SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM ll-K
Annual Report Pursuant to Section l5(d) of the
Securities Exchange Act of 1934
For the fiscal year ended June 30, 1996
Commission file number 1-12
Full title of the Plan and the address of the Plan,
if different from that of the issuer named below:
The Quaker Stock Bonus Savings Plan
Name of issuer of the securities held pursuant to the Plan and
the address of its principal executive office:
The Quaker Oats Company
P.O. Box 049001
Chicago, Illinois 60604-9001
<PAGE>
Item 1. See Item 4.
Item 2. See Item 4.
Item 3. See Item 4.
Item 4. Financial Statements and Exhibits
(a) Financial Statements
The Quaker Stock Bonus Savings Plan is subject to the
Employee Retirement Income Security Act of 1974
("ERISA"), and the report of Washington, Pittman &
McKeever, independent public accountants, as prepared
in accordance with the financial reporting requirements
of ERISA is attached hereto and incorporated into this
report.
(b) Exhibit
Consent of Independent Public Accountants - Washington,
Pittman & McKeever.
SIGNATURES
The Plan. Pursuant to the requirements of the Securities
Exchange Act of 1934, the administrators of the Plan have duly
caused this annual report to be signed on their behalf by the
undersigned hereunto duly authorized.
The Quaker Stock Bonus Savings Plan
(Name of Plan)
ROBERT C. PENZKOVER
(Robert C. Penzkover)
Director-Employee Benefits
DENNIS M. CORRY
(Dennis M. Corry)
Manager-Benefit Plans
Date: December 19, 1996
<PAGE 2>
Exhibit Index
Exhibit Paper (P) or
Number Description Electronic (E)
(a) The Quaker Stock Bonus E
Savings Plan Financial
Statements as of
June 30, 1996 and 1995
(b) Consent of Independent E
Public Accountants
<PAGE 3>
Exhibit (a)
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
FINANCIAL STATEMENTS
AS OF JUNE 30, 1996 AND 1995
TOGETHER WITH INDEPENDENT AUDITOR'S REPORT
<PAGE 4>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
AS OF JUNE 30, 1996 AND 1995
TABLE OF CONTENTS
PAGE
INDEPENDENT AUDITOR'S REPORT 6
STATEMENTS OF NET ASSETS AVAILABLE FOR
BENEFITS 7-8
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS 9-10
NOTES TO FINANCIAL STATEMENTS 11-16
SCHEDULE OF ASSETS HELD FOR INVESTMENT
PURPOSES 17
SCHEDULE OF REPORTABLE TRANSACTIONS 18
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS 19
<PAGE 5>
INDEPENDENT AUDITOR'S REPORT
To The Plan Committee of
The Quaker Stock Bonus Savings Plan
of The Quaker Oats Company
We have audited the accompanying Statements of Net Assets
Available for Benefits of The Quaker Stock Bonus Savings Plan
(the "Plan") as of June 30, 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 the 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 audits 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 June 30, 1996 and 1995,
and the changes in its 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
basic financial statements taken as a whole. The supplemental
Schedules of Assets Held for Investment Purposes and of
Reportable Transactions are presented for the purpose of
additional analysis and are not a required part of the basic
financial statements but are supplementary information required
by the Department of Labor's Rules and Regulations for Reporting
Disclosure under the Employee Retirement Income Security Act of
1974. The supplemental schedules have been subjected to the
auditing procedures applied in the audits of the basic financial
statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a
whole.
