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, 1998
Commission File Number 1-2227
E. Full title of the plan:
Crown Cork & Seal Company, Inc.
Retirement Thrift 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 17
Exhibit 23 - Consent of Independent Accountants...................... 18
<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.
Retirement Thrift Plan
By: /s/ James T. Malec
------------------
James T. Malec
Member, Benefit Plan Committee
Date: June 25, 1999
<PAGE>
Crown Cork & Seal Company, Inc.
Retirement Thrift Plan
Financial Statements as of and
for the years ended
December 31, 1998 and 1997
<PAGE>
Crown Cork & Seal Company, Inc.
Retirement Thrift 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 - 9
Supplemental Schedules*
Schedule I - Schedule of Assets Held for Investment Purposes 10
Schedule II - Schedule of Reportable Transactions (Transactions or
Series of Transactions in Excess of 5% of Plan Assets) 11
* 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
To the Benefit Plans Committee and Participants
of the Crown Cork & Seal Company, Inc.
Retirement Thrift 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. Retirement Thrift Plan (the "Plan") at
December 31, 1998 and 1997, 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
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 audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and of reportable transactions 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. These supplemental
schedules are the responsibility of the Plan's management. The supplemental
schedules 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.
As explained in Note 1, the non-salaried employees of the Crown Cork & Seal
Company, Inc. 401(k) Retirement Savings Plan for Employees of Risdon were merged
with and into the Plan effective December 31, 1998.
PricewaterhouseCoopers LLP
June 18, 1999
Philadelphia, Pennsylvania
<PAGE>
Crown Cork & Seal Company, Inc.
Retirement Thrift Plan
Statement of Net Assets Available for Benefits
December 31, 1998 and 1997
- --------------------------------------------------------------------------------
1998 1997
Investments, at fair value:
Registered investment companies:
Vanguard Balanced Index Fund $ 2,246,055 * $ 1,607,816 *
Vanguard Total Bond Market Index Fund 566,288 352,602
Vanguard Explorer Fund 1,544,789 * 1,491,357 *
Vanguard 500 Index Fund 14,971,747 * 10,308,773 *
Vanguard International Growth Fund 1,370,130 1,020,769
-------------- --------------
20,699,009 14,781,317
Crown Cork & Seal Stock Fund 1,345,762 2,141,542 *
Vanguard Retirement Savings Trust 7,592,121 * -
Crown Cork & Seal Fixed Income Fund - 6,893,795 *
-------------- --------------
Total investments 29,636,892 23,816,654
-------------- --------------
Asset transfer from the Crown Cork & Seal
Company, Inc. 401(k) Retirement Savings
Plan for Employees of Risdon Corporation 24,471,702 -
-------------- --------------
Receivables:
Employer's contributions 29,874 27,459
Participants' contributions 339,595 317,440
-------------- --------------
Total receivables 369,469 344,899
-------------- --------------
Net assets available for benefits $54,478,063 $24,161,553
-------------- --------------
* Represents 5% or more of net assets available for benefits.
The accompanying notes are an integral part of the financial statements.
- 2 -
<PAGE>
Crown Cork & Seal Company, Inc.
Retirement Thrift Plan
Statement of Changes in Net Assets Available for Benefits
For the Years Ended December 31, 1998 and 1997
- --------------------------------------------------------------------------------
1998 1997
Additions:
Investment income:
Interest and dividend income $ 806,609 $ 866,738
Net appreciation in fair value
of investments 2,659,218 2,112,948
------------- -------------
3,465,827 2,979,686
------------- -------------
Contributions:
Employer 796,550 761,897
Participant 3,816,787 3,548,853
------------- -------------
4,613,337 4,310,750
------------- -------------
Asset transfer in 24,471,702 -
------------- -------------
Total additions 32,550,866 7,290,436
------------- -------------
Deductions:
Payment of benefits 2,209,231 1,551,346
Administrative expenses 25,125 24,996
------------- -------------
Total deductions 2,234,356 1,576,342
------------- -------------
Net increase 30,316,510 5,714,094
Net assets available for benefits:
Beginning of period 24,161,553 18,447,459
------------- -------------
End of period $54,478,063 $24,161,553
------------- -------------
The accompanying notes are an integral part of the financial statements.
