SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[ x ] Annual Report Pursuant to Section 15(d) of the Securities
Exchange Act of 1934
[No fee required]
For the fiscal year ended December 31, 1996
_________________
OR
[ ] Transition Report Pursuant to Section 15(d) of the Securities
Exchange Act of 1934
[No fee required]
For the transition period from ______________________ to ______________________
Commission file number is unassigned (Form S-8 Reg. No. 333-17473)
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
ILLINOIS TOOL WORKS INC.
3600 W. LAKE AVENUE
GLENVIEW, ILLINOIS 60025-5811
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees have duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized on this 20th day of June, 1997.
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
by /s/ John Karpan
------------------------------------------------
John Karpan, Member of Employee Benefits Committee
and Senior Vice President
Human Resources
<PAGE>
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
FINANCIAL STATEMENTS AND SCHEDULES
AS OF DECEMBER 31, 1996 AND 1995
TOGETHER WITH AUDITORS' REPORT
EMPLOYER IDENTIFICATION NUMBER 36-1258310
PLAN NUMBER 003
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To the Employee Benefits Committee of
Illinois Tool Works Inc.:
We have audited the accompanying statements of net assets available for Plan
benefits of the ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN as of
December 31, 1996 and 1995, and the related statement of changes in net assets
available for Plan benefits for the year ended December 31, 1996. These
financial statements and schedules referred to below are the responsibility of
the Plan's management. Our responsibility is to express an opinion on these
financial statements and schedules 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, 1996 and 1995, and the changes in net assets available for benefits
for the year ended December 31, 1996, in conformity with generally accepted
accounting principles.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedules of assets held for
investment purposes and 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 supplemental schedules have been
subjected to the auditing procedures applied in the audit of the basic financial
statements and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
ARTHUR ANDERSEN LLP
Chicago, Illinois,
June 3, 1997
<PAGE>
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
----------------------------------------------------
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
----------------------------------------------------
AS OF DECEMBER 31, 1996 AND 1995
--------------------------------
Employer Identification Number 36-1258310, Plan Number 003
----------------------------------------------------------
1996 1995
------------ ------------
ASSETS:
Investments at fair value-
Invested cash-
Stable Asset Fund $ 10,362,826 $ 2,921,309
Restricted Stable Asset Fund 58,320 17,358
Long-term fixed income contracts-
Stable Asset Fund 102,559,598 116,691,783
Restricted Stable Asset Fund (Note 8) 6,193,587 6,240,747
Mutual funds-
Putnam Money Market Fund 39,891,405 38,163,068
Putnam Income Fund 8,926,870 7,582,588
Putnam Asset Allocation Fund-
Conservative Portfolio 5,956,323 2,404,563
Balanced Portfolio 92,445,212 74,274,084
Growth Portfolio 55,988,468 45,254,139
Fidelity Investments Magellan Fund 120,454,825 148,007,510
Putnam New Opportunities Fund 97,845,212 52,063,385
Common stock-
Illinois Tool Works Inc.
Common Stock Fund 61,790,456 34,912,884
Participant loans-
Loan Fund 18,532,782 16,639,189
------------ ------------
Total investments 621,005,884 545,172,607
------------ ------------
Receivables-
Company contributions 0 567,182
Participant contributions 0 585,714
Investment income 45,090 1,936
Transfer from other plans 70,166,912 0
------------ ------------
Total receivables 70,212,002 1,154,832
------------ ------------
Total assets 691,217,886 546,327,439
------------ ------------
LIABILITIES:
Fees payable 125,774 2,784
------------ ------------
Net assets available for
Plan benefits $691,092,112 $546,324,655
============ ============
The accompanying notes to the financial statements
are integral parts of these statements.
