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: August 13, 2002
CONVERGYS CORPORATION
(Exact name of registrant as specified in its charter)
Ohio 1-4379 31-1598292
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
201 East Fourth Street
Cincinnati, Ohio 45202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (513) 723-7000
Form 8-K Convergys Corporation
Item 7. Exhibits.
(a) Exhibits:
99.1 Statement Under Oath of Principal Executive Officer and
Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings.
99.2 Statement Under Oath of Principal Executive Officer and
Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings.
99.3 Certification of Periodic Financial Report By Chief
Executive Officer Pursuant to Section 906 of
Sarbanes-Oxley Act of 2002.
99.4 Certification of Periodic Financial Report By Chief
Financial Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
Item 9. Regulation FD Disclosure.
On August 13, 2002, James F. Orr, President and Chief Executive Officer
of Convergys Corporation, and Steven G. Rolls, Chief Financial Officer of
Convergys Corporation, each signed the sworn statement required by SEC Order
4-460. On August 13, 2002, the sworn statements were submitted to the SEC. A
copy of each of these statements is attached as Exhibits 99.1 and 99.2 hereto.
On August 13, 2002, James F. Orr, President and Chief Executive Officer
of Convergys Corporation, and Steven G. Rolls, Chief Financial Officer of
Convergys Corporation, each signed the Certification of Periodic Financial
Report pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 in connection
with the Convergys Corporation Form 10-Q for the quarterly period ended June 30,
2002. The Certifications were submitted to the Securities and Exchange
Commission on August 13, 2002. A copy of each of these Certifications is
attached as Exhibits 99.3 and 99.4 hereto.
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.
CONVERGYS CORPORATION
By: /s/ William H. Hawkins II
---------------------------------------
William H. Hawkins II
General Counsel and Secretary
Date: August 13, 2002
Form 8-K Convergys Corporation
Exhibit Index
Exhibit Nos. Description
99.1 Statement Under Oath of Principal Executive Officer and
Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings.
99.2 Statement Under Oath of Principal Executive Officer and
Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings.
99.3 Certification of Periodic Financial Report By Chief
Executive Officer Pursuant to Section 906 of Sarbanes-Oxley
Act of 2002.
99.4 Certification of Periodic Financial Report By Chief
Financial Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.