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UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

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FORM 10-K/A

/x/  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000

OR

/ /  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
 TO

Commission File No. 1-8009

ROHN Industries, Inc.

(Exact name of registrant as specified in its charter)

DELAWARE

36-3060977(State of incorporation)

(I.R.S. Employer
Identification No.)6718 West Plank Road, Peoria, Illinois

61604(Address of principal executive office)

(Zip Code)


Registrant's
telephone number including area code: (309) 697-4400

Securities
registered pursuant to Section 12(b) of the Act: None

Securities
registered pursuant to Section 12(g) of the Act:
Common Stock $0.01 par value

Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12
months, and (2) has been subject to such filing requirements for the past 90 days. Yes X  No

Indicate
by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of Registrant's
knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

On
March 26, 2001, 52,822,436 shares of common stock were outstanding. The aggregate market value of stock held by nonaffiliates of the registrant is $87,111,945, based upon the
closing price of $3.875 per share on that date. For purposes of this computation, shares held by directors of the registrant have been excluded. Such exclusion of shares held by directors is not
intended, nor shall it be deemed, to be an admission that such persons are affiliates of the registrant.

Documents Incorporated by Reference

Portions of the registrant's definitive Proxy Statement for the Annual Meeting of Stockholders to be held on May 11, 2001 are incorporated by reference in Part
III of this Form 10-K to the extent stated herein. Except with respect to information specifically incorporated by reference in this Form 10-K, the Proxy Statement shall not be deemed filed as
a part hereof.

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EXPLANATORY NOTE

This amendment to ROHN Industries, Inc.'s annual report on Form 10-K for year the ended December 31, 2000 is being filed to put on file exhibits 10.17
to 10.23 in Item 14EXHIBITS, CONSOLIDATED FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K which were not previously filed with the Securities and Exchange Commission. No
further changes have been made to the Form 10-K previously filed on April 2, 2001.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

| | ROHN INDUSTRIES, INC.                                                                           
| | ------------------------------------------------------------------------------------------------
| | /s/BRIAN B. PEMBERTONBrian B. Pemberton Chief Executive Officer, President, Secretary & Director

April 25, 2001

Pursuant
to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and
on the dates indicated.

|April 25, 2001 |  | /s/BRIAN B. PEMBERTONBrian B. Pemberton Chief Executive Officer, President, Secretary & Director   
|-------------- |  | ---------------------------------------------------------------------------------------------------
|April 25, 2001 |  | /s/JAMES F. HURLEYJames F. Hurley Chief Financial Officer                                          
|April 25, 2001 |  | /s/LESTER H. NELSON, IIILester H. Nelson, III Corporate Controller And Principal Accounting Officer
|April 25, 2001 |  | /s/MICHAEL E. LEVINEMichael E. Levine Director, Chairman Of The Board                              
|April 25, 2001 |  | /s/STEPHEN E. GORMANStephen E. Gorman Director                                                     
|April 25, 2001 |  | /s/JOHN H. LAERI, JR.John H. Laeri, Jr. Director                                                   
|April 25, 2001 |  | /s/GENE LOCKSGene Locks Director                                                                   
|April 25, 2001 |  | /s/JORDAN RODERICKJordan Roderick Director                                                         
|               |  |                                                                                                    

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|April 25, 2001 |  | /s/ALAN SCHWARTZAlan Schwartz Director
|-------------- |  | --------------------------------------

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Exhibit Index

|Number |   | Description                                                                                                                                                                                                                                                                                                                                                                                              
|------ | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2.1    | * | Plan of Reorganization (incorporated herein by reference to Exhibit A to ROHN's Form 10-Q for the quarter ended March 31, 1989).                                                                                                                                                                                                                                                                         
|3.1    | * | Amended and Restated Certificate of Incorporation of ROHN dated July 21, 2000 (incorporated herein by reference to Exhibit 3.1 to ROHN's Form 10-Q for the fiscal quarter ended June 30, 2000).                                                                                                                                                                                                          
|3.2    | * | Amended and Restated By-laws of ROHN (adopted March 10, 2000) (incorporated herein by reference to Exhibit 3.2 to ROHN's Form 10-K for the fiscal year ended December 31, 1999).                                                                                                                                                                                                                         
|4.1    | * | Credit Agreement dated as of March 8, 2001, by and among ROHN Industries, Inc.; certain of its subsidiaries; LaSalle Bank, N.A., as administrative agent and joint lead arranger; National City Bank, as syndication agent and joint lead
arranger; and the lenders listed therein (incorporated herein by reference to Exhibit (b)(1) to ROHN's Amendment No. 2 to Schedule TO filed on March 13, 2001).
|4.2    | * | Security Agreement dated as of March 8, 2001, among ROHN Industries, Inc.; certain of its subsidiaries; and LaSalle Bank, N.A., as administrative agent (incorporated herein by reference to Exhibit (b)(2) to ROHN's Amendment No. 2
to Schedule TO filed on March 13, 2001).                                                                                                                           
|4.3    | * | Pledge Agreement dated as of March 8, 2001, by ROHN Industries, Inc.; certain of its subsidiaries; and LaSalle Bank, N.A. as administrative agent (incorporated herein by reference to Exhibit (b)(3) to ROHN's Amendment No. 2 to
Schedule TO filed on March 13, 2001).                                                                                                                                 
|4.4    | * | First Amendment to Credit Agreement, dated as of March 28, 2001 (incorporated herein by reference to Exhibit (b)(4) to ROHN's Amendment No. 6 to Schedule TO filed March 28, 2001.)                                                                                                                                                                                                                      
|10.1   | * | UNR Industries, Inc. 1992 Restricted Stock Plan (incorporated herein by reference to Exhibit 10 to ROHN's Form 10-K for the fiscal year ended December 31, 1992).                                                                                                                                                                                                                                        
|10.2   | * | Employment Agreement between the Company and David G. Brinker, effective April 10, 2000.                                                                                                                                                                                                                                                                                                                 
|10.3   | * | UNR Industries, Inc. 1994 Executive Stock Purchase Plan (incorporated herein by reference to Exhibit B to ROHN's Proxy Statement, dated October 11, 1994).                                                                                                                                                                                                                                               
|10.4   | * | Change of Control Agreement between the Company and James R. Cote, dated November 30, 1996 (incorporated herein by reference to Exhibit 10.1(a) to ROHN's Form 10-K for the fiscal year ended December 31, 1998).                                                                                                                                                                                        
|10.5   | * | Employment Agreement between the Company and James R. Cote, effective April 7, 2000 (incorporated by reference herein to ROHN's Form 10-Q for the fiscal quarter ended March 31, 2000).                                                                                                                                                                                                                  
|10.6   | * | Stock Purchase Agreement dated as of March 6, 2001, between ROHN Industries, Inc. and the UNR Asbestos-Disease Claims Trust (incorporated herein by reference to Exhibit (d)(1) to ROHN's Amendment No. 2 to Schedule TO filed on
March 13, 2001).                                                                                                                                                       
|10.7   | * | Employment Agreement between the Company and Brian B. Pemberton, effective November 11, 1999 (incorporated herein by reference to Exhibit 10.7 to ROHN's Form 10-K for fiscal year ended December 31, 1999).                                                                                                                                                                                             
|       |   |                                                                                                                                                                                                                                                                                                                                                                                                          

