<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-----------------------------------------------------------
FORM 11-K
REPORT FOR THE TWELVE-MONTH PERIOD ENDED
DECEMBER 31, 1996
-----------------------------------------------------------
For the twelve-month period ended December 31, 1996.
Commission file number: 1-4188
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below.
RUBBERMAID RETIREMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
Rubbermaid Incorporated
1147 Akron Road
Wooster, Ohio 44691-6000
<PAGE> 2
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended,
the Plan has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
RUBBERMAID RETIREMENT PLAN
Dated: June 23, 1997 /s/ William R. Connor
-------------------------------
William R. Connor
<PAGE> 3
[KPMG PEAT MARWICK LLP LOGO]
1500 National City Center
1900 East Ninth Street
Cleveland, OH 44114-3495
INDEPENDENT AUDITORS' CONSENT
-----------------------------
The Board of Directors
Rubbermaid Incorporated:
We consent to incorporation by reference in the registration statement (No.
33-61817) on Form S-8 of Rubbermaid Incorporated of our report dated June 13,
1997, relating to the statements of assets available for benefits of Rubbermaid
Retirement Plan as of December 31, 1996 and 1995, and the related statement of
changes in assets available for benefits for the year ended December 31, 1996,
which report appears in the December 31, 1996 annual report on Form 11-K of
Rubbermaid Incorporated.
KPMG Peat Marwick LLP
/s/ KPMG Peat Marwick LLP
Cleveland, Ohio
June 19, 1997
<PAGE> 4
[KPMG LOGO]
The Global Leader
RUBBERMAID RETIREMENT PLAN
Financial Statements and Schedules
December 31, 1996 and 1995
(With Independent Auditors' Report Thereon)
<PAGE> 5
RUBBERMAID RETIREMENT PLAN
Table of Contents
-----------------
<TABLE>
<S> <C>
Independent Auditors' Report
Financial Statements:
Statements of Assets Available for Benefits, with Fund Information -
December 31, 1996 and 1995
Statement of Changes in Assets Available for Benefits, with Fund
Information - Year ended December 31, 1996
Notes to Financial Statements
Schedules: Schedule
---------
Line 27(a) - Schedule of Assets Held for Investment Purposes (at end
of Plan year) - December 31, 1996 1
Line 27(d) - Schedule of Reportable Transactions -
Year ended December 31, 1996 2
</TABLE>
NOTE: All other schedules required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974 have been omitted because there is nothing to report.
<PAGE> 6
[KPMG LOGO] PEAT MARWICK LLP
1500 National City Center
1900 East Ninth Street
Cleveland, OH 44114-3495
INDEPENDENT AUDITORS' REPORT
----------------------------
Plan Administrator of
Rubbermaid Retirement Plan:
We have audited the accompanying statements of assets available for benefits of
the Rubbermaid Retirement Plan (Plan) as of December 31, 1996 and 1995, and the
related statement of changes in assets available for benefits for the year ended
December 31, 1996. 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 assets available for benefits of the Plan as of
December 31, 1996 and 1995, and the changes in assets available for benefits for
the year ended December 31, 1996, in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements of the Plan 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 assets available for benefits and the statement of changes in
assets available for benefits is presented for purposes of additional analysis
rather than to present the assets available for benefits and changes in 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.
