8-K

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                               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):  August 8, 2000



                                  EXX INC.
           (Exact name of registrant as specified in its charter)


             NEVADA              001-0654               880325271
        (State or other      (Commission File        (I.R.S. Employer
        jurisdiction of          Number)              Identification
         organization)                                   Number)



           1350 EAST FLAMINGO ROAD, SUITE 689
                   LAS VEGAS, NEVADA                    89119-5263
        (Address of principal executive offices)        (Zip Code)



    Registrant's telephone number, including area code:  (702) 598-3223


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ITEM 5. OTHER EVENTS.

   See Press Release attached as Exhibit 99.1 regarding EXX INC.'s
withdrawal of its proposed exchange offer to acquire shares of
common stock of Newcor, Inc.


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

        (a)  Financial statements.  Not applicable.
             --------------------

        (b)  Pro forma financial information.  Not applicable.
             -------------------------------

        (c)  Exhibits.  See Exhibit Index.
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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.


Dated:  August 8, 2000


                              EXX INC.



                              By:  /s/ David A. Segal
                                  --------------------------------------------
                                  Name:  David A. Segal
                                  Title: Chairman and Chief Executive Officer










                       EXHIBIT INDEX


Exhibit No        Description
- ----------        -----------

99.1              Press Release, dated as of August 8, 2000.

EX-99.1

                                                            EXHIBIT 99.1

                              EXX INC
                             Suite 689
                      1350 EAST FLAMINGO ROAD
                        LAS VEGAS, NV 89119


               EXX WITHDRAWS PROPOSED EXCHANGE OFFER.
                 NEWCOR BOARD'S INTRANSIGENCE KILLS
                 PROPOSED $4.00 EXCHANGE OF SHARES


   Las Vegas, NV--August 8, 2000--EXX INC (Amex:  EXX-A and EXX-B)
today announced that it has withdrawn its proposed Exchange Offer to
acquire shares of Newcor Inc. (Amex: NER) common stock for $4.00 per
share payable in EXX Class A shares.

   David A. Segal, Chairman of EXX, stated that EXX had determined
that it was not advisable to proceed with the Exchange Offer in view of:
Newcor Board of Directors' intransigence; their refusal to withdraw the
Newcor "Poison Pill"; and their lack of cooperation in identifying the
Subordinated Noteholders so that EXX might negotiate an arrangement to
avoid a call of the Notes if there were a change of control.

   "We are quite disappointed that Newcor's Board has determined not
to pursue our proposal to enhance Newcor's capital position, better
align the interests of management with those of its stockholders and
access EXX's expertise in business turnarounds," said Segal.

   Mr. Segal stated that EXX may continue to acquire Newcor shares in
the open market or privately negotiated transactions or through other
means, despite the negative trends affecting Newcor's business
fundamentals and the dismal performance by Newcor's management and Board
of Directors.

   Further, EXX said it was interested in discussing with Newcor's
Subordinated Noteholders a possible waiver of the call provisions in the
Subordinated Notes, in the event of a change of control of Newcor.

   This release may contain some forward-looking statements.  We
undertake no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events or
otherwise.