SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 11K


[ X ] Annual report pursuant to section 15(d) of the Securities Exchange Act of
      1934 [fee required] for the fiscal year ending December 31, 1993.

                                       OR

[     ] Transition report pursuant to section 15(d) of the Securities Exchange
        Act of 1934 [no fee required]

Commission file number 1-652


A.	Full title of the Plan:

        EMPLOYEES' STOCK PURCHASE PLAN OF UNIVERSAL LEAF TOBACCO COMPANY,
        INCORPORATED AND DESIGNATED AFFILIATED COMPANIES

B.      Name of the issuer of the securities held pursuant to the plan and the
        address of its principle executive office:


                             UNIVERSAL CORPORATION
                           1501 NORTH HAMILTON STREET
                            RICHMOND, VIRGINIA 23260
                                 (804) 359-9311



                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has caused this annual report to be signed by the undersigned,
thereunto duly authorized.

                                      EMPLOYEES' STOCK PURCHASE PLAN
                                      OF UNIVERSAL LEAF TOBACCO
                                      COMPANY, INCORPORATED AND
                                      DESIGNATED AFFILIATED COMPANIES


Date: June 9, 1994                    /s/ Hartwell H. Roper
                                      Hartwell H. Roper
                                      Senior Vice President and Chief Financial
                                      Officer
                                      Universal Leaf Tobacco Company, Inc.





                              Financial Statements
                           and Supplemental Schedules
                       Employees' Stock Purchase Plan of
                  Universal Leaf Tobacco Company, Incorporated
                      and Designated Affiliated Companies
                     Years ended December 31, 1993 and 1992
                      with Report of Independent Auditors



                       Employees' Stock Purchase Plan of
                  Universal Leaf Tobacco Company, Incorporated
                      and Designated Affiliated Companies

                              Financial Statements
                           and Supplemental Schedules

                     Years ended December 31, 1993 and 1992
                      with Report of Independent Auditors




                                    Contents

                                                                          Page
Report of Independent Auditors............................................  1

Financial Statements

Statements of Net Assets Available for Plan Benefits......................  2
Statements of Changes in Net Assets Available for Plan Benefits...........  3
Notes to Financial Statements.............................................  5


Supplemental Schedules	Schedules

Item 27a - Schedule of Assets Held for Investment Purposes................  1
Item 27d - Schedule of Reportable Transactions............................  2






                         Report of Independent Auditors

Administrative Committee,
Employees' Stock Purchase Plan of
Universal Leaf Tobacco Company, Incorporated
and Designated Affiliated Companies

We have audited the accompanying statements of net assets available for plan
benefits of the Employees' Stock Purchase Plan of Universal Leaf Tobacco
Company, Incorporated and Designated Affiliated Companies (the Plan) as of
December 31, 1993 and 1992, and the related statements of changes in net assets
available for plan benefits for the years then ended.  These financial
statements are the responsibility of the Plan's management.  Our responsibility
is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan at
December 31, 1993 and 1992, and the changes in its net assets available for plan
benefits for the years then ended, in conformity with generally accepted
accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole.  The accompanying supplemental schedules
of Assets Held for Investment Purposes as of December 31, 1993 and Reportable
Transactions for the year then ended, are presented for purposes of complying
with the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974, and are
not a required part of the basic financial statements.  The supplemental
schedules have been subjected to the auditing procedures applied in our audit of
the 1993 financial statements and, in our opinion, are fairly stated in all
material respects in relation to the 1993 basic financial statements taken as a
whole.

