HARTFORD STEAM BOILER INSPECTION & INSURANCE CO
8-K, 1997-06-24
FIRE, MARINE & CASUALTY INSURANCE
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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) - June 23, 1997

           THE HARTFORD STEAM BOILER INSPECTION AND INSURANCE COMPANY
             (Exact name of registrant as specified in its charter)

            Connecticut                  0-13300               06-0384680
          (State or other             (Commission            (IRS Employer
     jurisdiction of incorporation)   File  Number)        Identification No.)

               One State Street, Hartford, Connecticut 06102-5024
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code - (860-722-1866)




<PAGE>


Item 5.  Other Events

On June 23, 1997,  The Hartford Steam Boiler  Inspection  and Insurance  Company
(the  Company)  issued a press release  announcing  that  shareholders  voted to
approve an Agreement and Plan of Share Exchange in connection with the formation
of a revised holding company  structure.  Included herewith as Exhibit 99 is the
Company's press release  related to this  announcement  and such  information is
incorporated herein by reference.

Item 7.  Exhibits.

99.  The Company's press release dated June 23, 1997.











                                       -2-



<PAGE>


     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, thereunto duly authorized.


                                                      THE HARTFORD STEAM BOILER
                                               INSPECTION AND INSURANCE COMPANY



     Dated:  June 23, 1997         /s/  R. Kevin Price
                                        R. Kevin Price
                                        Senior Vice President and Corporate
                                        Secretary



























                                       -3-



NEWS FROM HARTFORD STEAM BOILER

THE HARTFORD STEAM BOILER INSPECTION AND INSURANCE COMPANY
ONE STATE STREET, HARTFORD, CONNECTICUT  06102

CONTACT:
James C. Rowan Jr.
Office:   (860) 722-5180

FOR IMMEDIATE RELEASE


                              HARTFORD STEAM BOILER
                       FORMS NEW HOLDING COMPANY STRUCTURE
                              AND DECLARES DIVIDEND


HARTFORD, CT, June 23, 1997 -- At a special meeting of The Hartford Steam Boiler
Inspection  and  Insurance  Company  (NYSE - HSB),  held today at the  company's
headquarters, shareholders voted to approve a proposal which enables the company
to form a new holding company, HSB Group, Inc.

"The formation of a new holding company structure will provide greater operating
and financial  flexibility  in  connection  with certain  investments,  business
operations  and  financing  activities  than  is  available  under  the  current
structure,"  President and Chief Executive Officer Gordon W. Kreh said. "Holding
company  structures are frequently used when an organization  conducts regulated
and  unregulated  lines of  businesses  and are commonly  found in the insurance
industry."

Current  shareholders of the company's  common stock will  automatically  become
holders of HSB Group's  common stock  through a share  exchange  approved by the
shareholders,  the company said, and  certificates  representing  Hartford Steam
Boiler common stock will automatically represent the corresponding shares of HSB
Group common  stock.  The stock will continue to be listed on the New York Stock
Exchange under the trading symbol "HSB."

The  company  also said  that the Board of  Directors,  meeting  earlier  today,
declared a regular quarterly dividend of 57 cents per share,  payable July 31 to
shareholders of record July 10.

The largest  provider of equipment  breakdown  insurance in the world,  Hartford
Steam Boiler has  specialized in loss  prevention  and loss control  engineering
since 1866.


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