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: June 25, 1996 Date of earliest event reported: June 21, 1996 ATLAS CORPORATION (Exact name of registrant as specified in its charter) DELAWARE 1-2714 13-5503312 (State of (Commission (IRS Employer Incorporation) File Number) Identification No.) 370 SEVENTEENTH STREET, SUITE 3050 DENVER, COLORADO 80202 (Address of principal executive offices) (303) 825-1200 (Registrant's telephone number, including area code) Page 1 of 5 ITEM 5. OTHER EVENTS The news release dated June 21, 1996, a copy of which is attached as Exhibit 1 hereto, is incorporated herein by reference and made a part hereof. Page 2 of 5 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. ATLAS CORPORATION Date: June 25, 1996 By: /s/ JEROME C. CAIN ---------------------------- Jerome C. Cain Vice President - Finance and Secretary Page 3 of 5 EXHIBIT INDEX Exhibit No. Description Page No. - ----------- ----------- -------- 1. News Release dated June 21, 1996 5 Page 4 of 5 EXHIBIT 1. ATLAS CORPORATION 370 17th St., Suite 3050 Denver, CO 80202 NEWS CONTACT: GARY E. DAVIS, PRESIDENT FOR IMMEDIATE RELEASE (303) 629-2440 ATLAS REVAMPS TOP MANAGEMENT _______________________________ Denver, CO, June 21, 1996 -- Atlas Corporation (NYSE:AZ) announced today the resignation of David J. Birkenshaw as Chairman and Chief Executive Officer and Director of Atlas and its affiliates. Mr. Birkenshaw decided to leave Atlas to dedicate his time and effort to other business activities. Since Mr. Birkenshaw's association with Atlas in 1993, Atlas successfully raised approximately $70 million of new equity and made several acquisitions, including a controlling interest in Granges Inc., the Doby George gold property and Phoenix Financial Holdings Inc., a publicly listed company through which Atlas intends to pursue development of industrial minerals. Following Mr. Birkenshaw's resignation James H. Dunnett has been elected non-executive Chairman of the Board of Directors and Gary E. Davis, President, has been appointed to the Board. ##### Page 5 of 5