UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 -------------------------------------------------------------------------------- FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of February 2005 PEARSON plc (Exact name of registrant as specified in its charter) N/A (Translation of registrant's name into English) 80 Strand London, England WC2R 0RL 44-20-7010-2000 (Address of principal executive office) Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F: Form 20-F X Form 40-F Indicate by check mark whether the Registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934 Yes No X -------------------------------------------------------------------------------- -------------------------------------------------------------------------------- This Report includes the following documents: 1. A press release from Pearson plc announcing 'Further re Recoletos' 25 February 2005 Update on Recoletos sale Pearson announces that it has accepted Retos Cartera S.A.'s public tender offer in respect of Pearson's 79% stake in Recoletos, in accordance with the agreement between Pearson and Retos Cartera announced on 14 December 2004. The offer was launched at a price of EUR7.20 per share and values Pearson's stake at EUR743 million. The offer has received regulatory approval and is expected to be completed in the first quarter of 2005. For more information: Luke Swanson / Charlotte Elston + 44 (0) 20 7010 2310 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. PEARSON plc Date: 25 February 2005 By: /s/ STEPHEN JONES ----------------------- Stephen Jones Deputy Secretary