WASHINGTON, PITTMAN & McKEEVER
Chicago, Illinois
November 22, 1996
<PAGE 6>
<TABLE>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF JUNE 30, 1996
(dollars in thousands)
<CAPTION>
Union Non-Union Union Non-Union
(Non-ESOP) (ESOP) (Non-Sch. E) (Schedule E) Non-
Stock Bonus Stock Bonus PAYSOP PAYSOP Schedule E Schedule E
Quaker Quaker Quaker Quaker Money Money
Total Stock Fund Stock Fund Stock Fund Stock Fund Market Fund Market Fund
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS
The Quaker Oats Company common
stock, at market (1,862,630
shares, cost $52,398) $63,096 $7,775 $54,550 $ 771 $ - $ - $ -
Collective Short-Term
Investment Fund 1,170 52 163 1 - 167 787
Total investments 64,266 7,827 54,713 772 - 167 787
Contributions receivable - Employee 307 36 258 - - 2 11
Contributions receivable - Employer 179 28 151 - - - -
Dividends and interest receivable 536 66 460 6 - 1 3
Total assets 65,288 7,957 55,582 778 - 170 801
LIABILITIES
Payable for Quaker stock purchased 89 2 87 - - - -
Interfund (receivable) payable - - 1 (2) - - 1
Total liabilities 89 2 88 (2) - - 1
NET ASSETS AVAILABLE FOR BENEFITS $65,199 $7,955 $55,494 $ 780 $ - $ 170 $ 800
See accompanying notes to financial statements.
<PAGE 7>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF JUNE 30, 1995
(dollars in thousands)
<CAPTION>
Union Non-Union Union Non-Union
(Non-ESOP) (ESOP) (Non-Sch. E) (Schedule E) Non-
Stock Bonus Stock Bonus PAYSOP PAYSOP Schedule E Schedule E
Quaker Quaker Quaker Quaker Money Money
Total Stock Fund Stock Fund Stock Fund Stock Fund Market Fund Market Fund
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS
The Quaker Oats Company common
stock, at market (1,846,659
shares, cost $50,388) $60,247 $7,921 $47,929 $1,084 $3,313 $ - $ -
Collective Short-Term
Investment Fund 1,594 66 643 40 6 171 668
Total investments 61,841 7,987 48,572 1,124 3,319 171 668
Contributions receivable - Employer 348 336 12 - - - -
Dividends and interest receivable 528 69 417 10 29 - 3
Receivable for Quaker stock sold 15 - - 5 10 - -
Total assets 62,732 8,392 49,001 1,139 3,358 171 671
LIABILITIES
Due to Employee 436 386 47 - - 1 2
Due to other plans 71 - - 71 - - -
Interfund (receivable) payable - (8) (21) 13 (13) 13 16
Total liabilities 507 378 26 84 (13) 14 18
NET ASSETS AVAILABLE FOR BENEFITS $62,225 $8,014 $48,975 $1,055 $3,371 $157 $653
See accompanying notes to financial statements.
<PAGE 8>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED JUNE 30, 1996
(dollars in thousands)
<CAPTION>
Union Non-Union Union Non-Union
(Non-ESOP) (ESOP) (Non-Sch. E) (Schedule E) Non-
Stock Bonus Stock Bonus PAYSOP PAYSOP Schedule E Schedule E
Quaker Quaker Quaker Quaker Money Money
Total Stock Fund Stock Fund Stock Fund Stock Fund Market Fund Market Fund
<S> <C> <C> <C> <C> <C> <C> <C>
Additions
Investment Income:
Dividends $ 2,083 $ 255 $ 1,803 $ 25 $ - $ - $ -
Interest 71 4 19 - - 9 39
Total investment income 2,154 259 1,822 25 - 9 39
Realized gain on The Quaker Oats
Company common stock 1,403 107 895 344 57 - -
Unrealized gain (loss) on The Quaker
Oats Company common stock 839 100 2,820 (255) (1,826) - -
Employee contributions 7,091 822 6,006 - - 43 220
Employer contributions 2,358 316 2,042 - - - -
Contributions from other plans 15 - 15 - - - -
Total additions 13,860 1,604 13,600 114 (1,769) 52 259
Deductions
Distributions to participants 9,094 1,189 7,026 595 76 50 158
Dividends to participants 1,792 - 1,762 - 30 - -
Total deductions 10,886 1,189 8,788 595 106 50 158
Increase (decrease) in net assets 2,974 415 4,812 (481) (1,875) 2 101
Net assets available for benefits,
beginning of period 62,225 8,014 48,975 1,055 3,371 157 653
Interfund transfers, net - (474) 1,707 206 (1,496) 11 46
Net assets available for benefits,
end of period $65,199 $7,955 $55,494 $ 780 $ - $ 170 $ 800
See accompanying notes to financial statements.
