=========================================================================== 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 - August 5, 1998 (Date of earliest event reported) ALLIEDSIGNAL INC. (Exact name of Registrant as specified in its Charter) Delaware 001-08974 22-2640650 (State or other (Commission File Number) (I.R.S. Employer jurisdiction Identification Number) of incorporation) 101 Columbia Road, P.O. Box 4000, Morristown, New Jersey 07962-2497 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (973) 455-2000 =========================================================================== ITEM 5. OTHER EVENTS. On August 4, 1998, AlliedSignal Inc. announced its intention to commence, within five business days, a tender offer for all of the outstanding shares of AMP Incorporated at $44.50 per share or approximately $9.8 billion in the aggregate. ITEM 7. EXHIBITS. Exhibit No. Description - ---------- ----------- 99.1 Text of Press Release, dated August 4, 1998, issued by AlliedSignal Inc. 99.2 Presentation to Analysts, August 4, 1998, used by AlliedSignal Inc. related to the proposed merger. 99.3 Complaint, dated August 4, 1998, filed in the United States District Court for the Eastern District of Pennsylvania by AlliedSignal Corporation regarding AlliedSignal Corporation v. AMP, Inc. (C.A. No. 98-CV-4058). 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. Date: August 5, 1998 AlliedSignal Inc. (Registrant) By: /s/ Richard F. Wallman ---------------------- Richard F. Wallman Senior Vice President and Chief Financial Officer Exhibit Index ------------- Exhibit No. Description - ---------- ----------- 99.1 Text of Press Release, dated August 4, 1998, issued by AlliedSignal Inc. 99.2 Presentation to Analysts, August 4, 1998, used by AlliedSignal Inc. related to the proposed merger. 99.3 Complaint, dated August 4, 1998, filed in the United States District Court for the Eastern District of Pennsylvania by AlliedSignal Corporation regarding AlliedSignal Corporation v. AMP, Inc. (C.A. No. 98-CV-4058).