SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K/A
Amendment No. 1
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
For the fiscal year ended December 31, 1997
Commission file number 1-2227
E. Full title of the plan:
Crown Cork & Seal Company, Inc.
401(K) Retirement Savings Plan
F. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
CROWN CORK & SEAL COMPANY, INC.
ONE CROWN WAY
PHILADELPHIA, PA 19154-4599
<PAGE>
INDEX
Pages
Signatures .............................................................. 3
Report of Independent Accountants ....................................... 6
Audited Plan Financial Statements and Schedules in
accordance with the Financial Reporting Requirements of ERISA ...........7 to 18
Exhibit 23 - Consent of Independent Accountants ......................... 19
<PAGE>
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 hereunto duly authorized.
Crown Cork & Seal Company, Inc.
401(K) Retirement Savings Plan
By: /s/ James T. Malec
--------------------------------
James T. Malec
Member, Benefit Plan Committee
Date: July 24, 1998
<PAGE>
Crown Cork & Seal Company, Inc.
401(K) Retirement Savings Plan
Financial Statments as of and for
the years ended December 31, 1997
and 1996
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Table of Contents
- ------------------------------------------------------------------------------
Page(s)
Report of Independent Accountants 1
Financial Statements
Statement of Net Assets Available for Benefits 2
Statement of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4 - 10
Additional Information*
Schedule I - Schedule of Assets Held for Investment Purposes 11
Schedule II - Schedule of Reportable Transactions (Transactions or
Series of Transactions in Excess of 5 percent of
Plan Assets) 12
* Other supplemental schedules required by Section 2520.103-10 of the
Department of Labor Rules and Regulations for Reporting and Disclosure under
ERISA have been omitted because they are not applicable.
<PAGE>
Report of Independent Accountants
June 19, 1998
To the Benefit Plans Committee and Participants
of the Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
In our opinion, the accompanying statement of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the Crown Cork & Seal Company, Inc. 401(k) Retirement Savings Plan (the
"Plan") at December 31, 1997 and 1996, and the changes in net assets available
for benefits for the years then ended, in conformity with generally accepted
accounting principles. These financial statements are the responsibility of the
Plan's administrator; 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 audits were performed 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. Schedules I and II have been subjected to the auditing
procedures applied in the audit 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
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Statement of Net Assets Available for Benefits
- ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
As of December 31,
------------------------------
1997 1996
---- ----
<S> <C> <C>
Investments, at fair value
Registered investment companies:
Vanguard Balanced Index Fund $ 3,578,558 $ 2,374,046
Vanguard Bond Index Fund - Total Bond Market Portfolio 833,402 548,538
Vanguard Explorer Fund 3,066,177 3,014,648
Vanguard Index Trust - 500 Portfolio 27,540,587 * 18,524,077
Vanguard International Growth Portfolio 4,130,309 4,153,092
------------ ------------
39,149,033 28,614,401
Crown Cork & Seal Stock Fund 42,173,913 * 42,880,689
Crown Cork & Seal Fixed Income Fund 51,630,819 * 57,971,247
CC&S Confederation Life IC Fund -- 4,751,245
Participant loans 735,229 545,888
------------ ------------
Total investments 133,688,994 134,763,470
------------ ------------
Receivables
Employer's contributions 98,358 82,454
Participants' contributions 383,063 321,778
Other receivables 13,560 9,112
------------ ------------
Total receivables 494,981 413,344
------------ ------------
Net assets available for benefits $134,183,975 $135,176,814
============ ============
<FN>
* Represents 5 percent or more of net assets available for benefits.
</FN>
</TABLE>
The accompanying notes are an integral part of these financial statements.
- 2 -
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Statement of Changes in Net Assets Available for Benefits
- ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Year Ended December 31,
-------------------------------
1997 1996
---- ----
<S> <C> <C>
Additions
Investment income:
Interest and dividend income, investments $ 5,905,938 $ 5,013,809
Interest income, participant loans 55,906 45,057
Net appreciation in fair value of investments 3,140,553 13,778,247
------------- -------------
9,102,397 18,837,113
------------- -------------
Contributions:
Employer 1,196,419 1,044,819
Participant 4,955,810 4,361,483
------------- -------------
6,152,229 5,406,302
------------- -------------
Total additions 15,254,626 24,243,415
------------- -------------
Deductions
Payment of benefits 16,246,745 11,755,639
Administrative expenses 720 260
------------- -------------
Total deductions 16,247,465 11,755,899
------------- -------------
Net increase (decrease) (992,839) 12,487,516
Net assets available for benefits:
Beginning of period 135,176,814 122,689,298
------------- -------------
End of period $ 134,183,975 $ 135,176,814
============= =============
</TABLE>
The accompanying notes are an integral part of these financial statements.
