HUNT MANUFACTURING CO
10-K/A, 1996-06-25
PENS, PENCILS & OTHER ARTISTS' MATERIALS
Previous: HOUSEHOLD FINANCE CORP, 8-K, 1996-06-25
Next: SUMMIT FAMILY RESTAURANTS INC, DEFA14A, 1996-06-25



<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-K/A
                                 AMENDMENT NO. 1

                     ANNUAL REPORT PURSUANT TO SECTION 13 OF
                       THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended                                   Commission File
December 3, 1995                                            No. 1-8044
                             HUNT MANUFACTURING CO.
                                  (Registrant)

       Pennsylvania                                     21-0481254
- ----------------------------                 ---------------------------------
  (State of incorporation)                   (IRS Employer Identification No.)

           One Commerce Square
           2005 Market Street
            Philadelphia, PA                                  19103-7085
- ----------------------------------------                    ---------------
(Address of principal executive offices)                      (Zip Code)


Registrant's telephone number, including area code:  (215)656-0300

Securities registered pursuant to Section 12(b) of the Act:

                                                     Name of each exchange
         Title of each class:                        on which registered:
         --------------------                        ------------------------
Common Shares, par value $.10 per share              New York Stock Exchange

Rights to Purchase Series A Junior                   New York Stock Exchange
  Participating Preferred Stock

Securities registered pursuant to Section 12(g) of the Act:  None

         The registrant (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months and (2) has been subject to such filing requirements for the past 90
days.    Yes    X      No
             -------      ---------

         Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.    X
                             --------

         The aggregate market value of the registrant's Common Shares (its only
voting stock) held by non-affiliates of the registrant as of February 2, 1996
was approximately $167,000,000. (Reference is made to p.13 herein for a
statement of the assumptions upon which this calculation is based.)

         The number of shares of the registrant's Common Shares outstanding as
of February 2, 1996 was 10,964,644.

                       DOCUMENTS INCORPORATED BY REFERENCE

         Certain portions of the registrant's 1996 definitive proxy statement
relating to its April 1995 Annual Meeting of Shareholders (which proxy statement
was filed with the Commission within 120 days after the end of the registrant's
last fiscal year) are incorporated by reference into Part III of this report.



<PAGE>



                           AMENDMENT TO 1994 FORM 10-K


                  Pursuant to General Instruction F to Form 10-K and Rule 15d-21
under the  Securities  Exchange  Act of 1934,  Hunt  Manufacturing  Co.'s Annual
Report on Form 10-K for the fiscal year ended December 3, 1995 is hereby amended
to  include  the  attached  financial   statements  described  in  amended  Item
14(a)(1)(B)  below required by Form 11-K with respect to the Hunt  Manufacturing
Co. Savings Plan for the Plan's fiscal year ended December 31, 1995. The Savings
Plan is subject to the Employee  Retirement Income Security Act of 1974. Item 14
as amended provides in its entirety as follows:


Item 14.   Exhibits, Financial Statement Schedules, and
           Reports on Form 8-K

           (a)      Documents Filed as a part of the Report

                    1.       Financial Statements:

                             A. The Company and subsidiaries:            Pages

                             Report of Independent Accountants           F-1

                             Consolidated Statements of
                             Income for the fiscal years
                             1995, 1994 and 1993                         F-2

                             Consolidated Balance Sheets,
                             December 3, 1995 and
                             November 27, 1994                           F-3

                             Consolidated Statements of
                             Stockholders' Equity
                             for the fiscal years 1995, 1994
                             and 1993                                    F-4

                             Consolidated Statements of
                             Cash Flows for the fiscal years
                             1995, 1994 and 1993                         F-5

                             Notes to Consolidated Financial             F-6-27
                             Statements

                             B.  The Savings Plan:

                             Report of Independent Accountants           PF-1




                                               -2-

<PAGE>



                                                                         Pages

                             Statements of Net Assets Available
                             for Benefits, with Fund Information
                             as of December 31, 1995 and 1994            PF-2-3

                             Statements of Changes in Net Assets
                             Available for Benefits, with Fund
                             Information for the years ended
                             December 31, 1995, 1994 and 1993            PF-4-6

                             Notes to Financial Statements               PF-7-16

                    2.       Financial Statement Schedules:

                             II.     Valuation and Qualifying
                                     Accounts for the fiscal years
                                     1995, 1994 and 1993                 F-28

                             All other  schedules  not listed  above have
                             been omitted,  since they are not applicable
                             or are not required, or because the required
                             information is included in the  consolidated
                             financial statements or notes thereto.

                             Individual   financial   statements  of  the
                             Company have been omitted, since the Company
                             is primarily  an  operating  company and any
                             subsidiary   companies   included   in   the
                             consolidated    financial   statements   are
                             directly or indirectly  wholly-owned and are
                             not  indebted to any person,  other than the
                             parent or the consolidated subsidiaries,  in
                             an amount  which is  material in relation to
                             total consolidated assets at the date of the
                             latest    balance   sheet   filed,    except
                             indebtedness incurred in the ordinary course
                             of  business  which is not overdue and which
                             matures in one year.

                    3.       Exhibits:

                             (3)     Articles of incorporation and
                                     bylaws:

                                     (a)      Restated Articles of
                                              Incorporation, as amended
                                              (composite) (incorp. by ref. to
                                              Ex. 4(a) to Reg. Stmt. No.
                                              33-57105 on Form S-8) (reference
                                              also is made to Exhibit 4(b) below
                                              for the Designation of Powers,
                                              Preferences, Rights and
                                              Qualifications of Preferred
                                              Stock).


                                               -3-

<PAGE>




                                     (b)      By-laws, as amended (incorp. by
                                              ref. to Ex. 3(b) to Form 10-Q for
                                              quarter ended May 28, 1995.

                             (4)     Instruments, defining rights of
                                     security holders, including
                                     indentures:*

                                     (a)      Credit Agreement dated December
                                              19, 1995, between the Company and
                                              NationsBank, N.A. (incorp. by ref.
                                              to Ex. 9(b) to the Company's
                                              Schedule 13E-4 filed with the SEC
                                              on December 21, 1995 (the "1995
                                              Schedule 13E-4"); (2) Amendment
                                              dated as of February 1, 1996 to
                                              Credit Agreement (filed herewith);
                                              and (3) Amendment dated as of
                                              February 26, 1996 to Credit
                                              Agreement (incorp. by ref. Ex.
                                              4(a) to fiscal 1995 Form 10-K).

                                     (b)      Rights Agreement dated as of
                                              August 8, 1990 (including as
                                              Exhibit A thereto the Designation
                                              of Powers, Preferences, Rights and
                                              Qualifications of Preferred Stock)
                                              between the Company and Mellon
                                              Bank (East), N.A. as original
                                              Rights Agent.

                                              (incorp. by ref. to Exhibit 4.1 to
                                              August, 1990 Form 8-K) and
                                              Assignment and Assumption
                                              Agreement dated December 2, 1991
                                              with American Stock Transfer and
                                              Trust Company, as successor Rights
                                              Agent (incorp. by ref. to Exhibit
                                              4(d) to fiscal 1991 Form 10-K).