<PAGE 9>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED JUNE 30, 1995
(dollars in thousands)
<CAPTION>
Union Non-Union Union Non-Union
(Non-ESOP) (ESOP) (Non-Sch. E) (Schedule E) Non-
Stock Bonus Stock Bonus PAYSOP PAYSOP Schedule E Schedule E
Quaker Quaker Quaker Quaker Money Money
Total Stock Fund Stock Fund Stock Fund Stock Fund Market Fund Market Fund
<S> <C> <C> <C> <C> <C> <C> <C>
Additions
Investment Income:
Dividends $ 2,116 $ 847 $ 1,113 $ 107 $ 49 $ - $ -
Interest 83 15 22 3 - 22 21
Total investment income 2,199 862 1,135 110 49 22 21
Realized gain on The Quaker Oats
Company common stock 1,202 50 995 34 123 - -
Unrealized (loss) gain on The Quaker
Oats Company common stock (5,352) (8,036) 3,142 (1,470) 1,012 - -
Employee contributions 7,516 2,915 4,337 - - 110 154
Employer contributions 2,550 1,501 1,049 - - - -
Contributions from other plans 44 14 26 (2) 2 4 -
Total additions 8,159 (2,694) 10,684 (1,328) 1,186 136 175
Deductions
Distributions to participants 8,377 1,114 6,870 48 144 50 151
Dividends to participants 1,234 - 1,119 - 115 - -
Total deductions 9,611 1,114 7,989 48 259 50 151
(Decrease) increase in net assets (1,452) (3,808) 2,695 (1,376) 927 86 24
Net assets available for benefits,
beginning of period 63,677 42,415 15,677 3,491 1,389 500 205
Interfund transfers, net - (30,593) 30,603 (1,060) 1,055 (429) 424
Net assets available for benefits,
end of period $62,225 $ 8,014 $48,975 $ 1,055 $3,371 $ 157 $ 653
See accompanying notes to financial statements.
<PAGE 10>
</TABLE>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 1996 AND 1995
NOTE 1 - THE QUAKER STOCK BONUS SAVINGS PLAN
The following brief description of The Quaker Stock Bonus Savings
Plan (the "Plan") provides only general information. The Plan
document should be referred to for the complete Plan provisions.
General
The Plan was adopted by The Quaker Oats Company (the "Company")
and provides a program under which eligible employees may acquire
an ownership interest in the Company and accumulate funds on a
pretax basis for long-term retirement savings. The Plan is
intended to qualify as a cash or deferred arrangement under
Section 401(K) of the Internal Revenue Code and is subject to the
provisions of the Employee Retirement Income Security Act of
1974.
Effective the calendar year beginning January 1, 1997, the Plan
year end will change from June 30 to December 31. A six-month
transition period from July 1, 1996 to December 31, 1996 will
precede the start of the new calendar year cycle.
Overall responsibility for administering the Plan rests with the
Plan's administrative committee which is appointed by the Board
of Directors of the Company. The Plan's trustee, The Northern
Trust Company, is responsible for the management and control of
the Plan's assets and has certain discretionary authority and
control over such assets. The Plan's administrative committee
has appointed Hewitt Associates as the Plan's record-keeper. The
Company pays all expenses incurred by the Plan.
Eligibility
The Plan covers those employees of the Company who were included
in a group designated by the Board of Directors or the Executive
Committee and have completed one year of service prior to the
original effective date of the Plan. Under the current terms of
the Plan, designated employees of the Company are eligible to
participate in the Plan on the first day of the month following
the date on which they complete one year of service.
