MORAN TRANSPORTATION CO
8-K, 1998-12-29
DEEP SEA FOREIGN TRANSPORTATION OF FREIGHT
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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) December 29, 1998
                                                           -----------------

                             MORAN TRANSPORTATION COMPANY
- --------------------------------------------------------------------------------
                (Exact name of registrant as specified in its charter)

     Delaware                  33-82624                   06-1399280
- --------------------------------------------------------------------------------
     (State or other          (Commission               (IRS Employer
     jurisdiction of          File Number)            Identification No.)
     incorporation)


            Two Greenwich Plaza, Greenwich, Connecticut           06830   
- --------------------------------------------------------------------------------
             (Address of principal executive offices)          (Zip Code)

          Registrant's telephone number, including area code (203) 625-7800
                                                             --------------
                                    Not Applicable
- --------------------------------------------------------------------------------
            (Former name or former address, if changed since last report)


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Item 5.   Other Events. 

     Attached as Exhibit 99.1 is the Company's press release.

Item 7.   Financial Statements, Pro Forma Financial Information and Exhibits

     (c)  Exhibits

          99.1      Press Release


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                                      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.


                                        MORAN TRANSPORTATION COMPANY



Date: December 29, 1998                 By: /s/ Jeffrey J. McAulay
                                           --------------------------------
                                        Name:  Jeffrey J. McAulay
                                        Title: VP - Finance and Administration



<PAGE>

                                                                    Exhibit 99.1


For Immediate Release                                Contact: Jeffrey J. McAulay
December 29, 1998                                                   203-625-7872


                       MORAN COMPLETES TENDER OFFER FOR NOTES

     Greenwich, CT -- Moran Transportation Company announced today that it has
completed its tender offer with respect to its outstanding 11-3/4% Series B
First Preferred Ship Mortgage Notes due 2004 (CUSIP #616506 AB 7).  As of 5:00
p.m., New York City time, on December 28, 1998 (the expiration date),
approximately $1,003,000 in aggregate principal amount of the Notes had been
tendered, representing approximately 1.25 percent of the $80,000,000 Notes
outstanding subject to the tender offer.  Following the expiration of the offer,
Moran accepted for payment all Notes validly tendered pursuant to its Offer to
Purchase dated November 25, 1998.  The purchase price paid for the notes was
equal to 101% of their principal amount ($1,010 per $1,000 principal amount),
plus accrued and unpaid interest.  Additional information concerning the tender
offer may be directed to Jeffrey J. McAulay at Moran (203-625-7872).




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