                                              Miscellaneous long-term debt
                                              instruments and credit facility
                                              agreements of the Company, under
                                              which the underlying authorized
                                              debt is equal to less than 10% of
                                              the total assets of the Company
                                              and its subsidiaries on a
                                              consolidated basis, may not be
                                              filed as exhibits to this report.
                                              The Company agrees to furnish to
                                              the Commission, upon request,
                                              copies of any such unfiled
                                              instruments.


                                               -4-

<PAGE>



                             (10)    Material contracts:

                                     (a)      Lease Agreement dated June 1, 1979
                                              and First Supplemental Lease
                                              Agreement dated as of July 31,
                                              1994 between the Iredell County
                                              Industrial Facilities and
                                              Pollution Control Financing
                                              Authority and the Company (incorp.
                                              by ref. to Ex. 10(a) to fiscal
                                              1994 Form 10-K).

                                     (b)      1978 Stock Option Plan, as
                                              amended, of the Company (incorp.
                                              by ref. to Ex. 28(a) to Reg. Stat.
                                              No. 33-25947 on Form S-8).**

                                     (c)      1983 Stock Option and Stock Grant
                                              Plan, as amended, of the Company
                                              (incorp. by. ref. to Ex. 10(c) to
                                              fiscal 1995 Form 10-K).**

                                     (d)      1993 Stock Option and Stock Grant
                                              Plan of the Company, as amended,
                                              (incorp. by ref. to Ex. 10(d) to
                                              fiscal 1995 Form 10-K).**

                                     (e)      1988 Long-Term Incentive
                                              Compensation Plan of the Company
                                              (incorp. by ref. to Ex. 10(e) to
                                              fiscal 1994 Form 10-K).**

                                     (f)      Form of Stock Grant Agreement
                                              between the Company and Messrs.
                                              Carney, Chandler, O'Meara, and
                                              Precious (incorp. by ref. to
                                              Exhibit 10(f) to fiscal 1995 Form
                                              10-K).**

                                     (g)      1994 Non-Employee Directors' Stock
                                              Option Plan (incorp. by ref. to
                                              Ex. 10(f) to fiscal 1993 Form
                                              10-K).**

                                     (h)      Loan and Security Agreement dated
                                              January 31, 1984, as amended,
                                              between the Company and Ronald J.
                                              Naples (incorp. by ref. to Ex.
                                              10(g) to fiscal 1994 Form 10-K).**

                                     (i)      Loan and Security Agreement dated
                                              April 20, 1988 between the Company
                                              and Robert B. Fritsch (incorp. by
                                              ref. to Ex. 10(h) to fiscal 1994
                                              Form 10-K).**


                                               -5-

<PAGE>



                                     (j)      (1) Form of Change in Control
                                              Agreement between the Company and
                                              various officers of the Company
                                              (incorp. by ref. to Ex. 10(i) to
                                              fiscal 1994 Form 10-K) and (2)
                                              list of executive officers who are
                                              parties (incorp. by ref. to
                                              Exhibit 10(j) to fiscal 1995 Form
                                              10-K).**

                                     (k)      Employment-Severance Agreement
                                              between the Company and William E.
                                              Chandler (incorp. by ref. to Ex.
                                              10(j) to fiscal 1993 Form 10-K).**

                                     (l)      (1) Supplemental Executive
                                              Benefits Plan of the Company,
                                              effective April 16, 1992, and (2)
                                              related Amended and Restated Trust
                                              Agreement, effective February 17,
                                              1993 (incorp. by ref. to Ex. 10(j)
                                              to fiscal 1992 Form 10-K).**

                                     (m)      Employment-Severance arrangements
                                              with Robert B. Fritsch (incorp. by
                                              ref. to Exhibit 10(m) to fiscal
                                              1995 Form 10-K).**

                                     (n)      Transition Agreement dated June
                                              13, 1995 between the Company and
                                              Ronald J. Naples (incorp. by ref.
                                              to Form 10-Q for quarter ended
                                              September 3, 1995).**

                                     (o)      Stock Purchase Agreement dated
                                              December 19, 1995 between the
                                              Company and Mary F. Bartol
                                              (incorp. by ref. to Exhibit 9(c)
                                              to the 1995 Schedule 13E-4).

                             (11)    Statement re: computation of per share
                                     earnings (incorp. by ref. to Ex. 11 to
                                     fiscal 1995 Form 10-K).

                             (21)    Subsidiaries (incorp. by ref. to Ex. 21 to
                                     fiscal 1993 Form 10-K).

                             (23)    (a) Consent of Coopers & Lybrand L.L.P. to
                                     incorporation by reference, in Registration
                                     Statement No.s 33-70660, 33-25947, 33-6359,
                                     2-83144, 33-57105 and 33-57103 on Form S-8,
                                     of their report on the consolidated
                                     financial statements and schedules included
                                     in this report (incorp. by ref. to Ex. 23
                                     to fiscal 1995 Form 10-K).


                                               -6-

<PAGE>



                                     (b) Consent of Coopers & Lybrand, L.L.P. to
                                     incorporation by reference, in Registration
                                     Statement Nos. 33-6359 and 33-57103 on Form
                                     S-8, of their report on the financial
                                     statements related to the Savings Plan
                                     included with this report as amended (filed
                                     herewith).

                             (27)    Financial Data Schedule (incorp. by ref. to
                                     Ex. 27 to Fiscal 1995 Form 10-K).


- ----------------

*        Reference also is made to (i) Articles 5th, 6th, 7th and 8th of
         the Company's composite Articles of Incorporation (Ex. 3(a) to
         this report), and (ii) to Sections 1, 7 and 8 of the Company's By-
         laws (Ex. 3 (b) to this report).

**       Indicates a management contract or compensatory plan or
         arrangement.

                  (b)      Reports on Form 8-K

                  The  Company  did not file any  reports on Form 8-K during the
last quarter of the fiscal year covered by this report.


                          ----------------------------

                                   SIGNATURES


                  Pursuant to the  requirements  of Section 13 of the Securities
Exchange Act of 1934, the registrant has duly caused this amendment to be signed
on its behalf by the undersigned, thereunto duly authorized.


                                         HUNT MANUFACTURING CO.



Dated:  June 20, 1996                 By:
                                          ---------------------------------
                                          Donald L. Thompson
                                          Chairman of the Board, President and
                                          Chief Executive Officer



                                      By:
                                          ---------------------------------
                                          William E. Chandler
                                          Senior Vice President, Finance
                                          (Principal Financial and
                                          Accounting Officer)

                                       -7-

<PAGE>




                        REPORT OF INDEPENDENT ACCOUNTANTS


To the Administrative Committee of
  Hunt Manufacturing Co.:

         We have audited the accompanying statements of net assets available for
benefits of Hunt Manufacturing Co. Savings Plan as of December 31, 1995 and
1994, and the related statements of changes in net assets available for
benefits for the years ended December 31, 1995, 1994 and 1993.  These
financial statements are the responsibility of the Administrative Committee.
Our responsibility is to express an opinion on these financial statements
based on our audits.

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

         In our opinion, the financial statements referred to above present
fairly, in all material respects, the net assets available for benefits of the
Plan as of December 31, 1995 and 1994 and the changes in net assets available
for benefits for the years ended December 31, 1995, 1994 and 1993, in
conformity with generally accepted accounting principles.

         Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole.  The supplemental schedules
(unbound) of Assets Held for Investment Purposes and 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.  The
Fund Information in the statement of net assets available for benefits and the
statement of changes in net assets available for 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.  The supplemental schedules and 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.



