ZENITH ELECTRONICS CORP
8-K, 1994-03-04
HOUSEHOLD AUDIO & VIDEO EQUIPMENT
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                                 FORM 8-K

                     SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549


                              CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of
                   The Securities Exchange Act of 1934

  

Date of Report (Date of earliest
event reported):                                March 1, 1994



                    Zenith Electronics Corporation
          (Exact name of registrant as specified in its charter)



     Delaware                   1-4115               36-1996520
(State or jurisdiction       (Commission File       (IRS Employer
of incorporation)             Number)               identification No.)


    1000 Milwaukee Avenue
    Glenview, Illinois                                   60025
(Address of principal executive offices)              (Zip Code)


Registrant's telephone number,
including area code                                  (708) 391-7000


                        Not applicable
(Former name or former address, if changed since last report)


<PAGE>



Item 5.    Other Events.
                     
           On March 1, 1994, Zenith Electronics Corporation issued a press
           release, which is attached as Exhibit 20 hereto and is incorporated
           by reference herein.

Item 7.    Financial Statements, Pro-forma Financial Information
           and Exhibits.

    (c)    The following exhibits are included as part of this report.

           Exhibit 20 - Zenith Electronics Corporation Press Release dated
           March 1, 1994.


                              SIGNATURES

         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 hereunto duly authorized.

                              ZENITH ELECTRONICS CORPORATION


                              By: /s/ David S. Levin
                                 --------------------------    
                                  David S. Levin, Secretary


Date:  March 1, 1994


<PAGE>

                               Exhibit Index     

Exhibit
Number              Exhibit Description
- -------          --------------------------------------- 

 20               Press Release dated March 1, 1994






         NEWS RELEASE

                                                 For Immediate Release
                                                 ---------------------       

                     ZENITH BOARD AUTHORIZES STOCK SALE


GLENVIEW, ILL., March 1, 1994 -- The Board of directors of Zenith Electronics
Corporation today authorized the sale of up to 5 million shares of Zenith
common stock pursuant to a shelf registration statement expected to be filed 
shortly with the Securities and Exchange Commission.
   Any net proceeds from the sale of these shares would first be used to repay
any outstanding short-term debt and then for general corporate purposes, 
including working capital.
   Based on current conditions, Zenith does not anticipate the sale of 
additional common stock beyond these shares to investors in 1994.
   Any offering of the 5 million shares of common stock will be made only by 
means of a prospectus.

MEDIA CONTACT:       John Taylor  (708) 391-8181
INVESTOR CONTACT:    Bill McNitt  (708) 391-7713




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