<PAGE>1
THIS DOCUMENT IS A COPY OF THE FORM 11-K PREVIOUSLY FILED
ON JUNE 30, 1995 PURSUANT TO A RULE 201 TEMPORARY HARDSHIP
EXEMPTION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
A. Full title of plan:
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
for Salaried Employees of
CONSTAR International, Inc.
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
CROWN CORK & SEAL COMPANY, INC.
9300 ASHTON ROAD
PHILADELPHIA, PA 19136
</page>
<PAGE>2
INDEX
Pages
Signatures 3
Report of Independent Accountants 6
Audited Plan Financial Statements and Schedules Prepared in
Accordance with the Financial Reporting Requirements of ERISA 7 to 14
Exhibit 23 - Consent of Independent Accountants 15
</page>
<PAGE>3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Committee has duly caused this annual report to be signed on its behalf
by the undersigned duly authorized.
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
for Salaried Employees fo
Constar International, Inc.
Date: June 29, 1995 By: James T. Malec
Member, Benefit Plan Committee
</page>
<PAGE>4
Crown Cork & Seal Company, Inc. 401(k)
Retirement Savings Plan for Salaried
Employees of CONSTAR International, Inc.
Financial Statements
December 31, 1994<PAGE>
</page>
<PAGE>5
Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Financial Statements
Index
Page
Report of Independent Accountants 1
Statement of Net Assets Available
for Plan Benefits, with Fund Information 2-3
Statement of Changes in Net Assets Available for Plan
Benefits, with Fund Information 4
Notes to Financial Statements 5-7
Schedule I - Schedule of Assets Held for Investment
at December 31, 1994 8
Schedule II - Reportable Transactions (Transaction or
Series of Transactions) for the Year Ended
December 31, 1994 in Excess of 5% of Plan Assets 9
Note: Other schedules required by ERISA are not applicable.
</page>
<PAGE>6
Report of Independent Accountants
To the Savings Plan Committee and Participants
of the Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
In our opinion, the accompanying statements of net assets available for plan
benefits and the related statement of changes in net assets available for plan
benefits present fairly, in all material respects, the net assets available for
plan benefits of Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc. at December 31, 1994 and
1993, and the changes in net assets available for plan benefits for the year
ended December 31, 1994, in conformity with generally accepted accounting
principles. 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 of these statements in
accordance with generally accepted auditing standards which 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, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for the opinion expressed
above.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The additional information included in Schedules
I and II is presented for purposes of additional analysis and is not a required
part of the basic financial statements but is additional information required
by ERISA. The Fund Information in the statement of net assets available for
plan benefits and the statement of changes in net assets available for plan
benefits is presented for purposes of additional analysis rather than to present
the net assets available for plan benefits and changes in net assets available
for plan benefits of each fund. Schedules I and II and the Fund Information
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
PRICE WATERHOUSE LLP
Philadelphia, Pennsylvania
June 22, 1995
</page>
<PAGE>7
<TABLE>
Crown Cork & Seal Company, Inc. 401(K) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Statement of Net Assets Available for Plan Benefits, with Fund Information
December 31, 1994
<CAPTION>
Stock Fixed Diversified Government PAYSOP Loan
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Investments at fair value:
Crown Cork & Seal Company, Inc. $2,120,720 $460,852 $ 2,581,572*
Sun Trust Retirement Reserve Fund 75,576 844 76,420
New England Mutual Life Insurance
Group Annuity Policy #3597 $13,329,909 13,329,909*
Windsor Fund $ 1,196,749 1,196,749*
AIM Equity Funds, Inc. - Weingarten Fund 1,256,938 1,256,938*
Investment Company of America 1,226,799 1,226,799*
Vanguard Fixed Income Securities Fund $686,762 686,762
Cash and cash equivalents 3,024 86,049 30,913 33,514 153,500
Loans to employees $ 1,097,467 1,097,467*
Total investments 2,199,320 13,415,958 3,711,399 720,276 461,696 1,097,467 21,606,116
Receivable from trustee 150,000 150,000
Accrued income receivable 376 438 104 123 6 1,047
Net assets available for plan benefits $2,199,696 $13,566,396 $ 3,711,503 $720,399 $461,702 $1,097,467 $21,757,163
* Comprises more than 5% of the fair value of Plan assets at
December 31, 1994.
