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) January 27, 2005
BEVERLY ENTERPRISES, INC.
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Delaware 1-9550 62-1691861
------------------------------- ------------ -------------------
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation) File Number) Identification No.)
One Thousand Beverly Way
------------------------------------------------ 72919
Fort Smith, Arkansas -------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number including area code (479) 201-2000
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))
Item 8.01 Other Events
The Company issued the press release attached hereto as Exhibit 99.1 in response
to the 13-D/A filing on January 27, 2005 by Appaloosa Management, LP, Franklin
Mutual Advisors, LLC, Formation Capital, LLC and Northbrook NBV, LLC.
Item 9.01 Financial Statements and Exhibits
(a) Exhibits
Exhibit No. Exhibit
----------- -------
99.1 Press Release
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.
Dated: January 28, 2005 BEVERLY ENTERPRISES, INC.
By: /s/ Pamela H. Daniels
------------------------------------
Name: Pamela H. Daniels
Title: Senior Vice President, Controller and
Chief Accounting Officer
Exhibit No. Exhibit
----------- -------
99.1 Press Release