SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549-1004
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For the Fiscal Year Ended December 31, 1996
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
(Full title of the plan)
SEALRIGHT CO., INC.
9201 Packaging Drive, DeSoto, Kansas
66018
Telephone: (913) 583-3025
(Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office)
16-0876812
(IRS Employer Identification No.)
<PAGE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Financial Statements and Schedules
December 31, 1996 and 1995
(With Independent Auditors' Report Thereon)
<PAGE>
SEALRIGHT CO, INC.
LONG-TERM SAVINGS PLAN
FORM 11-K
FOR THE FISCAL YEARS ENDED
DECEMBER 31, 1996 AND 1995
INDEX
Page
INDEPENDENT AUDITORS' REPORT........................ 1
FINANCIAL STATEMENTS:
Statement of Net Assets Available for
Benefits as of December 31, 1996............. 2
Statements of Net Assets Available for
Benefits as of December 31, 1995................ 4
Statement of Changes in Net Assets
Available for Benefits For the year ended
December 31, 1996.............................. 6
Statement of Changes in Net Assets
Available for Benefits For the year ended
December 31, 1995.............................. 8
Notes to Financial Statements.................... 10
Schedule
SUPPLEMENTAL SCHEDULES:
Item 27a - Schedule of Assets
Held for Investment Purposes.. 1 17
Item 27d - Schedule of Reportable
Transactions................. 2 18
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee of the
Sealright Co., Inc. Long-Term Savings Plan:
We have audited the accompanying statements of net assets
available for benefits of Sealright Co., Inc. Long-Term
Savings Plan as of December 31, 1996 and 1995, and the related
statements of changes in net assets available for benefits for
the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based
on our audits.
We conducted our audits 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 years then ended, in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on
the 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 fund information in the
statements of net assets available for benefits and the
statements of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to
present the net assets available for benefits and changes in
net assets available for 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.
Kansas City, Missouri KPMG Peat Marwick LLP
June 20, 1997
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<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Statement of Net Assets Available for Benefits
(Part I)
December 31, 1996
<CAPTION>
Participant directed
Travelers
Insurance Fidelity Fidelity
Co. Group Scout Fidelity Asset Investment
Annuity Stock Magellan Manager Grade
Contract Fund Fund Fund Bond Fund
<S> <C> <C> <C> <C> <C>
Assets:
Cash and cash equivalents $ 18,616 $ 31,791 $ - $ 123,867 $ -
Investments:
Travelers Insurance Co.,
Guaranteed Rate 13,593,400 - - - -
Scout Stock Fund, Inc. - 2,007,851 - - -
Fidelity Magellan Fund - - 6,918,734 - -
Fidelity Charles Street Trust - - - 1,438,554 -
Fidelity Fixed Income Trust - - - - 704,867
Fidelity Retirement Money
Market - - - - -
Sealright Co., Inc. Common
Stock - - - - -
Multiple promissory notes - - - - -
Total investments 13,593,400 2,007,851 6,918,734 1,438,554 704,867
Total assets 13,612,016 2,039,642 6,918,734 1,562,421 704,867
Payable to participants for
excess participant
contributions - - - -
Bank overdraft - - 161,345 - 21,859
Other liabilities - - - - -
Total Liabilities - - 161,345 - 21,859
Net assets available
for benefits $13,612,016 $2,039,642 $6,757,389 $ 1,562,421 $683,008
See accompanying notes to financial statements.
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</TABLE>
<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Statement of Net Assets Available for Benefits
(Part II)
December 31, 1996
<CAPTION>
Participant directed
Fidelity Sealright
Retirement Company
Money Stock Participant
Market Fund Loans Other Total
<S> <C> <C> <C> <C> <C>
Assets:
Cash and cash equivalents $ - $ - $ 19,901 $ - $ 194,175
Investments:
Travelers Insurance Co., - - - - 13,593,400
Guaranteed Rate
Scout Stock Fund, Inc. - - - - 2,007,851
Fidelity Magellan Fund - - - - 6,918,734
Fidelity Charles Street Trust - - - - 1,438,554
Fidelity Fixed Income Trust - - - - 704,867
Fidelity Retirement
Money Market 341,558 - - - 341,558
Sealright Co., Inc. Common
Stock - 722,786 - - 722,786
Multiple promissory notes - - 793,884 - $ 793,884
Total investments $341,558 $722,786 $793,884 $ - $26,521,634
Total assets $341,558 $722,786 $813,785 $ - $26,715,809
Payable to participants for
excess participant
contributions - - - 52,393 52,393
Bank overdraft 10,290 21 - - 193,515
Other liabilities - - - 7,650 7,650
Total Liabilities 10,290 21 - 60,043 253,558
Net assets available $331,268 $722,765 $813,785 $(60,043) $26,462,251
for benefits
See accompanying notes to financial statements.