The accompanying notes are an integral part of these financial statements.
</TABLE>
</page>
<PAGE>8
<TABLE>
Crown Cork & Seal Company, Inc. 410(K) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Statement of Net Assets Available for Plan Benefits, with Fund Information
December 31, 1994
<CAPTION>
Stock Fixed* Diversified Government PAYSOP Loan*
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Investments at fair value:
Crown Cork & Seal Company, Inc. $ 2,699,347 $571,761 $ 3,271,108
Sun Trust Retirement Reserve Fund 52,800 3,888 56,688
New England Mutual Life Insurance
Group Annuity Policy #3597 $14,373,149 14,373,149
Windsor Fund $1,004,662 1,004,662
AIM Equity Funds, Inc. - Weingarten Fund 975,259 975,259
Investment Company of America 986,167 986,167
Vanguard Fixed Income Securities Fund $805,147 805,147
Cash and cash equivalents 153,193 40,925 25,828 219,946
Loans to employees $921,618 921,618
Total investments 2,752,147 14,526,342 3,007,013 830,975 575,649 921,618 22,613,744
Accrued income receivable 137 168 85 68 2 460
Net assets available for plan benefits $2,752,284 $14,526,510 $3,007,098 $831,043 $575,651 $921,618 $22,614,204
* Reclassified for comparative purposes.
The accompanying notes are an integral part of these financial statements.
</TABLE>
</page>
<PAGE>9
<TABLE>
Crown Cork & Seal Company, Inc. 401(K) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Statement of Changes in Net Assets Available for Plan Benefits,
with Fund Information
December 31, 1994
<CAPTION>
Stock Fixed Diversified Government PAYSOP Loan
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends $ 93,802 $ 36,825 $ 130,627
Interest $ 1,980 $ 662,483 2,484 956 $ 198 $ 69,953 738,054
Gain (loss) on sales of
investments (6,237) 405,017 3,913 5 402,698
Unrealized appreciation
(depreciation) of investments (251,224) (340,005) ( 44,123) ( 55,874) (691,226)
Income from investment
activities (255,481) 662,483 161,298 ( 2,429) ( 55,671) 69,953 580,153
Contributions:
Employee 294,390 790,060 355,259 65,642 1,505,351
Employer 111,571 291,359 113,666 21,004 537,600
Loan principal repayment 389,792 (389,792)
Loan interest - allocated 69,953 ( 69,953)
Loans issued (642,079) 642,079
Participant withdrawals (121,977) (2,694,066) (460,659) ( 67,698) ( 57,763) ( 76,438) ( 3,478,601)
Net transfers (to) from
other funds (580,599) 173,436 534,841 (127,163) (515)
Administrative expenses (492) (1,052) ( 1,544)
Increase (decrease) in net
assets available for plan
benefits (552,588) (960,114) 704,405 (110,644) (113,949) 175,849 ( 857,041)
Net assets at beginning of year 2,752,284 14,526,510 3,007,098 831,043 575,651 921,618 22,614,204
Net asset at end of year $2,199,696 $13,566,396 $3,711,503 $720,399 $ 461,702 $1,097,467 $21,757,163
The accompanying notes are an integral part of these financial statements.