- 3 -
<PAGE>
Crown Cork & Seal Company, Inc.
Retirement Thrift Plan
Notes to Financial Statements
- --------------------------------------------------------------------------------
1. Description of Plan
The following description of the Crown Cork & Seal Company, Inc. Retirement
Thrift Plan (the "Plan") provides only general information. Participants
should refer to the Plan document for a more complete description of the
Plan's provisions.
General
The Plan is a voluntary defined contribution plan which is designed to
provide a convenient method by which eligible employees may save regularly
through salary deferrals. Participation in the Plan is determined by an
agreement among recognized collective bargaining units and Crown Cork &
Seal Company, Inc. (the "Company") or as otherwise agreed upon between the
Company and non-organized hourly employees. The Plan is administered by the
Crown Cork & Seal Company, Inc. Benefit Plans Committee (the "Committee").
The Committee has appointed Vanguard Fiduciary Trust Company ("VFTC") as
the trustee of the Plan.
The participant accounts of the non-salaried participants of the Crown
Cork & Seal Company, Inc. 401(k) Retirement Savings Plan for Employees of
Risdon Corporation ("Risdon 401(k)") were merged with and into the Plan
effective December 31, 1998. The assets transferred totaled $24,471,702.
The assets were transferred to VFTC, and mapped to the respective funds, in
February 1999, and are recorded as a Plan asset at December 31, 1998.
During the conversion process a freeze period was enforced to restrict
transactions. Once the freeze period was lifted on March 26, 1999
participants could change investment elections.
The Plan provides certain employees the opportunity to purchase Company
stock at a purchase price equal to the closing price on the day of deposit.
Contributions
Participants may elect to make basic and supplemental contributions (where
permitted) each pay period. Basic contributions may be matched by the
Company at various rates. Supplemental contributions (where permitted) are
not matched by the Company. In addition, certain participants receive fixed
contributions from the Company at varying rates.
Participant Accounts
Each participant's account is credited with the participant's contribution
and allocations of (a) the Company's contribution, and (b) Plan earnings,
and charged with an allocation of administrative expenses. Allocations are
based on participant earnings or account balances, as defined. 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 matching contribution portion of
their accounts plus actual earnings thereon is based on various rates
established in the collective bargaining agreements. A participant becomes
100% vested after completing 4 or 5 years of service, as defined.
- 4 -
<PAGE>
Crown Cork & Seal Company, Inc.
Retirement Thrift Plan
Notes to Financial Statements
- --------------------------------------------------------------------------------
Payment of Benefits
On termination of service due to retirement, attainment of age 65,
permanent plant shutdown, permanent disability, or death, the participant
automatically becomes fully vested in the Company contributions.
Distributions to participants are generally paid only in a lump sum.
Certain participants have the option of being paid through monthly
installments.
Forfeited Accounts
Total unallocated forfeitures were $68,397 and $46,670 at December 31, 1998
and 1997, respectively. These amounts will be used to reduce future
employer contributions.
Plan Termination
The Company reserves the right to amend or modify any of the provisions of
the Plan in any respect retroactively in order to qualify or maintain the
Plan as a plan meeting the requirements of the Employee Retirement Income
Security Act of 1974 (ERISA) or any other applicable legislation. The Plan
is subject to the provisions of ERISA. 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
Participants are 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%) and bonds (40%).
Vanguard Total Bond Market Index Fund (formerly the 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 500 Index Fund (formerly the 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.
Vanguard International Growth Fund (formerly the 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.
- 5 -
<PAGE>
Crown Cork & Seal Company, Inc.
