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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 (Date of earliest event reported):
October 26, 2006 (October 26, 2006)
SERVICE CORPORATION INTERNATIONAL
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(Exact name of registrant as specified in its charter)
Texas 1-6402-1 74-1488375
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
1929 Allen Parkway Houston, Texas 77019
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (713) 522-5141
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(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 240.13a-4(c))
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ITEM 8.01 OTHER EVENTS
On October 26, 2006, Service Corporation International, a Texas corporation (the
"Company") issued a press release announcing that, in connection with its
previously announced tender offer and consent solicitation for any and all of
its outstanding 7.70% Notes due April 15, 2009, CUSIP Nos. 817565AX2, 817565AV6
and 817565AW4 (the "Notes"), which commenced September 7, 2006, the Company has
further extended the time by which holders must tender Notes in response to the
tender offer. The tender offer, previously set to expire at 8:00 a.m., New York
City time, on October 26, 2006, will now expire at 8:00 a.m., New York City
time, on November 2, 2006, unless otherwise extended or earlier terminated. The
tender offer for the Notes originally was scheduled to expire at 11:59 p.m., New
York City time, on October 5, 2006. On each of October 5, 2006, October 13,
2006, and October 19, 2006, the Company further extended the tender offer for
the Notes to October 13, 2006, October 19, 2006, and October 26, 2006,
respectively. A copy of the press release is attached as Exhibit 99.1 to this
Current Report on Form 8-K and is incorporated herein by reference.
Nothing in this report should be construed as an offer to purchase the Notes, as
such offer is only being made upon the terms and is subject to the conditions
set forth in the Company's Offer to Purchase and Consent Solicitation Statement
dated September 7, 2006 and the related Letter of Transmittal and Consent.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) - Exhibits.
99.1 Press release dated October 26, 2006 issued by the Company
announcing further extension of tender offer and consent
solicitation.
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.
Dated: October 26, 2006 SERVICE CORPORATION INTERNATIONAL
By: /s/ Eric D. Tanzberger
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Name: Eric D. Tanzberger
Title: Senior Vice President and
Chief Financial Officer