</TABLE>
</page>
<PAGE>10
Crown Cork & Seal Company, Inc. 401(K) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Note to Financial Statements
December 31, 1994
1. Summary of Significant Accounting Policies
Plan Description. The Crown Cork & Seal Company, Inc. 401(k) Retirement Savings
Plan for Salaried Employees of CONSTAR International, Inc., formerly the
CONSTAR International Salaried Employees' Savings Incentive Plan (the "Plan")
became effective September 1, 1983. The purpose of the Plan is to encourage
voluntary savings and to assist employees in meeting their retirement income
objectives. All salaried employees of CONSTAR International (the "Employer")
with at least one year of service, as defined, are eligible to participate in
the Plan. All of the outstanding common stock of CONSTAR International, Inc.
was acquired by Crown Cork & Seal Company, Inc. during 1992.
The Plan is administered by the Crown Cork & Seal Co., Inc. Benefit Plans
Committee (the "Committee"). The Committee has appointed American National
Bank and Trust Company to serve as the trustee of the Plan.
Basis of Accounting. The Plan maintains its financial records and prepares its
financial statements using the accrual basis of accounting. Investments
listed on a national exchange are valued on the basis of year end closing
prices. The investment in the New England Mutual Life Insurance Group Annuity
contract is carried at contract value.
All expenses for the administration of the Plan, except for brokerage
commissions and related expenses on security transactions, are paid by the
Employer.
2. Contributions and Withdrawals
Participants may make a basic contribution of 2% to 6% of their compensation
through payroll deductions. Participants may also make a supplemental
contribution of 1% to 11% and an added value contribution of 1% to 10% of their
compensation in addition to the full 6% basic contribution, subject to certain
limitations. The aggregate of these contributions may not exceed 17% of the
participant's compensation, subject to certain limitations.
The Employer makes a matching contribution equal to one-half of the first 6% of
aggregate employee basic and added value contributions. Participants are
immediately fully vested in allocations of Employer contributions.
That portion of the participant's account contributed by the Employer can only
be withdrawn from the participant's account upon retirement, death, disability,
separation of employment, attainment of age 59 and one-half or through a loan
approved by the Committee. However, the Plan allows for financial
hardship withdrawals, subject to certain limitations. Payment of any
income tax liabilities generated by withdrawals from the Plan are
the responsibility of the employee.
</page>
<PAGE>11
Crown Cork & Seal Company, Inc. 401(K) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Notes to Financial Statments
December 31, 1994
3. Tax Status of the Plan
The Plan was amended and restated, effective January 1, 1994, to comply with all
provisions of the Internal Revenue Code (IRC) and the Employee Retirement
Income Security Act of 1974 (ERISA). The Committee has represented that the
Plan has been administered in accordance with all provisions of the IRC and
ERISA.
The Company has applied for a determination letter for the Plan from the
Internal Revenue Service (IRS). The determination letter is subject to review
by the IRS. The Committee anticipates receiving a favorable determination letter
from the IRS, and accordingly, the Trust is not subject to federal or local
income taxes.
4. Investment Programs
A participant's contribution to the Plan may be invested solely in any one of
the following funds, other than the PAYSOP Fund, or may be divided among any of
the available funds in 5% increments. The investment election may be changed
by participants at the beginning of a Plan quarter.
The Stock Fund was invested in the common stock of CONSTAR International, Inc.
until Crown Cork & Seal Company, Inc., via tender offer, acquired all of the
CONSTAR International, Inc. common stock. The proceeds from the sale of the
common stock were invested in the Sun Trust Retirement Reserve Fund where they
remained at the end of 1992. The Stock Fund began investing in the common stock
of Crown Cork & Seal Company, Inc. in 1993.
The Fixed Income Fund is presently investing in guaranteed investment contracts
with New England Mutual Life Insurance Company. The annual yields on these
contracts were 4.9% in 1994 and 6.6% in 1993.
The Diversified Fund includes shares of the AIM Weingarten Fund, shares of the
Investment Company of America as well as shares of the Vanguard Windsor Fund.
All three funds are equity funds.
The Government Securities Fund holds shares in the Vanguard Fixed Income
Securities Fund, which comprises government bonds with one to four year
maturities.
