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): July 26, 2004 SERVICE CORPORATION INTERNATIONAL (Exact name of registrant as specified in its charter) Texas 1-6402-1 74-1488375 (State or other jurisdiction of (Commission (I. R. S. employer incorporation) file number) identification number) 1929 Allen Parkway, Houston, Texas 77019 (Address of principal executive offices) (Zip code) Registrant's telephone numbers, including area code - (713) 522-5141 Item 5. Other Events and Regulation FD Disclosure Service Corporation International ("the Company") has finalized its discussions with the staff of the Securities and Exchange Commission regarding the application of FASB Interpretation No. 46 (revised December 2003), Consolidation of Variable Interest Entities ("FIN 46R"), to the statutorily required trusts (the "Trusts") utilized by the Company. FIN 46R was implemented by the Company as of March 31, 2004. The Company's conclusions regarding the application of FIN 46R to its Trusts are fully described in a letter to the SEC attached as Exhibit 99.1 to this Current Report on Form 8-K, which exhibit is hereby incorporated by reference. Item 7. Financial Statements and Exhibits (c) Exhibits 99.1 Letter dated July 21, 2004 from Service Corporation International, Alderwoods Group, Inc., Stewart Enterprises, Inc. and Carriage Services, Inc. to Mr. Donald T. Nicolaisen, Chief Accountant of the Securities and Exchange Commission, regarding the Company's conclusions on the application of FIN 46R to the Company's statutorily required trusts. 2 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 thereunto duly authorized. July 26, 2004 SERVICE CORPORATION INTERNATIONAL By: /s/ Eric D. Tanzberger -------------------------- Eric D. Tanzberger Vice President and Corporate Controller 3 Exhibit Index Exhibit Number Description -------------- ------------------------------------------------------- 99.1 Letter dated July 21, 2004 from Service Corporation International, Alderwoods Group, Inc., Stewart Enterprises, Inc. and Carriage Services, Inc. to Mr. Donald T. Nicolaisen, Chief Accountant of the Securities and Exchange Commission regarding the Company's conclusions regarding the application of FIN 46R to the Company's statutorily required trusts. -------------- -------------------------------------------------------