<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
------------------
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One):
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996].
For the fiscal year ended December 31, 1998
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 0-8591
------
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below: Scott Technologies, Inc. 401(k) Savings
Plan for Hourly Paid Employees.
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office: Scott Technologies, Inc., 5875
Landerbrook Drive, Suite 250, Mayfield Heights, Ohio 44124.
<PAGE> 2
SCOTT TECHNOLOGIES, INC.
401(k) SAVINGS PLAN FOR HOURLY PAID EMPLOYEES
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1998 AND 1997
TOGETHER WITH REPORT OF
INDEPENDENT PUBLIC ACCOUNTANTS
<PAGE> 3
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Trustees of the
Scott Technologies, Inc.
401(k) Savings Plan for Hourly Paid Employees:
We have audited the accompanying statements of net assets available for plan
benefits of the Scott Technologies, Inc. 401(k) Savings Plan for Hourly Paid
Employees (the "Plan") as of December 31, 1998 and 1997, and the related
statement of changes in net assets available for plan benefits for the year
ended December 31, 1998, as listed in the accompanying index. These financial
statements and schedules referred to below are the responsibility of the Plan's
trustees. 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 the
Plan's trustees, as well as evaluating the overall financial statement
presentation. We believe that our audit provides 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 plan benefits of the Plan as
of December 31, 1998 and 1997, and the changes in its net assets available for
plan benefits for the year ended December 31, 1998 in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes (Exhibit 1) as of December 31, 1998 and schedule of
reportable transactions (Exhibit 2) for the year ended December 31, 1998, are
presented for purposes 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.
/s/ Arthur Andersen LLP
Cleveland, Ohio,
June 18, 1999.
<PAGE> 4
SCOTT TECHNOLOGIES, INC.
------------------------
401(k) SAVINGS PLAN FOR HOURLY PAID EMPLOYEES
---------------------------------------------
DECEMBER 31, 1998 AND 1997
--------------------------
INDEX
-----
Statements of Net Assets Available for Plan Benefits as of
December 31, 1998 and 1997
Statement of Changes in Net Assets Available for Plan Benefits
for the Year Ended December 31, 1998
Notes to Financial Statements
Exhibit 1 - Item 27a--Schedule of Assets Held for Investment
Purposes as of December 31, 1998
Exhibit 2 - Item 27d--Schedule of Reportable Transactions for
the Year Ended December 31, 1998
<PAGE> 5
SCOTT TECHNOLOGIES, INC.
------------------------
401(k) SAVINGS PLAN FOR HOURLY PAID EMPLOYEES
---------------------------------------------
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
----------------------------------------------------
AS OF DECEMBER 31, 1998 AND 1997
--------------------------------
<TABLE>
<CAPTION>
Participant Directed
------------------------------------------------------------------------------------------------------
Chase Bond Fund DSI Oppenheimer
Principal FPA Disciplined Quest PBHG PIC Small
Preservation of Crescent Value Opportunity Growth Company
Fund America Fund Portfolio Value Fund Fund Portfolio
---------------- ------------ ------------- -------------- ---------------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
1998
----
ASSETS:
Cash and cash
equivalents $ - $69,959 $113,211 $78,669 $101,989 $79,026 $23,920
Investments at
market value 22,185 - - - 533 - -
Notes
receivable
from
participants - - - - - - -
Accrued
interest
income 119 - - - - - -
---------- ---------- ----------- ----------- ------------ ----------- ----------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $22,304 $69,959 $113,211 $78,669 $102,522 $79,026 $23,920
========== ========== =========== =========== ============ =========== ==========
1997
----
ASSETS:
Cash and cash
equivalents $ - $ - $ - $ - $ (737) $ - $ -
Investments at
market value 19,921 65,803 164,724 95,897 128,808 108,101 45,807
Notes
receivable
from
participants - - - - - - -
Accrued
interest
income - 420 - - - - -
---------- ---------- ----------- ----------- ------------ ----------- ----------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $19,921 $66,223 $164,724 $95,897 $128,071 $108,101 $45,807
========== ========== =========== =========== ============ =========== ==========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------------------------------------------------------------
Scott Scott
