SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended December 31, 1996
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
ROCKWELL INTERNATIONAL CORPORATION
2201 Seal Beach Boulevard
Seal Beach, California 90740
ALLEN-BRADLEY COMPANY, INC.
Allen-Bradley Savings and Investment Plan for Hourly Employees
Financial Statements for the Years Ended
December 31, 1996 and 1995, Supplemental
Schedules for the Year Ended December 31,
1996 and Independent Auditors' Report
<PAGE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT
PLAN FOR HOURLY EMPLOYEES
TABLE OF CONTENTS
Page
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS FOR THE YEARS ENDED
DECEMBER 31, 1996 AND 1995:
Statements of Net Assets Available for Benefits 2-4
Statements of Changes in Net Assets Available for Benefits 5-7
Notes to Financial Statements 8-12
SUPPLEMENTAL SCHEDULES FOR THE
YEAR ENDED DECEMBER 31, 1996:
Item 27a - Schedule of Assets Held for Investment Purposes 13
Item 27d - Schedule of Reportable Transactions 14
SIGNATURES S-1
EXHIBIT:
INDEPENDENT AUDITORS' CONSENT S-2
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Allen-Bradley Savings and Investment Plan
for Hourly Employees and Participants therein:
We have audited the accompanying financial statements of the Allen-Bradley
Savings and Investment Plan for Hourly Employees, formerly known as the
Allen-Bradley Employee Savings Plan for Hourly Employees, as of December 31,
1996 and 1995 and for the years then ended, listed in the Table of Contents.
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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1996 and 1995, and the changes in net assets available for benefits for the
years then ended in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed in
the Table of Contents are presented for the purpose of additional analysis and
are not a required part of the basic financial statements, but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental information by fund in the statements
of net assets available for benefits and the statements of changes in net
assets available for benefits is presented for the purpose of additional
analysis rather than to present the net assets available for benefits and
changes in net assets available for benefits of the individual funds. The
supplemental schedules and supplemental information by fund are the
responsibility of the Plan's management. Such supplemental schedules and
supplemental information by fund have been subjected to the auditing
procedures applied in our audit of the basic 1996 and 1995 financial
statements and, in our opinion, are fairly stated in all material respects
when considered in relation to the basic financial statements taken as a
whole.
June 20, 1997
<PAGE>
<TABLE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
Statement of Net Assets Available for Benefits
December 31, 1996
<CAPTION>
Supplemental Information by Fund
Participant Directed
Guaranteed Fixed Intermediate
December 31, Return Income Diversified Term Bond
1996 Fund Fund Fund Fund Loan Fund
<S> <C> <C> <C> <C> <C> <C>
Pooled insurance
contract fund $15,778,519 $15,778,519
Pooled investment funds 2,692,509 $130,325 $2,441,280 $120,904
Money market fund 67,164 81 5 5
Participant loans 493,124 $493,124
Common stock - Rockwell
International
Corporation 1,846,278
Common stock -
The Boeing Company 123,177
Total investments 21,000,771 15,778,600 130,330 2,441,285 120,904 493,124
Receivables:
Contributions receivable -
employee 41,973 26,868 13,077
Contributions receivable -
employer 21,340
Income receivable 626 7 11 165 12
Total receivables 63,939 26,875 11 13,242 12
TOTAL ASSETS 21,064,710 15,805,475 130,341 2,454,527 120,916 493,124
LIABILITY - Purchase
Pending Settlement 132
NET ASSETS AVAILABLE
FOR BENEFITS $21,064,578 $15,805,475 $130,341 $2,454,527 $120,916 $493,124
</TABLE>
See notes to financial statements.
