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HARNISCHFEGER INDUSTRIES, INC. SHARE REPURCHASE OF UP TO 2.5 MILLION SHARES

 MILWAUKEE, March 24 /PRNewswire/ -- Harnischfeger Industries, Inc., (NYSE: HPH) has commenced a "Dutch auction" self-tender offer on March 24 for up to 2.5 million common shares, or approximately 9 percent of its common shares outstanding.
 It is intended that shares acquired by the company will be resold to the Harnischfeger Industries, Inc. Stock Employee Compensation Trust which will be established on or before the termination of the tender offer. The Harnischfeger Industries, Inc. Stock Employee Compensation Trust will use such shares over the next 15 years to fund contributions to existing employee benefit plans whose benefits are paid in stock of the company.
 Under the "Dutch auction" offer, each Harnischfeger Industries, Inc. common shareholder will be invited to tender shares at prices specified by the shareholder, ranging from $17.00 to $20.00 a share. The company will purchase up to 2.5 million shares at the lowest price within that range sufficient to acquire up to 2.5 million shares.
 If more shares are properly tendered at a price at or below the price chosen by the company than the company will accept for purchase, tendering shareholders owning fewer than 100 shares will have their shares purchased without pro-ration. Other shares will be purchased on a pro rata basis (with adjustments to avoid purchases of fractional shares).
 The tender offer, proration period and withdrawal rights will expire on April 21 unless extended by Harnischfeger. On March 23 the closing price of the company's common stock was $18.00 on the New York Stock Exchange.
 Shareholders will, in general, be able to tender their shares free of all brokerage commissions and stock transfer taxes, if any, which will be paid by the company. Each shareholder is urged to consult his tax advisor as to the particular tax consequences of the tender offer to such shareholder. The full details of the offer to purchase, including complete instructions on the tender process procedure along with the transmittal forms and other data have been mailed to shareholders on March 24, 1993.
 Neither the company not its board of directors makes any recommendation to any shareholder as to whether to tender or refrain from tendering any or all of such shareholder's shares in the offer and has not authorized any person to make any such recommendation.
 Shareholders are invited to contact:
 Lazard Freres & Co.
 One Rockefeller Plaza
 New York, N.Y., 10020
 Attention: Syndicate Department
 Telephone: 212-632-6719,


for further information on the procedures to be followed for tendering their shares, as well as for copies of the documents concerning the share repurchase, which will be mailed to them free of charge upon request.
 This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares of Harnischfeger Industries, Inc., common stock. The offer is made solely by the Offer to Purchase, dated March 24, 1993, and the related Letter of Transmittal.
 Harnischfeger Industries is a diversified international holding company that operates four subsidiaries involved in: papermaking machinery manufacturing (Beloit Corporation); surface mining and overhead material handling equipment manufacturing (Harnischfeger Corporation); and systems integration services (Harnischfeger Engineers, Inc. and Syscom Corporation).
 -0- 3/24/93
 /CONTACT: Francis M. Corby, Jr., senior vice president - finance and chief financial officer of Harnischfeger Industries, Inc., 414-797-6518/
 (HPH)


CO: Harnischfeger Industries, Inc. ST: Wisconsin IN: MAC SU:

SH-LR -- NY008 -- 9002 03/24/93 09:50 EST
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Publication:PR Newswire
Date:Mar 24, 1993
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