IVY Technologies Technologies Conservative Moderate Aggressive
International Class A Class B Lifestyle Lifestyle Lifestyle
Fund Fund Fund Fund Fund Fund
---------------- ---------------- ----------------- ---------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
1998
----
ASSETS:
Cash and cash
equivalents $49,986 $ 3 $ - $ - $ - $ -
Investments at
market value - 440,601 - 69,703 185,934 77,872
Notes
receivable
from
participants - - - - - -
Accrued
interest
income - - - - - -
---------- ----------- ----------- ---------- ---------- -----------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $49,986 $440,604 $ $69,703 $185,934 $ 77,872
========== =========== =========== ========== ========== ===========
1997
----
ASSETS:
Cash and cash
equivalents $ - $ 324 $ 185 $ 359 $ 140 $ 157
Investments at
market value 86,157 32,678 633,179 70,373 227,537 105,047
Notes
receivable
from
participants - - - - - -
Accrued
interest
income 1,243 - - - - -
---------- ----------- ----------- ---------- ---------- -----------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $87,400 $ 33,002 $633,364 $70,732 $227,677 $105,204
========== =========== =========== ========== ========== ===========
</TABLE>
<TABLE>
<CAPTION>
Non- Participants
Participant Loan
Directed Fund Total
-------------- --------------- -------------
<S> <C> <C> <C>
1998
----
ASSETS:
Cash and cash
equivalents $ 20 $ - $ 516,783
Investments at
market value - - 796,828
Notes
receivable
from
participants - 12,286 12,286
Accrued
interest
income 57 - 176
---------- ---------- -------------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $ 77 $12,286 $1,326,073
========== ========== =============
1997
----
ASSETS:
Cash and cash
equivalents $ - $ - $ 428
Investments at
market value - - 1,784,032
Notes
receivable
from
participants - 3,000 3,000
Accrued
interest
income - - 1,663
---------- ---------- -------------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $ - $ 3,000 $1,789,123
========== ========== =============
</TABLE>
The accompanying notes to financial statements are an integral part of these
statements.
<PAGE> 6
SCOTT TECHNOLOGIES, INC.
------------------------
401(k) SAVINGS PLAN FOR HOURLY PAID EMPLOYEES
---------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
--------------------------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1998
------------------------------------
<TABLE>
<CAPTION>
Participant Directed
-----------------------------------------------------------------------------------------------------
Chase Bond DSI Oppenheimer
Principal Fund FPA Disciplined Quest PBHG PIC Small
Preservation of Crescent Value Opportunity Growth Company
Fund America Fund Portfolio Value Fund Fund Portfolio
------------- ------------ ------------ --------------- ---------------- ----------- --------------
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Contributions-
Employee $ 6,758 $ 17,741 $ 28,803 $ 17,124 $ 26,342 $ 17,779 $ 6,143
Employer 2,948 7,214 9,002 5,951 7,497 6,843 1,995
Net investment income 1,479 6,941 (1,257) 4,861 5,747 (2,237) (268)
Rollover and other - - - 133 133 133 133
------------ ----------- ------------ ------------ ------------ ----------- --------------
Total additions 11,185 31,896 36,548 28,069 39,719 22,518 8,003
------------ ----------- ------------ ------------ ------------ ----------- --------------
DEDUCTIONS:
Benefits paid to
participants - - - - - - -
Rollovers and others - - - - - - -
------------ ----------- ------------ ------------ ------------ ----------- --------------
Total deductions - - - - - - -
------------ ----------- ------------ ------------ ------------ ----------- --------------
INTERFUND TRANSFERS,
including participant
loan transactions (8,802) (28,160) (88,061) (45,297) (65,268) (51,593) (29,890)
RECAPITALIZATION
OF STOCK - - - - - - -
------------ ----------- ------------ ------------ ------------ ----------- --------------
Net additions/
deductions 2,383 3,736 (51,513) (17,228) (25,549) (29,075) (21,887)
NET ASSETS AVAILABLE FOR
PLAN BENEFITS,
beginning of year 19,921 66,223 164,724 95,897 128,071 108,101 45,807
------------ ----------- ------------ ------------ ------------ ----------- --------------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of
year $22,304 $ 69,959 $113,211 $ 78,669 $102,522 $ 79,026 $ 23,920
============ =========== ============ ============ ============ =========== ==============
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
----------------------------------------------------------------------------------------------
Scott Scott
IVY Technologies Technologies Conservative Moderate Aggressive
International Class A Class B Lifestyle Lifestyle Lifestyle
