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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): December 22, 2004
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CBRL GROUP, INC.
Tennessee 0-25225 62-1749513
(State or Other (Commission File Number) (I.R.S. Employer
Jurisdiction of Identification No.)
Incorporation)
305 Hartmann Drive, Lebanon, Tennessee 37087
(615) 444-5533
Check the appropriate box if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions :
[ ] 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.13e-4(c))
Item 8.01. Other Events.
On December 22, 2004, Lawrence E. White, Chief Financial Officer and Senior
Vice President of CBRL Group, Inc. (the "Company"), notified the Company that he
had entered into a trading plan to exercise certain options and sell up to an
aggregate of 35,385 shares of the Company's common stock in order to diversify
his investments. The sales are expected to occur during a period commencing on
January 3, 2005 and ending on March 31, 2005. Mr. White does not have any
control over the timing of the sales under the plan. The shares to be sold will
be issued pursuant to the exercise of certain stock options held by Mr. White.
Upon execution of the transactions under the plan, Mr. White will continue to be
ahead of the predetermined schedule for full compliance with the Company's stock
ownership guidelines for executive officers. Mr. White presently directly owns
26,289 shares of the Company's common stock, which he will continue to own after
transactions under the plan are completed, and he will continue to have options
for an additional 98,682 shares of common stock following completion of the
trading plan. Any sales under the plan will be publicly disclosed through Form 4
filings with the Commission.
Mr. White's trading plan is intended to comply with Rule 10b5-1 of the
Securities Exchange Act of 1934, as amended. It is the Company's policy to
disclose when the Chief Executive Officer, Chief Financial Officer or Chairman
of the Board enter into a trading plan that is intended to comply with Rule
10b5-1.
SIGNATURE
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: December 23, 2004 CBRL GROUP, INC.
By: /s/ James F. Blackstock
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Name: James F. Blackstock
Title: Senior Vice President, General
Counsel and Secretary