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) December 13, 2002
Arbitron Inc.
| Delaware | 1-01969 | 52-0278528 | ||
| (State or other | (Commission File Number) | (IRS Employer | ||
| jurisdiction of | Identification No.) | |||
| incorporation) | ||||
| 142 West 57th Street, New York, New York | 10019-3300 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (212) 887-1300
Item 5. Other Events
As previously announced, on November 21, 2002, the Board of Directors of Arbitron Inc. (the “Company”) adopted a Stockholder Rights Plan. In connection with the Stockholder Rights Plan, a right to purchase one one-thousandth of a share of Series B Junior Participating Preferred Stock of the Company was distributed for each outstanding share of the Company’s common stock held of record on December 9, 2002 (the “Record Date”). On or about December 17, 2002, the Company mailed to stockholders of record on the Record Date a Summary of the Stockholder Rights Plan (the “Summary”).
The Company’s cover letter, dated December 13, 2002, and the Summary are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated herein by reference. A copy of the Stockholder Rights Plan was previously filed as an exhibit to the Company’s Form 8-K Current Report dated November 21, 2002.
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| Item 7. | Financial Statements, Pro Forma Financial Information and Exhibits. |
| 99.1. | Cover letter to stockholders dated December 13, 2002. | |
| 99.2. | Summary of the Stockholder Rights Plan. |
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SIGNATURES
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 thereunto duly authorized.
| ARBITRON INC. | ||||
| Date: December 18, 2002 | By: | /s/ Stephen B. Morris | ||
Stephen B. Morris Chief Executive Officer and President |
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EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1. | Cover letter to stockholders dated December 13, 2002. | |
| 99.2. | Summary of the Stockholder Rights Plan. |
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