Participants' Accounts
Participants in the Plan may invest in the Quaker Stock Fund or
the Money Market Fund.
The Quaker Stock Fund invests in common stock of the Company.
Effective June 1, 1994, a portion of the Plan was designated an
Employee Stock Ownership Plan ("ESOP"), within the meaning of
section 4975(e)(7) of the Internal Revenue Code. An ESOP account
is maintained for each participant included in a group listed on
Schedule E of the Plan. Effective June 30, 1994, the Quaker
Stock Sharing Plan ("PAYSOP") was merged into the Plan and the
net assets of the PAYSOP were transferred into the Plan. Such
assets transferred into the Plan were separately maintained as
PAYSOP accounts until June 30, 1995, at which time the PAYSOP
accounts were merged into the ESOP accounts. Those
<PAGE 11>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 1996 AND 1995
NOTE 1 - THE QUAKER STOCK BONUS SAVINGS PLAN (Continued)
participants who did not have ESOP accounts had their PAYSOP
accounts converted into special ESOP subaccounts. A non-ESOP
account is maintained for each participant, consisting of the
portion of the participant's account that is not included in an
ESOP or PAYSOP account.
The Money Market Fund invests in short-term fixed-income
securities.
Contributions
The Plan allows participants to contribute one to fifteen percent
of their earnings, depending upon their location, in whole
percentage increments, to the Plan before Federal and most state
withholding taxes are computed. Participants have the option to
change their investment election once a month. Participants may
elect to invest their contributions in either the Quaker Stock
Fund or the Short-Term Investment (Money Market) Fund. The
Company contributes an additional 50% of a participant's
contributions to the Quaker Stock Fund to a maximum of four
percent of a participant's eligible earnings. Once a year,
participants have the option to transfer all or a portion of
their monies they have accumulated in the Short-Term Investment
Fund to the Quaker Stock Fund in multiples of 25%. Once a year,
participants who are at least age 59 1/2 or who become totally
and permanently disabled may transfer funds, in multiples of 25%,
between the two funds.
Participants may contribute to the Plan any portion of
distributions received from other qualified plans when the
contributions qualify as a tax-free roll-over.
Participants may elect to deposit excess funds from The Quaker
Flex Plan to the Plan.
Generally, all contributions are not subject to Federal income
taxes until distributed to the participant or the participant's
beneficiary.
Distributions
All dividends received with respect to Company stock held on the
record date a) in a participant's ESOP account, and b) in a
participant's PAYSOP account, if the participant's group is listed
on Schedule E of the Plan, are distributed to participants no
later than 90 days after the end of the Plan year in which the
dividends are received.
A participant may elect in writing to receive distribution of all
or a portion of his account if he is at least age 59 1/2 or if he
is totally and permanently disabled as determined by the Company
with the advice of a medical doctor. Additionally, a participant
may receive the portion of his account consisting of participant
contributions (and, for those not listed on Schedule E, excluding
any amounts that have been invested in the Quaker Stock Fund for
less than two full Plan years after the year in which they were
invested) in the event of a hardship. "Hardship" means when
funds are required for purchasing or
<PAGE 12>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 1996 AND 1995
NOTE 1 - THE QUAKER STOCK BONUS SAVINGS PLAN (Continued)
making capital expenditures for a primary residence, financing
the post-secondary education of a participant or the
participant's family or alleviating an immediate and substantial
financial hardship.
Effective June 1, 1994, a participant may elect to withdraw a
portion of his ESOP or PAYSOP account if the participant: a) is
an employee; b) has completed at least ten years of service since
becoming a participant in the ESOP (including years of
participation in the PAYSOP prior to June 30, 1994); and c) is at
least age 55. Generally, the annual maximum amount subject to
this election is 25% of the participant's account balance,
reduced by any amounts previously distributed under this
provision.
