SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): July 17, 1997
FANSTEEL INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-8676 36-1058780
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
NUMBER ONE TANTALUM PLACE, NORTH CHICAGO, ILLINOIS 60064
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847)689-4900
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Item 1. CHANGES IN CONTROL OF REGISTRANT.
(a);(b) On July 17, 1997, Thomas Mellon Evans, Sr. died. At the time
of his death, Mr. Evans owned 4,050,786 shares (the "Shares") of the
Registrant's Common Stock, which represented 47.11% of the Registrant's
outstanding Common Stock. Mr. Evans' Last Will and Testament dated April 7, 1994
(the "Will") names as executors his wife, Betty Barton Evans; one of his sons,
Thomas M. Evans, Jr.; and The Putnam Trust Company of Greenwich. The executors
would be empowered to act for the estate by majority vote, and accordingly would
share both voting and dispositive power with respect to the Shares.
The Will has been submitted for probate in Connecticut but has not
yet been accepted for probate by the court. Upon acceptance of the Will for
probate, beneficial ownership of the Shares would be transferred to the named
executors who agree to serve and are appointed. To the knowledge of the
Registrant, none of the named executors beneficially owns any additional shares
of the Registrant's Common Stock, except that Betty B. Evans is the beneficial
owner of an additional 15,116 shares.
This Current Report on Form 8-K is being filed on behalf of the
Registrant to satisfy its obligations under the federal securities laws. Neither
the Registrant nor any other person should be regarded as having reached any
conclusion regarding whether a change in control of the Registrant has occurred
for any other purpose.
SIGNATURE
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.
August 1, 1997 By: /s/ W. D. Jarosz
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W. D. Jarosz
Chairman of the Board,
President and
Chief Executive Officer