PROSPECTUS SUPPLEMENT
(To Prospectus dated February 4, 1994)
377,000 Shares
ZENITH ELECTRONICS CORPORATION
Common Stock
($1.00 par value)
____________________________
Pursuant to a Sales Agency Agreement dated October 18, 1993, (as amended
on February 4, 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 377,000
shares of Common Stock pursuant to ordinary brokers' transactions on
the New York Stock Exchange and/or the Chicago Stock Exchange.
Pricing Period: February 7, 1994
Common Stock sold: 12,000 Average Market Price Shares
365,000 Additional Shares
377,000 Total Shares sold
High and low sales prices of
Average Market Price Shares
sold during Pricing Period: $ 9.375 $ 8.50
Average Market Price: $ 8.9375
Net Proceeds to Company
for Average Market Price Shares: $ 101,083
Total Net Proceeds to Company: $3,401,396
Compensation to Kidder, Peabody
for Average Market Price Shares: $ 6,354
Total Compensation to Kidder,
Peabody: $ 51,979
On February 7, 1994, the last reported sales price of the Common Stock on the
New York Stock Exchange was $9.00 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 9, 1994
<PAGE>
USE OF PROCEEDS
The net proceeds ($3,401,396 before expenses) received by the Company
from the sale of the 377,000 shares of Common Stock will be used to repay
short-term borrowings and other amounts payable under the Company's Credit
Agreement.
