This form is being submitted under Rule 901(d) of Regulation S-T


                    SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C. 20549
                                     
                                     
                                 FORM 8-A
                                     
                                     
             For Registration of Certain Classes of Securities
                 Pursuant to Section 12(b) or 12(g) of the
                      Securities Exchange Act of 1934
                                     

                      Commission File Number: 0-3585
                              ______________
                                     
                                     
                   EVEREST & JENNINGS INTERNATIONAL LTD.
          (Exact name of registrant as specified in its charter)
                                     
                                     
                Delaware                             95-2536185
    (State or other jurisdiction of               (I.R.S. Employer
      incorporation or organization)             Identification No.)


          1100 Corporate Square Drive, St. Louis, Missouri  63132
                 (Address of principal executive offices)
                                     
     Registrant's telephone number, including area code:  314-995-7000
                                     
                                     
                                     
     Securities to be registered pursuant to Section 12(b) of the Act:
                                     
          Title of each class              Name of each exchange on which
          to be so registered              each class is to be registered

Common Stock, Par Value $0.01 Per Share       American Stock Exchange
                                     
                                     
                                     
     Securities to be registered pursuant to Section 12(g) of the Act:
                                     
                              Not Applicable
                                     
                                     
                                     
                                     
                                     
Item 1.  Description of Registrant's Securities to be Registered.

    The description of the registrant's Single Class Common Stock contained
in the  registrant's Proxy  Statement dated  February 13,  1992, is  hereby
incorporated by reference.



Item 2.  Exhibits.

Exhibit  
Number   Description

  2.1    Specimen copy of share of Single Class Common Stock, filed herein.

  2.2    Certificate of  Incorporation, which  was filed as Exhibit 3(a) to
         Annual Report  on Form  10-K filed  on March  27, 1992,  is hereby
         incorporated herein by reference.

  2.3    Certificate of  Amendment of  Certificate of  Incorporation, which
         was filed  as Exhibit  3(c) to Annual Report on Form 10-K on March
         30, 1994, is hereby incorporated herein by reference.



                                 SIGNATURE
                                     
                                     
    Pursuant to  the requirements  of Section  12  of  the  Securities  and
Exchange Act  of 1934,  the registrant  has duly  caused this  report to be
signed on its behalf by the undersigned, hereunto duly authorized.

                              EVEREST & JENNINGS INTERNATIONAL LTD.
                                         (Registrant)


Date:  June 13, 1994          By (JOSEPH A. NEWCOMB)
                                 Joseph A. Newcomb
                                 Chief Financial Officer and Secretary




                               EXHIBIT INDEX

Exhibit No.                       Item                                 Page

     2.1     Specimen copy of share of Single Class Common Stock          4

     2.2     Certificate of Incorporation, which was filed as
             Exhibit 3(a) to Annual Report on Form 10-K filed on
             March 27, 1992, is hereby incorporated herein
             by reference.                                                2

     2.3     Certificate of Amendment of Certificate of
             Incorporation, which was filed as Exhibit 3(c)
             to Annual Report on Form 10-K on March 30, 1994,
             is hereby incorporated herein by reference.                  2






                              Exhibit No. 2.1
                                     
The exhibit  is a  specimen copy  of a common stock certificate issuable by
the Everest & Jennings International Ltd.