If a participant's employment with the Company is terminated, the
Plan will distribute the account balance to the participant or
the participant's beneficiary. A participant under age 55 at the
time of termination of employment may elect to defer the lump-sum
distribution or the start of installment payments until age 65.
A participant age 55 or older may elect to defer the lump-sum
distribution or the start of installment payments until age 70
1/2. If a participant terminates employment, attains age 65 in a
Plan year, and no distribution or deferral election is received
by the 15th day after the end of the Plan year, an automatic lump-
sum distribution will be made. A participant may elect in
writing to receive the distribution in one of the following ways:
(a) in a lump sum; or (b) in approximately equal annual
installments over a chosen period. The period chosen, however,
must be no longer than the participant's life expectancy when
distributions begin as determined by Internal Revenue Service
regulations. If the distribution is made through installment
payments, a participant's remaining account balance will continue
to be adjusted for investment gains or losses. If a
participant's account value is $3,500 or less, an automatic lump-
sum distribution will be made as soon as practical after the end
of the Plan year in which termination occurs.
The Plan may be terminated at any time by action of the Company's
Board of Directors. In the event of the Plan termination, the
value of the accounts determined as of the effective date of such
termination shall be held for the benefit of participants, former
participants or their beneficiaries.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The preparation of the financial statements in conformity with
Generally Accepted Accounting Principles requires the Plan's
management to use estimates and assumptions that affect the
accompanying financial statements and disclosures. Actual
results could differ from these estimates and assumptions.
The accompanying financial statements have been prepared on the
accrual basis of accounting. Interest income is recorded as
earned and dividend income is recorded as of the record date.
<PAGE 13>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 1996 AND 1995
(dollars in thousands)
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
Investment Valuation
Investments are included in the accompanying Statements of Net
Assets Available for Benefits at fair market value. Fair market
value is based on published market prices.
Net realized and unrealized gains and losses for the period are
reflected in the accompanying Statement of Changes in Net Assets
Available for Benefits. The net realized gain or loss on the
investments sold is calculated as the difference between the
proceeds received and the average cost of the investments. The
net realized gain or loss on the distribution of investments is
calculated as the difference between the fair market value on the
date of distribution and the average cost of the investments.
The net unrealized gain or loss is calculated as the difference
between the fair market value of the investments less the cost of
the investments at the end of the Plan year and the fair market
value of the investments less the cost of the investments at the
beginning of the Plan year.
Security purchases and sales, including related gains and losses,
are recognized on the transaction trade date. Brokerage
commissions increase the cost or decrease the sale proceeds on
the security transactions.
NOTE 3 - FEDERAL INCOME TAXES
The Plan obtained its latest determination letter on August 20,
1996, in which the Internal Revenue Service stated that the Plan, as
then designed, was in compliance with the applicable requirements
of the Internal Revenue Code. The Plan administrator believes the
Plan is currently designed and being operated in compliance with
the applicable requirements of the Internal Revenue Code. The Plan
was qualified and the related trust was tax-exempt as of June 30,
l996.
NOTE 4 - REALIZED GAIN ON INVESTMENTS
The realized gain on Quaker stock was as follows:
Year Ended Year Ended
June 30, 1996 June 30, 1995
Proceeds from the sale/distribution of Quaker stock $ 6,942 $ 5,724
Less: Cost of investments sold/distributed 5,539 4,522
REALIZED GAIN ON INVESTMENTS $ 1,403 $ 1,202
<PAGE 14>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 1996 AND 1995
(dollars in thousands)
NOTE 5 - UNREALIZED GAIN (LOSS) ON INVESTMENTS
The unrealized gain (loss) on Quaker stock was as follows:
Year Ended Year Ended
June 30, 1996 June 30, 1995
Unrealized gain, beginning of year $ 9,859 $ 15,211
Unrealized gain (loss) during the year 839 (5,352)
UNREALIZED GAIN, END OF YEAR $ 10,698 $ 9,859
NOTE 6 - CURRENT VALUE GAIN (LOSS)
Based on the "Current Value" reporting requirements of the
Department of Labor and the Internal Revenue Service instructions
for Form 5500, the net realized gain (loss) on the investments
sold is calculated as the difference between proceeds received
and the fair market value of investments on the first day of
the Plan year or the acquisition date if purchased during the
Plan year. The net realized gain on the distribution of
investments is calculated as the difference between fair market
value of investments on the date of distribution and the fair
market value of investments on the first day of the Plan year.