COOPERS & LYBRAND L.L.P.



2400 Eleven Penn Center
Philadelphia, Pennsylvania
May 13, 1996

                                      PF-1

<PAGE>

                             HUNT MANUFACTURING CO.
                                  SAVINGS PLAN

     STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
                                December 31, 1995
<TABLE>
<CAPTION>




                                                                                 Participant Directed
                                                        ----------------------------------------------------------------------
                                                        Balanced           Blended           Select            Ultra
          ASSETS                                          Fund            GIC Trust           Fund             Fund
                                                          ----            ---------           ----             ----

<S>                                                    <C>                 <C>              <C>              <C>
Investments at fair value (Note 2):
  Balanced Fund, 133,676 units at
  $16.99/unit (cost $2,120,065)                       $2,271,160

Bankers Trust Pyramid GIC Fund
  4,758,898 units at $1.00/
  unit (cost $4,758,898)                                                  $4,758,898

Guaranteed Investment Contracts                                               19,713

Select Fund, 93,809 units at
  $356.62/unit (cost $3,644,607)                                                           $3,341,467

Hunt Manufacturing Co., 186,913
  shares at $17.375/share
  (cost $2,878,173)

Ultra Fund, 194,575 units at
  $26.11/unit (cost $4,001,097)                                                                              $5,080,348

Value Fund, 37,893 units at
  $5.90/unit (cost $226,784)

Participant loans (cost $0)

Cash

Receivables:
  Employer's contribution                                   4,871              9,571            8,360            10,029
  Participants' contribution                               23,480             47,195           40,659            51,689
  Interest                                                  -                 21,110            -                 -
                                                       ----------         ----------       ----------        ----------
    Total assets                                       $2,299,511         $4,856,487       $3,390,486        $5,142,066
          LIABILITIES                                       -                  -                -                 -
                                                       ----------         ----------       ----------        ----------
    Net attest available for benefits                  $2,299,511         $4,856,487       $3,390,486        $5,142,066
                                                       ==========          =========        =========        ==========


</TABLE>
<PAGE>


<TABLE>
<CAPTION>
                                                                                                       Non-
                                                                                                    Participant
                                                             Participant Directed                    Directed
                                                  ------------------------------------------         --------
                                                  Stock        Value            Participant            Stock
          ASSETS                                  Fund         Fund                Loans               Fund              Total
                                                  ----         -----             -----------          --------         ----------

<S>                                              <C>                 <C>            <C>                                <C>
Investments at fair value (Note 2):
  Balanced Fund, 133,676 units at
  $16.99/unit (cost $2,120,065)                                                                                        $ 2,271,160

Bankers Trust Pyramid GIC Fund
  4,758,898 units at $1.00/
  unit (cost $4,758,898)                                                                                                 4,758,898

Guaranteed Investment Contracts                                                                                             19,713

Select Fund, 93,809 units at
  $356.62/unit (cost $3,644,607)                                                                                         3,341,467

Hunt Manufacturing Co., 186,913
  shares at $17.375/share
  (cost $2,878,173)                             $1,166,539                                             $2,081,269        3,247,808

Ultra Fund, 194,575 units at
  $26.11/unit (cost $4,001,097)                                                                                          5,080,348

Value Fund, 37,893 units at
  $5.90/unit (cost $226,784)                                       $223,572                                                223,572

Participant loans (cost $0)                                                        $618,103                                618,103

Cash                                                    73                                                                      73

Receivables:
  Employer's contribution                            2,518                                                                  36,003
  Participants' contribution                        11,661              654                                                178,499
  Interest                                                            3,815                                                 21,110
                                                ----------          -------        --------                            -----------
     Total assets                                1,180,791          228,041         618,103            2,081,269        19,796,754
            LIABILITIES                           -                   -              -                  -                -
                                                ----------         --------        --------           ----------       -----------
     Net assets available for benefits          $1,180,791         $228,041        $618,103           $2,081,269       $19,796,754
                                                ==========          =======        ========           ==========       ===========

</TABLE>
    The accompanying notes are an integral part of the financial statements.


                                      PF-2

<PAGE>

                             HUNT MANUFACTURING CO.
                                  SAVINGS PLAN
                 STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS,
                              WITH FUND INFORMATION

                                December 31, 1994
<TABLE>
<CAPTION>

                                                                                 Participant Directed
                                                        ----------------------------------------------------------------------
                                                        Balanced           Blended           Select            Ultra
          ASSETS                                          Fund            GIC Trust           Fund             Fund
                                                          ----            ---------           ----             ----

<S>                                                    <C>                 <C>              <C>              <C>
Investments at fair value (Note 2):
  Balanced Fund, 119,852 units at
  $15.27/unit (cost $1,857,046)                        $1,830,133

Bankers Trust Pyramid GIC Fund
  3,873,304 units at $1.00/
  unit (cost $3,873,304)                                                  $3,873,304

Guaranteed Investment Contracts                                              101,022

Select Fund, 75,607 units at
  $33.10/unit (cost $3,007,613)                                                            $2,502,585

Hunt Manufacturing Co., 199,123
  shares at $13.50/share
  (cost $3,097,122)

Ultra Fund, 165,147 units at
  $19.95/unit (cost $3,109,808)                                                                              $3,294,681

Participant loans (cost $0)

Cash

Receivables:
  Employer's contribution                                   4,363              6,662            6,790             8,594
  Participants' contribution                               21,498             31,651           32,304            41,060
  Interest                                                                    15,039                             
                                                       ----------         ----------       ----------        ----------
    Total assets                                       $1,855,994         $4,027,678       $2,541,679        $3,344,335
          LIABILITIES                                       -                  -                -                 -
Net assets available for benefits                      $1,855,994          4,027,678        2,541,679        $3,344,335
                                                       ==========          =========        =========        ==========

</TABLE>
<PAGE>


<TABLE>
<CAPTION>

 
                                                                                               Non-
                                                                                            Participant
                                                            Participant Directed             Directed  
                                                        ---------------------------          --------  
                                                        Stock           Participant            Stock
          ASSETS                                        Fund               Loans               Fund               Total
                                                        ----               -----               ----               -----

<S>                                                    <C>                 <C>               <C>                <C>       
Investments at fair value (Note 2):
  Balanced Fund, 119,852 units at
  $15.27/unit (cost $1,857,046)                                                                                $ 1,830,133

Bankers Trust Pyramid GIC Fund
  3,873,304 units at $1.00/
  unit (cost $3,873,304)                                                                                         3,873,304

Guaranteed Investment Contracts                                                                                    101,022

Select Fund, 75,607 units at
  $33.10/unit (cost $3,007,613)                                                                                  2,502,585

Hunt Manufacturing Co., 199,123
  shares at $13.50/share
  (cost $3,097,122)                                   $1,308,067                            $1,380,098           2,688,165

Ultra Fund, 165,147 units at
  $19.95/unit (cost $3,109,808)                                                                                  3,294,681

Participant loans (cost $0)                                               $13,057                                   13,057

Cash                                                      29,936                                                    29,936

Receivables:
  Employer's contribution                                  2,978                                                    29,387
  Participants' contribution                              17,582                                                   144,095
  Interest                                                                                                          15,039
                                                      ----------          -------           ----------         -----------
    Total assets                                       1,358,563           13,057            1,380,098          14,521,404
          LIABILITIES                                      -                -                                        -
Plan equity                                           $1,358,563          $13,057           $1,380,098         $14,521,404
                                                       =========           ======            =========          ==========
</TABLE>



    The accompanying notes are an integral part of the financial statements.

