CROWN CORK & SEAL CO INC
8-K, 1999-08-25
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                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549



                                ---------------

                                    FORM 8-K
                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                      THE SECURITIES EXCHANGE ACT OF 1934

       DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): AUGUST 25, 1999

                                ---------------



                        Crown Cork & Seal Company, Inc.
             (Exact name of Registrant as specified in its charter)



<TABLE>
<S>                                     <C>                         <C>
      PENNSYLVANIA                           1-2227                 23-1526444
(State or Other Jurisdiction         (Commission File Number)     (I.R.S. Employer
of Incorporation or Organization)                                 Identification No.)
</TABLE>


                                ---------------
                                 One Crown Way
                     PHILADELPHIA, PENNSYLVANIA  19154-4599
                                 (215) 698-5100
  (Address, Including Zip Code, and Telephone Number, Including Area Code, of
                   Registrant's Principal Executive Offices)
                                ---------------

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ITEM 5.  OTHER EVENTS.

  On August 25, 1999, Crown Cork & Seal Company, Inc. ("Crown") issued a press
release relating to the issuance of $350,000,000 7 1/8% Debentures Due 2002. The
press release is filed as Exhibit 99.1 hereto and is hereby incorporated herein
by reference.


ITEM 7(C).      EXHIBITS.

Exhibit Number              Description
- --------------              -----------
99.1                        Press release issued by Crown on August 25, 1999.


                                      -2-
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  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.


                                        CROWN CORK & SEAL COMPANY, INC.

                                        By:  /s/ Alan W. Rutherford
                                             ---------------------------------
                                             Alan W. Rutherford
                                             Executive Vice President
                                             and Chief Financial Officer

Dated:  August 25, 1999


                                      -3-
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                                 EXHIBIT INDEX

Exhibit No., As
provided in Item 601
Exhibit Number            Description
- --------------            -----------
99.1                      Press release issued by Crown on
                          August 25, 1999.


                                      -4-

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News Release                                            [logo] Crown Cork & Seal
- ------------
Crown Cork & Seal Company, Inc.
Corporate Headquarters
One Crown Way
Philadelphia, PA 19154-4599

- -------------------------------------------------------------------------------
        CROWN  CORK  &  SEAL  SELLS  $350  MILLION  OF  DEBT  SECURITIES
- -------------------------------------------------------------------------------


Philadelphia, PA - August 25, 1999.  Crown Cork & Seal Company, Inc. (NYSE &
Paris Bourse: CCK) announced today that it sold $350 million of 7 1/8% senior
notes due September 1, 2002.  The net proceeds from the offering will be used to
repay a portion of the Company's commercial paper.  The transaction will close
on August 30.

Salomon Smith Barney Inc. (book runner), Chase Securities Inc., J.P. Morgan
Securities Inc., Banc of America Securities LLC, and Goldman, Sachs & Co. were
managers in the offering.  When available, copies of the final prospectus
relating to the offering may be obtained from any of these firms.

This announcement does not constitute an offer to sell or the solicitation of an
offer to buy the notes.

Crown Cork & Seal is the leading supplier of packaging products to consumer
marketing companies around the world.  World headquarters are located in
Philadelphia, Pennsylvania.

For more information, contact Corporate Communications at (215) 552-3770.


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