- 3 -
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Notes to Financial Statements
- ------------------------------------------------------------------------------
Note 1 - Description of plan
The following description of the Crown Cork & Seal Company, Inc. 401(k)
Retirement Savings Plan ("Plan") provides only general information. Participants
should refer to the Plan agreement for a more complete description of the Plan's
provisions.
General
The plan is a defined contribution plan. The purpose of the Plan is to provide a
convenient method by which eligible employees of Crown Cork & Seal Company, Inc.
(the Company) may save regularly through salary deferrals and through Company
matching contributions. Generally, employees are eligible to participate in the
Plan after completing one year of service and attaining age 21. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
The Plan is administered by the Crown Cork & Seal Company, Inc. Benefit Plans
Committee (the "Committee"). The Committee appointed Vanguard Fiduciary Trust
Company ("VFTC") to assume both trustee and recordkeeping responsibilities.
Contributions
The plan has two components: a participant salary deferral 401 (k) component and
a Company matching contribution component. The salary deferral 401(k) component
of the plan allows before-tax employee contributions of 2% to 12% of annual
compensation. The Plan also allows after-tax employee contributions of 1% to 8%
of annual compensation. Contribution rates are subject to certain limitations,
as prescribed by law. The Company makes matching contributions equal to 50
percent of the employee's contribution, up to a maximum of 3 percent of
compensation. Company contributions are made in the form of Company common
stock.
Participant Accounts
Each participant's account is credited with the participant's contribution and
the participant's allocations of the Company's contributions, as described
above. Plan earnings are allocated to the participant's accounts based on the
participant's account balances. The benefit to which a participant is entitled
is the benefit that can be provided from the participant's vested account.
Vesting
Participants are immediately vested in their contributions plus actual earnings
thereon. Vesting in the Company's contributions plus actual earnings thereon is
based on years of continuous service. A participant is fully vested after four
years of credited service.
-4-
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Notes to Financial Statements
- ------------------------------------------------------------------------------
Participant Loans
Participants may borrow from their account a minimum of $1,000 up to a maximum
equal to the lesser of $50,000 or 50 percent of the participant's vested
balance. Loan transactions are treated as a transfer to (from) the investment
fund from(to) the Participant loans. Loan terms range from 1 to 5 years or up to
10 years for the purchase of a primary residence. The loans are secured by the
balance in the participant's account and bear interest at a rate commensurate
with a prevailing commercial rate for a secured personal loan. Interest rates
ranged from 7.5 percent to 13.7 percent for loans outstanding as of December 31,
1997. Principal and interest is paid ratably through monthly payroll deductions.
A participant may not have more than five outstanding loans at any one time.
Payment of Benefits
On termination of service due to death, disability or retirement, a participant
may elect to receive either a lump sum amount equal to the value of the
participant's vested interest in his or her account, or substantially equal
periodic installments over a period equal to the life expectancy of the
recipient or beneficiary. For termination of service due to other reasons, a
participant may receive the value of the vested interest in his or her account
as a lump-sum distribution. All distributions are paid in either cash or company
stock at the participant's election.
Forfeited Accounts
Forfeited balances of terminated participants' non-vested accounts are used to
reduce future Company contributions. At December 31, 1997 forfeited non-vested
accounts totaled $38,416.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100 percent vested in their accounts.
Investment Options
During the year ended December 31, 1997, participants were able to allocate
their contributions among the following investment options:
Vanguard Balanced Index Fund: Seeks to provide income and long-term growth of
capital and income by dividing its assets between indexed portfolios of stocks
(60 percent) and bonds (40 percent).
Vanguard Bond Index Fund - Total Bond Market Portfolio: Seeks to provide a high
level of interest income by attempting to match the performance of the unmanaged
Lehman Brothers Aggregate Bond Index, a widely recognized measure of the entire
taxable U.S. bond market.
