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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________
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): JUNE 27, 1996
ALLEGHENY LUDLUM CORPORATION
(Exact name of registrant as specified in its charter)
PENNSYLVANIA 1-9498 25-1364894
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
1000 SIX PPG PLACE, PITTSBURGH, PENNSYLVANIA 7
15222-5479
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: 412-394-2800
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Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits. The following exhibit is filed as part of
this Current Report on Form 8-K:
Exhibit
Description No.
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Press Release dated June 27, 1996 99.1
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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.
Allegheny Ludlum Corporation
Date: July 1, 1996 By:/s/Jon D. Walton
Jon D. Walton
Vice President - General
Counsel and Secretary
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EXHIBIT INDEX
Exhibit Sequential
No. Description Page No.
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99.1 Press Release dated June 27, 1996
EXHIBIT 99.1
CONTACT: Bert Delano
Allegheny Ludlum
412/394-2813
Rosanne O'Brien
Teledyne
310/551-4265
FOR IMMEDIATE RELEASE
ALLEGHENY LUDLUM AND TELEDYNE ANNOUNCE
CONCLUSION OF JUSTICE DEPARTMENT ANTITRUST REVIEW;
SHAREHOLDER MEETINGS TARGETED FOR MID-AUGUST 1996
Pittsburgh, PA and Los Angeles, CA, June 27, 1996 - Allegheny
Ludlum Corporation (NYSE:ALS) and Teledyne, Inc. (NYSE:TDY)
announced today that the U.S. Department of Justice has closed
its antitrust review of the proposed strategic merger of
Allegheny Ludlum and Teledyne. The Companies have been advised
that there will be no further action by the Department.
The Companies also announced that they each intend to hold
Special Meetings of Shareholders in mid-August 1996 to vote on
the proposed combination, and that Monday, July 8, 1996 has been
established as the record date for the determination of
shareholders entitled to vote at the Meetings. Both Companies
expect to mail proxy materials in the coming weeks.
As previously announced, Allegheny Ludlum and Teledyne entered
into a definitive agreement to combine the businesses of the two
Companies pursuant to which each Company will become a wholly
owned subsidiary of Allegheny Teledyne Incorporated. Under the
terms of the definitive agreement, Teledyne shareholders will
receive 1.925 shares of common stock in Allegheny Teledyne for
each of their Teledyne common shares, while Allegheny Ludlum
shareholders will receive one share of common stock in the new
company for each of their shares in Allegheny Ludlum.
Allegheny Ludlum is a leading producer of a wide range of
specialty materials including stainless steels, tool steels, high
technology alloys and grain-oriented silicon steel.
Teledyne, Inc. is a federation of technology-based manufacturing
businesses serving worldwide customers with commercial and
government-related aviation and electronics products; specialty
metals for consumer, industrial and aerospace applications; and
industrial and consumer products.
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