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): July 2, 1996
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FMC Corporation
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-2376 94-0479804
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(Commission File Number) (IRS Employer Identification No.)
200 East Randolph Drive, Chicago, Illinois 60001
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (312) 861-6000
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Item 5. Other Events.
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The purpose of this Current Report on Form 8-K is to file conformed copies
of an Underwriting Agreement (attached hereto as Exhibit 1-a) executed in
connection with a proposed offering of 7 3/4% Senior Debentures Due 2011 (the
"Senior Debentures") by the Registrant to be issued pursuant to the Registration
Statement on Form S-3 (File No. 33-62415) filed by the Registrant on September
7, 1995, as amended through the date hereof (the "Registration Statement"),
together with a form of Officers' Certificate (attached hereto as Exhibit 4-a),
a form of Senior Debenture (attached hereto as Exhibit 4-b), the opinion of
Winston & Strawn (attached hereto as Exhibit 10-a) and the consent of Winston &
Strawn (included in Exhibit 10-a) for incorporation into the Registration
Statement.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits.
Number Description
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1-a Conformed copy of executed Underwriting Agreement dated
June 27, 1996 between the Registrant and the
Underwriters named in Schedule I thereto.
4-a Form of Officers' Certificate to be delivered
establishing the Registrant's 7 3/4% Senior Debentures
Due 2011.
4-b Form of Senior Debenture of the Registrant.
10-a Opinion of Winston & Strawn.
23-a Consent of Winston & Strawn (included in its opinion
filed as Exhibit 10-a).
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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.
Date: July 2, 1996 FMC CORPORATION
By: /s/ Robert L. Day
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Name: Robert L. Day
Title: Secretary
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EXHIBIT INDEX
Page Number
Number Description In This Report
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1-a Conformed copy of executed
Underwriting Agreement dated
June 27, 1996 between the
Registrant and the Underwriters
named in Schedule I thereto.
4-a Form of Officers' Certificate
to be delivered establishing
the Registrant's 7 3/4% Senior
Debentures Due 2011.
4-b Form of Senior Debenture of the
Registrant.
10-a Opinion of Winston & Strawn.
23-a Consent of Winston & Strawn
(included in its opinion filed
as Exhibit 10-a).
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