</page>
<PAGE>12
Crown Cork & Seal Company, Inc. 401(K) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Notes to Financial Statements
December 31, 1994
Additionally, the Plan includes the PAYSOP Fund, which, until the aforementioned
acquisition by Crown Cork & Seal Company, Inc., invested in the common stock of
CONSTAR International, Inc.. The fund currently has 99% of its assets invested
in common stock of Crown Cork & Seal Co., Inc. The Tax Reform Act of 1986
eliminated the payroll tax credit which had been the source of funding for the
PAYSOP fund. At that time, the Employer discontinued all contributions to the
PAYSOP Fund.
Contributions to and cash dividends or other earnings from any fund may be
temporarily invested at money market rates prior to the purchase of investment
securities. The investments held by the funds may be changed from time to time
as determined by the Plan Committee as is consistent with the respective fund's
objectives.
5. Loans to Participants
At December 31, 1994 and 1993, receivables from employees consisted primarily of
loans from the Fixed Income Fund to participants in accordance with the terms
set forth in the Plan agreement. Interest rates on these loans ranged from
7.0% to 9.5% through 1994. Interest rates during 1993 remained at 7.0%
throughout the year.
6. Subsequent Event
In the October meeting of the Crown Cork and Seal Board of Directors, the Board
resolved to merge the assets of the CONSTAR International Inc. Stock Ownership
Plan into the Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for
Salaried Employees of CONSTAR International, Inc., effective December 31, 1994.
To date the merger has not occurred; however, management has indicated that the
asset merger will occur prior to December 31, 1995.
</page>
<PAGE>13
Crown Cork & Seal Company, Inc. 401(K) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Schedule of Assets Held for Investment at December 31, 1994
Description Number of Shares Cost Fair Value
Crown Cork & Seal Company, Inc.
common stock 68,386 $ 2,635,494 $ 2,581,572*
New England Mutual Life Insurance
Group Annuity Policy #3597 13,329,909 13,329,909*
Vanguard/Windsor Fund 95,058 1,232,360 1,196,749*
AIM Equity Funds, Inc. Weingarten Fund 82,638 1,399,833 1,256,938*
Investment Company of America 69,428 1,240,207 1,226,799*
Vanguard Fixed Income Securities Fund 70,873 733,097 686,762
Sun Trust Retirement Reserve Fund 76,420 76,420 76,420
Cash and cash equivalents 153,500 153,500
Participant Loan Fund
(at 7.0%-9.5% interest rates) 1,097,467 1,097,467*
Total Investments at December 31, 1994 $21,898,287 $21,606,116
[FN]
* Comprises more than 5% of the fair value of Plan assets at December 31, 1994.
</page>
<PAGE>14
<TABLE>
Crown Cork & Seal Company, Inc. 401(K) Retirement Savings Plan
for Salaried Employees of CONSTAR International, Inc.
Reportable Transactions (Transaction or Series of Transactions)
For the Year Ended December 31, 1994 in Excess of 5% of Plan Assets
<CAPTION>
Aggregate Aggregate
Number of Number Cost of Proceeds Cost Net Gain
Description of Assets Purchases of Sales Purchases from Sales of Asset on Sale
<S> <C> <C> <C> <C> <C>
Sun Trust Retirement
Reserve Fund 73 46 $ 629,782 $ 610,050 $ 610,050
New England Mutual Life
Insurance Group Annuity
Policy #3597 28 7 1,854,396 2,649,767 2,649,767
Short-term Investment Co.
B shares 55 21 913,282 1,120,889 1,120,889
STI Classic Prime Quality
Money Market Funds 148 116 3,405,257 3,191,905 3,191,905
</TABLE>
</page>
<PAGE>15
Consent of Independent Accountants
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-63732) of Crown Cork & Seal Company, Inc. of
our report dated June 22, 1995 appearing on page 6 of this Form 11-K.
PRICE WATERHOUSE LLP
Philadelphia, Pennsylvania
June 27, 1995
</page>