(Continued on next page)
<PAGE>
<TABLE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
Statement of Net Assets Available for Benefits
December 31, 1996
<CAPTION>
Supplemental Information by Fund
Non-Participant Participant Non-Participant
Directed Directed Directed
Rockwell Rockwell Boeing Boeing
Stock Stock Stock Stock
Fund A Fund B Fund C Fund D
<S> <C> <C> <C> <C>
Pooled insurance
contract fund
Pooled investment funds
Money market fund $ 28,538 $ 38,535
Participant loans
Common stock - Rockwell
International
Corporation 1,656,835 189,443
Common stock -
The Boeing Company 116,736 6,441
Total investments 1,685,373 227,978 116,736 6,441
Receivables:
Contributions receivable-employee 2,028
Contributions receivable-employer 21,340
Income receivable 177 254
Total receivables 21,517 2,282 - -
TOTAL ASSETS 1,706,890 230,260 116,736 6,441
LIABILITY - Purchases
Pending Settlement 58 74 - -
NET ASSETS AVAILABLE
FOR BENEFITS $ 1,706,832 $ 230,186 $116,736 $6,441
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
Statement of Net Assets Available for Benefits
December 31, 1995
<CAPTION>
Supplemental Information by Fund
Non-Participant
Participant Directed Directed
Guaranteed Fixed Intermediate Rockwell
December 31, Return Income Diversified Term Bond Stock
1995 Fund Fund Fund Fund Loan Fund Fund A
<S> <C> <C> <C> <C> <C> <C> <C>
Pooled insurance
contract fund $15,022,667 $15,022,667
Pooled investment funds 1,369,891 $20,455 $1,255,041 $94,395
Money market fund 69,189 860 $ 706 $ 67,623
Participant loans 119,413 119,413
Common stock - Rockwell
International
Corporation 359,180 359,180
Total investments 16,940,340 15,022,667 20,455 1,255,041 95,255 120,119 426,803
Contributions receivable 151,493 69,494 185 48,239 2,040 31,535
Interfund transfers (26,047) (335) (12,325) (2,719) 41,426
TOTAL ASSETS AND
NET ASSETS AVAILABLE
FOR BENEFITS $17,091,833 $15,066,114 $20,305 $1,290,955 $94,576 $161,545 $458,338
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
Statement of Changes In Net Assets Available For Benefits
Year Ended December 31, 1996
<CAPTION>
Supplemental Information by Fund
Participant Directed
Guaranteed Fixed Intermediate
December 31, Return Income Diversified Term Bond Loan
1996 Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS TO PLAN ASSETS:
Earnings from investments:
Interest $ 2,485 $ 449 $ 49 $ 202 $ 15
Dividends 21,641
Net appreciation in fair
value of investments 1,603,517 1,012,220 3,594 327,244 2,610
Total investment income 1,627,643 1,012,669 3,643 327,446 2,625
Contributions received or
receivable from:
Employer 1,133,614
Participants 2,513,338 1,713,376 100,648 594,452 46,291
Total contributions 3,646,952 1,713,376 100,648 594,452 46,291
Total additions 5,274,595 2,726,045 104,291 921,898 48,916
DEDUCTIONS FROM PLAN ASSETS -
Payments to participants or
beneficiaries 1,337,480 1,173,636 (1,257) 22,673 144 $103,335
Net income 3,937,115 1,552,409 105,548 899,225 48,772 (103,335)
NET TRANSFERS BETWEEN FUNDS - (816,653) 2,647 238,581 (22,432) 434,914
TRANSFERS FROM (TO)
RELATED PLANS 35,630 3,605 1,841 25,766
NET INCREASE 3,972,745 739,361 110,036 1,163,572 26,340 331,579
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF YEAR 17,091,833 15,066,114 20,305 1,290,955 94,576 161,545
NET ASSETS AVAILABLE FOR BENEFITS,
END OF YEAR $21,064,578 $15,805,475 $130,341 $2,454,527 $120,916 $493,124
</TABLE>
See notes to financial statements.