<PAGE>
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
----------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
--------------------------------------------------------------
WITH FUND INFORMATION
---------------------
FOR THE YEAR ENDED DECEMBER 31, 1996
------------------------------------
Employer Identification Number 36-1258310, Plan Number 003
----------------------------------------------------------
Putnam Putnam
Money Stable Asset Income
Market Fund Fund Fund
----------- ------------ ---------
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 1,892,184 $ 6,857,253 $ 582,356
Net appreciation (depreciation) on
investments 0 0 (259,023)
Investment expense (177,307) (3,062) (780)
----------- ------------ ----------
Net investment income 1,714,877 6,854,191 322,553
----------- ------------ ----------
Contributions-
Participants 737,292 1,618,336 1,111,231
Company 256,971 603,116 389,275
----------- ------------ ----------
Total contributions 994,263 2,221,452 1,500,506
----------- ------------ ----------
Benefits paid to participants (4,858,306) (9,928,589) (694,214)
----------- ------------ ----------
Loans and net interfund transfers 3,012,871 (7,888,099) (72,665)
----------- ------------ ----------
Transfers from other plans 991,774 2,835,144 956,123
----------- ------------ ----------
Net increase (decrease) 1,855,479 (5,905,901) 2,012,303
NET ASSETS AVAILABLE:
Beginning of year 38,463,077 119,679,429 7,619,390
----------- ------------ ----------
End of year $40,318,556 $113,773,528 $9,631,693
=========== ============ ==========
The accompanying notes to the financial statements
are integral parts of these statements.
<PAGE>
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
-----------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
--------------------------------------------------------------
WITH FUND INFORMATION
---------------------
FOR THE YEAR ENDED DECEMBER 31, 1996
------------------------------------
Employer Identification Number 36-1258310, Plan Number 003
----------------------------------------------------------
Putnam Asset Putnam Asset Putnam Asset
Allocation Allocation Allocation
Fund Fund Fund
Conservative Balanced Growth
Portfolio Portfolio Portfolio
------------ ------------ ------------
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 365,468 $ 6,920,786 $ 3,070,390
Net appreciation (depreciation)
on investments 96,551 6,917,353 5,669,284
Investment expense (296) (2,036) (2,063)
---------- ------------ -----------
Net investment income 461,723 13,836,103 8,737,611
---------- ------------ -----------
Contributions-
Participants 415,396 1,729,426 1,718,926
Company 137,716 526,339 610,117
---------- ------------ -----------
Total contributions 553,112 2,255,765 2,329,043
---------- ------------ -----------
Benefits paid to participants (280,538) (6,585,584) (1,883,886)
---------- ------------ -----------
Loans and net interfund transfers 2,804,395 835,542 95,621
---------- ------------ -----------
Transfers from other plans 0 58,276,782 2,905,652
---------- ------------ -----------
Net increase (decrease) 3,538,692 68,618,608 12,184,041
NET ASSETS AVAILABLE:
Beginning of year 2,417,631 74,326,303 45,305,632
---------- ------------ -----------
End of year $5,956,323 $142,944,911 $57,489,673
========== ============ ===========
The accompanying notes to the financial statements
are integral parts of these statements.
<PAGE>
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
----------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
--------------------------------------------------------------
WITH FUND INFORMATION
---------------------
FOR THE YEAR ENDED DECEMBER 31, 1996
------------------------------------
Employer Identification Number 36-1258310, Plan Number 003
----------------------------------------------------------
Illinois Tool
Fidelity Works Inc. Putnam New
Investments Common Opportunities
Magellan Fund Stock Fund Fund
------------- ------------- -------------
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 21,017,006 $ 474,931 $ 757,695
Net appreciation depreciation
on investments (7,275,079) 14,827,045 5,069,635
Investment expense (32,522) (4,473) (4,649)
------------ ----------- ------------
Net investment income 13,709,405 15,297,503 5,822,681
------------ ----------- ------------
Contributions-
Participants 4,799,503 4,074,734 8,322,959
Company 1,699,814 1,549,617 3,025,004
------------ ----------- ------------
Total contributions 6,499,317 5,624,351 11,347,963
------------ ----------- ------------
Benefits paid to participants (7,392,789) (2,354,967) (5,067,886)
------------ ----------- ------------
Loans and net interfund transfers (41,682,048) 8,158,091 33,381,543
------------ ----------- ------------
Transfers from other plans 12,424,581 0 4,092,433
------------ ----------- ------------
Net increase (decrease) (16,441,534) 26,724,978 49,576,734
NET ASSETS AVAILABLE:
Beginning of year 148,194,435 35,060,553 52,360,911
------------ ----------- ------------
End of year $131,752,901 $61,785,531 $101,937,645
============ =========== ============
The accompanying notes to the financial statements
are integral parts of these statements.
