SECURITIES AND EXCHANGE
COMMISSION
                                         Washington, D.C. 20549




                                             Amendment No. 1
                                                   to
                                               Form 8-A/A




                                         EXCEL INDUSTRIES, INC.
                         (Exact name of registrant as specified in
its charter)




                   Indiana                         35-1551685
        (State of incorporation                   (I.R.S. Employer
                or organization)                  Identification
No.)




        Excel Industries, Inc.
        1120 North Main Street
        P.O. Box 3118
        Elkhart, Indiana                                46515-3118
(Address of principal executive offices)                (Zip Code)






Securities to be registered pursuant to Section 12(b) of the Act:

                Title of each class            Name of each
exchange on which
                to be so registered            each class is to be
registered

        Common Shares, no par value            American Stock
Exchange





Securities to be registered pursuant to Section 12(g) of the Act:

                                                  None



Item 1.   Description of Registrant's Securities to be Registered.

     The information set forth under the caption "Description of
Capital Shares" in the Registrant's final prospectus dated March
17, 1994, filed pursuant to Rule 424(b), and constituting part of
the Registrant's Registration Statement on Form S-3 (Reg. No. 33-
52315) effective March 17, 1994, is incorporated herein by
reference.

Signature

     Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this amendment
to registration statement to be signed on its behalf by the
undersigned thereto duly authorized.

                              EXCEL INDUSTRIES, INC.

                              Date          May 9, 1994          


                              By:      /s/ Joseph A. Robinson    
                                   Joseph A. Robinson,
                                   Secretary, Treasurer and
                                   Chief Financial Officer