SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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): January 28, 1998


                         ALLEGHENY TELEDYNE INCORPORATED
               (Exact name of registrant as specified in charter)


       Delaware                        1-12001              25-1792394
(State or other jurisdiction        (Commission           (IRS Employer
     of incorporation)              file number)       Identification No.)


1000 SIX PPG PLACE, PITTSBURGH, PENNSYLVANIA                 15222-5479
  (Address of principal executive offices)                    (Zip code)


Registrant's telephone number, including area code:         (412) 394-2800







                                Page 1 of 6 Pages

                         Exhibit Index Appears on Page 4






ITEM 5.  OTHER EVENTS

      On  January  28,  1998,  Allegheny  Teledyne  Incorporated  issued a press
release, a copy of which is filed as Exhibit 99.1 hereto.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

         (a)  Financial Statements of Business Acquired.  Not applicable.

         (b) Pro Forma Financial Information. Not applicable.

         (c) Exhibits.  The  following  exhibit is filed as part of this Current
Report on Form 8-K:

                                                      Exhibit
           Description                                   No.
           -----------                                -------

    Press Release dated January 28, 1998               99.1







                                Page 2 of 6 Pages






                                   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.


                                          ALLEGHENY TELEDYNE INCORPORATED



                                          By: /s/Jon D. Walton
                                             --------------------------
                                                Jon D. Walton
                                                Senior Vice President, General
                                                Counsel & Secretary


Dated: January 30, 1998
















                                Page 3 of 6 Pages




                                  EXHIBIT INDEX


EXHIBIT NUMBER                    DESCRIPTION                  PAGE NO.

     99.1         Press Release dated January 28, 1998            5


























                                Page 4 of 6 Pages