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 Statement re directorate Dennis Stevenson to retire as Pearson chairman Pearson announces that Dennis Stevenson intends to retire later this year after eight years as chairman. A committee of the board, headed by the senior independent director, Terry Burns, is choosing his successor. Dennis Stevenson said: "The board and I have naturally been discussing plans for my succession for some time, and this is a good moment to formalise the process. Pearson is in excellent shape, looking forward to some very good years under a strong executive team led by Marjorie. I am looking forward to my 60th birthday later this year, and planning some new projects outside the plc world." Dennis Stevenson joined the board of Pearson in 1986 as a non-executive director and became chairman in May 1997. Enquiries: 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: 28 February 2005 By: /s/ STEPHEN JONES ----------------------- Stephen Jones Deputy Secretary