<PAGE>
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
----------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
--------------------------------------------------------------
WITH FUND INFORMATION
---------------------
FOR THE YEAR ENDED DECEMBER 31, 1996
-------------------------------------
Employer Identification Number 36-1258310, Plan Number 003
----------------------------------------------------------
Restricted
Stable Total
Asset Fund Loan Fund All Funds
---------- ----------- -----------
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 0 $ 1,396,719 $43,334,788
Net appreciation (depreciation)
on investments 0 0 25,045,766
Investment expense 0 0 (227,188)
---------- ----------- ------------
Net investment income 0 1,396,719 68,153,366
---------- ----------- ------------
Contributions-
Participants 0 0 24,527,803
Company 0 0 8,797,969
---------- ----------- ------------
Total contributions 0 0 33,325,772
---------- ----------- ------------
Benefits paid to participants (6,198) (995,462) (40,048,419)
---------- ----------- ------------
Loans and net interfund transfers 0 1,354,749 0
---------- ----------- ------------
Transfers from other plans 0 854,249 83,336,738
---------- ----------- ------------
Net increase (decrease) (6,198) 2,610,255 144,767,457
NET ASSETS AVAILABLE:
Beginning of year 6,258,105 16,639,189 546,324,655
---------- ----------- ------------
End of year $6,251,907 $19,249,444 $691,092,112
========== =========== ============
The accompanying notes to the financial statements
are integral parts of these statements.
<PAGE>
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
----------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
DECEMBER 31, 1996 AND 1995
--------------------------
Employer Identification Number 36-1258310, Plan Number 003
----------------------------------------------------------
1. DESCRIPTION OF THE PLAN AND INVESTMENT PROGRAM:
The following describes the major provisions of the Illinois Tool Works Inc.
Savings and Investment Plan ("the Plan") and provides only general information.
Participants should refer to the Plan document for a more complete description
of the Plan's provisions.
General
The Plan is a defined contribution plan in which employees of participating
business units of Illinois Tool Works Inc. and its wholly owned subsidiaries
(the "Company") are eligible to participate in the Plan following completion of
one year of service with the Company and attaining age 21. Established on
November 16, 1967, and last amended on July 1, 1994, the Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974 ("ERISA").
Putnam Fiduciary Trust Company (the "Trustee") serves as trustee, recordkeeper
and investment manager of the Plan. Fidelity Investments serves as investment
manager for amounts invested in the Magellan Fund.
Effective January 1, 1997, the following changes occurred with respect to Plan
eligibility and contributions: (a) qualified employees of participating business
units of the Company are eligible to join the Plan immediately upon hire (b)
participation may begin in the first pay period of the month following
eligibility and (c) after participants have completed 12 months of service, the
Company will match the first 5% of contributions in accordance with existing
Plan provisions.
Participant and Company Contributions
Participants may contribute amounts from a minimum of 1% to a maximum of 10% of
eligible compensation to their pre-tax and after-tax accounts. Effective January
1, 1997, the Plan's maximum contribution percentage was increased to 15% of
eligible compensation. Participants may change their contribution percentages
with each payroll.
The Company contributes to the participants' accounts based on the participants'
contributions as follows:
Percentage of
Participants' Compensation
---------------------------
Participants' Company
Contribution Contribution
------------ ------------
1% 1.0%
2 1.5
3 2.0
4 2.5
5-10 3.0
===== ====
Participants may elect to allocate any contribution in multiples of 1% to the
investment funds.
Investment Options
The investment fund options are as follows:
a. PUTNAM MONEY MARKET FUND invests in a portfolio of
high-quality money market instruments.
b. STABLE ASSET FUND consists primarily of a diversified
portfolio of high-quality, fixed-income investments. The
fund's holdings include investment contracts issued by major
insurance companies and banks.
c. PUTNAM INCOME FUND invests in debt securities, including
both government and corporate obligations, preferred stocks
and dividend-paying common stocks. The fund may also hold a
portion of its assets in cash or money market instruments.
d. PUTNAM ASSET ALLOCATION FUND consists of three portfolios
from which participants can elect to direct their funds.