(Continued on next page)
<PAGE>
<TABLE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 1996
<CAPTION>
Supplemental Information by Fund
Non-Participant Participant Non-Participant
Directed Directed Directed
Rockwell Rockwell Boeing Boeing
Stock Stock Stock Stock
Fund A Fund B Fund C Fund D
<S> <C> <C> <C> <C>
ADDITIONS TO PLAN ASSETS:
Earnings from investments:
Interest $ 1,301 $ 469
Dividends 21,077 564
Net appreciation in fair
value of investments 234,183 11,088 $11,920 $ 658
Total investment income 256,561 12,121 11,920 658
Contributions received or
receivable from:
Employer 1,133,614
Participants 58,571
Total contributions 1,133,614 58,571
Total additions 1,390,175 70,692 11,920 658
DEDUCTIONS FROM PLAN ASSETS -
Payments to participants or
beneficiaries 39,347 (398)
Net income 1,350,828 71,090 11,920 658
NET TRANSFERS BETWEEN FUNDS 162,943
TRANSFERS FROM (TO)
RELATED PLANS (102,334) (3,847) 104,816 5,783
NET INCREASE 1,248,494 230,186 116,736 6,441
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF YEAR 458,338 - - -
NET ASSETS AVAILABLE FOR BENEFITS,
END OF YEAR $ 1,706,832 $230,186 $116,736 $6,441
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
Statement of Changes In Net Assets Available For Benefits
Year Ended December 31, 1995
<CAPTION>
Supplemental Information by Fund
Non-Par-
ticipant
Participant Directed Directed
Guaranteed Fixed Intermediate Rockwell
December 31, Return Income Diversified Term Bond Loan Stock
1995 Fund Fund Fund Fund Fund Fund A
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO PLAN ASSETS:
Earnings from investments:
Interest $ 1,034,236 $ 1,033,504 $ 732
Dividends 554 554
Net appreciation (depreciation)
in fair value of investments 32,606 $ 121 $ (1,222) $ 1,005 32,702
Total investment
income (loss) 1,067,396 1,033,504 121 (1,222) 1,005 33,988
Contributions received or
receivable from:
Employer 947,009 521,956 425,053
Participants 2,173,594 2,101,678 2,675 64,153 5,088
Total contributions 3,120,603 2,623,634 2,675 64,153 5,088 425,053
Total additions 4,187,999 3,657,138 2,796 62,931 6,093 459,041
DEDUCTIONS FROM PLAN ASSETS -
Payments to participants or
beneficiaries 1,584,877 1,584,174 703
Net income 2,603,122 2,072,964 2,796 62,931 6,093 458,338
NET TRANSFERS BETWEEN FUNDS (1,406,628) 17,509 1,228,024 (450) $161,545
TRANSFERS FROM (TO)
RELATED PLANS 216,171 127,238 88,933
NET INCREASE 2,819,293 793,574 20,305 1,290,955 94,576 161,545 458,338
NET ASSETS AVAILABLE FOR BENEFITS,
BEGINNING OF YEAR 14,272,540 14,272,540
NET ASSETS AVAILABLE FOR BENEFITS,
END OF YEAR $17,091,833 $15,066,114 $20,305 $1,290,955 $94,576 $161,545 $458,338
See notes to financial statements.
</TABLE>
<PAGE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1996 AND 1995
1. DESCRIPTION OF PLAN
The following brief description of the Allen-Bradley Savings and Investment
Plan for Hourly Employees (the "Plan") is provided for general information
purposes only. Prior to October 1, 1995, the Plan's name was the Allen-
Bradley Employee Savings Plan for Hourly Employees. Participants should refer
to the Plan document for more complete information.
a. General - The Plan is a defined contribution savings plan established by
Allen-Bradley Company, Inc. (the "Company"). The Company is a wholly-
owned subsidiary of Rockwell International Corporation ("Rockwell"). The
Savings Plan Benefit Committee and the Plan Administrator control and
manage the operation and administration of the Plan. Effective
October 1, 1995, Wells Fargo, N.A. (formerly First Interstate Bank of
California) became the trustee of the Plan assets. Prior to that time an
officer of the Company was trustee of the Plan assets. The Plan is
subject to the provisions of the Employee Retirement Income Security Act
of 1974.
The Plan is composed of nine funds: (i) the Fixed Income Fund, which
invests primarily in debt securities with maturities of three years or
less; (ii) the Diversified Fund, which invests primarily in stocks, bonds
and other corporate securities, except those issued by Rockwell; (iii)
the Guaranteed Return Fund, which invests in insurance company contracts
providing a guarantee of principal and stated rate of interest for a
specified period; (iv) the Intermediate Term Bond Fund, which invests in
U.S. Treasury and government agency bonds with intermediate maturities
averaging five years or less; (v) the Loan Fund, representing outstanding
participant loan balances; (vi) Stock Funds A and B, which invest in or
hold the common stock and Class A common stock of the company and (vii)
Stock Funds C and D which invest in or hold the common stock of The
Boeing Company ("Boeing"). See Footnote 6 for additional information
regarding Boeing. Prior to October 1, 1995, generally all contributions
were invested in a pooled guaranteed insurance contract fund. The
operating results of such fund prior to October 1, 1995 are included with
the Guaranteed Return Fund for 1995. The Rockwell Class A Common Stock
was converted to common stock effective February 23, 1997.
