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): February 3, 1998



                               -------------------



                        AMERICAN STANDARD COMPANIES INC.
             (Exact name of registrant as specified in its charter)



             Delaware                  1-11415                 13-3465896
(State or other jurisdiction of   (Commission File No.)     (I.R.S. Employer
 incorporation or organization)                           Identification No.)


One Centennial Avenue, P.O. Box 6820, Piscataway, NJ 08855-6820
(Address of principal executive offices) (Zip Code)

Registrant's Telephone Number, including area code: (732)980-6000
<PAGE>

ITEM 5. Other Events


         By press  release  dated  February 3, 1998,  the Company  announced its
earnings for the quarter and full year ended  December 31, 1997, a copy of which
press release is filed as an exhibit to this report.


         Information  Concerning  Forward-Looking  Statements.  Certain  of  the
statements  contained in this report (other than the  historical  financial data
and  other  statements  of  historical  fact),  including,  without  limitation,
statements  as to  management's  expectations  and  belief  are  forward-looking
statements.   Forward-looking   statements  are  made  based  upon  management's
expectations  and belief  concerning  future  developments  and their  potential
effect upon the Company. There can be no assurance that future developments will
be in accordance  with  management's  expectations  or that the effect of future
developments  on the  Company  will be those  anticipated  by  management.  Many
important   factors  could  cause  actual  results  to  differ  materially  from
management's  expectations,  including the level of new construction activity in
the Company's Air Conditioning  Products' and Plumbing  Products'  markets;  the
timing of completion and success in the start-up of new  production  facilities;
changes in U. S. or  international  economic  conditions,  such as  inflation or
interest rate  fluctuations  or recessions  in the  Company's  markets;  pricing
changes  to the  Company's  products  or those  of its  competitors,  and  other
competitive pressures on pricing and sales;  integration of acquired businesses;
risks generally relating to the Company's  international  operations,  including
governmental,  regulatory or political changes; and transactions or other events
affecting the need for, timing and extent of the Company's capital expenditures.



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

         ( c ) Exhibits.
                  99.1 Press release dated February 3, 1998.


                                                       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, thereunto duly authorized.

<PAGE>


                                                
                                                AMERICAN STANDARD COMPANIES INC.


                                          By ____/s/ G. Ronald Simon____________
                                                           Name: G. Ronald Simon
                                            Title: Vice President and Controller




DATE: February 6, 1998
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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): February 3, 1998

                               -------------------

                        AMERICAN STANDARD COMPANIES INC.
             (Exact name of registrant as specified in its charter)

             Delaware                  1-11415                 13-3465896
(State or other jurisdiction of   (Commission File No.)     (I.R.S. Employer
 incorporation or organization)                           Identification No.)

One Centennial Avenue, P.O. Box 6820, Piscataway, NJ 08855-6820
(Address of principal executive offices) (Zip Code)

Registrant's Telephone Number, including area code: (732)980-6000
ITEM 5. Other Events

         By press  release  dated  February 3, 1998,  the Company  announced its
earnings for the quarter and full year ended  December 31, 1997, a copy of which
press release is filed as an exhibit to this report.

         Information  Concerning  Forward-Looking  Statements.  Certain  of  the
statements  contained in this report (other than the  historical  financial data
and  other  statements  of  historical  fact),  including,  without  limitation,
statements  as to  management's  expectations  and  belief  are  forward-looking
statements.   Forward-looking   statements  are  made  based  upon  management's
expectations  and belief  concerning  future  developments  and their  potential
effect upon the Company. There can be no assurance that future developments will
be in accordance  with  management's  expectations  or that the effect of future
developments  on the  Company  will be those  anticipated  by  management.  Many
important   factors  could  cause  actual  results  to  differ  materially  from
management's  expectations,  including the level of new construction activity in
the Company's Air Conditioning  Products' and Plumbing  Products'  markets;  the
timing of completion and success in the start-up of new  production  facilities;
changes in U. S. or  international  economic  conditions,  such as  inflation or
interest rate  fluctuations  or recessions  in the  Company's  markets;  pricing
changes  to the  Company's  products  or those  of its  competitors,  and  other
competitive pressures on pricing and sales;  integration of acquired businesses;
risks generally relating to the Company's  international  operations,  including
governmental,  regulatory or political changes; and transactions or other events
affecting the need for, timing and extent of the Company's capital expenditures.

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

         ( c ) Exhibits.
                  99.1 Press release dated February 3, 1998.

                                                       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, thereunto duly authorized.
AMERICAN STANDARD COMPANIES INC.

                                          By ____/s/ G. Ronald Simon____________
                                                           Name: G. Ronald Simon
                                            Title: Vice President and Controller

DATE: February 6, 1998