Vanguard Explorer Fund: Seeks to provide long-term growth of capital by
investing in a diversified group of small-company stocks with prospects for
above-average growth.
Vanguard Index Trust - 500 Portfolio: Seeks to provide long-term growth of
capital and income from dividends by holding all of the 500 stocks that make up
the unmanaged Standard & Poor's 500 Composite Stock Price Index, a widely
recognized benchmark of U.S. stock market performance.
-5-
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Notes to Financial Statements
- ------------------------------------------------------------------------------
Vanguard International Growth Portfolio: Seeks to provide long-term growth of
capital by investing in stocks of high-quality, seasoned companies based outside
the United States. Stocks are selected from more than 15 countries.
Crown Cork & Seal Stock Fund: Invests in Crown Cork & Seal common stock to
provide the possibility of long-term growth through increases in the value of
the stock and the reinvestment of its dividends.
Crown Cork & Seal Fixed Income Fund: Seeks to preserve the value of the original
investment and provide an attractive level of interest by investing primarily in
investment contracts issued by insurance companies and banks and other types of
fixed principal investments. It is designed to maintain a constant $1.00 share
value.
Note 2 - Summary of Accounting Policies
The following accounting policies, which conform with generally accepted
accounting principles, have been used consistently in the preparation of the
Plan's financial statements:
Basis of Accounting
The financial statements of the Plan are prepared under the accrual method of
accounting.
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of additions and deductions during the reporting period.
Actual results could differ from those estimates.
Investment Valuation and Income Recognition
The Plan's investments are stated at fair value. Shares of registered investment
companies are valued at quoted market prices which represent the net asset value
of shares held by the Plan at year-end. The Company stock fund is valued at its
year-end unit closing price (comprised of year-end market price plus uninvested
cash position.). Units of the Company's fixed income fund are valued at net
asset value at year end. Participant loans are valued at cost which approximates
fair value.
Purchases and sales of investments are recorded on a trade-date basis. Interest
income is accrued when earned. Dividend income is recorded on the ex-dividend
date. Capital gain distributions are included in dividend income.
Payment of Benefits
Benefits are recorded when paid.
-6-
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Notes to Financial Statements
- ------------------------------------------------------------------------------
Note 3 - Insurance Company Seizure
On August 11, 1994, regulators in both the United States and Canada seized
control of Confederation Life Insurance Company. These actions were taken to
prevent the possibility of massive demands for cash following a failed business
combination. At the time of the seizure, the Plan's Fixed Income Fund included
an investment contract with a value of approximately $4.8 million. The
recognition of interest income was suspended coincident with the seizure on
August 11, 1994. On October 23, 1996, regulators approved a plan of
rehabilitation and a liquidation order for Confederation Life Insurance Company.
In accordance with the provisions of this plan, the assets subject to seizure
will be distributed to contract holders (i.e., the Plan) under a variety of
payment options. During 1997, the Plan received 100 percent of the original
frozen assets plus $693,877 of interest. These funds were subsequently
transferred out to other investment options in accordance with the participants'
elections.
Note 4 - Related Party Transactions
The Plan invests in shares of mutual funds managed by an affiliate of VFTC. VFTC
acts as trustee for only those investments as defined by the Plan. Transactions
in such investments qualify as party-in-interest transactions which are exempt
from the prohibited transaction rules.
Note 5 - Plan Expenses
All recordkeeping expenses for the administration of the Plan, with the
exception of certain miscellaneous fees, are paid by the Company.
Note 6 - Tax Status
The Plan was amended and restated, effective January 1, 1994 to comply with all
provisions of the Internal Revenue Code (IRC) and ERISA. The Committee has
received a favorable determination letter from the Internal Revenue Service
(IRS) dated February 22, 1996, and accordingly, the Plan is not subject to
federal or local income taxes.
Note 7 - Crown Cork & Seal Fixed Income Fund
The Crown Cork & Seal Fixed Income Fund consists of guaranteed investment
contracts valued at contract value, which approximates fair value. The
guaranteed investment contracts are fully benefit responsive. Interest rates on
guaranteed investment contracts ranged between 5.0 percent and 6.96 percent at
December 31, 1997 and 4.9 percent and 7.0 percent at December 31, 1996. Average
yields on guaranteed investment contracts were 6.07 percent in 1997 and 6.0
percent in 1996.
