UNITED STATES FILTER CORP
8-K, 1998-06-02
REFRIGERATION & SERVICE INDUSTRY MACHINERY
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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):  May 19, 1998


                        UNITED STATES FILTER CORPORATION
               (Exact name of registrant as specified in charter)


        Delaware                  1-10728       33-0266015
(State or other jurisdiction    (Commission     (IRS Employer
    of incorporation)           file number)  Identification No.)


40-004 COOK STREET, PALM DESERT, CALIFORNIA                   92211
  (Address of principal executive offices)             (Zip code)


Registrant's telephone number, including area code: (760) 340-0098





                               Page 1 of 5 pages.

                            Exhibit Index on Page 4.
<PAGE>



ITEM 5.  OTHER EVENTS

            The Registrant's  Press Release dated May 20, 1998 is filed herewith
and incorporated herein by reference.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

         (c) Exhibits.  The  following  exhibit is filed as part of this Current
Report on Form 8-K:

                                               Exhibit
    Description                                No.
    -----------                                -------

    Press Release dated May 20, 1998             99.1














                               Page 2 of 5 pages.
<PAGE>




                                   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.


                                    UNITED STATES FILTER CORPORATION



                                       By:/s/ Damian C. Georgino
                                          -------------------------
                                          Damian C. Georgino
                                          Executive Vice President,
                                          General Counsel and
                                          Corporate Secretary


Dated: June 1, 1998




                               Page 3 of 5 pages.
<PAGE>



                                  EXHIBIT INDEX


EXHIBIT
NUMBER            DESCRIPTION                   PAGE NO.
- -------           -----------                   --------

99.1              Press Release dated           5
                  May 20, 1998















                               Page 4 of 5 pages.



                                                                   Exhibit 99.1


United States Filter Corporation Completes $900 Million
Debt Offering

    PALM DESERT, Calif., May 20 -- United States Filter Corporation
(NYSE:  USF) announced  today that it has issued $900 million of Remarketable or
Redeemable Securities ("ROARS") to qualified institutional buyers, as defined in
Rule 144A under the U.S. Securities Act of 1933, as amended.

    These senior  unsecured  debt  securities  are being issued in two tranches,
$500 million 6.375 % ROARS, due 2011, and $400 million 6.5 % ROARS, due 2013.

    The  Company  intends  to  use  the  net  proceeds  to  refinance   existing
indebtedness  under the Company's senior credit facility,  to repay a portion of
the outstanding  indebtedness of Culligan Water  Technologies,  Inc.,  after the
pending  acquisition  of  Culligan  is  completed,  and  for  general  corporate
purposes.

    The  issuance  of the ROARS by U.S.  Filter  will not be,  and has not been,
registered  under the Securities Act and the ROARS may not be offered or sold in
the  United  States  absent  registration  or  applicable   exemption  from  the
registration requirements of the Securities Act.

    United  States  Filter  Corporation  is based in Palm  Desert,  Calif.  With
annualized  revenues of over $3.5  billion,  U.S.  Filter is the leading  global
provider  of  commercial,   industrial,  municipal  and  residential  water  and
wastewater treatment systems,  products and services with an installed base U.S.
Filter  believes is the largest  worldwide.  In  addition,  U.S.  Filter has the
industry's  largest  network of sales and service  facilities  through  over 600
locations, including 90 manufacturing plants in 33 countries.

    U.S.  Filter is also a leading  provider  of  outsourced  water  services,
including the operation of water and wastewater  treatment systems at customer
sites.  It is also  actively  involved  in the  development  of  privatization
initiatives  for municipal  water  treatment  facilities in the United States,
Canada  and  Mexico.  U.S.  Filter  invites  you to  visit  its  web  site  at
http://www.usfilter.com.


SOURCE  United States Filter Corporation
Web Site: http://www.usfilter.com




                               Page 5 of 5 pages.


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