/s/ KPMG Peat Marwick LLP
KPMG Peat Marwick LLP
Cleveland, Ohio
June 13, 1997
<PAGE> 7
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<PAGE> 8
RUBBERMAID RETIREMENT PLAN
Statement of Assets Available for Benefits, with Fund Information
December 31, 1996
<TABLE>
<CAPTION>
Participant-Directed
--------------------------------------------------------------------
Spartan
Equity Fixed Stable U.S. Equity
Index Income Value Stock Index
Fund Fund Fund Fund Fund
------ ------ ------ ----- -----------
Assets
<S> <C> <C> <C> <C> <C>
Investments, at fair value
Investments in registered investment
companies $ - - - - 53,449,132
Plan interest in investments of the
Rubbermaid Master Trust - - 205,516,576 - -
Participant loans receivable - - - - -
-------- -------- ----------- -------- ----------
Total investments - - 205,516,576 - 53,449,132
Receivables
Employer contribution - - - - -
Participant contributions - - - - -
-------- -------- ----------- -------- ----------
Assets available for benefits $ - - 205,516,576 - 53,449,132
======== ======== =========== ======== ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 9
<TABLE>
<CAPTION>
Participant-Directed
- ------------------------------------------------------------------------------------------------------
Small Diversified
Cap Inter- Rubbermaid
Puritan Magellan Stock national Stock Loan Combined
Fund Fund Contrafund Fund Fund Fund Fund Other Funds
- ----------- -------- ---------- ----- ------------ ---------- --------- ------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
70,897 103,759 104,393 37,015 49,467 3,452,621 - - 57,267,284
- - - - - - - - 205,516,576
- - - - - - 7,600,314 - 7,600,314
------ ------- ------- ------ ------ --------- --------- --------- ------------
70,897 103,759 104,393 37,015 49,467 3,452,621 7,600,314 - 270,384,174
- - - - - - - 5,700,097 5,700,097
- - - - - - - 2,468,839 2,468,839
------ ------- ------- ------ ------ --------- --------- --------- -----------
70,897 103,759 104,393 37,015 49,467 3,452,621 7,600,314 8,168,936 278,553,110
====== ======= ======= ====== ====== ========= ========= ========= ===========
</TABLE>
<PAGE> 10
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<PAGE> 11
RUBBERMAID RETIREMENT PLAN
Statement of Assets Available for Benefits, with Fund Information
December 31, 1995
<TABLE>
<CAPTION>
Participant-Directed
-------------------------------------------------------------------------
Equity Fixed Stable
Index Income Value Stock Loan Combined
Fund Fund Fund Fund Fund Other Funds
---------- --------- -------- ------ ------- ------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Assets
Investments, at fair value
Investments in registered
investment companies $ -- -- -- -- -- -- --
Plan interest in investments
of the Rubbermaid
Master Trust 37,653,748 9,534,339 198,909,755 4,535,165 -- -- 250,633,007
Participant loans receivable -- -- -- -- 7,224,914 -- 7,224,914
----------- --------- ----------- --------- --------- --------- -----------
Total investments 37,653,748 9,534,339 198,909,755 4,535,165 7,224,914 -- 257,857,921
Receivables
Employer contribution -- -- -- -- -- 4,977,879 4,977,879
Participant contributions -- -- -- -- -- 1,751,238 1,751,238
----------- --------- ----------- --------- --------- --------- -----------
Assets available
for benefits $37,653,748 9,534,339 198,909,755 4,535,165 7,224,914 6,729,117 264,587,038
=========== ========= =========== ========= ========= ========= ===========
</TABLE>
See accompanying notes to financial statements.
<PAGE> 12
RUBBERMAID RETIREMENT PLAN
Statement of Changes in Assets Available for Benefits, with Fund Information
Year ended December 31, 1996
<TABLE>
<CAPTION>
Participant-Directed
---------------------------------------------------------------------------
Equity Fixed Stable Spartan U.S.
Index Income Value Stock Equity Index
Fund Fund Fund Fund Fund
----------- ---------- ------------- ---------- -------------
<S> <C> <C> <C> <C>
Additions to assets attributed to
Net appreciation (depreciation) in
fair value of investments $ 6,873,555 (358,159) (947,966) (231,770) 2,277,869
Dividends - 569,068 13,558,893 66,154 529,324
Interest 36,713 15,830 32,092 9,106 (30,856)
Loan repayments 420,643 132,827 2,894,170 10,629 -
----------- ---------- ------------- ---------- ------------
7,330,911 359,566 15,537,189 (145,881) 2,776,337
Contributions
Employer contribution 1,361,471 452,251 4,032,065 28,085 -
Participant contributions 1,560,590 489,600 3,854,925 109,071 198,285
----------- ---------- ------------- ---------- ------------
2,922,061 941,851 7,886,990 137,156 198,285
----------- ---------- ------------- ---------- ------------
Total additions 10,252,972 1,301,417 23,424,179 (8,725) 2,974,622
----------- ---------- ------------- ---------- ------------
Deductions from assets attributed to
Benefits paid to participants 4,026,299 1,029,311 17,204,826 493,357 -
Loan disbursements 684,482 267,123 2,408,750 60,074 -
Miscellaneous 130,085 64,658 406,623 (1,235) -
----------- ---------- ------------- ---------- ------------
Total deductions 4,840,866 1,361,092 20,020,199 552,196 -
----------- ---------- ------------- ---------- ------------
Net increase (decrease)
prior to transfers 5,412,106 (59,675) 3,403,980 (560,921) 2,974,622
Net transfers (to) from Rubbermaid
Retirement Plan for Collectively
Bargained Associates 141,639 6,844 513,628 (21,980) -
Transfer to Fidelity Management
Trust Company (from) the
Rubbermaid Master Trust (50,442,896) - - (3,509,156) 50,474,510
Interfund transfers 7,235,403 (9,481,508) 2,689,213 (443,108) -
----------- ---------- ------------- ---------- ------------
Net increase (decrease) (37,653,748) (9,534,339) 6,606,821 (4,535,165) 53,449,132
Assets available for benefits
Beginning of year 37,653,748 9,534,339 198,909,755 4,535,165 -
----------- ---------- ------------- ---------- ------------
End of year $ - - 205,516,576 - 53,449,132
=========== ========== ============= ========== ============
</TABLE>
See accompanying notes to financial statements.
