Pricing Supplement Dated April 4, 1997
(To Prospectus dated June 29, 1994 and
Prospectus Supplement dated April 30, 1996)
Rule 424(b)(3)
File No. 33-33929
General Signal Corporation
Medium-Term Senior Notes, Series A - Fixed Rate
Principal Amount: U.S. Dollars $25,000,000
Agent's Discount or Commission: .50%($125,000)
Net Proceeds to Issuer: $24,875,000
Interest Rate: 7.114%
Stated Maturity Date: April 8, 2002
Original Issue Date: April 7, 1997
Interest Payment Dates: July 15 & January 15
Redemption:
X The Notes cannot be redeemed prior to the Stated Maturity
Date.
The Notes may be redeemed prior to the Stated Maturity Date.
Initial Redemption Date:
Initial Redemption Percentage:
Annual Redemption Percentage Reduction: % until
Redemption Percentage is 100% of the principal amount.
Optional Repayment:
X The Notes cannot be repaid prior to the Stated Maturity Date.
The Notes can be repaid prior to the Stated Maturity Date at
the option of the holder of the Notes.
Optional Repayment Dates:
Optional Repayment Price: %
Currency:
Specified Currency: U.S. Dollars
(If other than U.S. dollars, see attached)
Minimum Denominations:
(Applicable only if Specified Currency is other than U.S.
dollars)
Original Issue Discount: ___ Yes __X_ No
Total Amount of OID:
Yield to Maturity:
Initial Accrual Period:
Form: X Book-Entry Certificated
Agents: Chase Securities Inc.
Goldman Sachs & Co.
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Agent acting in the capacity as indicated below:
x Agent Principal
If as principal:
The Notes are being offered at varying prices related to
prevailing market prices at the time of resale.
The Notes are being offered at a fixed initial public
offering price of ___% of principal amount, plus accrued
interest, if any.
If as Agent:
The Notes are being offered at a fixed initial public
offering price of 100% of principal amount, plus accrued
interest, if any.
Other Provisions: Cusip #: 37084DAA0
The following paragraph shall be deemed to supercede the first
full paragraph on page S-24 of the Prospectus Supplement dated
April 30, 1996 to which this Pricing Supplement relates:
As used herein, the term "United States Holder" means an
owner of a Note that (a) is (i) for United States federal income
tax purposes a citizen or resident of the United States, (ii) a
corporation, partnership or other entity created or organized in
or under the laws of the United States or of any political
subdivision thereof, (iii) an estate the income of which is
subject to United States federal income taxation regardless of its
source or (iv) a trust whose administration is subject to the
primary supervision of a United States court and which has one or
more United States fiduciaries who have authority to control all
substantial decisions of the trust or (b) is not a Holder
described in (a) above but whose income from a Note is effectively
connected with such Holder's conduct of a United States trade or
business. The term also includes certain former citizens of the
United States whose income and gain on the Notes will be taxable
by the United States.
