ALLEGHENY LUDLUM CORP
8-K, 1996-07-24
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
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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):  JULY 24, 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   15222-5479
               (Address of principal executive offices)     (Zip code)



          Registrant's telephone number, including area code:  412-394-2800



<PAGE>

          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.  
                              -----------                        --------

          Press Release dated July 24, 1996                        99.1



<PAGE>


                                      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 24, 1996               By:  /s/James L. Murdy
                                                  ------------------------
                                                  James L. Murdy
                                                   Senior Vice President -
                                                   Finance and Chief
                                                   Financial Officer
                                                   


<PAGE>
                                    EXHIBIT INDEX

          Exhibit                                                Sequential
            No.                    Description                    Page No. 
          -------                  -----------                   ----------

           99.1     Press Release dated July 24, 1996                5


                                                            Exhibit 99.1


                                   [ALLEGHENY LUDLUM CORPORATION LOGO]
                                   Executive and General Offices
                                   Six PPG Place, Pittsburgh, PA 15222-5479

                                   CONTACT:  Bert Delano
                                             412/394-2813
                                             Dan Greenfield
                                             412/394-3004

          FOR RELEASE:   July 24, 1996


          Pittsburgh, PA - The Board of Directors of Allegheny Ludlum
          Corporation today declared a regular quarterly cash dividend of
          $.16 per share of Common Stock.  The dividend is payable August
          23, 1996, to shareholders of record at the close of business
          August 8, 1996.

          The $.16 amount reflects the proposed combination of Allegheny
          Ludlum and Teledyne.  As previously announced, Allegheny Ludlum
          has scheduled a special meeting of shareholders for August 15,
          1996 to vote on the proposed combination.  July 8, 1996 is the
          record date for determination of shareholders entitled to vote at
          the meeting.

          Allegheny Ludlum's stock trades on the New York Stock Exchange
          (symbol:ALS).  The Company is a leading producer of a wide range
          of specialty materials, including stainless steels, electrical
          steels, tool steels, and other high technology alloys.


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