<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
__________________
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 12, 1998
RACING CHAMPIONS CORPORATION
-----------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware
----------------------------------------------
(State or other jurisdiction or incorporation)
0-22635 36-4088307
-------------------- ------------------
(Commission File (I.R.S. Employer I.D.
Number) Number)
800 Roosevelt Road
Building C, Suite 320
Glen Ellyn, Illinois 60137
-------------------- ------------------
(Address of Principal (Zip Code)
Executive Offices)
630-790-3507
---------------------------------------------------
(Registrant's telephone number; including area code)
<PAGE> 2
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
- -------------------------------------------
The following financial statements are filed herewith to supplement the
financial statements previously filed pursuant to Item 7 in the Form 8-K report
of Racing Champions Corporation filed with the Securities and Exchange
Commission on June 29, 1998.
(a) Financial statements of business acquired.
The following financial statements are included in the Company's Quarterly
Report on Form 10-Q for the quarter ended June 30, 1998 (File No. 0-22635), and
are incorporated herein by reference: (1) the unaudited consolidated balance
sheet of the Company at June 30, 1998 and December 31, 1997; (2) the unaudited
consolidated statements of income of the Company for the three months ended
June 30, 1998 and 1997 and for the six months ended June 30, 1998 and 1997; (3)
the unaudited consolidated statements of cash flows of the Company for the six
months ended June 30, 1998 and 1997; and (4) the notes to unaudited
consolidated financial statements. All of these financial statements give
effect to the merger, which was accounted for as a pooling-of-interests.
(b) Pro forma financial information.
No additional pro forma financial information is required.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Racing
Champions Corporation has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
RACING CHAMPIONS CORPORATION
Date: August 26, 1998
BY /s/ ROBERT E. DODS
-----------------------------------------
Robert E. Dods, Chief Executive Officer