Retirement Thrift Plan
Notes to Financial Statements
- --------------------------------------------------------------------------------
Vanguard Retirement Savings Trust: Seeks stability of principal and a high
level of current income consistent with a two- to three-year average
maturity. The trust is a tax-exempt collective trust invested primarily in
investment contracts issued by insurance companies and commercial banks,
and similar types of fixed-principal investments. The trust intends to
maintain a constant net asset value of $1.00 per share.
Crown Cork & Seal Stock Fund: Invests in Crown Cork & Seal 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. All contracts matured during 1998
and balances were transferred to the Vanguard Retirement Savings Trust.
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(s) 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 and the Retirement Savings Trust are valued at net asset value
at year end.
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.
Retirement Thrift Plan
Notes to Financial Statements
- --------------------------------------------------------------------------------
3. Crown Cork & Seal Fixed Income Fund
The Crown Cork & Seal Fixed Income Fund consists of fully
benefit-responsive guaranteed investment contracts (GICs) valued at
contract value, which approximates fair value. Interest rates ranged from
5.07 percent to 6.96 percent at December 31, 1997. Average yield was 5.71
percent and 6.07 percent for the year ended December 31, 1998 and 1997,
respectively.
4. Related Party Transactions
The Plan invests in shares of registered investment companies and a
collective trust fund managed by an affiliate of VFTC. VFTC acts as trustee
for those investments defined by the Plan. Transactions in such investments
qualify as party-in-interest transactions which are exempt from the
prohibited transaction rules.
5. 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 represented that the Plan has been administered in accordance
with all provisions of the IRC and ERISA. The Plan has received a favorable
determination letter dated February 13, 1996 from the Internal Revenue
Service (IRS) and accordingly, the Plan is not subject to federal or local
income taxes. The Plan has been amended since receiving the determination
letter. However, the Plan administrator and the Plan's tax counsel believe
that the Plan is designed and is currently being operated in compliance
with the applicable requirements of the IRC.
6. Subsequent Events
The Crown Cork & Seal Company, Inc. Retirement Thrift Plan for Non-Salaried
Employees of CONSTAR International, Inc. ("CONSTAR Thrift") was merged with
and into the Plan effective March 31, 1999. The total assets transferred
were $17,926,398. The Company and administrative committee also expect that
by the end of the third quarter of the 1999 plan year, the Crown Cork &
Seal Company, Inc. Retirement Thrift Plan for International Association of
Machinists Local 1584 of Fremont Plant No. 62 and the Crown Cork & Seal
Company, Inc. Retirement Thrift Plan for International Association of
Machinists Local 1528 of Modesto Plant No. 79 will be merged into the Plan.
- 7 -
<PAGE>
7. Changes in Net Assets Available for Benefits by Investment Fund
The allocation of changes in net assets available for plan benefits for the
year ended December 31, 1998 is as follows:
<TABLE>
<CAPTION>
Fund Information
-----------------------------------------------------------------------------------------------
Crown
Vanguard Vanguard Vanguard Cork & Seal
Balanced Total Vanguard International Vanguard Crown Fixed
Index Bond Market Explorer Vanguard 500 Growth Retirement Cork & Seal Income
Fund Index Fund Fund Index Fund Fund Savings Trust Stock Fund Fund Other Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and
dividend income $ 79,433 $ 28,806 $ 13,535 $ 221,540 $ 27,393 $ 71,476 $ 40,603 $ 323,823 $ - $ 806,609
Net realized gain
(loss)on sale
