<PAGE> 1
United States
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: December 13, 2000
(Date of earliest event reported)
Hawk Corporation
(Exact Name or Registrant as specified in its charter)
Delaware 001-13797 34-1608156
-------- --------- ----------
(State or other jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification Number)
200 Public Square, Suite 30-5000, Cleveland, Ohio 44114
-------------------------------------------------------
(Address of Principle Executive Offices) (Zip Code)
(216) 861-3553
(Registrant's telephone number, including area code)
<PAGE> 2
Item 5. Other Events
On November 13, 2000, Hawk Corporation ("Hawk") entered into a First
Amendment to Rights Agreement (the "Amendment") which amended the Rights
Agreement dated, as of January 16, 1998, between Hawk and Continental Stock
Transfer & Trust Company ("Continental"), as Rights Agent ("Rights Agreement").
Pursuant to the Amendment, effective December 13, 2000, Hawk replaced
Continental as the Rights Agent under the Rights Agreement and appointed
National City Bank of Cleveland, Ohio as the successor Rights Agent under the
Rights Agreement. The Amendment is attached to this Form 8-K as Exhibit 4.1 and
is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) EXHIBIT
4.1 First Amendment to Rights Agreement, dated
November 13, 2000, by and between Hawk Corporation and
National City Bank, as successor Rights Agent.
<PAGE> 3
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.
Date: December 21, 2000 HAWK CORPORATION
By: /s/ Thomas A. Gilbride
-------------------------
Thomas A. Gilbride
Vice President - Finance
2
<PAGE> 4
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
4.1 First Amendment to Rights Agreement, dated November 13, 2000,
by and between Hawk Corporation and National City Bank, as
successor Rights Agent.
3