                                             /s/ Ernst & Young

June 3, 1994



                                Employees' Stock Purchase Plan of
                           Universal Leaf Tobacco Company, Incorporated
                               and Designated Affiliated Companies

                       Statement of Net Assets Available for Plan Benefits




                                                             December 31, 1993
                                           Universal     Lawyers Title
                                          Corporation     Corporation      Fixed
                                            Common          Common        Income
                                          Stock Fund      Stock Fund       Fund        Total
                                                                          
Common stock of Universal
 Corporation, at market;
 1,564,804 shares                         $40,098,102     $        -     $      -     $40,098,102

Common stock of Lawyers
 Title Corporation, at market;
 115,965 shares                                     -      2,101,866            -       2,101,866

Investment in a fund consisting
 of guaranteed investment
 contracts; 574,701 units                           -              -      574,701         574,701

Temporary cash investments                      4,433              -        2,910           7,343

Net assets available for plan benefits    $40,102,535     $2,101,866     $577,611     $42,782,012

                                                             December 31, 1992

Common stock of Universal
 Corporation, at market;
 1,674,409 shares                         $57,139,206     $        -     $      -     $57,139,206

Common stock of Lawyers
 Title Corporation, at market;
 157,974 shares
                                                    -      1,606,069            -       1,606,069

Investment in a fund consisting
 of guaranteed investment
 contracts; 512,613 units                           -              -      512,613         512,613

Temporary cash investments                        609              -        3,250           3,859

Net assets available for plan benefits    $57,139,815     $1,606,069     $515,863     $59,261,747


