WAVERLY INC
10-C, 1996-06-14
PERIODICALS: PUBLISHING OR PUBLISHING & PRINTING
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                         SECURITIES AND EXCHANGE COMMISSION

                                  WASHINGTON, D. C.

                                        20549


                                      FORM 10-C

                 REPORT BY ISSUER OF SECURITIES QUOTED ON THE NASDAQ
                                    STOCK MARKET

     Filed pursuant to Section 13 or 15(d) of the Securities Exchange Act
                    of 1934 and Rule 13a-17 or 15d-17 thereunder.



                                    WAVERLY, INC.                      
                    (Exact name of issuer as specified in charter)

                               351 West Camden Street
                              Baltimore, Maryland 21201
                      (Address of principal executive offices)

           Issuer's telephone number, including area code:  (410) 528-4000


<PAGE>


                     I.  CHANGE IN NUMBER OF SHARES OUTSTANDING
          Indicate any change (increase or decrease) of five percent or more
          in the number of shares outstanding:

          1.  Title of Security:  Common Stock, $2.00 par value

          2.  Number of shares outstanding before the change:  4,452,844

          3.  Number of shares outstanding after the change:  8,905,688

          4.  Effective date of change:  June 12, 1996

          5.  Method of change:  Stock split

          Give brief description of transaction:  The Company authorized a
          two for one stock split effective June 12, 1996 to holders of
          record  May 28, 1996.



          Date:  June 14, 1996                    /s/  E. Philip Hanlon
                                             -------------------------
                                                   E. Philip Hanlon
                                                   Vice President, Finance


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