Each portfolio's strategic allocation indicates the typical
percentage of the portfolio's investment between equity and
fixed income securities.
- Conservative Portfolio has a strategic allocation equal to
35% equity class and 65% fixed income class investments.
- Balanced Portfolio has a strategic allocation equal to 65%
equity class and 35% fixed income class investments.
- Growth Portfolio has a strategic allocation equal to 80%
equity class and 20% fixed income class investments.
e. FIDELITY INVESTMENTS MAGELLAN FUND invests mainly in equity
securities of domestic, foreign and multinational issuers of
all sizes that offer potential for growth.
f. ILLINOIS TOOL WORKS INC. COMMON STOCK FUND is invested
solely in the common stock of the Company.
g. PUTNAM NEW OPPORTUNITIES FUND invests principally in common
stocks of companies in sectors of the economy which possess
above-average long-term growth potential.
h. RESTRICTED STABLE ASSET FUND amounts are invested with
Confederation Life (see Note 8).
i. LOAN FUND maintains the balance of participant loans
outstanding.
Investment income in each fund is allocated daily among the participants'
balances in each fund, except for the Putnam Money Market Fund and the Stable
Asset Fund. These two funds allocate income to participant account balances
monthly.
For each of the funds valued daily, investment income is allocated to
participant accounts based on the previous day's closing share value times the
number of shares in their account. For the monthly valued funds, a month-end
share value is determined by the Trustee from the investments and allocated to
participant accounts based on the number of shares in their account.
Participants may change their investment elections or transfer their balances
between funds in multiples of 1% on any day, but no more than twice per quarter.
Vesting
Participants' interest in their accounts are fully vested at all times.
Participants' interest in their Company contribution accounts vest at the rate
of 5% for each quarter of service with the Company. Participants are fully
vested in their Company contribution accounts after 20 quarters of service with
the Company. Participants who terminate their participation in the Plan due to
retirement or death are granted full vesting in their Company contribution
accounts.
Participant Loans
Participants may borrow up to 50% of their vested account balance, up to
$50,000, with a minimum loan amount of $1,000 from the vested portion of their
accounts. Loans bear interest at the prime rate, are secured by a portion of the
participants' accounts and are repayable over a period not to exceed five years.
Amounts borrowed do not share in the earnings of the investment funds but are
credited with the interest payments made pursuant to the loan agreements.
Benefits
Upon termination of employment, participants may receive a lump-sum payment of
their account balances, subject to the vesting provisions described above.
Additional optional payment forms are available at the election of the
participant.
Forfeitures
Forfeitures, representing the unvested portion of the Company's contributions,
amounting to $9,577 and $16,020 as of December 31, 1996 and 1995, respectively,
will be used to reduce future Company contributions pursuant to the terms of the
Plan.
2. SUMMARY OF ACCOUNTING POLICIES:
Basis of Accounting
The accompanying financial statements of the Plan were prepared on the accrual
basis of accounting.
<PAGE>
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
Investment Valuation and Income Recognition
Investments (other than those of the Stable Asset Fund and Restricted Stable
Asset Fund) are reported at fair values based on quoted market prices of the
underlying securities in which each fund invests. Investments of the Stable
Asset Fund and Restricted Stable Asset Fund (Note 8) consist of fully
benefit-responsive investment contracts and are reported at contract value, as
required by AICPA Statement of Position 94-4.
Purchases and sales of securities are recorded on a trade date basis. Interest
income is recorded on an accrual basis. Dividend income is recorded on the
ex-dividend date.
Net Appreciation/Depreciation
Net appreciation/depreciation on investments is based on the value of the assets
at the beginning of the year or at the date of purchase during the year, rather
than the original cost at the time of purchase. The total realized appreciation
on investments sold during 1996 was $16,160,408. The total unrealized
appreciation on investments during 1996 was $8,885,358.
