SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_______________________________________
AMENDMENT NO. 1
TO
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OF THE
SECURITIES EXCHANGE ACT OF 1934
ROHR, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 95-1607455
(State of incorporation or organization) (I.R.S. Employer
Identification No.)
850 Lagoon Drive
Chula Vista, California 91910
(Address of principal executive offices) (Zip Code)
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
Convertible Subordinated New York Stock Exchange, Inc.
Notes due 2004
SECURITIES TO BE REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
None.
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ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED
The description of Registrant's Convertible Subordinated Notes
due 2004 to be registered hereunder is hereby incorporated by reference
to the description of such Notes contained in Amendment No. 2 to the
Registrant's Registration Statement on Form S-3 (Registration No. 33-
53113) and the final Prospectus filed pursuant to Rule 424(b) in
connection with Registration Statement No. 33-53113 and the terms of the
Notes specified therein.
ITEM 2. EXHIBITS
The following exhibits are filed as part of this
Registration Statement:
1. The form of Convertible Subordinated Note included
as Exhibit A to the Indenture dated as of May 15, 1994 between the
Registrant and the Bank of New York, as Trustee, incorporated by
reference to Amendment No. 2 to the Registrant's Registration Statement
on Form S-3 (Registration No. 33-53113).
2. Indenture dated as of May 15, 1994 between the
Registrant and The Bank of New York, as Trustee , incorporated by
reference to Amendment No. 2 to the Registrant's Registration Statement
on Form S-3 (Registration No. 33-53113) and the terms of the
Convertible Subordinated Notes specified in the final Prospectus
filed under Rule 424(b) under the heading "Description of Notes."
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the Registrant has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereto duly
authorized.
May 10 , 1994 ROHR, INC.
By R.W. MADSEN
R.W. Madsen
Vice President, General Counsel
and Secretary