8-K

 

UNITED STATES
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): December 13, 2004

Milacron Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

Delaware	001-08485	311062125
_____________________ (State or other jurisdiction	_____________ (Commission	______________ (I.R.S. Employer
of incorporation)	File Number)	Identification No.)
2090 Florence Avenue, Cincinnati, Ohio		45206
_________________________________ (Address of principal executive offices)		___________ (Zip Code)

Registrant’s telephone number, including area code: (513) 487-5000

Not Applicable
______________________________________________
Former name or former address, if changed since last report

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events.

On December 13, 2004 Milacron Inc. issued a News Release announcing the successful completion of its rights offering. A copy of Milacron Inc.’s News Release is attached hereto as Exhibit 99.

Item 9.01. Financial Statements and Exhibits.

News Release of Milacron Inc. issued December 13, 2004

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.

	Milacron Inc.
December 13, 2004	By:	Hugh C. O'Donnell
		Name: Hugh C. O'Donnell
		Title: Senior Vice President, General Counsel and Secretary

Exhibit Index

Exhibit No.	Description
99	News Release of Milacron Inc. issued December 13, 2004

EX-99

News Release

Milacron Completes Stock Rights Offering

CINCINNATI, OHIO, December 13, 2004...Milacron Inc. (NYSE: MZ) has successfully concluded a stock rights offering, which expired at 5 p.m. ET on Friday, December 10. The offering was 78% subscribed and will result in the issuance of 12.7 million new shares of Milacron common stock. The gross proceeds to Milacron from the rights offering will be approximately $25.4 million. The company expects to use most of the net proceeds to repurchase a portion of its 6% Series B Convertible Preferred Stock. Including shares to be issued in connection with the rights offering, Milacron will now have approximately 48.5 million shares of common stock outstanding.

First incorporated in 1884, Milacron is a leading global supplier of plastics-processing technologies and industrial fluids, with 3,500 employees and major manufacturing facilities in North America, Europe and Asia. For further information, visit www.milacron.com or call the toll-free investor line: 800-909-MILA (800-909-6452).

Contact: Al Beaupré (513) 487-5918

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