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): September 8, 2000


                    BURNS INTERNATIONAL SERVICES CORPORATION
               (Exact Name of Registrant as Specified in Charter)



         Delaware                         1-5529                  13-3408028
- ----------------------------           ------------               ----------
(State or Other Jurisdiction           (Commission              (IRS Employer
       of Incorporation)               File Number)           Identification No)



               200 S. Michigan Avenue
                  Chicago, Illinois                            60604
      ----------------------------------------                 -----
      (Address of Principal Executive Offices)               (Zip Code)



       Registrant's telephone number, including area code: (312) 322-8500




          -------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


Item 1.  Changes in Control of Registrant

     On September 2, 2000 Securitas AB, a joint stock company organized under
the laws of Sweden ("Securitas"), announced that Securitas Acquisition
Corporation, a Delaware corporation and an indirect wholly owned subsidiary of
Securitas ("Purchaser"), had completed its previously announced tender offer
(the "Offer") for all of the issued and outstanding shares of common stock, par
value $0.01 per share (the "Company Common Stock"), including the associated
rights to purchase Series A Participating Cumulative Preferred Stock (together
with the Company Common Stock, the "Shares"), of Burns International Services
Corporation, a Delaware corporation (the "Company"), at a purchase price of
$21.50 per Share (the "Per Share Amount"), net to seller in cash, without
interest. The Offer was made pursuant to an Agreement and Plan of Merger, dated
as of August 3, 2000, by and between the Company, Securitas and Purchaser (the
"Merger Agreement"). At 12:00 Midnight, New York City time, on Friday, September
1, 2000, the Offer expired. As of the expiration of the Offer and based on a
preliminary count, 20,139,508 Shares, representing approximately 97.0% of the
outstanding Shares, had been validly tendered and not withdrawn pursuant to the
Offer (including 327,744 Shares tendered by means of guaranteed delivery).
Purchaser accepted for payment and notified the Depositary to promptly pay for
the tendered and accepted Shares, in accordance with the Offer.

     In addition, Section 1.3 of the Merger Agreement provides that upon the
purchase by Purchaser of any Shares pursuant to the Offer, Securitas is entitled
to designate such number of directors of good repute, rounded up to the nearest
whole number, on the Board of Directors of the Company (the "Board") as will
give Securitas representation on the Board equal to at least that number of
directors which equals the product of the total number of currently serving
directors on the Board multiplied by the percentage that the aggregate number of
Shares beneficially owned by Securitas or any of its affiliates bears to the
number of Shares outstanding. Upon consummation of the Merger (as defined
below), the following directors of the Company each resigned as a member of the
Board: James J. Burke, Jr.; John A. Edwardson; Albert J. Fitzgibbons III; Arthur
F. Golden; Dale W. Lang; Terry L. Lengfelder; Robert A. McCabe; Andrew McNally
IV; Alexis P. Michas; and S. Jay Stewart. Upon the Merger becoming effective,
the number of directors of the surviving corporation was reduced to two (2) and
Laura J. Cerar and Don W. Walker became the only directors of the Company.

     On September 8, 2000, pursuant to the Merger Agreement, Purchaser merged
with and into the Company, with the Company surviving as an indirect wholly
owned subsidiary of Securitas (the "Merger"). The approval of the holders of the
Shares was not required to effect the Merger pursuant to the applicable
provisions of the Delaware General Corporation Law. The Shares issued and
outstanding immediately prior to the effective time of the Merger and not
otherwise acquired pursuant to the Offer were converted, subject to any
appraisal rights, into the right to receive $21.50 per Share, net to the holder
in cash, without interest.

     The preceding is qualified by reference to the Merger Agreement, which has
been filed as an exhibit hereto and incorporated herein by reference.

     The Company had been informed that financing for the Offer was provided
through multicurrency revolving credit loans pursuant to an $800 million
unsecured revolving credit facility provided by Deutsche Bank AG, as Arranger,
Deutsche Bank Luxemborg S.A., as Facility Agent, and other financial
institutions party thereto.