See accompanying notes.
Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Statement of Changes in Net Assets Available for Plan Benefits Year Ended December 31, 1993 Universal Lawyers Title Corporation Corporation Fixed Common Common Income Stock Fund Stock Fund Fund Total Investment income: Net appreciation (depreciation) in market value of investments $(13,980,025) $ 983,625 $ - $(12,996,400) Cash dividends 1,406,710 - - 1,406,710 Interest 7,897 - 33,406 41,303 (12,565,418) 983,625 33,406 (11,548,387) Contributions and credit from forfeitures 3,256,606 - 77,268 3,333,874 (9,308,812) 983,625 110,674 (8,214,513) Withdrawals and forfeitures of employees' accounts (7,774,205) (442,091) (48,926) (8,265,222) Transfer among funds 45,737 (45,737) - - Net increase (decrease) (17,037,280) 495,797 61,748 (16,479,735) Net assets available for plan benefits: December 31, 1992 57,139,815 1,606,069 515,863 59,261,747 December 31, 1993 $40,102,535 $2,101,866 $577,611 $42,782,012 See accompanying notes.
Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Statement of Changes in Net Assets Available for Plan Benefits Year Ended December 31, 1992 Universal Lawyers Title Corporation Corporation Fixed Common Common Income Stock Fund Stock Fund Fund Total Investment income: Net appreciation in market value of investments $ 714,138 $ 440,078 $ - $ 1,154,216 Cash dividends 1,333,562 - - 1,333,562 Interest 6,581 - 39,548 46,129 2,054,281 440,078 39,548 2,533,907 Contributions and credit from forfeitures 3,229,419 - 87,829 3,317,248 5,283,700 440,078 127,377 5,851,155 Withdrawals and forfeitures of employees' accounts (4,307,608) (99,035) (145,105) (4,551,748) Transfer among funds 111,903 (111,903) - - Net increase (decrease) 1,087,995 229,140 (17,728) 1,299,407 Net assets available for plan benefits: December 31, 1991 56,051,820 1,376,929 533,591 57,962,340 December 31, 1992 $57,139,815 $1,606,069 $515,863 $59,261,747 See accompanying notes.
Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Notes to Financial Statements Years ended December 31, 1993 and 1992 1. Description of the Plan A complete description of Plan provisions including those relating to vesting, withdrawals and distributions is contained in the Summary Plan Description and the Plan document which has been filed with the Securities and Exchange Commission. Copies of these documents and the prospectus relating to the Plan are available from the Universal Corporation Benefits Department. The following summary should be read in conjunction with the aforementioned documents. General The Plan is a defined contribution plan sponsored by Universal Leaf Tobacco Company, Incorporated (the sponsor) for the benefit of certain salaried employees of designated affiliated companies. The Plan as amended and restated on July 1, 1989 is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Contributions After one year of service, employees may elect to contribute 1% to 5% of their total pay (including overtime and bonuses) by means of monthly payroll deductions. Employers match 100% of employee contributions except to the extent that the employer contribution is reduced by forfeitures from withdrawing participants. Employees may elect to invest in the Universal Corporation Common Stock Fund, Fixed Income Fund or to divide their contributions equally between the two funds. Employers' contributions are invested only in the Universal Corporation Common Stock Fund. Participant accounts Each participant's account is credited with the participant's contributions, the employer's matching contribution and credit from forfeitures and an allocation of the Plan's investment income. The benefit to which a participant is entitled is the benefit that can be provided from the participant's account. Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Notes to Financial Statements 1. Description of the Plan (continued) Vesting Participants are fully vested in participant contributions and in employer contributions in the event of retirement, disability or death. Otherwise, vesting in the employer contributions occurs according to the following schedule: Years of service Vesting percentage 0-4 0% 5 100% Benefits Participants who retire or become disabled may receive a distribution in a single lump sum or in annual installments over a period not to exceed ten years. Termination While the sponsor has not expressed any intent to terminate the Plan, it is free to do so at any time, subject to the provisions of ERISA. In the event of Plan termination, participants' will become fully vested in their accounts. Lawyers Title Corporation Shares During October 1991, each participant elected to either sell or hold all Lawyers Title Corporation shares distributed to them as a dividend from Universal Corporation in conjunction with the spin off of the Lawyers Title subsidiary. Participants continuing to hold Lawyers Title Corporation shares may elect to sell 100% of their holdings as part of their regular semi-annual elections and have the proceeds invested in Universal Corporation Common Stock. No additional investments in Lawyers Title Corporation Common Stock are permitted under the Plan. Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Notes to Financial Statements 1. Description of the Plan (continued) Pursuant to an IRS Ruling and applicable Treasury Regulations, participants were required to allocate their tax basis in the Universal Corporation Common Stock held at the time of the distribution between their Universal Corporation Common Stock and Lawyers Title Corporation Common Stock (including any fractional share interest) in proportion to their relative fair market values at that time. Based on the average of the high and low trading prices of Universal Corporation Common Stock and Lawyers Title Corporation Common Stock on October 1, 1991, 95.343 percent of the basis was allocated to Universal Corporation Common Stock and 4.657 percent was allocated to Lawyers Title Corporation Common Stock. On February 25, 1993, the Board of Directors of Lawyers Title declared a three-for-two stock split on the shares of Lawyers Title's Common Stock. One additional share was issued for every two shares held by shareholders of record at the close of business on April 15, 1993. The December 31, 1992 statement of net assets available for benefits has been adjusted to give effect to the stock split. 