                                      PF-3


<PAGE>

                             HUNT MANUFACTURING CO.
                                  SAVINGS PLAN

           STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
                              WITH FUND INFORMATION
                      for the year ended December 31, 1995
<TABLE>
<CAPTION>

 
                                                                                                                              
                                                                                                                              
                                                                                 Participant Directed                         
                                                        ----------------------------------------------------------------------
                                                        Balanced           Blended           Select            Ultra          
          ADDITIONS                                       Fund            GIC Trust           Fund             Fund           
                                                          ----            ---------           ----             ----           

<S>                                                    <C>                 <C>              <C>              <C>              
Investment income:
  Dividends                                            $  192,784                          $  410,693         $  237,926
  Interest                                                                $  219,697                                          

Contributions: 
  Participants'                                           294,985            564,737          499,037            628,296
  Employer's                                               56,260            108,456           96,930            110,024 

Net appreciation (depreciation) 
 in fair value of assets                                  196,236                             173,997          1,056,051
                                                        ---------         ----------       ----------         ----------
     Total additions                                      740,265            892,890        1,180,657          2,032,297
                                                        ---------         ----------       ----------         ----------

         DEDUCTIONS

Benefits paid to participants                             (200,865)          (314,596)        (133,686)          (192,718)

Management fees                                            (2,340)            (6,012)          (2,722)            (1,243)     

Forfeitures                                                (1,792)            (1,169)            (293)            (1,060)
                                                        ---------         ----------       ----------         ----------
     Total deductions                                    (204,997)          (321,777)        (136,701)          (195,021)
                                                        ---------         ----------       ----------         ----------
Interfund transfers                                       (91,751)           257,696         (195,149)           (39,545)
                                                        ---------         ----------       ----------         ----------
     Net increase (decrease)                              443,517            828,809          848,807          1,797,731

Net assets available for benefits:
  Beginning of year                                     1,855,994          4,027,678        2,541,679          3,344,335     
                                                        ---------         ----------       ----------         ----------

  End of year                                          $2,299,511         $4,856,487       $3,390,486         $5,142,066
                                                       ==========         ==========       ==========         ==========

</TABLE>
<PAGE>


<TABLE>
<CAPTION>

 
                                                                                                       Non-
                                                                                                    Participant
                                                             Participant Directed                    Directed  
                                                  ------------------------------------------         --------  
                                                  Stock         Value            Participant          Stock                        
          ASSETS                                  Fund          Fund                Loans              Fund            Total
                                                  ----          -----             -----------       --------         ----------
                                                                                                                     
<S>                                              <C>             <C>            <C>                                <C>       
Investment income:
  Dividends                                     $   36,130     $   19,480                          $   45,045       $  942,058
  Interest                                                                      $   30,520                             250,217      

Contributions: 
  Participants'                                    204,376         14,818                                            2,206,249
  Employer's                                        35,944          2,360                             324,742          734,716

Net appreciation (depreciation) 
 in fair value of assets                           339,024         (2,829)                            465,047        2,227,526
                                                 ---------     ----------       ----------         ----------       ----------
     Total additions                               615,474         33,829           30,520            834,834        6,360,766
                                                 ---------     ----------       ----------         ----------       ----------
         DEDUCTIONS

Benefits paid to participants                     (122,525)                         (9,955)           (94,092)       (1,068,437)

Management fees                                       (239)          (109)                                              (12,665)  

Forfeitures                                                                                                              (4,314)
                                                 ---------     ----------       ----------         ----------       ------------
     Total deductions                             (122,764)          (109)          (9,955)           (94,092)       (1,085,416)
                                                 ---------     ----------       ----------         ----------       ------------
Interfund transfers                               (670,482)       194,321          584,481            (39,571)
                                                 ---------     ----------       ----------         ----------       -----------
     Net increase (decrease)                      (177,772)       228,041          605,046            701,171         5,275,350

Net assets available for benefits:
  Beginning of year                              1,358,563                          13,057          1,380,098        14,521,404
                                                 ---------     ----------       ----------         ----------       -----------

  End of year                                   $1,180,791     $  228,041       $  618,103         $2,081,269       $19,796,754
                                                ==========     ==========       ==========         ==========       ===========
</TABLE>
    The accompanying notes are an integral part of the financial statements.

                                      PF-4
<PAGE>

                             HUNT MANUFACTURING CO.
                                  SAVINGS PLAN

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION

                      for the year ended December 31, 1994
<TABLE>
<CAPTION>

                                                                          

                                                                                                                             
                                                                                                                             
                                                                             Participant Directed                            
                                                   --------------------------------------------------------------------------
                                                    Balanced           Blended             Select           Ultra            
          ADDITIONS                                   Fund            GIC Trust             Fund            Fund             
                                                      ----            ---------             ----            ----             
<S>                                                <C>                <C>                <C>              <C>                
Additions:
  Investment income:
    Dividends                                      $   81,007                            $  217,365       $  102,719         
    Interest                                                          $  298,043                                             

  Contributions:
    Participants'                                     309,396            519,093            492,066          619,828         
    Employer's                                         59,081            103,808             97,485          115,132         
                                                   ----------         ----------         ----------       ----------         

          Total additions                             449,484            920,944            806,916          837,679         
                                                   ----------         ----------         ----------       ----------         

          DEDUCTIONS

Deductions:
  Benefits paid to participants                       (84,315)          (286,395)          (149,565)        (152,833)        
  Net depreciation in fair value
    of investments                                    (79,401)                             (427,401)        (210,578)        
  Forfeitures                                                             (4,456)                                            
                                                   ----------         ----------         ----------       ----------         

          Total deductions                           (163,716)          (290,851)          (576,966)        (363,411)        
                                                   ----------         ----------         ----------       ----------         

Interfund transfers                                  (265,718)           183,269           (101,655)            (893)        
                                                   ----------         ----------         ----------       ----------         

          Net increase                                 20,050            813,362            128,295          473,375         

Net assets available for benefits:
  Beginning of year                                 1,835,944          3,214,316          2,413,384        2,870,960         
                                                   ----------         ----------         ----------       ----------         
  End of year                                      $1,855,994         $4,027,678         $2,541,679       $3,344,335         
                                                   ==========         ==========         ==========       ==========         

</TABLE>
<PAGE>

<TABLE>
<CAPTION>

                                                                          

                                                                                             Non-
                                                                                         Participant
                                                          Participant Directed            Directed  
                                                   -----------------------------          --------  
                                                     Stock           Participant            Stock
          ADDITIONS                                  Fund               Loans               Fund               Total
          ---------                                  ----               -----               ----               -----
<S>                                                <C>                 <C>               <C>                <C>         
Additions:
  Investment income:
    Dividends                                      $   29,828                            $   35,079         $   465,998
    Interest                                                           $   748                                  298,791

  Contributions:
    Participants'                                     213,602                                                 2,153,985
    Employer's                                         37,003                               309,064             721,573
                                                   ----------          -------           ----------         ----------- 

