UNITED STATES SECURITIES AND EXCHANGE COMMISSION ~~WASHINGTON, D.C. 20549~~

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

~~Pursuant~~Date toof ~~Section 13~~Report ~~or 15~~(d)Date of ~~the~~Earliest ~~Securities~~Event ~~Exchange~~Reported): ~~Act~~November 24, ~~of 1934~~2010

~~Date~~ Bowne of& ~~Report (Date of Earliest Event Reported): November 22~~Co., ~~2010~~Inc.

~~Bowne & Co., Inc. __________________________________________~~ (Exact name of registrant as specified in its charter)

Delaware	~~1-05842~~	131-~~2618477~~05842	13-2618477
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
(State or other jurisdiction of incorporation)		(Commission File Number)	(I.R.S. Employer Identification No.)
of incorporation)	File Number)	Identification No.)
55 Water Street, New York, New York		10041
_________________________________ (Address of principal executive offices)		___________ (Zip Code)


55 Water Street, New York, New York				10041

(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code: 212-924-5500

Not Applicable ~~______________________________________________ Former name or former address, if changed since last report~~

Former name or former address, if changed since last report

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:

~~[ ]~~ o 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))

~~Top~~o ofSoliciting material pursuant to Rule 14a-12 under the ~~Form~~ Exchange Act (17 CFR 240.14a-12)

~~Item~~o ~~8.01~~Pre-commencement ~~Other~~communications ~~Events~~pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240. 14d-2(b))

Ono ~~November~~Pre-commencement ~~22,~~communications ~~2010,~~pursuant ~~Bowne~~to &Rule ~~Co., Inc.~~ 13e-4(~~"Bowne"~~c) ~~and~~under ~~R.R.~~the ~~Donnelley~~Exchange &Act ~~Sons Company~~ (~~"RR~~17 ~~Donnelley")~~CFR ~~issued a joint press release, a copy of which is attached hereto as Exhibit 99~~240.~~1 and incorporated herein by reference, announcing that they received notification from the Federal Trade Commission~~ 13e-4(~~"FTC"~~c) ~~that its investigation of the previously announced proposed acquisition of Bowne by RR Donnelley (the "Merger"~~) has been closed and that no additional action by the FTC is warranted at this time. Further, on November 23, 2010, Bowne and RR Donnelley issued another joint press release, a copy of which is attached hereto as Exhibit 99.2 and incorporated herein by reference, announcing that they had received notification from the FTC that the waiting period for the Merger under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, has been terminated. As previously announced, Bowne’s stockholders approved the Merger on May 26, 2010. The parties expect to close the Merger, which remains subject to the satisfaction or waiver of other customary closing conditions, by November 24, 2010.

~~Item~~Introductory ~~9.01 Financial Statements and Exhibits.~~Note

~~(d)~~On ~~Exhibits.~~November 24, ~~The~~2010, ~~following~~Bowne ~~exhibits~~& ~~are~~Co., ~~being filed herewith: 99~~Inc.~~1 Joint~~, ~~Press~~a ~~Release~~Delaware ofcorporation ~~R.R.~~(the ~~Donnelley~~“Company”), &completed ~~Sons~~its ~~Company~~merger (the ~~and~~“Merger”) ~~Bowne~~with &Snoopy ~~Co.~~Acquisition, Inc., ~~dated~~a ~~November~~Delaware ~~22,~~corporation ~~2010.~~(“Merger ~~99.2 Joint~~Sub”) ~~Press~~and ~~Release~~wholly-owned subsidiary of R.R. Donnelley & Sons Company, ~~and~~a ~~Bowne~~Delaware &corporation ~~Co.~~(“Parent”), ~~Inc.~~pursuant to an Agreement and Plan of Merger, dated ~~November~~as of February 23, 2010, by and among Parent, Merger Sub and the Company (the “Merger Agreement”). As a result of the Merger, the Company became a wholly-owned subsidiary of Parent.

~~Top~~Item 3.01 Notice of ~~the~~Delisting ~~Form~~or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On November 24, 2010, the Company notified the New York Stock Exchange (the “NYSE”) of the effectiveness of the Merger. Pursuant to the Merger Agreement, at the effective time of the Merger, each share of the Company’s common stock, par value $0.01 per share (other than any shares owned by the Company, Parent or their subsidiaries or any shares owned by stockholders who properly demanded statutory appraisal rights) issued and outstanding immediately prior to the effective time of the Merger was converted to the right to receive $11.50 in cash. The Company requested that the NYSE file with the Securities and Exchange Commission an application on Form 25 to report that the shares of the Company’s common stock are no longer listed on the NYSE.

Item 3.03 Material Modifications to Rights of Security Holders.

On November 24, 2010, pursuant to the terms of the Merger Agreement, each share of the Company’s common stock (other than any shares owned by the Company, Parent or their subsidiaries or any shares owned by stockholders who properly demanded statutory appraisal rights) issued and outstanding immediately prior to the effective time of the Merger was converted into the right to receive $11.50 in cash.

Item 5.01 Changes in Control of Registrant.

On November 24, 2010, pursuant to the terms of the Merger Agreement, the Parent consummated the acquisition of the Company through the Merger of Merger Sub with and into the Company, with the Company as the surviving corporation in the Merger. As a result of the Merger, the Company became a wholly-owned subsidiary of Parent.

The aggregate value of the consideration paid to former holders of shares of the Company’s common stock in connection with the Merger upon the closing was approximately $487 million. Based on information provided by Parent, the source of funds for the aggregate consideration included cash on hand and funding under existing credit facilities.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain fficers; Compensatory Arrangements of Certain Officers.

Pursuant to the Merger Agreement, at the effective time of the Merger, all of the members of the Company’s board of directors resigned and were replaced by the directors of Merger Sub at the effective time of the Merger.


Item 8.01.		Other Events.

In connection with the completion of the Merger, the Company terminated the Bowne 401(k) Savings Plan, effective as of November 22, 2010.

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.

	Bowne & Co., Inc.	~~Bowne & Co., Inc.~~
November 23, 2010		By:	/s/ Scott L. Spitzer
Date: November 24, 2010	By:	/s/ John J. Walker
			Name: Scott L. Spitzer
		John J. Walker
			Title: Senior Vice President, General Counsel and Corporate Secretary
		Senior Vice President and Chief Financial Officer

Top of the Form

Exhibit Index

Exhibit No.		Description
99.1		99.1 Joint Press Release of R.R. Donnelley & Sons Company and Bowne & Co., Inc., dated November 22, 2010.
99.2		99.2 Joint Press Release of R.R. Donnelley & Sons Company and Bowne & Co., Inc., dated November 23, 2010.

Filing Compare · BOWNE & CO INC