3. ADMINISTRATION:
All funds are deposited with and held for safekeeping by the Trustee under a
trust agreement with the Company. The trust agreement provides, among other
things, that the Trustee shall keep accounts of all trust transactions and
report them periodically to the Company. Investment decisions, within the
guidelines of the investment funds, are made by the Trustee and investment
managers. The Trustee may use an independent agent to effect purchases and sales
of common stock of the Company for the Illinois Tool Works Inc. Common Stock
Fund. Other administrative services, such as participant recordkeeping, are
performed by the Trustee and by Fidelity Investments, which serves as investment
manager for the Magellan Fund.
4. ADMINISTRATIVE EXPENSES:
Investment management fees, trustee fees, agent fees and brokerage commissions
are paid by the Plan. Other outside professional and administrative services are
paid or provided by the Company.
5. PARTY-IN-INTEREST TRANSACTIONS:
The Trustee is a party-in-interest according to Section 3(14) of ERISA. The
Trustee serves as Plan fiduciary, investment manager and custodian to the Plan.
As defined by ERISA, any person or organization which provides these services to
the Plan is a related party-in-interest. In 1996, fees paid to the Trustee were
$122,531.
The Company is also a party-in-interest according to Section 3(14) of ERISA. The
Illinois Tool Works Inc. Common Stock Fund is a Plan investment option.
6. PLAN TERMINATION:
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100% vested in their accounts.
7. TAX STATUS:
The Plan obtained its latest determination letter on January 11, 1996, in which
the Internal Revenue Service stated that the Plan, as adopted on December 29,
1994, was designed in accordance with the applicable requirements of the
Internal Revenue Code. The Plan administrator and the Plan's legal counsel
believe that the Plan is currently being operated in compliance with the
applicable requirements of the Internal Revenue Code. Therefore, they believe
that the Plan was qualified and the related trust was tax-exempt as of the
financial statement dates.
8. CONFEDERATION LIFE INSURANCE COMPANY:
On August 12, 1994, the Canadian Government seized the operations of the
Confederation Life Insurance Company. The Plan's investments in the Stable Asset
Fund included a Confederation Life contract with a contract value of $6,287,672
at August 12, 1994. This investment represents approximately 5% of the Stable
Asset Fund assets and 2% of the total Plan assets at June 30, 1994.
As of June 30, 1994, the Confederation Life Contract was frozen and segregated
from the Stable Asset Fund. The assets are included in the Restricted Stable
Asset Fund which represents the amounts invested with Confederation Life.
Participants in the Restricted Stable Asset Fund are not allowed to transfer
out, withdraw or borrow against amounts in this fund.
The Trustee will value the contract at its contract value on August 12, 1994,
until sufficient data is available to value it higher or lower. The Company's
management does not believe that this seizure will result in a loss to the
participants.
During 1996, Confederation Life permitted a withdrawal of $47,159. Of the amount
received, $6,198 was used to make the minimum required distributions for Plan
participants who have attained the age 70-1/2, and the remaining portion is
being held in an interest-bearing short-term investment fund account.
The Plan received a distribution of its remaining investment in the
Confederation Life Contract subsequent to year-end (Note 11).
9. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500:
The following reconciles net assets available for Plan benefits per the
financial statements to the Form 5500:
1996 1995
------------ ------------
Net assets available for Plan benefits per the
financial statements $691,092,112 $546,324,655
Amounts allocated to withdrawing participants (1,078,227) (918,757)
------------ ------------
Net assets available for Plan benefits per the
Form 5500 $690,013,885 $545,405,898
============ ============
<PAGE>
The following reconciles benefits paid to participants per the financial
statements to the Form 5500 for the year ended December 31, 1996:
Benefits paid to participants per the financial
statements $40,048,419
Amounts allocated to withdrawing participants at-
December 31, 1996 1,078,227
December 31, 1995 (918,757)
-----------
Benefits paid to participants per the Form 5500 $40,207,889
===========
An estimate of amounts allocated to withdrawing participants is 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.
10. TRANSFERS FROM OTHER PLANS:
Effective January 1, 1996, the Loveshaw Corporation 401(k) Plan was merged into
the Plan. Substantially all of the assets were transferred on February 6, 1996.
The assets transferred to the Plan totaled $2,482,051.
Effective January 1, 1996, the Jemco Profit Sharing Plan was merged into the
Plan. Substantially all of the assets were transferred on February 21, 1996. The
assets transferred to the Plan totaled $3,386,543.
