December 17, 1998 Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: The Interpublic Group of Companies, Inc. Form 8-K dated December 4, 1998 Gentlemen: Enclosed for filing electronically is Interpublic's Report on Form 8K, dated December 4, 1998. If you have any questions, please contact the undersigned at (212) 399-8114 or Nicholas J. Camera at (212) 399-8021. Our telecopier number is (212) 399-8280. Sincerely yours, Barbara S. Gmora Barbara S. Gmora /dab Encl. cc: Fred Molz Nicholas J. Camera New York Stock ExchangeSECURITIES 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): December 4, 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 December 4, 1998, a subsidiary of The Interpublic Group of Companies, Inc. ("Interpublic") acquired 51% of the capital stock of a French company. The initial payment of FF 5,000,000 was made partly in cash and partly in the common stock, par value $.10 per share of Interpublic (the "Interpublic Stock"). In connection with the acquisition, Interpublic issued 6,908 shares of the Interpublic Stock, valued at FF 2,500,000, to one of the shareholders of the French company. No underwriter or placement agent was used in connection with the sale of the Interpublic Stock. The transaction was effected in an "offshore transaction" and in accordance with the requirements of Rule 903(b)(3) of Regulation S under the Securities Act of 1933 as amended. 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: December 17, 1998 Nicholas J. Camera Nicholas J. Camera Vice President, General Counsel and Secretary