</TABLE>
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<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Statement of Net Assets Available for Benefits
(Part I)
December 31, 1995
<CAPTION>
Participant directed
Travelers
Insurance Fidelity Fidelity
Co. Group Scout Fidelity Asset Investment
Annuity Stock Magellan Manager Grade
Contract Fund Fund Fund Bond Fund
<S> <C> <C> <C> <C> <C>
Assets:
Cash and cash equivalents $ 74,490 $ - $ - $ - $ 1,370
Investments:
Travelers Insurance Co.,
Guaranteed Rate 12,567,387 - - - -
Scout Stock Fund, Inc. 1,688,586
Fidelity Magellan Fund - - 6,260,041 - -
Fidelity Charles Street Trust - - - 1,708,203 -
Fidelity Fixed Income Trust - - - - 676,280
Fidelity Retirement Money
Market - - - - -
Multiple promissory notes
Total investments 12,567,387 1,688,586 6,260,041 1,708,203 676,280
Contributions receivable - - - - -
Total assets 12,641,877 1,688,586 6,260,041 1,708,203 677,650
Payable to participants for
excess participant
contributions - - - -
Bank Overdraft - 524 4,865 1,895 -
Other Liabilities - - - - -
Total Liabilities - 524 4,865 1,895 -
Net assets available
for benefits $12,641,877 $1,688,062 $6,255,176 $ 1,706,308 $677,650
See accompanying notes to financial statements.
-4-
</TABLE>
<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Statement of Net Assets Available for Benefits
(Part II)
December 31, 1995
<CAPTION>
Participant directed
Fidelity
Retirement
Money Participant
Market Loans Other Total
<S> <C> <C> <C> <C>
Assets:
Cash and cash equivalents $ 4,522 $ 13,693 $ - $ 94,075
Investments:
Travelers Insurance Co.,
Guaranteed Rate - - - 12,567,387
Scout Stock Fund, Inc. - - - 1,688,586
Fidelity Magellan Fund - - - 6,260,041
Fidelity Charles Street Trust - - - 1,708,203
Fidelity Fixed Income Trust - - - 676,280
Fidelity Retirement
Money Market 379,874 - - 379,874
Multiple promissory notes - 842,619 - 842,619
Total investments $379,874 $842,619 $ - $24,122,990
Contributions receivable - - 97,929 97,929
Total assets $384,396 $856,312 $ 97,929 $24,314,994
Payable to participants for
excess participant
contributions - - 93,667 93,667
Bank Overdraft - - - 7,284
Other Liabilities - - 13,026 13,026
Total Liabilities - - 106,693 113,977
Net assets available $384,396 $856,312 $ (8,764) $24,201,017
for benefits
See accompanying notes to financial statements.
</TABLE>
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<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
(Part I)
For the year ended December 31, 1996
<CAPTION>
Participant directed
Travelers
Insurance Fidelity Fidelity
Co. Group Scout Fidelity Asset Investment
Annuity Stock Magellan Manager Grade
Contract Fund Fund Fund Bond Fund
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest $ 812,265 $ - $ - $ - $ -
Net appreciation
(depreciation) - 197,545 737,717 178,301 21,468
Total investment income 812,265 197,545 737,717 178,301 21,468
Participant contributions 888,619 261,968 775,370 34,503 120,341
Employer contributions 41,098 10,143 34,505 8,663 5,082
Forfeitures (4,064) (1,540) (5,657) (2,864) (33)
Transfers from (to) other
funds (note 4) 663,673 26,791 (633,007) (218,728) (20,962)
Total additions 2,401,591 494,907 908,928 (125) 125,896
Deductions:
Termination distributions 1,301,115 134,315 362,825 132,056 114,129
Withdrawals 122,721 8,129 40,482 11,217 5,865
Refund to participants for
excess participant
contributions - - - - -
Other deductions 7,616 883 3,408 489 544
Net increase (decrease) 970,139 351,580 502,213 (143,887) 5,358
Net assets available for
benefits:
Beginning of year 12,641,877 1,688,062 6,255,176 1,706,308 677,650
End of year $13,612,016 $2,039,642 $6,757,389 $1,562,421 $683,008
See accompanying notes to financial statements.
