THOMAS INDUSTRIES INC
10-Q/A, 1995-08-14
ELECTRIC LIGHTING & WIRING EQUIPMENT
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                               SECURITIES AND EXCHANGE COMMISSION
                                    WASHINGTON, D.C.  20549

                                           FORM 10-Q/A-1

    (Mark One)
     _
    /x/  QUARTERLY REPORT  PURSUANT TO SECTION 13 OR  15(d) OF  THE   SECURITIES
         EXCHANGE ACT OF 1934

    For the quarterly period ended                 June 30, 1995                
       

                                              OR
     _
    /_/  TRANSITION  REPORT PURSUANT TO  SECTION 12 OR  15(d) OF THE  SECURITIES
         EXCHANGE ACT OF 1934

    For the transition period
    from______________________to_________________________


                                Commission File Number 1-5426.



                                    THOMAS INDUSTRIES INC.                      
                        (Exact name of registrant as specified in its charter)


                 Delaware                                    61-0505332         
        
       (State or other jurisdiction of                  (I.R.S. Employer
        incorporation or organization)                   Identification No.)


           4360 Brownsboro Road, Louisville, Kentucky                 40207     
        
           (Address of principal executive offices)                 (Zip Code)


    Registrant's telephone number, including area code          502/893-4600    
        


                                        Not applicable                          
       (Former name,  former address, and  former fiscal year,  if changed since
       last report.)

    Indicate by check  mark whether  the registrant  (1) has  filed all  reports
    required to be filed by Section 13  or 15(d) of the Securities Exchange  Act
    of 1934 during the preceding twelve months (or for such shorter  period that
    the registrant was required to file such  reports), and (2) has been subject
    to such filing requirements for the past 90 days.      Yes   x       No     


    The number of  shares outstanding of issuer's Common Stock, $1 par value, as
    of August 7, 1995, was 10,089,261 shares.






    PART II.  OTHER INFORMATION

    Item 4.  Submission of Matters to a Vote of Security Holders 

            (a)  The Annual  Meeting of Shareholders of the Registrant was held
      on April 20, 1995.

            (b)  Not applicable.

            (c)   Set  forth below  is the  tabulation  of the  votes on  each
      nominee for election as director:

                                                     WITHHOLD
              NAME                   FOR             AUTHORITY

          Roger P. Eklund         8,748,354           136,206
          H. Joseph Ferguson      8,847,251            37,309
          Ralph D. Ketchum        8,769,503           115,057



           Set forth below is the tabulation of  the votes to approve the Thomas
      Industries Inc. 1995 Incentive Stock Plan.

              FOR            AGAINST        ABSTAIN     BROKER NONVOTES

          5,987,807         1,214,117       179,082       1,503,554



                                      SIGNATURE


    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 thereunto duly authorized.

                                                   THOMAS INDUSTRIES  INC.      

                                                         Registrant


                                             /s/ Phillip J. Stuecker
                                          ___________________________________
                                             Phillip J. Stuecker, Vice
                                               President and Chief Financial
                                               Officer

    Date         August 14, 1995



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