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): June 1,
2005 |
|
COMCAST
CORPORATION |
(Exact
Name of Registrant
as
Specified in Charter) |
|
|
Pennsylvania |
|
|
(State
or Other Jurisdiction of Incorporation) |
|
|
000-50093 |
|
27-0000798 |
(Commission
File Number) |
|
(IRS
Employer Identification No.) |
|
1500
Market Street
Philadelphia,
PA |
|
19102 |
(Address
of Principal Executive Offices) |
|
(Zip
Code) |
|
|
|
|
Registrant’s
telephone number, including area code: (215) 665-1700 |
|
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 (see General Instruction A.2. below):
[
] |
|
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
5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
Restatement
of Comcast Corporation Articles of Incorporation
On
February 17, 2005, the Board of Directors of Comcast Corporation (the
“Company”)
approved the restatement of the Company’s Articles of Incorporation (the
“Articles”)
effective as of June 1, 2005. The Restated Articles of Incorporation was filed
with the Pennsylvania Department of State on June 1, 2005 and restates without
change all of the operative provisions of the Company’s Articles of
Incorporation, as previously amended and restated. The purpose of the
restatement was to remove certain inoperative provisions of the Articles by: (i)
eliminating obsolete defined terms and (ii) eliminating certain corporate
governance provisions in Article SIXTH of the Articles that were originally
added to the Articles in connection with Company’s acquisition of AT&T
Corp.’s broadband business in 2002 and that have since become inoperative due to
the occurrence of specified events or the passage of time. No shareholder vote
was required for this restatement under Pennsylvania law. The form of the
Restated Articles of Incorporation is attached to this Current Report on Form
8-K as Exhibit 3.1.
Item
9.01. Financial Statements and Exhibits
(c) Exhibits
3.1 Restated
Articles of Incorporation of Comcast Corporation
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.
|
|
COMCAST
CORPORATION
|
Date: |
June
6, 2005 |
|
By: |
/s/
Arthur R. Block |
|
|
|
|
Name: |
Arthur
R. Block |
|
|
|
|
Title: |
Senior
Vice President |