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A. O. SMITH CALLS PREFERRED STOCK FOR REDEMPTION

 A. O. SMITH CALLS PREFERRED STOCK FOR REDEMPTION
 MILWAUKEE, Wis., April 8 /PRNewswire/ -- A. O. Smith Corporation


(AMEX: SMC) announced today it has called for redemption all 1,611,700 outstanding shares of $2.125 convertible exchangeable preferred stock (AMEX: SMC PRC).
 Prior to the redemption deadline of 5:00 p.m. (CDT) April 23, 1992, shareholders may convert shares of preferred stock to shares of class B common stock (AMEX: SMC B). The conversion rate is approximately 1.1905 shares of class B common stock for each share of preferred stock.
 A. O. Smith class B common stock closed at $27.125 per share on April 7.
 Holders of the preferred stock who do not convert will receive a redemption price of $26.25 per share which includes dividends accrued through the redemption date, according to the corporation.
 The right to convert the preferred stock must be exercised by 5:00 p.m. (CDT) on April 23. After that time, shareholders of the preferred stock will have only the right to receive $26.25 per share upon surrender of their shares.
 In documents filed with the Securities and Exchange Commission, the corporation stated it expects to benefit from the transaction because it will be relieved of its obligation to pay annual dividends of $2.125 per share on the preferred stock.
 Questions regarding redemption or conversion should be directed to the transfer agent, First Wisconsin Trust, at 1-800-637-7549 or 414-276-3737.
 In connection with the stock redemption, A. O. Smith Corporation has entered into a standby agreement with Lehman Brothers, a division of Shearson Lehman Brothers Inc. Under this agreement, Lehman Brothers has agreed to pay A. O. Smith an amount equal to the total redemption price of the preferred stock not converted and would receive shares of class B common stock in exchange for such payment.
 Any offering of securities in connection with this redemption is made only by means of the prospectus, which is available from Lehman Brothers, World Financial Center, New York, NY 10285.
 -0- 4/8/92
 /CONTACT: Edward J. O'Connor, vice president for human resources of A. O. Smith, 414-359-4100/
 (SMC PRC) CO: A. O. Smith Corporation ST: Wisconsin IN: SU:


TQ -- NY059 -- 6263 04/08/92 12:35 EDT
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Publication:PR Newswire
Date:Apr 8, 1992
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