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|10.8  | * | Amended and Restated ROHN Industries, Inc. 1994 Non-employee Director Stock Ownership Plan, as amended March 27, 2000 (incorporated herein by reference to Annex A to ROHN's Proxy Statement dated April 10, 2000.)                                                                      
|----- | - | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|10.9  | * | ROHN Industries, Inc. 1999 Stock Option Plan, as amended November 11, 1999 (incorporated herein by reference to Exhibit 10.9 to ROHN's Form 10-K for fiscal year ended December 31, 1999).                                                                                               
|10.10 | * | UNR Industries, Inc. Supplemental Executive Retirement Plan effective as of January 1, 1993 (incorporated herein by reference to Exhibit 10 to ROHN's Form 10-K for the fiscal year ended December 31, 1993).                                                                            
|10.11 | * | Form of Indemnification Agreement, between ROHN Industries, Inc. and each of its directors and officers.                                                                                                                                                                                 
|10.12 | * | UNR Industries, Inc. Key Executives' Stock Option Plan, as amended May 6, 1993 (incorporated herein by reference to Exhibit 10.12 to ROHN's Form 10-K for fiscal year ended December 31, 1999).                                                                                          
|10.13 | * | Statewide Radio System Site Development Agreement between The Governor's Office of Administration, Commonwealth of Pennsylvania and the Company, dated November 23, 1999 (incorporated herein by reference to Exhibit 10.13 to ROHN's Form 10-K
for fiscal year ended December 31, 1999).
|10.14 | * | Employment Agreement between the Company and James F. Hurley, effective June 8, 2000 (incorporated by reference herein to ROHN's Form 10-Q for the fiscal quarter ended June 30, 2000).                                                                                                  
|10.15 | * | Amended and Restated ROHN Industries, Inc. 1994 nonemployee Director Stock Ownership Plan (incorporated herein by reference to Exhibit A to the Company's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange
Commission on April 10, 2000).               
|10.16 | * | Employment Agreement between the Company and Horace Ward, effective December 12, 2000.                                                                                                                                                                                                   
|10.17 |   | Contract Amendment No. 7, effective March 20, 2001, to the Statewide Radio System Site Development Agreement between the Governor's Office of Administration, Commonwealth of Pennsylvania and the Company.                                                                              
|10.18 |   | Contract Amendment No. 1, effective February 25, 2000, to the Statewide Radio System Site Development Agreement between the Governor's Office of Administration, Commonwealth of Pennsylvania and the Company.                                                                           
|10.19 |   | Contract Amendment No. 2, effective February 25, 2000, to the Statewide Radio System Site Development Agreement between the Governor's Office of Administration, Commonwealth of Pennsylvania and the Company.                                                                           
|10.20 |   | Contract Amendment No. 3, effective April 8, 2000, to the Statewide Radio System Site Development Agreement between the Governor's Office of Administration, Commonwealth of Pennsylvania and the Company.                                                                               
|10.21 |   | Contract Amendment No. 4, effective May 10, 2000, to the Statewide Radio System Site Development Agreement between the Governor's Office of Administration, Commonwealth of Pennsylvania and the Company.                                                                                
|10.22 |   | Contract Amendment No. 5, effective July 24, 2000, to the Statewide Radio System Site Development Agreement between the Governor's Office of Administration, Commonwealth of Pennsylvania and the Company.                                                                               
|      |   |                                                                                                                                                                                                                                                                                          

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|10.23 |   | Contract Amendment No. 6, effective September 22, 2000, to the Statewide Radio System Site Development Agreement between the Governor's Office of Administration, Commonwealth of Pennsylvania and the Company.
|----- | - | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|11.1  |   | Computation can be determined from this report.                                                                                                                                                                
|21.1  | * | List of Subsidiaries.                                                                                                                                                                                          
|23.1  | * | Consent of PricewaterhouseCoopers LLP.                                                                                                                                                                         
|23.2  | * | Consent of Arthur Andersen LLP                                                                                                                                                                                 
|99.1  | * | Cautionary statement regarding risks and uncertainties relating to our forward-looking statements.                                                                                                             

Exhibits
marked with an "*" indicate the exhibit was previously filed.

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