Effective March 1, 1996, the Fibre Glass-Evercoat Company, Inc. Employees 401(k)
Plan was merged into the Plan. Substantially all of the assets were transferred
on March 1, 1996. The assets transferred to the Plan totaled $1,520,744.
Effective July 31, 1996, the Foamseal, Inc. Employees Profit Sharing Plan was
merged into the Plan. Substantially all of the assets were transferred on August
1, 1996. The assets transferred to the Plan totaled $5,293,836.
Effective June 30, 1996, the Screen Process Specialist 401(k) Retirement Savings
Plan was merged into the Plan. Substantially all of the assets were transferred
on July 1, 1996. The assets transferred to the Plan totaled $486,652.
Effective December 31, 1996, the Hobart Brothers Company Profit Sharing Plan was
merged into the Plan. Substantially all of the assets were transferred on
January 2, 1997. The assets transferred to the Plan totaled $48,065,751.
Effective December 30, 1996, the Hobart Brothers Company 401(k) Plan was merged
into the Plan. Substantially all of the assets were transferred on January 2,
1997. The assets transferred to the Plan totaled $19,156,362.
Effective December 31, 1996, the Maple Control Profit Sharing 401(k) Plan was
merged into the Plan. Substantially all of the assets were transferred on
January 2, 1997. The assets transferred to the Plan totaled $2,944,799.
11. SUBSEQUENT EVENTS:
On February 14, 1997, the Company's Board of Directors approved a two-for-one
stock split of the Company's common stock. On May 9, 1997, the stock split was
approved by the Company's stockholders. The split is effective May 27, 1997. All
share information related to the Plan's investment in the common stock of the
Company has been restated to reflect the stock split.
On February 12, 1997, a plan of rehabilitation of Confederation Life was
approved by the Michigan state court. The court approved five different
settlement options for contractholders. The Company's management chose to
receive a distribution of all amounts from the Confederation Life contract.
According to the settlement option, the amount received will be approximately
equal to 104.9% of the contract value at August 12, 1994, minus any contract
withdrawals since that time.
Proceeds totaling $6,563,729 were received by the Trustee in two installments.
An amount of $5,370,626 was received on April 25, 1997, and an additional amount
of $1,193,103 was received on May 27, 1997. The proceeds and participant account
balances from this distribution will be transferred from the Restricted Stable
Asset Fund to the Stable Asset Fund. The Restricted Stable Asset Fund will be
discontinued with the completion of the transfer.
<PAGE>
SCHEDULE I
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
----------------------------------------------------
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
---------------------------------------------------------
AS OF DECEMBER 31, 1996
------------------------
Employer Identification Number 36-1258310, Plan Number 003
-----------------------------------------------------------
Cost and
Market
Value
------------
INVESTED CASH:
Stable Asset Fund-
*Putnam Investments, Boston, Massachusetts $ 10,362,826
Restricted Stable Asset Fund-
*Putnam Investments, Boston, Massachusetts 58,320
LONG-TERM FIXED INCOME CONTRACTS:
Stable Asset Fund-
Allstate, 6.12% contract, due 9/15/00 and 12/15/00 3,655,150
Bankers Trust Company, 5.65% contract,
due 4/15/97 through 1/15/98 11,719,626
Canada Life, 6.59% contract, due 9/30/99 3,129,664
CIGNA-
8.00% contract, due 1/1/98 9,542,024
5.95% contract, due 9/1/98 7,333,640
John Hancock, 5.95% contract, due 3/15/97, 3/15/00
and 6/15/00 5,236,617
Life of Virginia, 5.32% contract, due 5/1/97 and 7/1/97 7,189,909
Metropolitan Life Insurance Company, 6.70% contract,
due 2/28/97, 9/30/97 and 10/31/98 12,975,894
Principal Mutual Life-
4.83% contract, due 3/31/98 5,823,251
6.15% contract, due 12/31/97 2,887,800
Transamerica, 5.12% contract, due 6/30/98 5,877,530
New York Life-
5.69% contract, due 9/15/00 and 12/15/00 4,578,627
6.69% contract, due 3/31/01 and 6/30/01 4,179,183
6.91% contract, due 10/1/01 2,034,353
People's Security-
5.81% contract, due 6/15/99 and 12/15/99 4,190,047
5.41% contract, due 2/7/99 4,636,016
5.87% contract, due 6/15/00 3,022,756
6.62% contract, due 7/15/99 1,541,984
Security Life of Denver, 5.85% contract, due 1/6/97 2,002,798
United of Omaha, 5.86% contract, due 10/14/01 1,002,729
Restricted Stable Asset Fund-
Confederation Life Insurance Company 6,193,587
*Party-in-interest.