                                       2


     Additional information regarding the Offer and the Merger is included in
the Schedule TO filed by Securitas and Purchaser, and the Company's
Solicitation/Recommendation Statement on Schedule 14D-9, both of which were
filed with the SEC on August 7, 2000 and provided to the Company's stockholders.

     A copy of the press release of Securitas announcing the consummation of the
Offer is attached hereto as an exhibit and is incorporated herein by reference.

                                       3


Item 7.  Exhibits.


Exhibit No.                        Description
- -----------                        -----------

     2.1      Agreement and Plan of Merger, dated as of August 3, 2000, by and
              between the Company, Securitas and Purchaser.*

    99.2      Press Release issued by Securitas, dated September 2, 2000.


- ------------------------
*    Incorporated herein by reference to Exhibit 2.1 to the Company's Form 8-K
     filed on August 3, 2000.

                                       4


                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.



                                            BURNS INTERNATIONAL SERVICES
                                            CORPORATION


Date:  September 15, 2000                   By:  /s/ Frederick W. London
                                               ---------------------------------

                                            Name:  Frederick W. London

                                            Title:  Corporate Secretary

                                       5


                                  EXHIBIT INDEX



Exhibit No.                        Description
- -----------                        -----------

     2.1     Agreement and Plan of Merger, dated as of August 3, 2000, by and
             among the Company, Securitas and Purchaser.*

    99.2     Press Release issued by Securitas, dated September 2, 2000.


- -----------------
*    Filed as Exhibit 2.1 to the Company's Form 8-K filed on August 3, 2000.

                                       6

EX-99.2

                              [LOGO OF SECURITAS]


                         Press Release from Securitas AB
- --------------------------------------------------------------------------------
                                                                    Exhibit 99.2

                                                               September 2, 2000

                      Cash tender offer for Burns completed

Securitas AB has today completed the cash tender offer for Burns International
Services Corporation

Securitas AB's wholly owned subsidiary, Securitas Acquisition Corporation, has
accepted for payment approximately 20,139,508 shares of common stock of Burns
International Services Corporation (NYSE: BOR), representing approximately 97
percent of the outstanding shares of Burns (including approximately 327,744
shares tendered by means of guaranteed delivery), at USD 21.50 per share in cash
in accordance with its tender offer for all outstanding shares of Burns.
Approximately 621,076 shares of Burns were not tendered and remain outstanding.
The tender offer expired, as scheduled, at 12:00 midnight, New York City time,
on Friday, September 1, 2000.

Securitas AB intends to promptly merge Securitas Acquisition Corporation with
and into Burns in accordance with Delaware's short form merger provisions. As a
result of the merger, Burns will be an indirect, wholly owned subsidiary of
Securitas AB and each remaining outstanding share of Burns will be converted,
subject to appraisal rights, into the right to receive USD 21.50 in cash,
without interest.

The acquisition
The total consideration of the acquisition is SEK 4.1 billion (USD 457 million).
The acquisition will give rise to goodwill of MSEK 4,338 (MUSD 482) which will
be amortized over 20 years. Burns will be included in the Securitas Group as
from October 1, 2000.

Burns
Burns was founded in 1909 and is the second largest guarding company in the USA.
The company has 320 offices and 58,000 employees in the USA, Canada, England,
Ireland and Colombia. The company has about 14,000 customers. Burns is active in
permanent and mobile guarding services, alarm monitoring and security consulting
and investigation.

The new Securitas
As a result of the acquisition, Securitas will strengthen its position as the
world's leading security company with operations in more than 30 countries and
about 210,000 employees. The Group's sales will be about SEK 48 billion, the
equivalent of about USD 5.3 billion, of which SEK 25 billion (USD 2.8 billion)
are attributable to the USA.

Interim Report
The third quarter report of Securitas AB will be published on November 2, 2000.



Further information can be obtained from Hakan Winberg, Executive Vice President
and Chief Financial Officer, telephone 07990 562 582 or Camilla Weiner, Manager
Investor Relations, telephone +46 70 589 7799


                                  Securitas AB
                            -------------------------
                    P.O. Box 12307 S-102 28 Stockholm Sweden
                     Tel +46 8 657 74 00 Fax +46 8 657 70 72
                       Visiting address Lindhagensplan 70