communications solutions that reduce costs, enhance ROI and ensure compliance. Drawing on a range of proprietary and commercially available digital and conventional technologies deployed across four continents, the company employs a suite of leading Internet based capabilities and other resources to provide premedia, printing, logistics and business process outsourcing products and services to leading clients in virtually every private and public sector.

For more information, and for RR Donnelley’s Corporate Social Responsibility Report, visit the company’s web site at www.rrdonnelley.com.

About Bowne

Bowne provides shareholder and marketing communications services around the world. Dealmakers rely on Bowne to handle critical capital markets communications with speed and accuracy. Compliance professionals turn to Bowne to prepare and file regulatory and shareholder communications online and in print. Investment managers and third party fund administrators count on Bowne’s integrated solutions to streamline their document processes and produce high quality communications for their shareholders. Marketers look to Bowne to create and distribute customized, one-to-one communications on demand. With 2,700 employees in 50 offices around the globe, Bowne has met the ever-changing demands of its clients for more than 230 years. For more information, please visit www.bowne.com.

Use of Forward-Looking Statements

This news release may contain “forward-looking statements” as defined in the U.S. Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the following cautionary statements. All forward-looking statements speak only as of the date of this news release and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Such factors include, among others, unanticipated issues associated with obtaining approvals to complete the transaction or other unexpected issues that could impact the closing of the deal. Readers are strongly encouraged to read the full cautionary statements contained in each of RR Donnelley’s and Bowne’s filings with the SEC. Both RR Donnelley and Bowne disclaim any obligation to update or revise any forward-looking statements.

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