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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) March 11, 2005
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 7.01 REGULATION FD DISCLOSURE
On March 11, 2005, Service Corporation International issued a press release
announcing that it will not file its Annual Report on Form 10-K for the fiscal
year ended December 31, 2004 by March 16, 2005. The Company will file a
notification of late filing of its Form 10-K with the Securities and Exchange
Commission, which will give the Company until March 31, 2005 to file its Form
10-K and still be timely filed. The three reasons for the delay are related to
the Company's ongoing projects to verify its cemetery preneed backlog records,
its review of operating lease accounting issues, and the completion of its
assessment of internal controls required by Section 404 of the Sarbanes-Oxley
Act.
Management also announced that it has substantially completed its assessment of
the effectiveness of the Company's internal control over financial reporting as
of December 31, 2004. Based on preliminary results to date, the Company has
identified internal control deficiencies that constituted material weaknesses in
internal controls over financial reporting at December 31, 2004 as further
described in the press release attached as Exhibit 99.1.
The attached Exhibit 99.1 is not filed, but is furnished to comply with
Regulation FD. The information in this Current Report on Form 8-K, including the
exhibit, shall not be deemed "filed" for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), or
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Attached hereto as Exhibit 99.1 is a copy of Service Corporation
International's press release.
99.1 Press Release, dated March 11, 2005
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.
March 11, 2005 Service Corporation International
By: /s/ Eric D. Tanzberger
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Eric D. Tanzberger
Vice President and Corporate Controller
EXHIBIT INDEX
Exhibit No.
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Exhibit 99.1 Press Release of Service Corporation International dated
March 11, 2005, announcing the delay in filing of the 2004
Form 10-K and also provides an update on the Sarbanes-Oxley
internal control testing.