1 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): February 13, 1995 THE WESTERN COMPANY OF NORTH AMERICA (Exact name of registrant as specified in its charter) Delaware 1-7452 75-0763484 (State or other (Commission File (I.R.S. Employer jurisdiction of Number) Identification incorporation) Number) 515 Post Oak Boulevard Houston, Texas 77027 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 629-2600 2 Item 5. Other Events On February 13, 1995, the Board of Directors of the Company amended Article II of the Company's Bylaws to permit the Board of Directors to designate a date and time for an annual meeting of stockholders other than 10:00 a.m. on the first Monday of May each year as previously required. A copy of the Bylaws of the Company which have been restated to incorporate such amendments is attached to this Report as Exhibit 3. - 1 - 3 Item 7. Financial Statements and Exhibits (c) Exhibits Required by Item 601 of Regulation S-K Exhibit Number Description 3 Bylaws of The Western Company of North America - 2 - 4 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. THE WESTERN COMPANY OF NORTH AMERICA (Registrant) By: /s/ Steven P. Beatty ------------------------------- (Steven P. Beatty) (Vice President and Chief Accounting Officer) Date: February 16, 1995 - 3