of investments 10,700 496 (15,078) 169,417 24,356 - (21,962) - - 167,929
Net unrealized
appreciation
(depreciation)
of investments 225,036 6,774 52,352 2,815,954 136,829 - (745,656) - - 2,491,289
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
315,169 36,076 50,809 3,206,911 188,578 71,476 (727,015) 323,823 - 3,465,827
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
Contributions:
Employer 54,639 26,742 78,863 239,535 49,041 18,092 168,270 161,368 - 796,550
Participant 312,576 106,138 332,690 1,852,372 289,503 209,741 136,088 577,679 - 3,816,787
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
367,215 132,880 411,553 2,091,907 338,544 227,833 304,358 739,047 - 4,613,337
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
Asset transfer in - - - - - - - - 24,471,702 24,471,702
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
Total additions 682,384 168,956 462,362 5,298,818 527,122 299,309 (422,657) 1,062,870 24,471,702 32,550,866
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
Deductions:
Payment of benefits 128,400 20,681 88,023 874,921 89,075 70,127 253,466 684,538 - 2,209,231
Administrative expenses 1,730 681 1,974 9,758 1,369 1,751 2,345 5,517 - 25,125
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
Total deductions 130,130 21,362 89,997 884,679 90,444 71,878 255,811 690,055 - 2,234,356
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
Net increase (decrease)
prior to interfund
transfers 552,254 147,594 372,365 4,414,139 436,678 227,431 (678,468) 372,815 24,471,702 30,316,510
Interfund transfers 92,746 69,055 (320,162) 271,074 (87,792) 7,440,894 (119,308)(7,346,507) - -
---------- -------- --------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
Net increase (decrease) 645,000 216,649 52,203 4,685,213 348,886 7,668,325 (797,776)(6,973,692) 24,471,702 30,316,510
Net assets available
for benefits:
Beginning of period 1,630,303 362,151 1,522,004 10,457,894 1,048,633 - 2,166,876 6,973,692 - 24,161,553
---------- -------- ---------- ------------ ---------- ---------- ---------- ---------- ----------- -----------
End of period $2,275,303 $578,800 $1,574,207 $ 15,143,107 $1,397,519 $7,668,325 $1,369,100 $ - $24,471,702 $54,478,063
========== ======== ========== ============ ========== ========== ========== ========== =========== ===========
</TABLE>
- 8 -
<PAGE>
Crown Cork & Seal Company, Inc.
Retirement Thrift Plan
Notes to Financial Statements
- --------------------------------------------------------------------------------
7. Changes in Net Assets Available for Benefits by Investment Fund (continued)
The allocation of changes in net assets available for plan benefits for the
year ended December 31, 1997 is as follows:
<TABLE>
<CAPTION>
Fund Information
--------------------------------------------------------------------------------------
Vanguard Crown
Vanguard Bond Index Vanguard Vanguard Cork & Seal
Balanced Fund - Total Vanguard Index International Crown Fixed
Index Bond Market Explorer Trust - 500 Growth Cork & Seal Income
Fund Portfolio Fund Portfolio Portfolio Stock Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and
dividend income $ 57,165 $ 18,567 $ 145,962 $ 207,644 $ 44,813 $ 39,697 $ 352,890 $ 866,738
Net realized gain (loss)
on sale of investments 6,325 445 4,901 118,004 5,762 (13,187) - 122,250
Net unrealized appreciation
(depreciation)
of investments 169,098 7,676 11,735 1,999,300 (31,680) (165,431) - 1,990,698
---------- ---------- ---------- ------------ ---------- ---------- ---------- -----------
232,588 26,688 162,598 2,324,948 18,895 (138,921) 352,890 2,979,686
---------- ---------- ---------- ------------ ---------- ---------- ---------- -----------
Contributions:
Employer 40,070 19,690 64,832 211,305 45,415 191,109 189,476 761,897
Participant 225,689 98,433 319,148 1,592,766 272,432 170,930 869,455 3,548,853
---------- ---------- ---------- ------------ ---------- ---------- ---------- -----------
265,759 118,123 383,980 1,804,071 317,847 362,039 1,058,931 4,310,750