</TABLE>
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<PAGE>
<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
(Part II)
For the year ended December 31, 1996
<CAPTION>
Participant directed
Fidelity Sealright
Retirement Company
Money Stock Participant
Market Fund Loans Other Total
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest $ - $ - $ 57,521 $ - $ 869,786
Net appreciation
(depreciation) 18,759 (113,978) - - 1,039,812
Total investment income 18,759 (113,978) 57,521 - 1,909,598
Participant contributions 11,257 98,683 - - 2,190,741
Employer contributions 3,030 533,071 - - 635,592
Forfeitures (1,417) (1,098) - (7,650) (24,323)
Transfers from (to) other
funds (note 4) (47,341) 214,931 5,879 8,764 -
Total additions (15,712) 731,609 63,400 1,114 4,711,608
Deductions:
Termination distributions 26,570 7,603 105,927 - 2,184,540
Withdrawals 10,127 626 - - 199,167
Refund to participants for
excess participant
contributions - - - 52,393 52,393
Other deductions 719 615 - - 14,274
Net increase (decrease) (53,128) 722,765 (42,527) (51,279) 2,261,234
Net assets available for
benefits:
Beginning of year 384,396 - 856,312 (8,764) 24,201,017
End of year $ 331,268 $ 722,765 $ 813,785 $ (60,043) $26,462,251
See accompanying notes to financial statements.
</TABLE>
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<PAGE>
<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
(Part I)
For the year ended December 31, 1995
<CAPTION>
Participant directed
Travelers
Insurance Fidelity Fidelity
Co. Group Scout Fidelity Asset Investment
Annuity Stock Magellan Manager Grade
Contract Fund Fund Fund Bond Fund
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest $ 768,394 $ - $ - $ - $ -
Net appreciation - 277,517 1,575,779 265,176 89,870
Total investment income 768,394 277,517 1,575,779 265,176 89,870
Participant contributions 851,701 194,077 819,173 280,959 129,598
Employer contributions 241,285 54,802 207,371 72,181 30,529
Forfeitures (3,866) (472) (8,818) (6,766) (1,280)
Transfers from (to) other
funds (note 4) 162,962 (55,364) (44,011) (231,094) (73,559)
Total additions 2,020,476 470,560 2,549,494 380,456 175,158
Deductions:
Termination distributions 1,248,072 89,107 312,996 99,711 59,605
Withdrawals 77,343 115,343 18,186 5,075 373
Refund to participants for
excess participant
contributions - - - - -
Other deductions 1,670 157 1,015 455 157
Net increase 693,391 265,953 2,217,297 275,215 115,023
Net assets available for
benefits:
Beginning of year 11,948,486 1,422,109 4,037,879 1,431,093 562,627
End of year $12,641,877 $1,688,062 $6,255,176 $1,706,308 $677,650
See accompanying notes to financial statements.
</TABLE>
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<PAGE>
<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
(Part II)
For the year ended December 31, 1995
<CAPTION>
Participant directed
Fidelity
Retirement
Money Participant
Market Loans Other Total
<S> <C> <C> <C> <C>
Additions:
Investment income:
Interest $ - $ 41,979 $ - $ 810,373
Net appreciation 21,420 - - 2,229,762
Total investment income 21,420 41,979 - 3,040,135
Participant contributions 83,087 - 75,014 2,433,609
Employer contributions 22,609 - 22,915 651,692
Forfeitures (4,723) - (13,026) (38,951)
Transfers (to) from other
funds (42,823) 266,434 17,455 -
Total additions 79,570 308,413 102,358 6,086,485
Deductions:
Termination distributions 41,353 11,372 - 1,862,216
Withdrawals 2,373 - - 218,693
Refund to participants for
excess participant
contributions - - 93,667 93,667
Other deductions 230 - - 3,684
Net increase 35,614 297,041 8,691 3,908,225
Net assets available for
benefits:
Beginning of year 348,782 559,271 (17,455) 20,292,792
End of year $ 384,396 $ 856,312 $ (8,764) $24,201,017
See accompanying notes to financial statements.
</TABLE>
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<PAGE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Notes to Financial Statements
December 31, 1996 and 1995
(1) Description of Plan
The following description of the Sealright Co., Inc. (the
Company) Long-Term Savings Plan (the Plan) provides only general
information. Participants should refer to the plan agreement for a
more complete description of the Plan's provisions.
