STEWART & STEVENSON SERVICES INC
8-K, 1999-12-08
ENGINES & TURBINES
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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 8, 1999

                       STEWART & STEVENSON SERVICES, INC.
             (Exact name of registrant as specified in its charter)

TEXAS                                0-8493                          74-1051605
(State or other               (Commission File Number)         (I.R.S. Employer
jurisdiction of incorporation)                              Identification No.)

2707 NORTH LOOP WEST
HOUSTON, TEXAS                                                            77008
(Address of principal executive offices)                             (Zip code)

       Registrant's telephone number, including area code: (713) 868-7700

Item 5. Other Events.

On December 8, 1999, Stewart & Stevenson Services, Inc. (the "Company") issued
the press release attached hereto as Exhibit 99.1 announcing the Company's
Acquisition of Thermo King of Northern California.

Item 7.  Exhibits.

Exhibit 99.1   Company Press Release dated December 8, 1999 titled  "Stewart &
               Stevenson  Acquires  Thermo King of Northern California."

                                   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.

                                            STEWART & STEVENSON SERVICES, INC.



Date:  December 8, 1999                  By:/s/ JOHN H. DOSTER
                                         Name:  John H. Doster
                                         Title: Senior Vice President and Chief
                                                Financial Officer

                                  EXHIBIT INDEX

99.1    Company  Press  Release  dated  December 8, 1999 titled  "Stewart &
        Stevenson  Acquires  Thermo King of Northern California."


NEWS FROM:                                              Stewart & Stevenson
                                                        Corporate Headquarters
                                                        P.O. Box 1637
                                                        Houston, TX  77251-1637

FOR IMMEDIATE RELEASE:
STEWART & STEVENSON ACQUIRES THERMO KING OF NORTHERN CALIFORNIA

     HOUSTON, TX - December 8, 1999 - STEWART & STEVENSON SERVICES, INC.
(NASDAQ:SSSS), a leading manufacturer and distributor of industrial and energy
related equipment, announced the purchase of the assets of Thermo King of
Northern California, a Thermo King dealership with locations in Sacramento, San
Leandro and Oakland, California. This new Thermo King dealership, had 1999 sales
of approximately $12 million and will be operated by Stewart & Stevenson's
wholly owned subsidiary Sierra Detroit Diesel Allison, Inc., which also has
facilities in Sacramento and San Leandro, California.

     Thermo King is the premier manufacturer of refrigeration equipment
utilized in trucks, trailers, buses, marine containers and other applications.
Stewart & Stevenson has been a Thermo King dealer for over 29 years with
dealerships located in Texas and Louisiana. This acquisition will be included
within the company's Power Product Segment.

     The Power Products segment of Stewart & Stevenson, with sales of over $500
million, distributes equipment and provides after market parts, service and
rentals for numerous manufacturers including Thermo King, Detroit Diesel,
Allison, Hyster, Waukesha, Deutz, EMD and others. Stewart & Stevenson
successfully combines multiple distributorships within a single geographic
territory, allowing better utilization of facilities and personnel and
ultimately producing higher profit margins.

This press release contains forward-looking statements that are based on
management's current expectations, estimates, and projections. These statements
are not guarantees of future performance and involve a number of risks,
uncertainties and assumptions and are made pursuant to the Safe Harbor
Provisions of the Private Securities Litigation Reform Act of 1995. Many
factors, including those discussed more fully elsewhere in this release and in
the Company's filings with the Securities and Exchange Commission, particularly
its latest annual report on Form 10-K, as well as others, could cause results to
differ materially from those stated. These factors include, but are not limited
to, risks associated with newly acquired businesses; increasing price and
product/service competition by foreign and domestic competitors; rapid
technological developments and changes; the ability to continue to introduce
competitive new products and services on a timely, cost effective basis; the mix
of products/services; the achievement of lower costs and expenses; reliance on
large customers; technological, implementation and cost/financial risks in use
of large, multi-year contracts; the cyclical nature of the markets served; the
outcome of pending and future litigation and governmental proceedings; the
continued availability of financing, financial instruments and financial
resources in the amount, at the times and on the terms required to support the
Company's business; the assessment of unanticipated taxes by foreign or domestic
governmental authorities; the risk of cancellation or adjustment of specific
orders and termination of significant government programs; and failure of the
Company or unrelated third parties on whom the Company relies for essential
products or services to become Year 2000 capable. In addition, such
forward-looking statements could be affected by general industry and market
conditions and growth rates, general domestic and international conditions
including interest rates, inflation and currency exchange rates and other future
factors. Actual outcomes and results may differ materially from what is
expressed or forecasted in such forward-looking statements.

Contact:       Mr. David R. Stewart
               Treasurer
Phone:         (713) 868-7657
Fax:           (713) 863-1519
Email:         [email protected]
               HTTP://www.ssss.com




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