-7-
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Notes to Financial Statements
- ------------------------------------------------------------------------------
Note 8 - Changes in Net Assets Available for Benefits by Investment Fund
The allocation of changes in net assets available for plan benefits for the
period ended December 31, 1997 is as follows:
<TABLE>
<CAPTION>
Participant Directed
----------------------------------------------------------------------------
Vanguard
Bond Index
Vanguard Fund - Vanguard Vanguard Crown Cork
Balanced Total Bond Vanguard Index International & Seal
Index Market Explorer Trust - 500 Growth Stock
Fund Portfolio Fund Portfolio Portfolio Fund
---- --------- ---- --------- --------- ----
<S> <C> <C> <C> <C> <C> <C>
Additions
Investment income:
Interest and dividend income,
investments $ 139,143 $ 41,686 $ 302,216 $ 566,767 $ 176,306 $ 782,511
Interest income, participant loans -- -- -- -- -- --
Net realized gain (loss) on sale
of investments 36,824 20 76,967 593,310 87,804 (335,166)
Net unrealized appreciation
(depreciation) of investments 419,192 17,362 8,517 5,434,917 (97,669) (3,101,525)
---------- -------- ---------- ----------- ------------- -------------
595,159 59,068 387,700 6,594,994 166,441 (2,654,180)
---------- -------- ---------- ----------- ------------- -------------
Contributions:
Employer 1,975 1,658 2,391 6,129 4,982 1,166,085
Participant 210,981 113,627 315,807 1,171,125 341,060 1,690,554
Participant loan repayments 2,250 651 6,734 37,593 5,028 48,651
---------- -------- ---------- ----------- ------------- -------------
215,206 115,936 324,932 1,214,847 351,070 2,905,290
---------- -------- ---------- ----------- ------------- -------------
Total additions 810,365 175,004 712,632 7,809,841 517,511 251,110
---------- -------- ---------- ----------- ------------- -------------
Deductions
Payment of benefits 512,536 72,151 205,363 2,170,937 517,672 3,477,338
Participant loan withdrawals 5,417 1,628 14,450 93,439 9,865 61,298
Administrative expenses 60 10 100 190 70 90
---------- -------- ---------- ----------- ------------- -------------
Total deductions 518,013 73,789 219,913 2,264,566 527,607 3,538,726
---------- -------- ---------- ----------- ------------- -------------
Net increase (decrease) prior to
interfund transfers 292,352 101,215 492,719 5,545,275 (10,096) (3,287,616)
Interfund transfers 918,177 186,464 (435,068) 3,505,957 (5,771) 2,596,585
---------- -------- ---------- ----------- ------------- -------------
Net increase (decrease) 1,210,529 287,679 57,651 9,051,232 (15,867) (691,031)
Net assets available for benefits:
Beginning of period 2,385,429 555,135 3,034,833 18,596,452 4,174,601 43,080,607
---------- -------- ---------- ----------- ------------- -------------
End of period $3,595,958 $842,814 $3,092,484 $27,647,684 $4,158,734 $42,389,576
========== ======== ========== =========== ========== ===========
Continued on next page
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------
Crown Cork Crown Cork
& Seal & Seal
Confederation Fixed
Participant Life Income
Loans IC Fund Fund Total
----- ------- ---- -----
<S> <C> <C> <C> <C> <C>
Additions
Investment income:
Interest and dividend income,
investments $ -- $ 693,877 $ 3,203,432 $ 5,905,938
Interest income, participant loans 55,906 -- -- 55,906
Net realized gain (loss) on sale
of investments -- -- -- 459,759
Net unrealized appreciation
(depreciation) of investments -- -- -- 2,680,794
------------- ----------- ------------- -------------
55,906 693,877 3,203,432 9,102,397
------------- ----------- ------------- -------------
Contributions:
Employer -- -- 13,199 1,196,419
Participant -- -- 1,112,656 4,955,810
Participant loan repayments (144,431) -- 43,524 --
------------- ----------- ------------- -------------
(144,431) -- 1,169,379 6,152,229
------------- ----------- ------------- -------------
Total additions (88,525) 693,877 4,372,811 15,254,626
------------- ----------- ------------- -------------
Deductions
Payment of benefits 22,726 -- 9,268,022 16,246,745
Participant loan withdrawals (300,592) -- 114,495 --
Administrative expenses -- -- 200 720
------------- ----------- ------------- -------------
Total deductions (277,866) -- 9,382,717 16,247,465
------------- ----------- ------------- -------------
Net increase (decrease) prior to
interfund transfers 189,341 693,877 (5,009,906) (992,839)
Interfund transfers -- (5,445,122) (1,321,222) --
------------- ----------- ------------- -------------
Net increase (decrease) 189,341 (4,751,245) (6,331,128) (992,839)
Net assets available for benefits:
Beginning of period 545,888 4,751,245 58,052,624 135,176,814
------------- ----------- ------------- -------------
End of period $ 735,229 $ -- $51,721,496 $134,183,975
============= =========== =========== ============
</TABLE>
-8-
<PAGE>
Crown Cork & Seal Company, Inc.
