PROSPECTUS SUPPLEMENT
(To Prospectus dated February 14, 1994)
1,274,200 Shares
ZENITH ELECTRONICS CORPORATION
Common Stock
($1.00 par value)
____________________________
Pursuant to a Sales Agency Agreement dated February 15, 1994, between
Zenith Electronics Corporation (the "Company") and Kidder, Peabody & Co.
Incorporated ("Kidder, Peabody"), the Company has sold, through Kidder,
Peabody, as exclusive agent of the Company 1,274,200 shares of Common
Stock pursuant to ordinary brokers' transactions on the New York Stock
Exchange and/or the Chicago Stock Exchange.
Pricing Period: February 16, 1994 through February 18, 1994
Common Stock sold: 36,000 Average Market Price Shares
1,238,200 Additional Shares
1,274,200 Total Shares sold
High and low sales prices of
Average Market Price Shares
sold during Pricing Period: $ 10.875 $ 9.25
Average Market Price: $ 10.25
Net Proceeds to Company
for Average Market Price Shares: $ 347,783
Total Net Proceeds to Company: $12,648,708
Compensation to Kidder, Peabody
for Average Market Price Shares: $ 19,468
Total Compensation to Kidder,
Peabody: $ 304,018
On February 18, 1994, the last reported sales price of the Common Stock on the
New York Stock Exchange was $10.50 per share.
The shares of Common Stock have been listed on the New York Stock Exchange.
_______________
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OF THIS PROSPECTUS. ANY REPRESENTATION
TO THE CONTRARY IS A CRIMINAL OFFENSE.
_______________
The date of this Prospectus Supplement is February 22, 1994
<PAGE>
USE OF PROCEEDS
The net proceeds ($12,648,708 before expenses) received by the Company
from the sale of the 1,274,200 shares of Common Stock will be used to repay
short-term borrowings and other amounts payable under the Company's Credit
Agreement.