Fund Fund Fund Fund Fund Fund
--------------- ---------------- -------------- -------------- ------------ --------------
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Contributions-
Employee $ 12,180 $ 2,347 $ 1,979 $ 13,941 $ 45,899 $ 15,997
Employer 4,088 655 670 5,814 14,189 5,786
Net investment income (268) 4,943 131,406 2,355 3,671 6,713
Rollover and other - - - - - -
------------ ------------ ------------ ------------ ------------ ------------
Total additions 16,000 7,945 134,055 22,110 63,759 28,496
------------ ------------ ------------ ------------ ------------ ------------
DEDUCTIONS:
Benefits paid to
participants - - - - - -
Rollovers and others - - - - - -
------------ ------------ ------------ ------------ ------------ ------------
Total deductions - - - - - -
------------ ------------ ------------ ------------ ------------ ------------
INTERFUND TRANSFERS,
including participant
loan transactions (53,414) (20,272) (347,490) (23,139) (105,502) (55,828)
RECAPITALIZATION
OF STOCK - 419,929 (419,929) - - -
------------ ------------ ------------ ------------ ------------ ------------
Net additions/
deductions (37,414) 407,602 (633,364) (1,029) (41,743) (27,332)
NET ASSETS AVAILABLE FOR
PLAN BENEFITS,
beginning of year 87,400 33,002 633,364 70,732 227,677 105,204
------------ ------------ ------------ ------------ ------------ ------------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of
year $ 49,986 $440,604 $ $ 69,703 $ 185,934 $ 77,872
============ ============ ============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION>
Non- Participant
Participant Loan
Directed Fund Total
------------- ------------- --------------
<S> <C> <C> <C>
ADDITIONS:
Contributions-
Employee $ 93,064 $ - $ 306,097
Employer 30,456 - 103,108
Investment income 1,138 290 165,514
Rollover and other 2,734 - 3,266
------------- ------------ --------------
Total additions 127,392 290 577,985
------------- ------------ --------------
DEDUCTIONS:
Benefits paid to
participants 427,376 - 427,376
Rollovers and others 613,659 - 613,659
------------- ------------ --------------
Total deductions 1,041,035 - 1,041,035
------------- ------------ --------------
INTERFUND TRANSFERS,
including participant
loan transactions 913,720 8,996 -
RECAPITALIZATION
OF STOCK - - -
------------- ------------ --------------
Net additions/
deductions 77 9,286 (463,050)
NET ASSETS AVAILABLE FOR
PLAN BENEFITS,
beginning of year - 3,000 1,789,123
------------- ------------ --------------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of
year $ 77 $ 12,286 $1,326,073
============= ============ ==============
</TABLE>
The accompanying notes to financial statements are an integral part of this
statement.
<PAGE> 7
SCOTT TECHNOLOGIES, INC.
------------------------
401(k) SAVINGS PLAN FOR HOURLY PAID EMPLOYEES
---------------------------------------------
NOTES TO FINANCIAL STATEMENTS
-----------------------------
DECEMBER 31, 1998 AND 1997
--------------------------
1. SUMMARY OF THE PLAN:
--------------------
The Scott Technologies, Inc. 401(k) Savings Plan for Hourly Paid Employees (the
"Plan") was established on January 1, 1996, to provide retirement benefits to
hourly paid employees (and their beneficiaries) hired after December 31, 1984 of
certain participating divisions and subsidiaries of Scott Technologies, Inc.
(the "Company"). The Plan was amended and restated in 1997 to allow for an
increase in employee contribution percentage, employer matching contributions
and new investment options. The Plan is a defined contribution pension plan.
The Plan provides that the Company shall have the right to amend or terminate
the Plan at any time. Upon termination of the Plan, the assets then remaining in
the Plan shall be allocated and distributed to participants in accordance with
the terms and provisions of Section 4044 of ERISA, as amended.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
-------------------------------------------
Basis of Accounting
- -------------------
The accompanying statements of net assets available for plan benefits and
statement of changes in net assets available for plan benefits are prepared on
the accrual basis of accounting.
Net appreciation (depreciation) in fair value and net realized gains (losses) on
sale of investments for 1998 were calculated based on the fair value of the
investments at the beginning of the year or purchase price, if acquired in the
current year. The amounts are included in net investment income in the
accompanying statement of changes in net assets available for plan benefits.
Accounting 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.
