UTILX CORP
8-K, 1999-04-28
WATER, SEWER, PIPELINE, COMM & POWER LINE CONSTRUCTION
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<PAGE>

                      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):
                                April 23, 1999

                              UTILX CORPORATION
            (Exact name of registrant as specified in its charter)

                                   DELAWARE
               (State or other jurisdiction of incorporation)


             0-16821                                 91-1171716
     (Commission File Number)             (IRS Employer Identification No.)

                              22820 Russell Road
                                P.O. Box 97009
                          Kent, Washington 98064-9709
                    (Address of principal executive offices)

        Registrant's telephone number, including area code: (253) 395-0200



<PAGE>

Item 5.  OTHER EVENTS

     On April 23, 1999, UTILX Corporation (the "Company"), announced that it had
completed a major refinancing with FINOVA Capital Corporation, providing a $10
million, two-year, revolving credit facility to the Company for working capital
and general corporate purposes, replacing the Company's previous $7.5 million
credit facility with Seafirst Bank of Washington. 

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (a) Financial statements.

         Not applicable.

     (b) Pro forma financial information.

         Not applicable.

     (c) Exhibits.

         99  Press release issued by the Company, dated April 23, 1999.


                                  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.

     Dated: April 26, 1999
                                       UTILX CORPORATION


                                       By:  /s/ Darla V. Norris 
                                            ----------------------------------
                                            Name: Darla V. Norris
                                            Title: Senior Vice President/Chief
                                                   Financial Officer



<PAGE>

                                   EXHIBIT 99

[GRAPHIC]

UTILX Corporation
22820 Russell Road                                        Darla Vivit Norris
P.O. Box  97009                                  Senior Vice President & CFO
Kent, Washington  98064-9709                                  (253) 395-4596
Tel:  253/395-0200                  http://www.businesswire.com/cnn/utlx.htm
Fax:  253/395-1040

                                 PRESS RELEASE

             UTILX ANNOUNCES COMPLETION OF $10 MILLION REFINANCING

Kent, WA - April 23, 1999 - UTILX Corporation (NASDAQ: UTLX) announced today 
that it had completed a major refinancing with FINOVA Capital Corporation. 
FINOVA has provided a $10 million, two-year, revolving credit facility to the 
Company for working capital and general corporate purposes, replacing the 
Company's previous $7.5 million credit facility with Seafirst Bank of 
Washington. "This is a new financing relationship for us," commented William 
M. Weisfield, President and CEO of UTILX, "and we are very pleased to be 
working with a strong lender who can bring additional financial services to 
UTILX as we grow our business." 

UTILX Corporation provides critical services for the installation and
rejuvenation of aged underground utility infrastructure with proprietary
CableCure-Registered Trademark- solution, in the U.S. and Canada through a 
network of regional sales and service centers. The Company also provides 
CableCure services throughout Europe and Asia.

This release contains forward-looking statements relating to the Company's
existing and future products and services and future operating results that are
subject to certain risks and uncertainties that could cause actual results to
differ materially from those projected. The words "believe", "expect",
"intend", "plan", variations of such words, and similar expressions identify
forward-looking statements, but their absence does not mean that the statement
is not forward-looking. These statements are not guarantees of future
performance and are subject to certain risks, uncertainties and assumptions
that are difficult to predict. Factors that could affect the Company's actual
results include competitive pressures, levels of work received from key
customers, weather, regulatory, other matters affecting the utility industry in
general, and any matters that could cause sudden changes in customers' demand
for the Company's services. The Company's contracts typically allow for
cancellation on short notice. Reference is made to the Company's latest Annual
Report on Form 10-K filed with the SEC for a more detailed description of such
factors. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this release.
The Company undertakes no obligation to update publicly any forward-looking
statements to reflect new information, events or circumstances after the date
of this release or to reflect the occurrence of unanticipated events.

       TRANSMITTED ON BUSINESSWIRE ON APRIL 23, 1999 AT 11:18 A.M. PDT




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