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:  January 15, 1997
               Date of earliest event reported:  January 8, 1997

                               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)629-2440
             (Registrant's telephone number, including area code)

 
ITEM 5.  OTHER EVENTS

     The news release dated January 8, 1997, a copy of which is attached as
Exhibit 1 hereto, is incorporated herein by reference and made a part hereof.

 
                                  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:  January 15, 1997                 By:  /s/ Jerome C. Cain
                                             -----------------------------
                                              Jerome C. Cain
                                              Vice President\Finance & Secretary
 

 
                                 EXHIBIT INDEX


Exhibit No.    Description                                  Page No.
- -----------    -----------                                  --------

         99    News Release dated January 8, 1997              5

EX-99

 
           [LETTER HEAD OF ATLAS CORPORATION]               NEWS RELEASE
 
 

         ATLAS CORPORATION OPTIONS DOBY GEORGE PROPERTY FOR $3 MILLION
                            _______________________

  Denver, CO, January 8, 1997 -- Atlas Corporation announced that it has granted
an exclusive option to Aquaterre Mineral Development Ltd. to purchase Atlas'
Doby George property, located in Elko County, Nevada, for a total purchase price
of $3,000,000.

  Aquaterre has paid $50,000 for this exclusive option which must be exercised
on or before April 18, 1997.  Upon exercise of the option, Atlas will receive
$1,500,000 and on or before December 31, 1997, an additional $1,450,000 either
in cash or common shares of Aquaterre. Conclusion of this transaction would
allow Atlas to fully recover its costs.

  Atlas is a mining company with operations in Bolivia, gold assets in Nevada
and Oregon and holds approximately 65% of Cornerstone Industrial Minerals
Corporation, which is developing the Tucker Hill perlite property.


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