          Total additions                             280,433              748              344,143           3,640,347
                                                   ----------          -------           ----------         ----------- 

          DEDUCTIONS

Deductions:
  Benefits paid to participants                       (73,642)                              (51,751)           (798,501)
  Net depreciation in fair value
    of investments                                   (181,118)                             (240,210)         (1,138,708)
  Forfeitures                                                                                                    (4,456)
                                                   ----------          -------           ----------         ----------- 

          Total deductions                           (254,760)                             (291,961)         (1,941,665)
                                                   ----------          -------           ----------         ----------- 

Interfund transfers                                   178,207            6,790                                          
                                                   ----------          -------           ----------         ----------- 

          Net increase                                203,880            7,538               52,182           1,698,682

Net assets available for benefits:
  Beginning of year                                 1,154,683            5,519            1,327,916          12,822,722 
                                                   ----------          -------           ----------         ----------- 
  End of year                                      $1,358,563          $13,057           $1,380,098         $14,521,404 
                                                   ==========          =======           ==========         =========== 
</TABLE>




    The accompanying notes are an integral part of the financial statements.

                                      PF-5









<PAGE>
                             HUNT MANUFACTURING CO.
                                  SAVINGS PLAN
           STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
                              WITH FUND INFORMATION
                      for the year ended December 31, 1993
<TABLE>
<CAPTION>
                                                                                                                                   
                                                                           Participant Directed                              
                                            ---------------------------------------------------------------------------------------
                                            Balanced            Blended           Select            Ultra             Stock       
                                              Fund             GIC Trust           Fund             Fund              Fund         
                                              ----             ---------           ----             ----              ----         
<S>                                         <C>                                   <C>               <C>               <C>         
ADDITIONS
Additions:
  Investment income:
  Net appreciation in fair
    value of investments                    $   58,304                            $    4,345        $  412,252        $  142,225  
  Dividends                                     48,307                               363,702                              28,395  
  Interest                                                     $  193,226                                                         
Contributions:
  Participants'                                316,174            530,729            426,693           505,300           206,041  
  Employer's                                    63,110            104,855             88,112            95,340            35,938  
                                             ---------          ---------          ---------         ---------          --------  

     Total additions                           485,895            828,810            882,852         1,012,892           412,599  
                                             ---------          ---------          ---------         ---------          --------  

DEDUCTIONS
Deductions:
  Benefits paid to participants                (72,387)          (428,671)          (153,685)          (96,262)           (9,656)  
  Forfeitures                                                      (3,174)                                                         
                                             ---------          ---------          ---------         ---------          --------   
     Total deductions                          (72,387)          (431,845)          (153,685)          (96,262)           (9,656)  
                                             ---------          ---------          ---------         ---------          --------   
Interfund transfers                          1,411,784          2,739,656          1,672,939         1,929,267          (417,622)  
                                             ---------          ---------          ---------         ---------          --------   

  Net increase before asset
  transfer from the
  Seal Products, Inc.
  Savings Plan for the
  Naugatuck, Connecticut
  Bargaining Unit                            1,825,292          3,136,621          2,402,106         2,845,897           (14,679)  

Transfer of net assets from Seal
  Products, Inc. Savings Plan
  for the Naugatuck, Connecticut
  Bargaining Unit (see Note 8)                  10,652             77,695             11,278            25,063               626   
                                             ---------          ---------          ---------         ---------          --------   
     Net increase (decrease)                 1,835,944          3,214,316          2,413,384         2,870,960           (14,053)  
Net assets available for benefits:
  Beginning of year                                                                                                    1,168,736   
                                             ---------          ---------          ---------         ---------          --------   
  End of year                               $1,835,944         $3,214,316         $2,413,384        $2,870,960        $1,154,683   
                                            ==========         ==========         ==========        ==========        ==========   
</TABLE>
<PAGE>

<TABLE>
<CAPTION>


                                                                                                       Non-
                                                                                                   Participant
                                                         Participant Directed                       Directed  
                                         ---------------------------------------------------        --------  
                                         Income             Equity               Participant         Stock
                                          Fund               Fund                   Loans             Fund                 Total
                                          ----               ----                   -----             ----                 -----
<S>                                                                                                <C>                  <C>       
ADDITIONS
Additions:
  Investment income:
  Net appreciation in fair
    value of investments                                                                           $  176,171           $  793,297
  Dividends                                                                                            28,805              469,209
  Interest                                                                         $  525                                  193,751
Contributions:
  Participants'                                                                                                          1,984,937
  Employer's                                                                                          300,603              687,958
                                         ----------         ----------              -----          ----------            ---------

     Total additions                                                                  525             505,579            4,129,152
                                         ----------         ----------              -----          ----------            ---------

DEDUCTIONS
Deductions:
  Benefits paid to participants                                                                       (63,825)          (824,486)
  Forfeitures                                                                                                             (3,174)
                                         ----------         ----------              -----          ----------            ---------
     Total deductions                                                                                 (63,825)          (827,660)
                                         ----------         ----------              -----          ----------            ---------
Interfund transfers                      (5,405,275)        (1,935,743)             4,994                                        
                                         ----------         ----------              -----          ----------            ---------

  Net increase before asset
  transfer from the
  Seal Products, Inc.
  Savings Plan for the
  Naugatuck, Connecticut
  Bargaining Unit                        (5,405,275)        (1,935,743)             5,519             441,754            3,301,492

Transfer of net assets from Seal
  Products, Inc. Savings Plan
  for the Naugatuck, Connecticut
  Bargaining Unit (see Note 8)                                                                                             125,314
                                         ----------         ----------              -----          ----------                    
     Net increase (decrease)             (5,405,275)        (1,935,743)             5,519          $  441,754            3,426,806
                                         ----------         ----------              -----          ----------            ---------
Net assets available for benefits:
  Beginning of year                       5,405,275          1,935,743                                886,162            9,395,916
                                         ----------         ----------              -----                                        
  End of year                                 -                  -                 $5,519          $1,327,916          $12,822,722
                                         ==========         ==========              =====          ==========          ===========
</TABLE>


    The accompanying notes are an integral part of the financial statements.

                                      PF-6


<PAGE>

                             HUNT MANUFACTURING CO.
                                  SAVINGS PLAN

                          NOTES TO FINANCIAL STATEMENTS
                                     _______

1.      Description of Plan:

        The following provides a description of the Hunt Manufacturing Co.
        Savings Plan (Plan).

                General:

        The Plan is a defined contribution plan which provides individual
        accounts for each participant.  The Plan is designed to comply
        with the requirements of the Employee Retirement Income Security
        Act of 1974, as amended (ERISA) and with the requirements of
        Sections 401(a) and 401(k) of the Internal Revenue Code of 1986,
        as amended (Code).