2. Summary of Significant Accounting Policies Investments The Plan's investments are held by a bank-administered trust fund. Investments in the Common Stock Funds are carried at market value based upon quotations from the New York Stock Exchange (Universal Corporation Common Stock) or the NASDAQ National Market System (Lawyers Title Corporation Common Stock). Dividends are recorded on the record date and interest is accrued as earned. Investments in the Fixed Income Fund consist of a pooled fund of guaranteed investment contracts issued by life insurance companies and managed by the Trustee. Contract value represents cost plus accumulated interest less withdrawals. Reclassification Certain amounts in the prior year's financial statements have been reclassified to be reported on a consistent basis with the current year's presentation. Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Notes to Financial Statements 3. Reconciliation to Form 5500 Amounts allocated to the accounts of persons who have elected to withdraw from the Plan but have not yet been paid were $429,748 in 1993 and $128,579 in 1992. The reconciliation of the benefits information for Form 5500 and Generally Accepted Accounting Principles (GAAP) reporting purposes is as follows: Benefits Reported Accrued Benefits for the Year Ended as of December 31, 1993 December 31, 1993 As reported on Form 5500 $8,566,391 $429,748 Benefits accrual at December 31, 1993 (429,748) (429,748) Benefits accrual at December 31, 1992 128,579 - GAAP Basis $8,265,222 $ 0 4. Contributions Contributions to the Plan by employers and participants for the years ended December 31, 1993 and 1992 were as follows: Participants' Employers' Credit from contributions contributions forfeitures Total 1993 $1,666,937 $1,655,304 $11,633 $3,333,874 1992 1,658,624 1,637,177 21,447 3,317,248 Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Notes to Financial Statements 5. Income Taxes The Plan has been determined by the Internal Revenue Service to be qualified under Section 401(a) of the Internal Revenue Code and the related trust to be exempt from taxation under Section 501(a). Continued qualification of the Plan will depend on continued effect in operation under the approved form. Universal Leaf Tobacco Company, Incorporated is not aware of any series of events or course of actions that may have adversely affected the qualified status of the Plan. Until such time as a participant or his beneficiary withdraws from the Plan, no income tax is payable by the participant on contributions made by his employer on his behalf or interest and dividends added to his account. The income tax ramifications to employees with respect to the Plan are described in the Prospectus covering the Plan which is available to all employees. 6. Related Party Transactions The administrative expenses of the Plan, which include Trustee's fees of $52,517 and $55,642 during the years ended December 31, 1993 and 1992, respectively, are paid by Universal Leaf Tobacco Company, Incorporated and are not included in the accompanying financial statements. Under the provisions of the Plan, shares of Universal Corporation Common Stock may be purchased from employees who are officers and directors at the closing price on the New York Stock Exchange on the date of purchase. Such purchases amounted to $161,364 and $115,738 during the years ended December 31, 1993 and 1992, respectively. 7. Sale of Universal Woods Concurrent with the February 10, 1993 sale of Universal Woods (a designated affiliate of the Company, as defined by the Plan) by the sponsor, all employee participants of Universal Woods were terminated from the Plan and received 100% distributions of account balances in accordance with plan provisions. Such distributions included 9,286 shares of Universal Corporation Common Stock, 331 shares of Lawyers Title Corporation Common Stock and $4,512 from the Fixed Income Fund. Supplemental Schedules Schedule 1 Item 27a- Schedule of Assets Held for Investment Purposes Schedule 1 Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Item 27a - Schedule of Assets Held for Investment Purposes December 31, 1993 Market Name and Title Cost Value Universal Corporation Common Stock Fund Common stock of Universal Corporation $24,223,296 $40,098,102 Temporary cash investments 4,433 4,433 $24,227,729 $40,102,535 Lawyers Title Corporation Common Stock Fund Common stock of Lawyers Title Corporation $ 373,547 $ 2,101,866 Fixed Income Fund Investment in guaranteed investment contracts $ 574,701 $ 574,701 Temporary cash investments 2,910 2,910 $ 577,611 $ 577,611
Schedule 2 Item 27d - Schedule of Reportable Transactions Employees' Stock Purchase Plan of Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies Item 27d - Schedule of Reportable Transactions December 31, 1993 Current Value of Identity of Purchase Selling Cost of Asset on Net Gain Party Involved Description Price Price Asset Transaction Date or (Loss) Category (iii) - Series of Transactions in Excess of 5% of Plan Assets Edwards (A.G.) and Sons, etc. Purchased 49,800 shares of $1,324,592 Universal Stock at various prices in a series of 35 individual transactions Davenport and Co. of Purchased 63,164 shares of 1,683,296 Virginia, Inc. Universal Stock at various prices in a series of 49 individual transactions Wheat, First Securities, Inc. Purchased 49,806 shares of 1,335,886 Universal Stock at various prices in a series of 43 individual transactions Signet Trust Co. Purchased shares of Signet 4,627,101 Select Money Market Fund II at $1/share through a series of 41 individual transactions Signet Trust Co. Sold shares of Signet $4,752,224 $4,752,224 $4,752,224 $0 Select Money Market Fund II at $1/share through a series of 137 individual transactions
                                                                   Exhibit 23




                        CONSENT OF INDEPENDENT AUDITORS




We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 33-21781) pertaining to the Employees' Stock Purchase Plan of Universal
Leaf Tobacco Company, Incorporated and Designated Affiliated Companies and in
the related Prospectus of our report dated June 3, 1994, with respect to the
financial statements and schedules of the Employees' Stock Purchase Plan of
Universal Leaf Tobacco Company, Incorporated and Designated Affiliated Companies
included in this Form 11-K for the year ended December 31, 1993.


                                                    /s/ Ernst & Young


Richmond, Virginia

June 9, 1994