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) August 13, 2002
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UNISYS CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-8729 38-0387840
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(State or Other (Commission File Number) (IRS Employer
Jurisdiction of Identification No.)
Incorporation)
Township Line and Union Meeting Roads,
Blue Bell, Pennsylvania 19424
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(Address of Principal Executive Offices) (Zip Code)
(215) 986-4011
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(Registrant's telephone number, including area code)
Item 7. Exhibits.
(c) The following exhibits are being filed herewith:
99.1 Statement Under Oath of Principal Executive Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
99.2 Statement Under Oath of Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
Item 9. Regulation FD Disclosure.
On August 13, 2002, Lawrence A. Weinbach and Janet B. Haugen, the
principal executive officer and principal financial officer, respectively, of
Unisys Corporation (the "Company"), each filed with the SEC a Statement Under
Oath pursuant to SEC Order No. 4-460 requiring the filing of sworn statements
pursuant to Section 21(a)(1) of the Securities Exchange Act of 1934. The
Company is filing copies of such statements as Exhibits 99.1 and 99.2 hereto.
SIGNATURE
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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.
UNISYS CORPORATION
Date: August 13, 2002 By: /s/ Janet B. Haugen
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Janet B. Haugen
Senior Vice President and
Chief Financial Officer
EXHIBIT INDEX
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Exhibit
No.
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99.1 Statement Under Oath of Principal Executive Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
99.2 Statement Under Oath of Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
Statement Under Oath of Principal Executive Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
I, Lawrence A. Weinbach, Chairman, President and Chief Executive Officer of
Unisys Corporation ("Unisys"), state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
Unisys, and, except as corrected or supplemented in a subsequent covered
report:
* no covered report contained an untrue statement of a material fact as
of the end of the period covered by such report (or in the case of a
report on Form 8-K or definitive proxy materials, as of the date on
which it was filed); and
* no covered report omitted to state a material fact necessary to make
the statements in the covered report, in light of the circumstances
under which they were made, not misleading as of the end of the period
covered by such report (or in the case of a report on Form 8-K or
definitive proxy materials, as of the date on which it was filed).
(2) I have reviewed the contents of this statement with the audit committee of
Unisys.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
* Unisys Annual Report on Form 10-K for the year ended December 31, 2001;
* all reports on Form 10-Q, all reports on Form 8-K and all definitive
proxy materials of Unisys filed with the Commission subsequent to the
filing of the Form 10-K identified above; and
* any amendments to any of the foregoing.
/s/ Lawrence A. Weinbach Subscribed and sworn to
------------------------ before me this 13th day of
Lawrence A. Weinbach August 2002.
Chairman, President and
Chief Executive Officer /s/ Sandra A. McGeehan
August 13, 2002 ------------------------
Notary Public
My Commission Expires:
February 12, 2006
Statement Under Oath of Principal Financial Officer Regarding Facts and
Circumstances Relating to Exchange Act Filings
I, Janet B. Haugen, Senior Vice President and Chief Financial Officer of
Unisys Corporation ("Unisys"), state and attest that:
(1) To the best of my knowledge, based upon a review of the covered reports of
Unisys, and, except as corrected or supplemented in a subsequent covered
report:
* no covered report contained an untrue statement of a material fact as
of the end of the period covered by such report (or in the case of a
report on Form 8-K or definitive proxy materials, as of the date on
which it was filed); and
* no covered report omitted to state a material fact necessary to make
the statements in the covered report, in light of the circumstances
under which they were made, not misleading as of the end of the period
covered by such report (or in the case of a report on Form 8-K or
definitive proxy materials, as of the date on which it was filed).
(2) I have reviewed the contents of this statement with the audit committee of
Unisys.
(3) In this statement under oath, each of the following, if filed on or before
the date of this statement, is a "covered report":
* Unisys Annual Report on Form 10-K for the year ended December 31, 2001;
* all reports on Form 10-Q, all reports on Form 8-K and all definitive
proxy materials of Unisys filed with the Commission subsequent to the
filing of the Form 10-K identified above; and
* any amendments to any of the foregoing.
/s/ Janet B. Haugen Subscribed and sworn to
------------------------ before me this 13th day of
Janet B. Haugen August 2002.
Senior Vice President and
Chief Financial Officer /s/ Sandra A. McGeehan
August 13, 2002 ------------------------
Notary Public
My Commission Expires:
February 12, 2006