                Eligibility and Participation:

        Generally, all active associates (i. e. employees including
        officers) of Hunt Manufacturing Co. (Company) and of any other
        participating company are eligible to participate in the Plan upon
        meeting the applicable service requirements.  Leased employees,
        non-resident aliens and associates who are covered by a collective
        bargaining agreement to which the Company or any participating
        company is a party (unless the collective bargaining agreement
        specifically or otherwise provides) are not eligible to
        participate in the Plan.  Associates who work in full-time,
        temporary positions as part of an undergraduate or graduate degree
        program, college students enrolled in a degree program or high
        school graduates matriculating in a degree program who assume
        temporary employment with a participating company during the
        summer months, and associates who are hired for a specific length
        of time of no more than 18 consecutive months are eligible to
        participate in the Plan, but only if such associates complete a
        minimum of 1,000 hours of service during the plan year.
        Bargaining unit employees of Seal Products Incorporated became
        eligible to participate in the Plan effective January 1, 1993 as a
        result of the merger into the Plan of the Seal Products
        Incorporated Savings Plan for the Naugatuck, Connecticut
        Bargaining Unit effective January 1, 1993 (see Note 8).

        Eligible associates who have completed at least one year of
        service, as of any January 1, April 1, July 1, or October 1 are
        eligible to participate in the Associate Pre-Tax Contribution and
        Matching Contribution portions of the Plan.  Effective January 1,
        1995, certain officers and directors became ineligible for
        matching contributions.  Eligible associates, other than certain
        officers and directors who have completed at least two consecutive
        years of service, as of any December 1, are eligible for
        participation in the Basic Contribution portion of the Plan
        provided such eligible associate is employed by a participating
        company on December 1 of the plan year for which the Basic
        Contribution is being made.

                                    Continued
                                      PF-7



<PAGE>

                    NOTES TO FINANCIAL STATEMENTS, Continued
                                     _______


1.      Description of Plan, continued:

                Contributions:

        Contributions to the Plan are made by the Company and other
        participating companies on their own behalf, and in the case of
        Associate Pre-Tax Contributions, on behalf of the participants whose
        salaries have been reduced.  Subject to the limitations of the Plan and
        the Code, participants may authorize the Company and other
        participating companies to withhold each year up to 15% (prior to
        January 1, 1993 the limit was 10%) of their annual pre-tax compensation
        (i. e., compensation excluding taxable employee benefits of any kind
        but including Associate Pre-Tax Contributions and participant salary
        reduction contributions to a cafeteria plan under Section 125 of the
        Code) for Associate Pre-Tax Contributions to the Plan but not to exceed
        a Code limit adjusted annually for inflation ($8,994 for 1993, $9,240
        for 1994 and 1995).  The Company and other participating companies, in
        turn, will make Matching Contributions on behalf of participants equal
        to $.25 for each $1.00 of Associate Pre-Tax Contributions up to 6% of
        the participant's pre-tax compensation for each year subject to the
        limitations of the Plan and the Code.

        The Company also may make an annual Basic Contribution of up to 1% of
        the base rate of pay (90% of the base rate of pay of salesmen, 100% of
        the base rate for other associates) on behalf of eligible associates,
        except for certain officers and directors, whether or not such
        associates make contributions to the Plan.  The associate's base rate
        of pay is the associate's annual compensation determined as of June 1
        of any plan year, excluding overtime, bonuses, cash awards and stock
        awards under the Company's Long-Term Incentive Plan, and taxable
        employee benefits of any kind but including Associate Pre-Tax
        Contributions and participant salary reduction contributions to a
        cafeteria plan under Section 125 of the Code.  In no event may the
        annual compensation of any participant taken into account under the
        Plan exceed a Code limit adjusted annually for inflation ($235,840
        for 1993 and $150,000 for 1994 and 1995).  Such Basic Contributions can
        only be invested in the Stock Fund and are not transferable to other
        funds.  In order to receive a Basic Contribution for a given plan year,
        a participant must be employed by a participating company on December 1
        of such plan year.

        Associate Pre-Tax Contributions are contributed to the Plan within 30
        days following the pay period or 30 days following the end of the plan
        year for which such contributions are being made, whichever is earlier,
        and Matching Contributions and Basic Contributions are contributed to
        the Plan no later than the due date, including any extensions, for the
        filing of the Company's federal tax return for the taxable year which
        includes the last day of the plan year for which such contributions are
        being made.  Participants may also make rollover contributions to the
        Plan of qualifying distributions from other qualified plans.




 
                                    Continued
                                      PF-8


<PAGE>

                    NOTES TO FINANCIAL STATEMENTS, Continued
                                     _______



1.      Description of Plan, continued:

                Vesting:

        A participant's Associate Pre-Tax Contributions (and the earnings
        thereon) and Basic Contributions (and the earnings thereon) are
        always 100% vested and nonforfeitable.

        If, while in the service of the Company or any other participating
        company, a participant attains age 65, becomes permanently and totally
        disabled, or dies, the full value of the Matching Contributions (and
        the earnings less any losses thereon) allocated to such participant's
        accounts becomes vested in the participant (or in such participant's
        successor in the event of death) and is nonforfeitable.  Prior to the
        occurrence of such an event, the value of the Matching Contributions
        (and the earnings less any losses thereon) will vest in a participant,
        based on such participant's years of service for vesting (years in
        which a participant completes 1,000 or more hours of service commencing
        with the date of hire), as indicated in the following table:

                Less than 1 year                                   0%
                1 year                                            20%
                2 years                                           40%
                3 years                                           60%
                4 years                                           80%
                5 years or more                                  100%

        If a participant terminates employment for reasons other than death,
        total disability or retirement, the person is not fully vested and the
        present value of his or her vested account balance does not exceed
        $3,500, or if it does exceed $3,500, his or her vested account balance
        is distributed to such separated participant at his or her request, the
        participant forfeits the nonvested balance in his or her account upon
        distribution of his or her entire vested account balance.  In such
        case, if the participant is re-employed, he or she may repay the amount
        distributed to him or her before he or she incurs five consecutive one-
        year breaks in service, and his or her account will be restored.  If
        the terminated participant's vested account balance exceeds $3,500 and
        such participant does not consent to the immediate distribution of his
        or her vested account balance, the participant forfeits the nonvested
        balance upon his or her incurring five consecutive one-year breaks in
        service.

                Withdrawals and Distributions:

        Distributions are made according to the vested interest to which
        participants are entitled upon retirement, termination, death or
        disability.  Upon retirement, the participant's vested interest will be
        distributed in one lump sum payment, in cash, unless the participant
        elects to receive that portion invested in the Stock Fund in whole
        shares of common stock or in any combination of stock and cash.  A
        participant may also withdraw any portion of his or her vested account
        balances after he or she attains age 59-1/2.  Otherwise, withdrawals
        before termination of employment are allowed only in cases of hardship
        as determined in accordance with the terms of the Plan.

                                    Continued
                                      PF-9

<PAGE>
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                     _______


1.      Description of Plan, continued:

                Disposition of Forfeitures:

        Forfeitures of Matching Contributions resulting from the
        termination of participants with less than fully vested
        rights under the Plan shall be applied to restore forfeitures
        and then to reduce Matching Contributions to the Plan.

                Plan Amendment and 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.  In the
        event of Plan termination, the net assets of the Plan will be
        distributed to Plan participants and beneficiaries in
        proportion to their respective account balances which will be
        fully vested as a result of such termination.  The Company
        may also amend the Plan at any time, subject to certain
        restrictions.

2.      Summary of Significant Accounting Policies:

                Basis of Accounting

        The accompanying financials are prepared on the accrual basis
        of accounting.

