Form 8-K

 

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: September 19, 2005

(Date of earliest event reported)

 

Potlatch Corporation

(Exact name of registrant as specified in its charter)

 

Delaware   001-05313   82-0156045
(State or Other
Jurisdiction of
Incorporation)		   (Commission File
Number)		   (I.R.S. Employer
Identification Number)

 

601 W. Riverside Avenue, Suite
1100, Spokane WA		   99201
(Address of principal executive offices)   (Zip Code)

 

509-835-1500

(Registrant’s telephone number, including area code)

 

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):

 

þ 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.

 

On September 19, 2005, Potlatch Corporation announced that its Board of Directors had approved a restructuring to convert the company to a real estate investment trust effective January 1, 2006. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits

 

(a) Financial Statements of Businesses Acquired.

 

Not applicable.

 

(b) Pro Forma Financial Information.

 

Not applicable.

 

(c) Exhibits.

 

99.1 Press release issued by Potlatch Corporation dated September 19, 2005

 

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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.

 

Dated: September 19, 2005

      

POTLATCH CORPORATION

       

By:

  

/s/ Malcolm A. Ryerse

           

Name: Malcolm A. Ryerse

           

Title: Corporate Secretary

 

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EXHIBIT INDEX

 

Exhibit
  

Description    

99.1   Press release issued by Potlatch Corporation dated September 19, 2005

 

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