UNITED STATES
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)
|
November 3, 2004 | |
| BARNES & NOBLE, INC. | ||
| (Exact Name of Registrant as Specified in Its Charter) |
| Delaware | ||
| (State or Other Jurisdiction of Incorporation) |
| 1-12302 | 06-1196501 | |
| (Commission File Number) | (IRS Employer Identification No.) | |
| 122 Fifth Avenue, New York, NY | 10011 | |
| (Address of Principal Executive Offices) | (Zip Code) |
| (212) 633-3300 | ||
| (Registrant’s Telephone Number, Including Area Code) |
| (Former Name or Former Address, if Changed Since Last Report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 8.01 Other Events. | ||||||||
| Item 9.01 Financial Statements and Exhibits. | ||||||||
| SIGNATURES | ||||||||
| EX-99.1: PRESS RELEASE | ||||||||
Item 8.01 Other Events.
On November 3, 2004, Barnes & Noble, Inc. (the “Company”) announced that in connection with its previously announced spin-off of GameStop Corp. (“GameStop”), the Company’s stockholders of record as of the close of business on November 2, 2004 will receive 0.424876232 of a share of GameStop Class B common stock as a tax-free dividend on each outstanding share of the Company’s common stock. The press release announcing the distribution ratio is filed as Exhibit 99.1 to this report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
99.1 Press Release of the Company, dated November 3, 2004.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BARNES & NOBLE, INC. | ||||
Date: November 3, 2004
|
By: | /s/ Joseph J. Lombardi | ||
| Joseph J. Lombardi Chief Financial Officer |
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