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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported):
June 15, 1995
USX Corporation
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(Exact name of registrant as specified in its charter)
Delaware 1-5153 25-0996816
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
600 Grant Street, Pittsburgh, PA 15219-4776
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(Address of principal executive offices) (Zip Code)
(412) 433-1121
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(Registrant's telephone number,
including area code)
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ITEM 5. OTHER EVENTS.
On June 15, 1995, USX announced that it had eliminated the Marathon
Group's Retained Interest in the Delhi Group (equivalent to 4,564,814
shares of USX-Delhi Group Common Stock). This was accomplished
through a reallocation of assets and a corresponding adjustment to
debt and equity attributed to the Marathon and Delhi Groups. The
transfer was made at a price of $12.75 per equivalent share, or an
aggregate of $58 million.
The Audit Committee of the USX Board of Directors approved the
transaction following receipt of advice from two nationally recognized
investment banking firms, Lehman Brothers Inc., which acted on behalf
of the Marathon Group, and Salomon Brothers Inc, which acted on behalf
of the Delhi Group. Lehman Brothers and Salomon Brothers negotiated
the per share price and rendered opinions to the Audit Committee that
such price was fair from a financial point of view to the respective
groups and their shareholders.
As a result of the elimination, which will be reflected in the
financial statements for the period ended June 30, 1995, the Delhi
Group debt will be increased by $58 million and its common
stockholders' equity will be reduced by the same amount. The effect
of the elimination on future earnings per share of the Delhi Group
will be dependent upon income levels relative to the cost of the
incremental debt. Marathon Group debt will be reduced by $58 million.
The effect on future operating results of the Marathon Group is not
expected to be material.
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 hereunto duly authorized.
USX CORPORATION
By s/ Lewis B. Jones
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Lewis B. Jones
Vice President
& Comptroller
Dated: June 15, 1995