ALLIED WASTE INDUSTRIES INC
8-K, 1996-07-11
REFUSE SYSTEMS
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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 2, 1996


                  Allied Waste Industries, Inc.
       (Exact name of registrant as specified in charter)


                             Delaware
         (State or other jurisdiction of incorporation)


           0-19285                              88-0228636
   (Commission File Number)                   (IRS Employer 
                                           Identification No.)


  7201 East Camelback Road, Suite 375
  Scottsdale, Arizona                              85251
 (Address of principal executive offices)       (Zip Code)


Registrant's telephone number, including area code (602) 423-2946


                        Not Applicable
  (Former name or former address, if changed since last report)

                                                                 


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<PAGE>
ITEM 5.  OTHER EVENTS

     Allied Waste Industries, Inc. (the "Company") announced the commencement 
of a tender offer for its $100 million 12% Senior Subordinated Notes due 2004 
(the "Notes") on July 2, 1996.  The Company has offered to redeem the Notes 
for cash at 114% of face value, or $1,140 per $1,000 note plus accrued 
interest, from February 1, 1996 to, but not including, the expiration date of 
the offer.

     The offer commenced on July 2, 1996 and expires at 5:00 p.m., New York 
City time,  on July 30, 1996, unless extended by the Company.  The offer is 
subject to certain conditions including a majority of the Notes being validly 
tendered.  Jefferies & Company, Inc. is acting on behalf of the Company as 
Dealer Manager for the tender offer.

     The Company also announced it has received a fully underwritten 
commitment from Credit Suisse  for a $300 million, three year, revolving 
credit facility.  Credit Suisse will act as arranger and administrative agent 
for the facility.  In addition to financing the tender offer, the credit 
facility will finance and replace the Company's existing $80 million credit 
facility and provide significant additional borrowing capacity to finance 
acquisitions and for other general corporate purposes.  

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<PAGE



SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, as 
amended, the Registrant, Allied Waste Industries, Inc., has caused this report 
to be signed on its behalf by the undersigned, thereunto duly authorized.



                                        ALLIED WASTE INDUSTRIES, INC.

                    
                              By:          /s/ PETER S. HATHAWAY              
                                              Peter S. Hathaway
                                   Vice President, Chief Accounting Officer
                                               and Treasurer     
                                        (Principal Accounting Officer)     




Date:  July 11, 1996


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