TEREX CORP
8-K, 1997-01-10
INDUSTRIAL TRUCKS, TRACTORS, TRAILORS & STACKERS
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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 30, 1996



                                TEREX CORPORATION

               (Exact Name of Registrant as Specified in Charter)


          Delaware                    1-10702                  34-1531521

(State or Other Jurisdiction        (Commission               (IRS Employer
      of Incorporation)             File Number)            Identification No.)



           500 Post Road East, Suite 320, Westport, Connecticut 06880

               (Address of Principal Executive Offices) (Zip Code)


       Registrant's telephone number, including area code: (203) 222-7170




          (Former Name or Former Address, if Changed Since Last Report)







<PAGE>


Item 5.  Other Events.

         Following  the  recent  sale of  Terex  Corporation's  ("Terex"  or the
"Company") Clark Material  Handling  business,  Terex offered to repurchase (the
"Offer") $100 million  principal  amount of its 13.25% Senior  Secured Notes due
2002 (the  "Notes").  The Offer expired on December 27, 1996,  but no Notes were
tendered for  repurchase.  As a result,  the $100  million of sale  proceeds was
available for other corporate purposes.

         The  Company's  Series A Cumulative  Redeemable  Convertible  Preferred
Stock,  par value  $.01 per share (the  "Series A  Preferred  Stock")  had a 13%
dividend rate,  which was to increase to 18% at the end of 1998. In light of the
foregoing,  on December  30,  1996,  Terex  called for  redemption  its Series A
Preferred Stock on January 29, 1997 (the "Redemption Date").

         All  shares  of  the  Series  A  Preferred  Stock  outstanding  on  the
Redemption Date will be redeemed in whole at a redemption price of $37.80233 per
share  ( the  "Redemption  Price").  The  aggregate  redemption  price  for  the
1,200,000  shares,  comprising the entire issue of the Series A Preferred Stock,
is approximately  $45.4 million.  From and after the Redemption Date,  shares of
the Series A Preferred Stock will be deemed to be no longer  outstanding for any
purpose,  and all rights with  respect to such  shares will cease and  terminate
except only the right of the holders  thereof to receive the amount payable upon
the redemption thereof, without interest.




<PAGE>




                                   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:  January 10, 1997

                                      TEREX CORPORATION


                                      By: /s/ David J. Langevin
                                          David J. Langevin
                                          Executive Vice President
                                          (Acting Principal Financial Officer)



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