Reportable Transactions
- -----------------------
The Department of Labor defines reportable transactions as those transactions or
series of transactions which exceed 5% of beginning net assets. All transactions
which exceed the threshold are included in Exhibit 2.
<PAGE> 8
-2-
Administrative Expenses
- -----------------------
All costs and expenses incurred in administering the Plan are paid by the Plan
and are included as a reduction of investment income.
Contributions
- -------------
The Plan provides that participants may elect to defer up to 15% of their annual
compensation paid to them by the Company as a contribution. Such elected
contributions are limited in any calendar year to a maximum as shall be
prescribed by the Secretary of the Treasury. The Company matches 100% of the
first 1% of each participant's elective contribution and then 50% of the next 4%
of participant contribution. In addition, the Plan provides for transfer
contributions to the Plan which constitute a rollover from another qualified
plan on behalf of an eligible employee.
Participant Directed Investments
- --------------------------------
Participants direct their contributions in 5% increments between the eight funds
and two Company stock funds. However, a participant's investment in Company
stock funds may not exceed, in aggregate, 25% of the participant's total
contribution percentage.
Participants may also choose one of three Lifestyle options in which allocations
are automatically selected for the participants. The conservative Lifestyle
option automatically becomes the investment choice for any plan participant who
does not submit an enrollment form which includes a valid investment direction.
The Plan offers a telephone voice response system which allows participants to
change allocations and contribution percentages on a daily basis.
A portion of the Plan's assets, including Scott Technologies, Inc. stock and the
Lifestyle funds, are invested in master trusts which hold the respective
investments. The Plan's assets are commingled with the assets of other Company
401(k) plans.
Net Investment Income
- ---------------------
Net investment income includes dividend and interest income earned during the
year unrealized gains and losses, as well as net gains and losses realized by
dispositions of investments.
Vesting Requirements
- --------------------
Participant contributions and transfer contributions are fully vested when
deposited into the Plan. Employer matching contributions vest to participants
according to the following:
Years of Vesting
Service Percentage
- ------------------- --------------
Less than 1 0%
1 20%
2 40%
3 60%
4 80%
5 100%
<PAGE> 9
-3-
Employer discretionary contributions are fully vested at five years of service.
For vesting purposes, the Plan provides that an employee shall be credited with
one year of service for each plan year during which they have met the criteria
of continuous service, as defined in the Plan document.
Distributions and Forfeitures
- -----------------------------
Upon termination from the Plan, a participant, or in the case of death, a
participant's beneficiary will be entitled to receive the vested portion of the
participant's account as a single lump-sum payment. For participants who are
terminated, the nonvested account balance is forfeited, and the forfeitures are
used to offset plan expenses and the employer matching contribution. If a
participant retires, becomes disabled or dies while still employed, the entire
balance in his or her account will be fully vested.
The Plan also allows for hardship withdrawals. Under certain hardship
circumstances, as defined in the Plan document, a participant may withdraw up to
100% of the participant's before tax contributions.
Retirement
- ----------
The Plan provides that the accrued benefit of a participant is nonforfeitable if
such participant is employed by the Company on or after the normal retirement
date. Each participant who ceases to be employed by the Company for any reason,
other than death, on or after the normal retirement date shall be entitled to
receive a normal retirement benefit. The normal retirement benefit is equal to
the participant's accrued benefit as of the date of the distribution.
Participant Loans
- -----------------
The Plan allows participants to take loans from their account balance. A
participant can borrow up to the lesser of 50% of their vested account balance
or $50,000. The minimum loan requested amount is $1,000. Participants can have
one outstanding loan at a time and loans can be requested for any reason. The
interest rate is prime rate plus one percentage point.
3. DISTRIBUTIONS TO PARTICIPANTS:
------------------------------
Distributions due to participants who have reached retirement age, withdrawn, or
otherwise separated from the Plan amounted to $10,853 and $0 at December 31,
1998 and 1997, respectively.
4. FEDERAL INCOME TAXES:
---------------------
In the opinion of the Plan's Administrator, the Plan, as amended and restated,
qualifies under Section 401(a) of the Internal Revenue Code and is, therefore,
not subject to tax under present federal income tax laws. Accordingly, income
taxes have not been provided for in the accompanying financial statements. A
favorable determination as to the Plan's tax-exempt status has not yet been
received for the amended and restated Plan.