                Investment Valuation:

        The common stock of Hunt Manufacturing Co. is stated at fair
        value, which represents the closing price of the stock as
        listed on the New York Stock Exchange on the last trading day
        of the plan year.  Investments in the Twentieth Century
        Investors, Inc., Balanced, Bankers Trust Pyramid GIC, Select,
        Ultra and Value Funds are stated at the unit value published
        as of the end of the plan year.  The Blended GIC Trust
        includes Guaranteed Investment Contracts which are stated at
        cost plus accrued interest.  Based on available information
        at December 31, 1995, 1994 and 1993, the Company believes
        that the fair value of the Guaranteed Investment Contracts is
        not significantly different from cost plus accrued interest.
        Investments in the Equity Fund are stated at the unit value
        published by the fund as of the end of the plan year.

                Investment Income:

        Dividend income is recorded on the ex-dividend date.  Income
        from other investments is recorded as earned on the accrual
        basis.


                                    Continued

                                      PF-10


<PAGE>
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                     _______


2.      Summary of Significant Accounting Policies, continued:

        Purchases and sales of securities are reflected on a trade-
        date basis.  Gain or loss on sales of securities is based on
        average cost.

        The Plan presents in the statements of changes in net assets
        the net appreciation (depreciation) in the fair market value
        of its investments which consists of the realized gains or
        losses and the unrealized appreciation (depreciation) on
        those investments.

                Plan Expenses:

        Administrative expenses of the Plan and brokerage fees
        relating to purchases within the Stock Fund were paid by the
        Company for the years ended December 31, 1994 and 1993.

        Administrative expenses were paid by the Plan for the year
        ended December 31, 1995.  Brokerage fees relating to
        purchases within the Stock Fund will be paid from the account
        of the participant to which such purchases relate.

                Payment of Benefits:

        Benefits are recorded when paid.

                Use of Estimates

        The preparation of financial statements in conformity with
        generally accepted accounting principles requires management
        to make significant estimates and assumptions that affect the
        reported amounts of assets and liabilities and disclosures of
        contingent assets and liabilities at the date of the
        financial statements and the reported amounts of revenue and
        expenses during the reporting period.  Actual results could
        differ from those estimates.

                Risks and Uncertainties

        The Plan provides for various investment options in any
        combination of stocks, bonds, fixed income securities, mutual
        funds, and other investment securities.  Investment
        securities are exposed to various risks, such as interest
        rate, market and credit.  Due to the level of risk associated
        with certain investment securities and the level of
        uncertainty related to changes in the value of investment
        securities, it is at least reasonably possible that changes
        in risks in the near term would materially affect
        participants' account balances and the amounts reported in
        the statement of net assets available for plan benefits and
        the statement of changes in net assets available for plan
        benefits.

                                    Continued
                                      PF-11


<PAGE>

                    NOTES TO FINANCIAL STATEMENTS, Continued
                                     _______



3.      Investment Program:

        Contributions to the Plan are invested, as directed by the
        participants (except for Basic Contributions which are
        invested in the Non-Participant Directed Stock Fund), in the
        following funds as described below:

           (1)    Balanced Fund - a fund that uses common stocks and
                  fixed income securities to provide growth opportunities
                  as well as income.  The Fund has approximately 60% of
                  its assets in growth stocks and the remainder in fixed
                  income securities.  The fixed income portion of the
                  fund is invested in a diversified portfolio of
                  investment-grade bonds with an average weighted
                  portfolio maturity of three to ten years.

           (2)    Blended GIC Trust - is a fixed income fund made up of
                  two different parts.  The first part consists of
                  individual Guaranteed Investment Contracts (GIC's)
                  previously purchased by the plan.  The second part
                  consists of all new investments which are made in the
                  Bankers Trust Pyramid GIC Fund.  The Bankers Trust
                  Pyramid GIC Fund invests primarily in guaranteed
                  investment contracts issued by major financial
                  institutions including banks and life insurance
                  companies.

                  The Blended GIC Trust is a conservative fixed income
                  fund in which principal is protected from market vola-
                  tility.  By retaining the individual GIC's and invest-
                  ing in the Bankers Trust Pyramid GIC Fund, the Blended
                  GIC Trust attempts to provide yields that are higher
                  than money market funds and certificates of deposit, as
                  well as to provide a relatively predictable annual
                  return.  The annual interest rates are as follows:

                                                            Net Effective
                  Time of Deposit                        Annual Interest Rate
                  ---------------                        --------------------

             Funds deposited during 1995                 Principally 6.02% to
                                                         8.05% through 1996

             Funds deposited during 1994                 Principally
                                                         7.31% to 9.10%
                                                         through 1995

             Funds deposited during 1993                 Principally 7.42%
                                                         to 9.1% through 1994





                                    Continued
                                      PF-12

<PAGE>
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                     _______


 3.      Investment Program, continued:

         (3)     Select Fund - a fund that invests only in stocks that pay
                 dividends.  Securities are chosen primarily for their growth
                 potential, however, and return from investment income may
                 not be significant.

         (4)     Ultra Fund - a fund that seeks capital growth over time by
                 investing in companies with accelerating growth trends.

         (5)     Value Fund - a fund that seeks long-term capital growth by
                 investing in securities of well established companies that
                 are believed to be undervalued at the time of purchase.

         (6)     Stock Fund - a fund consisting of common stock of Hunt Manu-
                 facturing Co. purchased in the open market, or directly from
                 the Company.

         There were 1,771 and 1,371 Plan participants at December 31, 1995
         and 1994, respectively, who participated in one or more of the
         investment funds.  At December 31, 1995 and 1994, the number of
         participants selecting each of the investment funds for their
         contributions was as follows:

                                                   1995                1994
                                                   ----                ----
                                            
              Stock Fund                           1,267              1,232
              Capital Preservation Fund              666                603
              Balanced Fund                          431                374
              Select Fund                            672                594
              Ultra Fund                             559                549
              Value Fund                              26                  -

4.      Participant Loans:

        Participants may borrow from their fund accounts a minimum of
        $1,000 and up to a maximum equal to the lesser of $50,000 or 50
        percent of their account balance.  Loan transactions are treated
        as a transfer to (from) the investment fund from (to) the
        Participant Loans Fund.

        The period of repayment may not exceed five years.  Loans are
        required to be repaid through payroll deductions in equal periodic
        installments of principal and interest.  Loans are required to be
        collateralized by an assignment of a portion of the participant's
        interest in his or her account equal to the principal amount of
        the loan and supported by the participant's collateralized
        promissory note.  The interest rate on a loan is one percentage
        point above the prime rate as published in The Wall Street Journal





                                    Continued
                                      PF-13


<PAGE>

                    NOTES TO FINANCIAL STATEMENTS, Continued
                                     _______



4.      Participant Loans, continued:

        on the first business day of the month in which the loan is made.
        Participant loans mature from April 18, 1996 to June 14, 2001 and
        bore interest at 9.25% to 11% at December 31, 1995.