401(k) Retirement Savings Plan
Notes to Financial Statements
- ------------------------------------------------------------------------------
Note 8 - Changes in Net Assets Available for Benefits by Investment Fund
The allocation of changes in net assets available for plan benefits for the
period ended December 31, 1996 is as follows:
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------------------------------
Vanguard
Bond Index
Vanguard Fund - Vanguard Vanguard
Balanced Total Bond Vanguard Index International
Index Market Explorer Trust - 500 Growth
Fund Portfolio Fund Portfolio Portfolio
-------- ---------- -------- ---------- -----------
<S> <C> <C> <C> <C> <C>
Additions
Investment income:
Interest and dividend income, investments $ 101,623 $ 32,844 $ 168,075 $ 396,087 $ 175,680
Interest income, participant loans -- -- -- -- --
Net realized gain (loss) on sale of investments 38,825 (2,626) 31,822 241,639 26,528
Net unrealized apprec. (deprec.) of investments 163,306 (9,100) 94,076 2,662,142 285,721
---------- -------- ---------- ----------- ----------
303,754 21,118 293,973 3,299,868 487,929
---------- -------- ---------- ----------- ----------
Contributions:
Employer -- -- -- -- --
Participant 149,936 86,457 287,289 964,827 267,797
Participant loan repayments 746 162 4,141 22,556 3,741
---------- -------- ---------- ----------- ----------
150,682 86,619 291,430 987,383 271,538
---------- -------- ---------- ----------- ----------
Total additions 454,436 107,737 585,403 4,287,251 759,467
---------- -------- ---------- ----------- ----------
Deductions
Payment of benefits 228,003 6,836 172,569 1,464,399 191,376
Participant loan withdrawals 1,557 188 8,532 45,104 1,826
Administrative expenses 40 10 -- 70 20
---------- -------- ---------- ----------- ----------
Total deductions 229,600 7,034 181,101 1,509,573 193,222
---------- -------- ---------- ----------- ----------
Net increase (decrease) prior to interfund transfers 224,836 100,703 404,302 2,777,678 566,245
Interfund transfers 31,232 (81,613) 572,662 2,462,022 901,094
---------- -------- ---------- ----------- ----------
Net increase (decrease) 256,068 19,090 976,964 5,239,700 1,467,339
Net assets available for benefits:
Beginning of period 2,129,361 536,045 2,057,869 13,356,752 2,707,262
---------- -------- ---------- ----------- ----------
End of period $2,385,429 $555,135 $3,034,833 $18,596,452 $4,174,601
========== ======== ========== =========== ==========
Continued on next page
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Participant Directed
-------------------------------------------------------
Crown Cork Crown Cork
Crown Cork & Seal & Seal
& Seal Confederation Fixed
Stock Participant Life Income
Fund Loans IC Fund Fund Total
----------- ------------ ------------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Additions
Investment income:
Interest and dividend income, investments $ 767,104 $ -- $ -- $ 3,372,396 $ 5,013,809
Interest income, participant loans -- 45,057 -- -- 45,057
Net realized gain (loss) on sale of investments 892,208 -- -- -- 1,228,396
Net unrealized apprec. (deprec.) of investments 9,353,706 -- -- -- 12,549,851
----------- -------- ---------- ----------- ------------
11,013,018 45,057 -- 3,372,396 18,837,113
----------- -------- ---------- ----------- ------------
Contributions:
Employer 1,044,232 -- -- 587 1,044,819
Participant 1,599,299 -- -- 1,005,878 4,361,483
Participant loan repayments 39,280 (109,348) -- 38,722 --
----------- -------- ---------- ----------- ------------
2,682,811 (109,348) -- 1,045,187 5,406,302