b. Participation - The Plan provides that eligible employees electing to
become participants may contribute up to a maximum of 14% of
compensation, as defined in the Plan. Participant contributions can be
made either before or after U.S. federal taxation of a participant's
compensation. However, a participant's contribution on a before-tax
basis is limited to 9% of the participant's base compensation for non-
highly compensated participants and to 8% for highly compensated
participants. In addition, the Company contributes out of its current or
accumulated earnings and profits, but not otherwise, an amount equal to
50% of the total amount of participant contributions provided that such
amount shall not exceed an amount equal to 3% of compensation, less the
<PAGE>
amount of any forfeitures as provided by the Plan. Effective October 1,
1995, the Plan was amended to provide for a variable Company match
ranging from 50% to 100% of a participant's contributions, provided that
such amount does not exceed 6% of a participant's base compensation. The
percentage match is determined based on consolidated net sales growth of
Rockwell Automation. Company contributions, effective October 1, 1995,
are made in the form of cash or common stock of Rockwell or any
combination thereof.
c. Investment Elections - Participants may elect to have their participant
contributions made to (i) the Fixed Income Fund; (ii) the Diversified
Fund; (iii) the Guaranteed Return Fund; (iv) the Intermediate Term Bond
Fund; (v) the Stock Fund B; or in 5% increments among any or all of the
above funds. Company contributions are made entirely to the Rockwell
Stock Fund A. Participants with units in the Guaranteed Return Fund may
elect to convert all or a part of their percentage interest in an
insurance contract into units in other funds as the insurance contracts
held within the Guaranteed Return Fund expire.
d. Unit Values - Participants do not own specific securities or other assets
in the various Funds, but have an interest therein represented by units
valued as of the last business day of the month, which is generally the
last stock-trading day of the month. However, voting rights are extended
to participants in proportion to their interest in Rockwell Common Stock
held in Stock Fund A and Stock Fund B, as represented by common units.
Between valuation dates, contributions to and withdrawal payments from
each fund are converted to units by dividing the amount of such
transactions by the unit value as last determined, and the participants'
accounts are charged or credited, as the case may be, with the number of
units properly attributable to each participant.
e. Vesting - Each participant is fully vested at all times in the portion of
a participant's account which relates to the participant's contributions
and earnings thereon. Upon termination of employment, participants may
receive their account balance, to the extent vested, in the form of a
lump sum payment, installment payments or an annuity contract from a
legal reserve life insurance company. Amounts contributed after
October 1, 1995 will no longer be distributed in the form of an annuity
contract from a legal reserve life insurance policy. Vesting in the
Company contribution portion of participant accounts plus actual earnings
thereon is based on years of credited service. A participant is 100
percent vested after five years of credited service. Partial vesting
occurs at a rate of 20% per year of credited service. Vesting prior to
October 1, 1995 was based on participation in the Plan. Participant
before-tax contributions can be withdrawn provided the participant has
either attained the age of 59-1/2 or is able to demonstrate financial
hardship.
f. Loans - A participant may obtain a loan in an amount as defined in the
Plan (not less than $1,000 and not greater than $50,000 or 50% of the
participant's account balance) from the balance of the participant's
account. Interest is charged at a rate equal to the prime rate plus 1%.
The loans can be repaid through payroll deductions over periods ranging
from 12 to 60 months or up to 120 months for the purchase of a primary
residence, or they can be repaid in full after a minimum of 12 months.
<PAGE>
Payments of principal and interest are credited to the participant's
account. Participants may have only one outstanding loan at a time.
g. Forfeitures - When certain terminations of participation in the Plan
occur, the nonvested portion of the participant's account represents a
forfeiture, as defined in the Plan. Forfeitures revert to the Company
and reduce the Company's contributions to the Plan. However, if the
participant is reemployed and fulfills certain requirements, as defined
in the Plan, the participant's account will be restored.
h. Benefit Claims Payable - Distributions and withdrawals from participant's
accounts may be made at any time effective October 1, 1995. Prior to
that time, distributions and withdrawals were made quarterly. As of
December 31, 1996 and December 31, 1995, net assets available for
benefits included benefits of $47,353 and $72,316, respectively, due to
participants who have withdrawn from participation in the Plan or who
have requested partial distributions.
