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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMMENDED FORM 4
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange
Act of 1934, Section 17(a) of the Public Utility Holding
Company Act of 1935 or Section 30(f) of the Investment
Company Act of 1940
1. Name and Adress of Reporting Person:
Harrosh, Joseph Louis
40900 Grimmer Blvd.
Fremont, CA 94538
2. Issuer Name and Ticker or Trading Symbol:
Hexcel Corp HXL
3. IRS or Social Security Number of Reporting Person:
###-##-####
4. Statement for Month/Year:
AUGUST 1996
5. If Amendment, Date of Original (Month/Year):
August 1996
6. Relationship of Reporting Person to Issuer
[ ] Director [ ] 10% Owner
[ ] Officer [X] Other
Former Director
Table I - Non-Derivative Securities Acquired, Disposed
of or Beneficially Owned
1. Title of | 2.Trans- | 3.Trans- | 4.Acquired (A) | 5 | 6 | 7|
Security | action | action | Disposed (D) | | | |
| Date | Code | | | | |
| |----------|----------------------| | | |
| | Code | V | Amount | (A) | Price | | | |
| | | | | (D) | | | | |
- ------------------------------------------------------------------------------
Hexcel Corp 08/23/96 M 40,000 A $4.75 0 D N/A
(By exercise of option)
Hexcel Corp 08/23/96 S 40,000 D $16.8171 0 D N/A
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Table II - Derivative Securities Acquired, Disposed
of or Beneficially Owned
1.Title | 2.Conver-|3.Tran|4.Tran| 5.Number |6.Date |7.Title|8|9|1|1|
of | Conver- | Date | Code|Acquired(A)|Exercise |& Amt | | |0|1|
Security | sion ore | | |Disposed(D)|and Expire | | | | | |
| Excer- | |------|-----------|-----------| | | | | |
| cise | |Code|V| Amt | (A) |Exer|Expire| | | | | |
| Price | | | | | (D) | | | | | | | |
- -----------------------------------------------------------------------------
Non-Qualified $4.750 08/23/96 M 40,000 (D) (1) 02/28/97 Common O D
Stock Option Stock
(right to buy) 40,000
1) One third of the options granted were exercisable on the date of grant with
the remaining options becoming exercisable in equal installments on the 1st
and 2nd anniversaries of the grant date. However, all options were
accelerated and became exercisable upon completion of Hexcel Corporation's
acquisition of the world-wide Composites Division of Ciba-Geigy, Ltd. which
occured on February 29, 1996. Options were granted in a transaction exempt
under Rule 16b-3.
s/Joseph L. Harrosh
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