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):  May 3, 2001


                         True North Communications Inc.
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             (exact name of registrant as specified in its charter)


         Delaware                        1-5029                  36-1088161
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(State or other jurisdiction    (Commission File Number)       (IRS Employer
    of incorporation)                                        Identification No.)


101 East Erie Street, Chicago, Illinois                        60611-2897
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(Address of principal executive offices)                       (Zip Code)

Registrant's telephone number, including area code:         (312) 425-6500
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                                (Not Applicable)
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           Former name or former address, if changed since last report






Item 5. Other Events

         On May 3, 2001, the registrant issued a release in the form attached to
this Report as Exhibit 99.1.

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

(c)      Exhibits:

99.1     Press Release dated May 3, 2001.










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                                   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.



                                     TRUE NORTH COMMUNICATIONS INC.

                                     By   /s/ Kevin J. Smith
                                        ---------------------------------------
                                              Kevin J. Smith
                                         Chief Financial Officer


Dated:   May 3, 2001










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                                  EXHIBIT INDEX


EXHIBIT NO.        DESCRIPTION
- -----------        -----------
   99.1            Press Release dated May 3, 2001














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EX-99.1

May 3, 2001
Kathryn Woods:  212/727-5582



FOR IMMEDIATE RELEASE


                   TRUE NORTH DECLARES SECOND QUARTER DIVIDEND
           --ALSO ANNOUNCES DETAILS OF SPECIAL SHAREHOLDERS' MEETING--


CHICAGO--The Board of Directors of True North Communications Inc. (NYSE: TNO),
on April 30, 2001, voted a quarterly dividend of $.15 per share, payable on June
18, 2001 to shareholders of record at the close of business on June 1, 2001.

The Board of Directors also called the special meeting of shareholders of True
North Communications Inc. to vote on the merger of True North and The
Interpublic Group of Companies (NYSE: IPG). The Company said that the meeting
will be held at 10:00 a.m. on June 19, 2001 at the University of Chicago
Graduate School of Business in Chicago. The Company recently set the record date
for shareholders as May 7, 2001.


The proposed True North and Interpublic merger was announced on March 19, 2001.
If approved by True North shareholders, it will create one of the world's
leading marketing communications and services group, with more than $7 billion
in revenue.

True North Communications is a top global advertising and communications holding
company. It has three major global brands: FCB Worldwide, advertising; BSMG
Worldwide, public relations; and Marketing Drive Worldwide, marketing services.
In addition, True North has a strong set of other brands including Bozell Group,
New America Strategies Group, Temerlin McClain, R/GA Interactive, Tierney
Communications and TN Media. True North also has a stake in German-based
advertising agency, Springer & Jacoby. Based in Chicago, True North had 2000
revenues of approximately $1.5 billion.

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