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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: September 28, 2004
(date of earliest event reported)
DARDEN RESTAURANTS, INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 1-13666
Florida 59-3305930
(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
5900 Lake Ellenor Drive, Orlando, Florida 32809
(Address of principal executive offices, including zip code)
(407) 245-4000
(Registrant's telephone number, including area code)
Not Applicable
(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:
[ ] 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))
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Item 8.01 - Other Events.
Darden Restaurants, Inc. issued a news release dated September 28, 2004,
entitled "Darden Restaurants Announces Dividend and Additional Share Repurchase
Authorization," a copy of which is furnished herewith as Exhibit 99 to this
Current Report on Form 8-K.
At the Annual Meeting of Shareholders held on September 29, 2004, the
shareholders of the Company took the following actions:
1. Elected twelve directors (Leonard L. Berry, Odie C. Donald, David H. Hughes,
Joe R. Lee, Senator Connie Mack, III, Andrew H. Madsen, Clarence Otis, Jr.,
Michael D. Rose, Maria A. Sastre, Jack A. Smith, Blaine Sweatt, III, and Rita P.
Wilson);
2. Approved the amended and restated Darden Restaurants, Inc. Employee Stock
Purchase Plan; and
3. Approved the appointment of KPMG LLP as our independent registered public
accounting firm for the fiscal year ending May 29, 2005.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
The following exhibit is being furnished with this Current Report:
Exhibit Number
(by reference to
Item 601 of
Regulation S-K) Description
--------------- -----------
99 Press Release dated September 28, 2004, entitled
"Darden Restaurants Announces Dividend and
Additional Share Repurchase Authorization."
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SIGNATURE
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.
DARDEN RESTAURANTS, INC.
By: /s/ Paula J. Shives
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Paula J. Shives
Senior Vice President, General
Counsel and Secretary
Date: September 29, 2004
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EXHIBIT INDEX
Exhibit Number Description of Exhibit
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99 Press Release dated September 28, 2004, entitled "Darden
Restaurants Announces Dividend and Additional Share
Repurchase Authorization."
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