---------- ---------- ---------- ------------ ---------- ---------- ---------- -----------
Total additions 498,347 144,811 546,578 4,129,019 336,742 223,118 1,411,821 7,290,436
---------- ---------- ---------- ------------ ---------- ---------- ---------- -----------
Deductions:
Payment of benefits 38,936 6,213 32,513 472,771 33,560 175,941 791,412 1,551,346
Administrative expenses 1,344 530 1,842 8,436 1,257 2,877 8,710 24,996
---------- ---------- ---------- ------------ ---------- ---------- ---------- -----------
Total deductions 40,280 6,743 34,355 481,207 34,817 178,818 800,122 1,576,342
---------- ---------- ---------- ----------- ---------- ---------- ---------- -----------
Net increase prior to
interfund transfers 458,067 138,068 512,223 3,647,812 301,925 44,300 611,699 5,714,094
Interfund transfers 267,776 (17,749) 48,686 426,618 18,851 (98,062) (646,120) -
---------- ---------- ---------- ----------- ---------- ---------- ---------- -----------
Net increase (decrease) 725,843 120,319 560,909 4,074,430 320,776 (53,762) (34,421) 5,714,094
Net assets available for
benefits:
Beginning of period 904,460 241,832 961,095 6,383,464 727,857 2,220,638 7,008,113 18,447,459
---------- ---------- ---------- ----------- ---------- ---------- ---------- -----------
End of period $1,630,303 $ 362,151 $1,522,004 $10,457,894 $1,048,633 $2,166,876 $6,973,692 $24,161,553
========== ========== ========== =========== ========== ========== ========== ===========
</TABLE>
- 9 -
<PAGE>
Additional Information
Required for Form 5500
<PAGE>
Crown Cork & Seal Company, Inc. Schedule I
Retirement Thrift Plan
EIN 23-1526444
Schedule of Assets Held for Investment Purposes
Attachment to Form 5500, Line 27(a)
As of December 31, 1998
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Current
Identity of Issue Description of Asset Cost Value
<S> <C> <C> <C>
* Vanguard Balanced Index Fund Registered Investment Company $ 1,771,548 $ 2,246,055
* Vanguard Total Bond Market Index Fund Registered Investment Company 552,148 566,288
* Vanguard Explorer Fund Registered Investment Company 1,460,456 1,544,789
* Vanguard 500 Index Fund Registered Investment Company 9,118,561 14,971,747
* Vanguard International Growth Fund Registered Investment Company 1,226,699 1,370,130
* Vanguard Retirement Savings Trust Common/Collective Trust 7,592,121 7,592,121
* Crown Cork & Seal Stock Fund Company Stock Fund 1,865,136 1,345,762
----------- -----------
Total assets held for investment purposes $23,586,669 $29,636,892
=========== ===========
<FN>
* Party in Interest
</FN>
</TABLE>
- 10 -
<PAGE>
Crown Cork & Seal Company Inc. Schedule II
Retirement Thrift Plan
EIN 23-1526444
Schedule of Reportable (5%) Transactions*
Form 5500, Line 27(d)
December 31, 1998
- --------------------------------------------------------------------------------
<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 Vanguard 500 Index Fund $ 3,588,108 $ 3,588,108
The Vanguard Group Vanguard 500 Index Fund $1,910,505 $1,386,737 1,910,505 $523,768
The Vanguard Group Vanguard Balanced Index Fund 853,400 853,400
The Vanguard Group Vanguard Balanced Index Fund 450,897 416,823 450,897 34,074
The Vanguard Group Vanguard Retirement Savings Trust 7,703,903 7,703,903
The Vanguard Group Vanguard Retirement Savings Trust 111,784 111,784 111,784 -
The Vanguard Group Crown Cork & Seal Fixed Income Fund 1,934,149 1,934,149
The Vanguard Group Crown Cork & Seal Fixed Income Fund 1,789,384 1,789,384 1,789,384 -
</TABLE>
* Transactions or a series of transactions in excess of 5% of the current
value of the Plan's assets as of the beginning of the Plan year as defined
in section 2520.103-6 of the Department of Labor Rules and Regulations for
Reporting and Disclosure under ERISA.
- 11 -
Consent of Independent Accountants
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-50369) of Crown Cork & Seal Company, Inc. of our
report dated June 18, 1999 appearing on page 6 of this Form 11-K.
PricewaterhouseCoopers LLP
Philadelphia, Pennsylvania
June 24, 1999
