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SECURITIES AND EXCHANGE COMMISSION
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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): October 3, 1994
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Armco Inc.
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(Exact name of registrant as specified in charter)
Ohio 1-873-2 31-0200500
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation or organization) File Number) Identification No.)
One Oxford Centre, 301 Grant Street, Pittsburgh, Pennsylvania 15219-1415
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 412/255-9800
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Item 5. Other Events.
On October 3, 1994, an agreement in principal was reached among Armco
Inc. ("Armco"), Eastern Stainless Corporation ("Eastern"), an 84%-owned
subsidiary of Armco, and Avesta Sheffield Holding Company ("Avesta") for the
sale of all of the assets of Eastern to Avesta for cash and the assumption
of certain liabilities. After the proposed transaction is completed, and
the proceeds have been applied against Eastern's remaining liabilities,
Armco anticipates that Eastern will have no assets remaining and that
Eastern as a corporate legal entity will be dissolved without any
shareholder distribution.
The proposed transaction is subject to a number of conditions,
including completion of a definitive purchase agreement and approvals by
regulatory authorities, the boards of directors of Eastern and Avesta, and
Eastern's shareholders.
Armco will assume those of Eastern's liabilities that are neither
assumed by Avesta nor satisfied by sale proceeds. In connection with the
transaction, Armco expects to record a $15 million special charge against
third quarter earnings.
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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.
ARMCO INC.
Date: October 13, 1994 By: /s/ David G. Harmer
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David G. Harmer
Vice President
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