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:  February 27, 2002
                                           ---------------
                          (Date of earliest event reported)



                              DANIELSON HOLDING CORPORATION
                              ----------------------
              (Exact name of registrant as specified in its charter)


                                     Delaware
                                     --------
                  (State or other jurisdiction of incorporation)


            1-6732                                       95-6021257
            ------                                       ----------
   (Commission File Number)                (IRS Employer Identification Number)


            767 Third Avenue, New York, New York         10017
            --------------------------------------------------------
            (Address of principal executive offices)     (Zip Code)

                                  (212) 888-0347
                                  --------------
               (Registrant's telephone number, including area code)


  Item 5.      Other Events
  -------      ------------

     On February 27, 2002,  Danielson  Holding  Corporation  (the  "Registrant")
issued a press  release  announcing  that the  Registrant is in talks to acquire
American  Commercial  Lines  Holdings  LLC in  connection  with a  comprehensive
recapitalization of ACL.

     The press  release is attached as Exhibit  99.1 to this  Current  Report on
Form 8-K and incorporated herein by reference.









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

  (c)       Exhibits

  Exhibit
  Number                   Description
  ------                   -----------
  99.1                Press Release issued by Danielson Holding Corporation
                      on February 27, 2002.



                                   SIGNATURE

     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.

  Dated: February 27, 2002
         ----------------

                                Danielson Holding Corporation



                            By: /s/ David M. Barse
                                    ----------------------
                                    David M. Barse
                                    President


                               /s/  Michael Carney
                                    ----------------------
                                    Michael Carney
                                    Chief Financial Officer




                                   EXHIBIT INDEX



  Exhibit
  Number        Description
  ------        -----------

  99.1          Press Release issued by Danielson Holding Corporation on
                February 27, 2002.