General
The Plan is a defined contribution profit sharing, savings, 401(k)
and pension plan for nonunion hourly and salaried employees who have
attained age 21, completed one year of service and worked at least
1,000 hours during that year. All active participants in these plans
were immediately eligible for the Plan. It is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (ERISA).
Contributions
The participants may elect to make basic contributions of up to
a maximum of 5% of compensation. Fifty percent of basic contributions
is matched by the employer.
The participants may elect to make supplemental contributions
that will not be matched by the employer. The sum of a participant's
basic contributions and supplemental contributions cannot exceed 15%
of compensation. The participants must designate whether these
contributions are before or after tax.
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<PAGE>
Investment Options
The participants may invest in any combination of the Travelers
Insurance Company Guaranteed Rate Contract, Scout Stock Fund, the
Fidelity Magellan Fund, the Fidelity Investment Grade Bond Fund or
the Sealright Company Stock Fund. Effective March 3, 1996, Company
contributions were invested, and must remain invested, in the Sealright
Common Stock Fund. Participants cannot direct the investment of
these company contributions (and the earnings thereon) into any
other Fund.
The Fidelity Retirement Money Market Fund and the Fidelity
Asset Manager Fund were frozen March 3, 1996. Money already
invested on or before this date may remain invested in these funds;
however, no new money or transfers from an existing fund may be
invested in these funds after March 3, 1996. Money may be transferred
from these funds to any other investment fund offered by the Plan.
(Continued)
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<PAGE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Notes to Financial Statements
Participant Loans
Participant Loans - Participants may borrow from their fund
accounts a minimum of $500 up to a maximum equal to the lesser of
$50,000 or 50% of their vested account balance. Loan transactions
are treated as a transfer to (from) the investment fund from (to)
the participant loans fund. Loan terms range from one to five years
or up to thirty years for the purchase of a primary residence. The
loans are secured by the balance in the participant's account.
Interest rates range from 6.0% to 9.5%, depending upon the type of
loan. Principal and interest is paid ratably through payroll
deductions for participants actively employed and through payments
made directly to the Trustee for those participants who are
not actively employed.
Payment of Benefits - On termination of service due to death,
disability, retirement or other reasons, a participant may elect to
receive either a lump-sum amount equal to the value of the
participant's vested account, as an annuity purchased from an
insurer, or annual installments over a period not extending beyond
the life expectancy of the participant and designated beneficiary.
Participant Accounts - Each participant's account is credited
with the participant's contribution and an allocation of the Company's
contribution and Plan earnings. Allocations are based on participant
earnings or account balances, as defined. The benefit to which a
participant is entitled is the benefit that can be provided from
the participant's vested account.
-12-
Vesting
Participants are immediately vested in their voluntary
contributions plus actual earnings thereon. Participants vest
in the Company's contribution based on continuous service to the
Company, generally 20% after one year and 20% thereafter until fully
vested. Participants become immediately vested (1) upon the
participant's death if employed by the Company at the time of death,
(2) twelve months after the participant becomes totally disabled,
(3) upon normal retirement, or (4) date of termination or partial
termination of the Plan or the date all employer contributions cease
under the Plan.
Forfeitures
Any amount forfeited by a participant reduces future
employer contributions.
Termination
The Company has the right, under the plan agreement, to
terminate the Plan, although the Company has expressed no intent
to do so. Upon termination, each participant and the beneficiary
of each deceased participant shall be vested with all rights to
any funds in their accounts as of the date of termination.
(Continued)
-13-
<PAGE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Notes to Financial Statements
(2) Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared under the
accrual method of accounting.
Investment Valuation
The Plan's investments are stated at fair value except for
its investment in Travelers Insurance Company Group Annuity
Contract, which is valued at contract value, cost plus accrued
interest. If available, quoted market prices are used to value
investments.
The Plan has entered into a fully benefit-responsive
investment contract with The Travelers Insurance Company
(Travelers). Travelers maintains the contributions in a pooled
account. The account is credited with earnings on the underlying
investments and charged for Plan withdrawals. The contract is
included in the financial statements at contract value (cost
plus accrued interest), which approximates fair value, as reported
to the Plan by Travelers. The average annual yield for 1996 and
1995 was 6.2% and 6.3%, respectively. The crediting interest
rate of the contract at December 31, 1996 and 1995 was 6.5% and
6.45%, respectively.