The net unrealized gain (loss) is calculated as the difference
between the fair market value of investments at the end of the
Plan year and the fair market value at the beginning of the Plan
year. The net realized gain (loss) and net unrealized gain (loss)
were as follows:
Year Ended Year Ended
June 30, 1996 June 30, 1995
Net realized gain (loss) on investments $ 247 $ (17)
Net unrealized gain (loss) on investments 1,995 (4,133)
Net gain (loss) in fair value of investments $ 2,242 $ (4,150)
NOTE 7 - QUAKER COMMON STOCK SPLIT-UP
In fiscal 1995, Quaker shareholders of record received an
additional share of common stock for each share held, pursuant to
a two-for-one stock split-up approved by the Board of Directors.
The number of Quaker common stock shares has been retroactively
restated.
<PAGE 15>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF JUNE 30, 1996 AND 1995
(dollars in thousands)
NOTE 8 - RECONCILIATION OF THE FORM 5500 TO THE FINANCIAL STATEMENTS
The following is a reconciliation of net assets available for
benefits per the Form 5500 to the financial statements as of June 30:
1996 1995
Net assets available for benefits per the Form 5500 $63,928 $58,403
Add: Distributions payable to participants 1,271 3,822
NET ASSETS AVAILABLE FOR BENEFITS PER
THE FINANCIAL STATEMENTS $65,199 $62,225
The following is a reconciliation of benefits paid to participants
per the Form 5500 to the financial statements:
Year Ended Year Ended
June 30, 1996 June 30, 1995
Distributions to participants per the Form 5500 $6,543 $11,722
Add: Distributions payable, beginning of year 3,822 477
Less: Distributions payable, end of year 1,271 3,822
DISTRIBUTIONS TO PARTICIPANTS PER THE
FINANCIAL STATEMENTS $9,094 $ 8,377
<PAGE 16>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
FORM 5500 ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF JUNE 30, 1996
(dollars in thousands)
Market
Description Number of Shares Cost Value
The Quaker Oats Company Common Stock * 1,862,630 $52,398 $63,096
Collective Short-Term Investment Fund 1,170 1,170
Total Investments $53,568 $64,266
* Identifies a party-in-interest to the Plan.
<PAGE 17>
<TABLE>
THE QUAKER OATS COMPANY
THE QUAKER STOCK BONUS SAVINGS PLAN
FORM 5500 ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED JUNE 30, 1996
(dollars in thousands)
<CAPTION>
Purchase Sale Current Net
Description of Security Price # of Trades Price # of Trades Cost of Security Value Gain
<S> <C> <C> <C> <C> <C> <C> <C>
The Quaker Oats Company Common Stock $ 7,550 64 $ 2,903 41 $ 2,340 $10,453 $ 563
<PAGE 18>
</TABLE>
Exhibit (b)
WASHINGTON, PITTMAN & McKEEVER
Certified Public Accountants
819 South Wabash Avenue
Suite 600
Chicago, Illinois 60605
(312)786
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the use
of our report dated November 22, 1996 (and all references to our
Firm) included in or made a part of the Form 11-K. It should be
noted that we have not audited any financial statements of The
Quaker Stock Bonus Savings Plan subsequent to June 30, 1996 or
performed any audit procedures subsequent to the date of our
report.
<PAGE 19>
WASHINGTON, PITTMAN & McKEEVER
Chicago, Illinois
December 19, 1996