----------- -------- ---------- ----------- ------------
Total additions 13,695,829 (64,291) -- 4,417,583 24,243,415
----------- -------- ---------- ----------- ------------
Deductions
Payment of benefits 2,282,688 64,754 -- 7,345,014 11,755,639
Participant loan withdrawals 70,980 (189,873) -- 61,686 --
Administrative expenses 40 -- -- 80 260
----------- -------- ---------- ----------- ------------
Total deductions 2,353,708 (125,119) -- 7,406,780 11,755,899
----------- -------- ---------- ----------- ------------
Net increase (decrease) prior to interfund transfers 11,342,121 60,828 -- (2,989,197) 12,487,516
Interfund transfers (4,175,381) -- -- 289,984 --
----------- -------- ---------- ----------- ------------
Net increase (decrease) 7,166,740 60,828 -- (2,699,213) 12,487,516
Net assets available for benefits:
Beginning of period 35,913,867 485,060 4,751,245 60,751,837 122,689,298
----------- -------- ---------- ----------- ------------
End of period $43,080,607 $545,888 $4,751,245 $58,052,624 $135,176,814
=========== ======== ========== =========== ============
</TABLE>
-9-
<PAGE>
Crown Cork & Seal Company, Inc. Schedule I
401(k) Retirement Savings Plan
EIN 23-1526444
Schedule of Assets Held for Investment Purposes
Form 5500, Line 27(a)
As of December 31, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Current
Identity of Issue Investment Type Cost Value
----------------- --------------- ---- -------
<S> <C> <C> <C>
* Vanguard Balanced Index Fund Registered Investment Company $ 2,865,702 $ 3,578,558
* Vanguard Bond Index Fund - Total Bond Market Portfolio Registered Investment Company 811,167 833,402
* Vanguard Explorer Fund Registered Investment Company 2,884,014 3,066,177
* Vanguard Index Trust-500 Portfolio Registered Investment Company 17,696,867 27,540,587
* Vanguard International Growth Portfolio Registered Investment Company 3,862,306 4,130,309
* Crown Cork & Seal Common Stock Fund Company Stock Fund 28,399,558 42,173,913
* Participant loans 7.5% - 13.7% 735,229 735,229
* Crown Cork & Seal Fixed Income Fund Unallocated Insurance Contracts 51,630,819 51,630,819
------------ ------------
Total assets held for investment purposes $108,885,662 $133,688,994
============ ============
<FN>
* Party in Interest
</FN>
</TABLE>
-10-
<PAGE>
Crown Cork & Seal Company, Inc. Schedule II
401(k) Retirement Savings Plan
EIN 23-1526444
Schedule of Reportable Transactions
Form 5500, Line 27(d)
Year Ended December 31, 1997
- ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Current Value
Historical of Asset on Historical
Identity of Purchase Selling Cost Transaction Gain
Party Involved Description of Asset Price Price of Asset Date (Loss)
-------------- -------------------- ----- ----- -------- ---- ------
<S> <C> <C> <C> <C> <C> <C>
The Vanguard Group Index Trust-500 Portfolio $ 7,909,369 $ 7,909,369
The Vanguard Group Index Trust-500 Portfolio $ 4,921,086 $ 3,945,804 4,921,086 $ 975,282
The Vanguard Group Crown Cork & Seal Fixed Income Fund 12,175,678 12,175,678
The Vanguard Group Crown Cork & Seal Fixed Income Fund 18,516,056 18,516,056 18,516,056 --
The Vanguard Group Crown Cork & Seal Stock Fund 10,014,761 10,014,761
The Vanguard Group Crown Cork & Seal Stock Fund 7,284,846 5,285,193 7,284,846 1,999,653
</TABLE>
-11-
Consent of Independent Accountants
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-39529) of Crown Cork & Seal Company, Inc. of our
report dated June 19, 1998 appearing on page 6 of this Form 11-K/A, as amended.
PricewaterhouseCoopers LLP
Philadelphia, PA
July 16, 1998