5. PLAN ASSET TRANSFER:
--------------------
Effective December 31, 1997, certain assets of the Figgie International Stock
Ownership Trust and Plan (ESOP A) were transferred into the Plan. Benefits
related to these participants continued to be paid from the ESOP A until
December 31, 1997, at which time the assets were transferred from their related
trust into the Plan's trust.
<PAGE> 10
-4-
6. SUBSEQUENT EVENT:
-----------------
Subsequent to December 31, 1998, all plan assets were transferred from the
Wilmington Trust Co. to The Chicago Trust Co. Accordingly, at December 31, 1998,
many of the fund accounts held cash, as the investments were disposed of on
December 30, 1998, to facilitate the transfer of assets to the new trustee.
<PAGE> 11
EXHIBIT 1
SCOTT TECHNOLOGIES, INC.
------------------------
401(k) SAVINGS PLAN FOR HOURLY PAID EMPLOYEES
---------------------------------------------
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
---------------------------------------------------------
AS OF DECEMBER 31, 1998
-----------------------
EMPLOYER IDENTIFICATION NUMBER: 52-1297376
------------------------------------------
PLAN NUMBER: 023
----------------
<TABLE>
<CAPTION>
Market
Identity of Issue and Description Cost Value
- --------------------------------------------------------------- ---------- ----------
<S> <C> <C>
Chase Principal Preservation Fund $ 22,185 $ 22,185
Oppenheimer Quest Opportunity Value Fund 533 533
Scott Technologies, Inc. Class A Fund 366,276 440,601
Conservative Lifestyle Fund 68,394 69,703
Moderate Lifestyle Fund 182,837 185,934
Aggressive Lifestyle Fund 79,314 77,872
Participant Loan Fund 12,286 12,286
---------- ----------
$731,825 $809,114
========== ==========
</TABLE>
The accompanying notes to financial statements are an
integral part of this exhibit.
<PAGE> 12
EXHIBIT 2
SCOTT TECHNOLOGIES, INC.
------------------------
401(k) SAVINGS PLAN FOR HOURLY PAID EMPLOYEES
---------------------------------------------
ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS
---------------------------------------------
FOR THE YEAR ENDED DECEMBER 31, 1998
------------------------------------
EMPLOYER IDENTIFICATION NUMBER: 52-1297376
------------------------------------------
PLAN NUMBER: 023
----------------
<TABLE>
<CAPTION>
Number
of Purchase Selling Cost of Net Gain
Identity of Party Involved Transactions Price Price Asset Or (Loss)
- ----------------------------------------- ------------ ------------ ------------- ------------- -------------
<S> <C> <C> <C> <C> <C>
IVY International Fund 52 $ 24,804 $ - $ 24,804 $ -
15 - 109,855 116,567 (6,712)
Employee Benefit Short-term Money
Market Fund 79 679,640 - 679,640 -
76 - 289,838 289,838 -
Bond Fund of America 67 40,409 - 40,409 -
10 - 104,594 106,043 (1,449)
FPA Crescent Fund 67 66,178 - 66,178 -
20 - 268,212 273,530 (5,318)
DSI Disciplined Value Portfolio 86 57,029 - 57,029 -
24 - 188,321 214,367 (26,046)
Oppenheimer Quest Opportunity Value Fund
53 53,752 - 53,752 -
13 - 181,253 184,141 (2,888)
PBHG Growth Fund 73 39,623 - 39,623 -
21 - 165,288 174,102 (8,814)
Scott Technologies Class B 38 5,817 - 5,817 -
32 - 344,970 487,562 (142,592)
</TABLE>
The accompanying notes to financial statements are an integral part of this
exhibit.
<PAGE> 13
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
SCOTT TECHNOLOGIES, INC. 401(k)
SAVINGS PLAN FOR HOURLY PAID
EMPLOYEES
By: Wilmington Trust Company, Trustee
/s/ Linda Bailey
Date: June 30, 1999 -----------------------------------------------
----------------- Linda Bailey, Senior Financial Services Officer
<PAGE> 14
EXHIBIT INDEX
-------------
23.1 Consent of Arthur Andersen LLP
<PAGE> 1
Exhibit 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
reports included in this Form 11-K, into the Company's previously filed
Registration Statements File No. 333-12183.
ARTHUR ANDERSEN LLP
Cleveland, Ohio
June 30, 1999