i. Priorities Upon Termination of the Plan - The Company has the authority
to suspend contributions to the Plan or to terminate or modify the Plan
from time to time. In the event that the Plan is terminated or
contributions by the Company are discontinued, each participant's
employer contributions account will be fully vested. Benefits under the
Plan will be provided solely from the Plan assets.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Valuation of Pooled Insurance Contract Fund - At December 31, 1996 and
1995, the investment in the pooled insurance contract fund is valued at
fair value. In September 1994, the American Institute of Certified
Public Accountants issued Statement of Position 94-4 "Reporting of
Investment Contracts Held by Health and Welfare Benefit Plans and Defined
Contribution Plans" ("SOP"). The SOP requires a defined contribution plan
to report investment contracts with fully benefit responsive features at
contract value and other investment contracts at fair value. According
to the provisions of SOP 94-4, the pooled insurance contracts have been
determined to be non-fully benefit responsive. As such, the contracts
are presented at fair value on the statements of net assets available for
benefits at December 31, 1996 and 1995. The crediting interest rate at
December 31, 1996 for the contract was 6.27%.
b. Valuation of Pooled Investment Funds - The Plan's interest in pooled
investment funds represents investments in pooled investment funds in
which the Plan and other Company and Rockwell defined contribution plans
participate. The Plan's interest in the funds is carried at fair value
based on quoted market prices.
c. Valuation of Money Market Fund - Investments in a money market fund are
stated at fair value, which is equivalent to cost.
d. Valuation of Rockwell Common Stock and Boeing Common Stock - Investments
in Rockwell and Boeing Common Stock are stated at fair value based upon
<PAGE>
closing sales prices reported on recognized securities exchanges on the
last business day of the fiscal year.
e. Expenses - The Plan's expenses are paid by the Plan or the Company, as
provided by the Plan document.
f. Use of Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires Plan
management to make estimates and assumptions that affect the reported
amounts of net assets available for benefits and disclosure of
contingent assets and liabilities at the date of the financial
statements and the reported amounts of additions and deductions to the
Plan's net assets available for benefits during the reporting period.
Actual results could differ from those estimates.
3. INVESTMENTS
The Plan's investments which exceeded 5% of the Plan's net assets as of
December 31, 1996 and 1995 are as follows:
1996 1995
Guaranteed Return Fund
(Pooled Insurance Contract Fund) $15,778,519 $15,022,667
Diversified Fund (Pooled Equity Fund) 2,441,280 1,255,041
Rockwell International Corporation
Common Stock 1,846,278
4. UNIT VALUES
Participation units outstanding and participants' equity per unit at
December 31, 1996 and 1995 are as follows:
Participants'
1996 Units Outstanding Equity Per Unit
Guaranteed Return Fund 14,244,343 $1.093
Fixed Income Fund 86,785 1.262
Diversified Fund 2,003,160 1.242
Intermediate Term Bond Fund 117,384 1.058
Rockwell Stock Fund A 1,370,986 1.247
Rockwell Stock Fund B 216,748 1.099
Boeing Stock Fund C 104,277 1.114
Boeing Stock Fund D 14,651 1.114
Participants'
1995 Units Outstanding Equity Per Unit
Guaranteed Return Fund 14,727,384 $1.023
Fixed Income Fund 17,370 1.169
Diversified Fund 1,252,139 1.031
Intermediate Term Bond Fund 92,000 1.028
Rockwell Stock Fund A 420,880 1.089
5. TAX STATUS
The Plan obtained its latest determination letter in 1996, in which the
Internal Revenue Service stated that the Plan, as then designed, was in
compliance with the applicable requirements of the Internal Revenue Code. The
Plan was not timely amended to bring it into compliance with the requirements
of the Tax Reform Act of 1986 and the Technical and Miscellaneous Revenue Act
<PAGE>
of 1988. The Company voluntarily requested to correct the defect under the
Closing Agreement Program of the Internal Revenue Service. Under this
program, the Company amended the Plan on September 28, 1995, to bring the
Plan into compliance. On June 11, 1996, the Company and the Internal Revenue
Service entered into a signed closing agreement in which the Internal Revenue
Service concluded that it will treat the Plan as having been timely amended
for purposes of the Tax Reform Act of 1986 and the Technical and
Miscellaneous Revenue Act of 1988 with respect to plan years beginning after
December 31, 1986. As part of the agreement, the Company paid $27,500 in
penalties.
