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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of Earliest Event Reported): September 5, 2000
UNITED INDUSTRIAL CORPORATION
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE
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(State or Other Jurisdiction of Incorporation)
1-4252 95-2081809
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(Commission File Number) (I.R.S. Employer Identification No.)
570 LEXINGTON AVENUE, NEW YORK, NY 10022
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(Address of Principal Executive offices) (Zip Code)
(212) 752-8787
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(Registrant's Telephone Number, Including Area Code
NOT APPLICABLE
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(Former Name or Former Address, if changed Since Last Report)
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78495.0025
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ITEM 5. OTHER EVENTS
On September 6, 2000, the Registrant issued a press release announcing
that it had signed a definitive agreement to sell its Transportation Systems
business to RailWorks Corporation. The primary consideration to be received by
the Registrant for the transaction is the assumption by RailWorks Corporation of
certain liabilities of the Transportation Systems business, including
performance bonds. The definitive agreement and the press release, which are
filed as Exhibits 2 and 99 to this Form 8-K, respectively, and which are hereby
incorporated by reference, contain a more complete description of such event.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
Exhibit No. Exhibit
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2. Asset Purchase Agreement dated as of September 5, 2000 between
RailWorks Corporation, RailWorks Transit Vehicle Group, Inc.,
the Registrant and AAI Corporation.
99. Press Release, dated September 6, 2000, announcing the signing
of a definitive agreement to sell the Transportation Systems
business to RailWorks Corporation.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this Report to be signed on its
behalf by the undersigned thereunto duly authorized.
United Industrial Corporation
Date: September 7, 2000. By: /s/ James H. Perry
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James H. Perry
Chief Financial Officer,
Vice President and Treasurer
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EXHIBIT INDEX
Exhibit No. Exhibit
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2. Asset Purchase Agreement dated as of September 5, 2000 between
RailWorks Corporation, RailWorks Transit Vehicle Group, Inc.,
the Registrant and AAI Corporation.
99. Press Release, dated September 6, 2000, announcing the signing
of a definitive agreement to sell the Transportation Systems
business to RailWorks Corporation.
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