<PAGE>
SCHEDULE I
CONTINUED
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
----------------------------------------------------
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
---------------------------------------------------------
AS OF DECEMBER 31, 1996
-----------------------
Employer Identification Number 36-1258310, Plan Number 003
----------------------------------------------------------
Number of Market
Shares Cost Value
---------- ------------ ------------
MUTUAL FUNDS:
*Putnam Money Market Fund 39,891,405 $ 39,891,405 $ 39,891,405
*Putnam Income Fund 1,273,448 8,758,837 8,926,870
*Putnam Asset Allocation Fund-
Conservative Portfolio 621,097 5,798,063 5,956,323
Balanced Portfolio 8,812,699 77,041,916 92,445,212
Growth Portfolio 4,967,921 46,795,998 55,988,468
*Fidelity Investments Magellan Fund 1,493,550 103,719,216 120,454,825
*Putnam New Opportunities Fund 2,392,303 85,231,545 97,845,212
COMMON STOCK:
*Illinois Tool Works Inc.
Common Stock Fund (Note 11)
1,547,178 40,983,495 61,790,456
PARTICIPANT LOANS - - 18,532,782
------------
Total assets held for
investment purposes $621,005,884
============
*Party-in-interest.
Interest rates of loans to participants with
balances outstanding at December 31, 1996,
lowest 6% to highest 15%.
The accompanying notes to the financial statements
are an integral part of this schedule.
<PAGE>
SCHEDULE II
ILLINOIS TOOL WORKS INC. SAVINGS AND INVESTMENT PLAN
----------------------------------------------------
ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS
---------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1996
------------------------------------
Employer Identification Number 36-1258310, Plan Number 003
----------------------------------------------------------
A single transaction or a series of transactions involving securities of the
same issue which, in the aggregate, amount to more than 5% of the current value
of the Plan's assets at the beginning of year.
Aggregate Purchases
----------------------------------------
Number of
D e s c r i p t i o n Transactions Amount
--------------------- ------------ -----------
*Putnam Asset Allocation Fund-
Balanced Portfolio 421 $26,695,682
*Putnam New Opportunities Fund 624 61,190,205
*Stable Asset Fund 606 31,443,326
*Fidelity Investments Magellan Fund 497 35,034,842
*Putnam Money Market Fund 833 35,022,415
*ITW Stock Fund 602 21,456,140
=== ===========
Aggregate Sales
----------------------------------------------
Number of Proceeds Cost Gain
Transactions
------------ ----------- ----------- ----------
*Putnam Asset Allocation Fund-
Balanced Portfolio 703 $16,162,450 $13,345,617 $2,816,833
*Putnam New Opportunities Fund 826 20,478,949 17,460,969 3,017,980
*Stable Asset Fund 772 24,415,494 24,415,494 -
*Fidelity Investments
Magellan Fund 923 55,129,196 47,511,555 7,617,641
*Putnam Money Market Fund 981 33,761,665 33,761,665 -
*ITW Stock Fund 891 9,407,236 7,157,587 2,231,649
=== =========== =========== ==========
*Party-in-interest.
The accompanying notes to the financial statements
are an integral part of this schedule.
<PAGE>
EXHIBIT 23
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
reports included or incorporated by reference in this Form 11-K, into the
Company's previously filed registration statements on Form S-8 (File Nos.
333-22035 and 333-17473), Form S-4 (File Nos. 33-60013, 333-02671 and 333-25471)
and Form S-3 (File No. 33-5780).
ARTHUR ANDERSEN LLP
Chicago, Illinois,
June 20, 1997
