================================================================================


                       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: April 23, 1999
                        (Date of earliest event reported)



                              UNIVERSAL CORPORATION
             (Exact Name of Registrant as Specified in its Charter)



          Virginia                        1-652                   54-0414210
(State or Other Jurisdiction     (Commission File Number)       (IRS Employer
      of Incorporation)                                      Identification No.)


           1501 North Hamilton Street
               Richmond, Virginia                            23230
    (Address of Principal Executive Offices)              (Zip Code)


               Registrant's telephone number, including area code:
                                 (804) 359-9311


================================================================================


<PAGE>


Item 5.      Other Events.

         Change in Transfer Agent. Effective April 23, 1999, Wachovia Bank, N.A.
("Wachovia") has withdrawn as Transfer Agent,  Registrar,  Dividend Paying Agent
and Automatic Dividend Reinvestment Plan Administrator for Universal Corporation
(the "Company"). By an agreement effective as of April 23, 1999, the Company has
appointed  Norwest Bank  Minnesota,  N.A.  ("Norwest") to serve as the Company's
Transfer Agent,  Registrar,  Dividend  Disbursing  Agent and Automatic  Dividend
Reinvestment Plan Administrator.

         Amendment to Rights  Agreement.  In connection  with the  withdrawal by
Wachovia as the Company's Transfer Agent,  Registrar,  Dividend Paying Agent and
Automatic Dividend  Reinvestment Plan Administrator,  the Company,  Wachovia and
Norwest  have entered  into a First  Amendment,  dated as of April 23, 1999 (the
"First  Amendment"),  to the Rights  Agreement dated as of December 3, 1998 (the
"Rights Agreement") between the Company and Wachovia,  as Rights Agent. Pursuant
to the First  Amendment,  Wachovia has withdrawn as Rights Agent and the Company
has  appointed  Norwest to serve as a  successor  to the Rights  Agent under the
Rights  Agreement.  The First  Amendment is attached hereto as an exhibit and is
incorporated herein by reference.


Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

      (c)    Exhibits.

             No.            Description

             4.1            First Amendment to the Rights Agreement, dated as of
                            April 23, 1999, between the Company,  Wachovia Bank,
                            N.A., as Rights Agent,  and Norwest Bank  Minnesota,
                            N.A., as Successor Rights Agent.





                                      -2-
<PAGE>

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.



                               UNIVERSAL CORPORATION
                               (Registrant)



Date:  May 7, 1999             By: /s/ James M. White, III                 
                                   ---------------------------------------------
                                   James M. White, III
                                   Vice President, General Counsel and Secretary






<PAGE>

                                  Exhibit Index
                                  -------------


Exhibit
Number              Document
------              --------

4.1                 First Amendment to the Rights  Agreement,  dated as of April
                    23,  1999,  between the Company,  Wachovia  Bank,  N.A.,  as
                    Rights Agent, and Norwest Bank Minnesota, N.A., as Successor
                    Rights Agent.
[{"type": "8-K", "sequence": "1", "description": "8-K - UNIVERSAL CORPORATION", "secsgml_size_bytes": 4245}]
{"company-data": {"conformed-name": "UNIVERSAL CORP /VA/", "cik": "0000102037", "assigned-sic": "5150", "irs-number": "540414210", "state-of-incorporation": "VA", "fiscal-year-end": "0630"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-00652", "film-number": "99614129"}, "business-address": {"street1": "P O BOX 25099", "street2": "1501 N HAMILTON ST", "city": "RICHMOND", "state": "VA", "zip": "23230", "phone": "8043599311"}, "mail-address": {"street1": "PO BOX 25099", "city": "RICHMOND", "state": "VA", "zip": "23260"}, "former-company": {"former-conformed-name": "UNIVERSAL LEAF TOBACCO CO INC", "date-changed": "19880314"}}
================================================================================

                       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: April 23, 1999
                        (Date of earliest event reported)

                              UNIVERSAL CORPORATION
             (Exact Name of Registrant as Specified in its Charter)

          Virginia                        1-652                   54-0414210
(State or Other Jurisdiction     (Commission File Number)       (IRS Employer
      of Incorporation)                                      Identification No.)

           1501 North Hamilton Street
               Richmond, Virginia                            23230
    (Address of Principal Executive Offices)              (Zip Code)

               Registrant's telephone number, including area code:
                                 (804) 359-9311

================================================================================
Item 5.      Other Events.

         Change in Transfer Agent. Effective April 23, 1999, Wachovia Bank, N.A.
("Wachovia") has withdrawn as Transfer Agent,  Registrar,  Dividend Paying Agent
and Automatic Dividend Reinvestment Plan Administrator for Universal Corporation
(the "Company"). By an agreement effective as of April 23, 1999, the Company has
appointed  Norwest Bank  Minnesota,  N.A.  ("Norwest") to serve as the Company's
Transfer Agent,  Registrar,  Dividend  Disbursing  Agent and Automatic  Dividend
Reinvestment Plan Administrator.

         Amendment to Rights  Agreement.  In connection  with the  withdrawal by
Wachovia as the Company's Transfer Agent,  Registrar,  Dividend Paying Agent and
Automatic Dividend  Reinvestment Plan Administrator,  the Company,  Wachovia and
Norwest  have entered  into a First  Amendment,  dated as of April 23, 1999 (the
"First  Amendment"),  to the Rights  Agreement dated as of December 3, 1998 (the
"Rights Agreement") between the Company and Wachovia,  as Rights Agent. Pursuant
to the First  Amendment,  Wachovia has withdrawn as Rights Agent and the Company
has  appointed  Norwest to serve as a  successor  to the Rights  Agent under the
Rights  Agreement.  The First  Amendment is attached hereto as an exhibit and is
incorporated herein by reference.

Item 7.      Financial Statements, Pro Forma Financial Information and Exhibits.

      (c)    Exhibits.

             No.            Description

             4.1            First Amendment to the Rights Agreement, dated as of
                            April 23, 1999, between the Company,  Wachovia Bank,
                            N.A., as Rights Agent,  and Norwest Bank  Minnesota,
                            N.A., as Successor Rights Agent.

                                      -2-
SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended,  the  Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                               UNIVERSAL CORPORATION
                               (Registrant)

Date:  May 7, 1999             By: /s/ James M. White, III                 
                                   ---------------------------------------------
                                   James M. White, III
                                   Vice President, General Counsel and Secretary
Exhibit Index
                                  -------------

Exhibit
Number              Document
------              --------

4.1                 First Amendment to the Rights  Agreement,  dated as of April
                    23,  1999,  between the Company,  Wachovia  Bank,  N.A.,  as
                    Rights Agent, and Norwest Bank Minnesota, N.A., as Successor
                    Rights Agent.