The Company believes that the Plan currently is designed and being operated
in compliance with the applicable requirements of the Internal Revenue Code
and that, therefore, the Plan continues to qualify under Section 401(a) and
the related trust continues to be tax-exempt as of December 31, 1996.
Therefore, no provision for income taxes is included in the Plan's financial
statements.
6. CHANGES IN THE PLAN
On December 6, 1996, the Company divested its former Aerospace and Defense
businesses to Boeing by means of a merger in which the Company's predecessor
corporation became a wholly-owned subsidiary of Boeing. As a result of this
transaction, participants of the Plan received .042 shares of Boeing stock
for each share of Rockwell stock which they held as of the transaction date.
Also, effective December 6, 1996, Stock Funds C and D, consisting of Boeing
Common Stock and representing matching and participant contributions,
respectively, made prior to December 6, 1996 have been added to the Plan.
<TABLE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
<CAPTION>
Column B Column C Column D Column E
<C> <C> <C> <C>
Description of Investment, Including
Identity of Issue, Borrower, Collateral, Rate of Interest, Current
Lessor or Similar Party Maturity Date, Par or Maturity Value Cost Value
Pooled Insurance Contract Fund:
Guaranteed Return Fund (1) Pooled insurance contract fund,
14,244,343 units $14,602,621 $15,778,519
Pooled Investment Funds:
Diversified Fund (1) Pooled equity fund, 2,003,160 units 2,119,400 2,441,280
Fixed Income Fund (1) Pooled income fund, 86,785 units 127,650 130,325
Intermediate Term Bond Fund (1) Pooled bond fund, 117,384 units 117,396 120,904
Total Pooled Investment Funds 2,364,446 2,692,509
* Rockwell International Corporation -
Common Stock Common stock, 30,329 shares 1,581,024 1,846,278
* The Boeing Company - Common Stock Common stock, 1,156 shares 95,546 123,177
* Loans to Participants Notes, 9.75%, due 12 to 60 months
from date of loan 493,124 493,124
Money Market Funds:
* Wells Fargo, N.A. Pacific American Fund U.S. Treasury 67,164 67,164
TOTAL INVESTMENTS $19,203,925 $21,000,771
* Party-in-interest.
(1) Pooled funds held by Wells Fargo, N.A., as trustee.
</TABLE>
<PAGE>
<TABLE>
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1996
<CAPTION>
Column A Column B Column C Column D Column G Column H Column I
<C> <C> <C> <C> <C> <C> <C>
Current Value
of Asset on
Identity of Purchase Cost of Transaction Gain or
Party Involved Description of Asset Price Selling Price Asset Date (Loss)
SERIES TRANSACTIONS:
Wells Fargo, N.A. Pooled Insurance Contract Fund $1,458,785 $1,458,785 $1,458,785
Wells Fargo, N.A. Pooled Insurance Contract Fund $1,714,999 1,628,148 1,714,999 $86,851
Wells Fargo, N.A. Pooled Equity Fund 917,802 917,802 917,802
Wells Fargo, N.A. Pooled Equity Fund 59,699 55,558 59,699 4,141
Wells Fargo, N.A. Pacifica Treasury Money Market Fund 1,772,009 1,772,009 1,772,009
Wells Fargo, N.A. Pacifica Treasury Money Market Fund 1,821,080 1,821,080 1,821,080
Wells Fargo, N.A. Stage Coach Treasury Money Market Fund 1,019,007 1,019,007 1,019,007
Wells Fargo, N.A. Stage Coach Treasury Money Market Fund 970,223 970,223 970,223
Rockwell International
Corporation Common Stock 1,214,181 1,214,181 1,214,181
</TABLE>
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has duly caused this annual report to be signed by the
undersigned, hereunto duly authorized.
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN
FOR HOURLY EMPLOYEES
A. J. Spigarelli
A. J. Spigarelli
Plan Administrator
Date: June 30, 1997
S-1
<PAGE>
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement
No. 333-00711 of Rockwell International Corporation on Form S-8, and the
Prospectus dated February 5, 1996 with respect to the Securities covered
thereby, of our report dated June 20, 1997 appearing in this Annual Report on
Form 11-K of the Allen-Bradley Savings and Investment Plan for Hourly Employees
for the year ended December 31, 1996.
Deloitte & Touche LLP
Pittsburgh, Pennsylvania
June 30, 1997
S-2
