8-K

 
                      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)  November 29, 1995
                                                      --------------------


                       United States Filter Corporation
                       --------------------------------
            (Exact name of registrant as specified in its charter)

     Delaware                   1-10728                       33-0266015
- -----------------            -------------                ------------------
(State or other              (Commission                   (IRS Employer
jurisdiction of               File Number)                 Identification No.)
incorporation)


      73-710 Fred Waring Drive, Suite 222, Palm Desert, California 92260
      ------------------------------------------------------------------
         (Address of principal executive offices)            (Zip Code)


      Registrant's telephone number, including area code  (619) 340-0098
                                                         ----------------

 
Item 5.  Other Events
         
         On November 29, 1995 United States Filter Corporation (the "Company")
         announced that it has signed an agreement to acquire Bekox, S.A. of
         Madrid, Spain. The Company also announced that it has acquired Home
         Waterbehandeling B.V. and Houseman B.V. of the Netherlands, including
         Houseman N.V. of Belgium, from a subsidiary of Thames Water plc. The
         Company also announced today that it has received and accepted the
         resignations from its board of directors of J. Atwood Ives, Chairman
         and CEO of Eastern Enterprises, and James R. Bullock, President and CEO
         of Laidlaw, Inc. A copy of the news release respecting these
         announcements is included as an exhibit to this current report.

Item 7.  Financial Statements, Pro Forma Financial 
         Information and Exhibits

         (c) Exhibit

             News Release dated November 29, 1995

                                   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.

                                       UNITED STATES FILTER CORPORATION

                                       By: /s/ Damian C. Georgino
                                           ----------------------------
                                           Damian C. Georgino
                                           Vice President

Date: November 29, 1995


                                       2

EX-99

 
U.S. FILTER                                     NEWS RELEASE
UNITED STATES FILTER CORPORATION


73-710 FRED WARING DRIVE
PALM DESERT, CA 92260
(619) 340-0098


FOR FURTHER INFORMATION
CONTACT:  DORRIE B. OSBORNE
(619) 340-0098

                       UNITED STATES FILTER CORPORATION
                             TO ACQUIRE OPERATIONS
                         IN SPAIN AND THE NETHERLANDS

PALM DESERT, CALIFORNIA, November 29, 1995 -- United States Filter Corporation 
(NYSE-USF) announced today that it has signed an agreement to acquire Bekox,
S.A. of Madrid, Spain ("Bekox"). Bekox, founded in 1981, designs and
manufactures large reverse osmosis systems for industrial and commercial markets
throughout Spain and Latin America. Bekox has an installed base of over 400
systems with extensive experience in brackish water and seawater desalinization
for domestic and export markets, including industrial, agricultural and resort
and small communities. Bekox expects revenues for calendar year 1995 to be
approximately $10 million .

"By integrating Bekox with our previously acquired Ionpure and Sation 
subsidiaries, U.S. Filter will become the largest provider of industrial water 
treatment systems in Spain.  Bekox also has a proven, cost-effective technology 
to address the growing market for seawater desalinization in the Mediterranean
Basin," commented Richard J. Heckmann, Chairman and CEO of U.S. Filter.

U.S. Filter also announced that it has acquired Home Waterbehandeling B.V. and 
Houseman B.V. of the Netherlands including Houseman N.V. of Belgium from a 
subsidiary of Thames Water plc.  Home is one of the leading water treatment 
systems providers in the Netherlands.  Founded in 1953, Home designs, assembles 
and installs water purification and wastewater treatment systems for industrial,
commercial and hospital markets.  Over 30% of Home's revenue derives from 
maintenance and servicing of its installed base, including service deionization 
(SDI) for the Netherlands.

Houseman, founded in 1949, provides water treatment equipment, chemicals and 
services to industrial users as well as specialty products and services used in 
steam boilers and cooling systems for the power, petrochemical, pulp and paper, 
and construction industries.  Houseman also provides custom cleaning services 
for metal parts and equipment.

Home and Houseman expect consolidated annual revenues for calendar year 1995 to 
exceed $13 million.  The Company said that the purchase price for Bekox, Home 
and Houseman combined was approximately $13,000,000, primarily in cash.  "The 
addition of Home and Houseman to U.S. Filter in Europe significantly strengthens
our product and services offering in the Netherlands and Belgium and gives us 
additional distribution capability for the rest of our products manufactured in 
Europe and the United States," said Mr. Heckmann of U.S. Filter.  "With these 
two acquisitions, we continue our global expansion through our in-house 
distribution channels and provide new markets worldwide for all that we do," he 
said.


 
U.S. Filter also announced today that it has received and accepted the 
resignations from its board of directors of J. Atwood Ives, Chairman and CEO of 
Eastern Enterprises, and James R. Bullock, President and CEO of Laidlaw, Inc. 
The Company said that it had previously expanded its board of directors to 
include both Mr. Ives and Mr. Bullock as a result of contractual obligations to 
provide seats on its board as a result of the acquisition of Ionpure Inc. and 
Smogless S.p.A. from Eastern and Laidlaw respectively. Earlier this month 
Eastern Enterprises' shares were sold in a public offering and Laidlaw's shares 
were made part of an exchangeable note offering by a subsidiary of Laidlaw. The 
distribution of the stock and notes eliminated the requirements for the Company 
to provide the two directorships.

U.S. Filter is a leading global provider of industrial and commercial water and 
wastewater treatment systems and services. With corporate offices in Palm 
Desert, California, U.S. Filter services its customers and substantial installed
base of systems through its worldwide network of 124 sales and service 
facilities, including 12 manufacturing plants. In addition, U.S. Filter is a 
leading International provider of service deionization and outsourced water 
services, including the operation of water purification and wastewater treatment
systems at customer sites.

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