5.      Reconciliation of Financial Statements to Form 5500:

        The following is a reconciliation of net assets available for
        benefits per the financial statements to the Form 5500 for the
        years ended December 31, 1995 and 1994:
<TABLE>
<CAPTION>


                                                                                 1995                        1994
                                                                                 ----                        ----
<S>                                                                           <C>                         <C>        
Net assets available for benefits per the                                                                          
financial statements                                                          $19,796,754                 $14,521,404

Amounts allocated to withdrawing
participants                                                                     (275,823)                    (20,035)
                                                                              -----------                  ----------
Net assets available for benefits per the
Form 5500                                                                     $19,520,931                 $14,501,369
     ====                                                                     ===========                 ===========
</TABLE>

The following is a reconciliation of benefits paid to
participants per the financial statements to the Form 5500 for
the year ended December 31, 1995:
<TABLE>
<CAPTION>
<S>                                                                                                     <C>
Benefits paid to participants per the financial statements                                                $1,068,437

Add:  Amounts allocated to withdrawing participants at
      December 31, 1995                                                                                      275,823

Less:  Amounts allocated to withdrawing participants at
       December 31, 1994                                                                                     (20,035)
                                                                                                          ---------- 

Benefits paid to participants per the Form 5500                                                           $1,324,225 
                                                                                                          ========== 
</TABLE>


      Amounts allocated to withdrawing participants are recorded on
      the Form 5500 for benefit claims that have been processed and
      approved for payment prior to December 31 but not yet paid as
      of that date.

6.    Tax Status:

      The Internal Revenue Service has determined and informed the
      Company by a letter dated October 27, 1995 that the Plan and
      related trust are designed in accordance with applicable
      sections of the Internal Revenue Code (IRC).  The Plan has
      not been amended since receiving the determination letter.



                                    Continued
                                      PF-14
<PAGE>

                    NOTES TO FINANCIAL STATEMENTS, Continued
                                     _______



6.    Tax Status, continued:

      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.  Therefore, no
      provision for income taxes has been included in the Plan's
      financial statements.

7.    Guaranteed Investment Contracts:

      The cost and fair value of Guaranteed Investment Contracts held by
      the Plan at December 31, 1995 and 1994 are as follows:
<TABLE>
<CAPTION>


                                                       1995                                         1994          
                                              ------------------------------             -------------------------------           
                                                                      Fair                                        Fair
                                                Cost                 Value                  Cost                 Value
                                                ----                 -----                  ----                 -----
<S>                                            <C>                   <C>                  <C>                   <C>     
New England Mutual
Life Insurance Co.
Guaranteed Investment
Contracts                                      $19,713               $19,713              $101,022              $101,022
                                               -------               -------              --------              --------
                                               $19,713               $19,713              $101,022              $101,022
                                               =======               =======              ========              ========
</TABLE>


8.    Transfers of Net Assets to Plan:

      Effective January 1, 1993 certain employees of the Seal
      Products Incorporated Savings Plan for the Naugatuck,
      Connecticut Bargaining Unit became eligible to join the Plan.
      Accordingly, net assets attributable to the account balances
      of the eligible employees who participated in the Seal
      Products Incorporated Savings Plan for the Naugatuck,
      Connecticut Bargaining Unit prior to January 1, 1993 were
      transferred to the Plan.  The net amount transferred,
      $125,314, represented the account balances of eligible
      employees as of December 31, 1992.

9.    Change of Investment Manager, Recordkeeper and Trustee:

      Effective January 1, 1993, the Company engaged Twentieth
      Century Services, Inc. as investment manager and recordkeeper
      of the Plan.  Accordingly, net assets attributable to the
      account balances of eligible employees who participated in
      the Hunt Savings Plan as of December 31, 1992 were
      transferred to account balances held in trust by Twentieth




                                    Continued
                                      PF-15


<PAGE>



9.    Change of Investment Manager, Recordkeeper and Trustee,
      continued:

      Century Services, Inc.  For a description of the funds
      offered by Twentieth Century Services, Inc. see Note 3.  In
      connection with the change to Twentieth Century Services,
      Inc., United States Trust Company of New York became
      successor Trustee to the Plan.


                                      PF-16
<PAGE>

                                                                    Item 27(a)

                             HUNT MANUFACTURING CO.
                                  SAVINGS PLAN

                 Schedule of Assets Held for Investment Purposes
                              at December 31, 1995
     Pursuant to Item 27(a) Annual Return/Report of Employee Plan Form 5500



<TABLE>
<CAPTION>
                                          Description of Investment
                                          -------------------------                                               Fair
     Identity of Issuer                   Shares             Type                                  Cost           Value
     ------------------                   ------             ------                                ----           -----
<S>                                       <C>                <C>                                <C>            <C>
Hunt Manufacturing Co.                      186,913          Common Stock                       $ 2,878,173    $ 3,247,808

Twentieth Century Investors Funds:
  Balanced Funds                            133,676          Mutual Fund                          2,120,065      2,271,160
  Bankers Trust Pyramid GIC Fund          4,758,898          Mutual Fund                          4,758,898      4,758,898
  Select Fund                                93,809          Mutual Fund                          3,644,607      3,341,467
  Ultra Fund                                194,575          Mutual Fund                          4,001,097      5,080,348
  Value Fund                                 37,893          Mutual Fund                            226,784        223,572

New England Mutual Life Insurance Co.            --          Guaranteed Investment Contract          19,713         19,713
Participant Loans                                --          Participant loans with interest             
                                                               rates from 8% to 11%                      --        618,103
Cash                                             --                                                      73             73
                                                                                                -----------    -----------
                                                             Total investments                  $17,649,410    $19,561,142
                                                                                                ===========    ===========
</TABLE>
<PAGE>

                                                                    Item 27(d)

                             HUNT MANUFACTURING CO.
                                  SAVINGS PLAN

                 Schedule of Reportable Transactions, Continued
                      for the year ended December 31, 1995

                Reportable Under Section 2520.103-6, (c)(iii) of
                   Department of Labor Reporting Requirements

<TABLE>
<CAPTION>
                                                         Number of Transactions               Dollar Value
                                                         ----------------------         ------------------------      Net Gain
     Description of Security                             Purchases       Sales          Purchases       Sales         (Loss)*
     -----------------------                             ---------       -----          ---------    -----------      ----------
<S>                                                      <C>             <C>            <C>          <C>              <C>
Twentieth Century Investors - Ultra Fund                      142          95            $3,905,627   $3,176,012       $ 706,979

Twentieth Century Investors - Select Fund                     127          93             1,170,278      505,392          59,112

Twentieth Century Investors - Balanced Fund                   123          80             1,466,589    1,221,797         110,126

Twentieth Century Investors - Bankers Trust Pyramid
  GIC Fund                                                    144          92             1,598,835      705,326              --

Twentieth Century Investors - Value Fund                       41          21             2,148,712    1,922,312         354,424

Hunt Manufacturing Co. Common Stock                            51          52               796,676      988,783        (132,721)
</TABLE>

*Using the Current Value Method

<PAGE>



                                                                   Exhibit 23(b)





                       CONSENT OF INDEPENDENT ACCOUNTANTS




        We consent to the incorporation by references in the Hunt Manufacturing
Co. 1995 Savings Plan Form S-8 Registration Statements (Registration Nos.
33-6359 and 33-57103) of our report dated May 13, 1996 on our audits of the
financial statements of the Hunt Manufacturing Co. Savings Plan as of December
31, 1995 and 1994 and for the years ended December 31, 1995, 1994, and 1993
which report is included in this Form 10-K/A which is Amendment No. 1 to Hunt
Manufacturing Co.'s 1995 Annual Report on Form 10-K.






COOPERS & LYBRAND L.L.P.








2400 Eleven Penn Center
Philadelphia, Pennsylvania
June 20, 1996






© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission