AMENDMENT NO. 1 TO
FORM 8 - A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Lilly Industries, Inc.
______________________________________________________
(Exact name of registrant as specified in its charter)
Indiana 35-0471010
(State of incorporation (I.R.S. Employer
or organization) Identification No.)
733 South West Street, Indianapolis, Indiana 46225
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Rights to purchase
Class A Common Stock New York Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
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SIGNATURES
Pursuant to the requirements of Section 12 of the
Securities Exchange Act of 1934, the Registrant has duly caused
this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
LILLY INDUSTRIES, INC.
By: /s/ Roman J. Klusas
-------------------
Roman J. Klusas
Vice President, Chief
Financial Officer,
and Secretary
Dated: January 24, 1996
<PAGE>
EXHIBIT LIST
II. Exhibits filed with the Commission.
Number Assigned
in Form 8-A Description of Exhibit
4 Form of Rights Agreement, dated as of January
12, 1996, between Lilly Industries, Inc. and
KeyCorp Shareholder Services, Inc. as Rights
Agent, which includes as Exhibit A the form
of Rights Certificate. Pursuant to the
Rights Agreement, Rights Certificates will
not be mailed until as soon as practicable
after the Distribution Date. [PREVIOUSLY
FILED]
