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): February 6, 1998 The Interpublic Group of Companies, Inc. (Exact Name of Registrant as Specified in Charter) Delaware 1-6686 13-1024020 (State or other (Commission (IRS Employer Jurisdiction File Number) Identification Number) of incorporation) 1271 Avenue of the Americas, New York, New York 10020 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: 212-399-8000 _________________________________________________________________ (Former Name or Former Address, if Changed Since Last Report)Item 9. Sales of Equity Securities Pursuant to Regulation S. On February 6, 1998, The Interpublic Group of Companies, Inc. ("Interpublic") sold 372,981 shares of its common stock, par value $.10 (the "Shares"), to a Channels Island Company as partial payment, valued at 11,000,000 U.K. Pounds out of a total initial purchase price of 22,000,000 U.K. Pounds, for 100% of the issued and outstanding shares of capital stock of Third Dimension Limited, a Jersey (Channel Islands) Corporation, and Communications Services International Holdings S.A., a Luxembourg corporation. The remainder of the intial purchase price was paid in cash. No underwriter or placement agent was used in connection with the sale of the Shares. The transaction was effected in an "offshore transaction" and in accordance with the "offering restrictions" and "no directed selling efforts" requirements of Rule 903(c)(2) of Regulation S under the Securities Act of 1933. 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. THE INTERPUBLIC GROUP OF COMPANIES, INC. Date: April 24, 1998 By: ARTHUR M. MASON ARTHUR M. MASON ASSISTANT SECRETARY