At December 31, 1996 and 1995, investments which exceed 5% of
the net assets available for benefits were as follows:
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<PAGE>
1996 1995
Insurance Contract:
Travelers Insurance Company,
Guaranteed Rate $13,593,400 $12,567,387
Mutual Funds:
Scout Stock Fund, Inc. $ 2,007,851 $ 1,688,586
Fidelity Magellan Fund 6,918,734 6,260,041
Fidelity Charles
Street Trust 1,438,554 1,708,203
Administrative Expenses
All administrative expenses of the Plan are paid by the
Company.
Use of Estimates
The Plan Administrator has made a number of estimates and
assumptions relating to the reporting of assets and liabilities
and the disclosure of contingent assets and liabilities to
prepare these financial statements in conformity with generally
accepted accounting principles. Actual results could differ
from those estimates.
(Continued)
-15-
<PAGE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Notes to Financial Statements
(3) Income Tax Status
The Plan has received a favorable determination letter from the
Internal Revenue Service, dated November 12, 1994, indicating
that it is qualified under Section 401(a) of the Internal
Revenue Code and, therefore, the related trust is exempt from
tax under Section 501(a) of the Internal Revenue Code.
The Plan Administrator is not aware of any activity or
transactions that may adversely affect the qualified status of
the Plan.
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<PAGE>
Schedule 1
<TABLE>
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1996
<CAPTION>
(c)
(b) Description of investment
Identity of issue, including maturity date, (e)
borrower, lessor rate of interest, collateral, (d) Current
(a) or similar party par or maturity value Cost Value
<S> <C> <C> <C> <C>
The Travelers Insurance contract guaranteed
rate, Contract No. 12313,
variable $12,848,795 $13,593,400
Scout Stock 118,318 units in Registered
Fund, Inc. Investment Company 1,857,292 2,007,851
Fidelity Magellan 85,787 units in Registered
Fund Investment Company 7,058,505 6,918,734
Fidelity Charles 87,344 units in Registered
Street Trust Investment Company 1,344,369 1,438,554
Fidelity Fixed 98,998 units in Registered
Income Trust Investment Company 719,014 704,867
Fidelity Retirement 341,558 units in Registered
Money Market Investment Company 340,047 341,558
* Sealright Co., Inc. 68,837 shares of Common
Stock 846,904 722,786
* Multiple promissory Participant loans, Sealright
notes Co., Inc. 793,884 793,884
$25,808,810 $26,521,634
*Investment with party-in-interest to the Plan.
See accompanying independent auditors' report.
</TABLE>
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<TABLE>
Schedule 2
SEALRIGHT CO., INC.
LONG-TERM SAVINGS PLAN
Item 27d - Schedule of Reportable Transactions
Year ended December 31, 1996
<CAPTION>
(f) Current
Expense value of
(a) (b) (c) (d) (e) incurred (g) asset on (i)
Identity of Description Purchase Selling Lease with Cost of transaction Net Gain
party involved of asset Price Price Rentals transaction asset date or loss
<S> <C> <C> <C> <C> <C> <C> <C>
Travelers Guaranteed
Rate
Contract $2,289,937 - - - $2,289,937 $2,289,937 -
Travelers Guaranteed
Rate
Contract - $2,008,529 - - $2,008,529 $2,008,529 -
Fidelity
Magellan Fund 316184-10-0 $2,139,510 - - - $2,139,510 $2,139,510 -
See accompanying independent auditor's report.
</TABLE>
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
Sealright Co., Inc., the trustees of the Sealright Co., Inc. Long-Term
Savings Plan, have duly caused this Annual Report to be signed on its
behalf by the undersigned hereunto duly authorized.
SEALRIGHT CO., INC. LONG-TERM SAVINGS PLAN
By /s/ John T. Carper
Name and Title John T. Carper,
Senior Vice President
Finance
Date June 30, 1997
-19-
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Sealright Co., Inc.:
We consent to incorporation by reference in the registration
statement (No.333-00979) on Form S-8 of Sealright Co., Inc. of
our report dated June 20, 1997, relating to the statements of net
assets available for benefits of Sealright Co., Inc. Long-term
Savings Plan as of December 31, 1996 and 1995, and the related
statements of changes in net assets available for benefits for
the years then ended and the related supplemental schedules of
assets held for investment purposes and reportable transactions,
which report is included herein.
Kansas City, Missouri
June 30, 1997