<PAGE> 13
<TABLE>
<CAPTION>
Participant-Directed
- -------------------------------------------------------------------------------------------------------
Diver-
Small sified
Cap Inter- Rubbermaid
Puritan Magellan Stock national Stock Loan Combined
Fund Fund Contrafund Fund Fund Fund Fund Other Funds
- ------- ------- ---------- ------ ------ ---------- ---------- --------- -----------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
(214) 179 (1,899) 1,147 41 (49,617) -- -- 7,563,166
544 466 3,430 -- 963 -- -- -- 14,728,842
-- -- -- -- -- (2,502) 621,093 -- 681,476
-- -- -- -- -- -- (3,458,269) -- --
- ------- ------- -------- ------ ------ ---------- ---------- --------- -----------
330 645 1,531 1,147 1,004 (52,119) (2,837,176) -- 22,973,484
-- -- -- -- -- -- -- 722,218 6,596,090
70,567 103,114 102,862 35,868 48,463 27,198 -- 717,601 7,318,144
- ------- ------- -------- ------ ------ ---------- ---------- --------- -----------
70,567 103,114 102,862 35,868 48,463 27,198 -- 1,439,819 13,914,234
- ------- ------- -------- ------ ------ ---------- ---------- --------- -----------
70,897 103,759 104,393 37,015 49,467 (24,921) (2,837,176) 1,439,819 36,887,718
- ------- ------- -------- ------ ------ ---------- ---------- --------- -----------
-- -- -- -- -- -- -- -- 22,753,793
-- -- -- -- -- -- (3,420,429) -- --
-- -- -- -- -- -- 207,853 -- 807,984
- ------- ------- -------- ------ ------ ---------- ---------- --------- -----------
-- -- -- -- -- -- (3,212,576) -- 23,561,777
- ------- ------- -------- ------ ------ ---------- ---------- --------- -----------
70,897 103,759 104,393 37,015 49,467 (24,921) 375,400 1,439,819 13,325,941
-- -- -- -- -- -- -- -- 640,131
-- -- -- -- -- 3,477,542 -- -- --
- ------- ------- -------- ------ ------ ---------- ---------- --------- -----------
70,897 103,759 104,393 37,015 49,467 3,452,621 375,400 1,439,819 13,966,072
-- -- -- -- -- -- 7,224,914 6,729,117 264,587,038
- ------- ------- -------- ------ ------ ---------- ---------- --------- -----------
70,897 103,759 104,393 37,015 49,467 3,452,621 7,600,314 8,168,936 278,553,110
======= ======= ======== ====== ====== ========== ========== ========= ===========
</TABLE>
<PAGE> 14
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<PAGE> 15
5
RUBBERMAID RETIREMENT PLAN
Notes to Financial Statements
December 31, 1996 and 1995
(1) Description of the Plan
-----------------------
The following brief description of the Rubbermaid Retirement Plan (Plan),
formerly known as the Rubbermaid Incorporated Associates' Profit Sharing
Retirement Plan, is provided for general information purposes only.
Participants should refer to the Plan agreement for more complete
information.
(a) General
-------
The Plan is a defined contribution profit sharing plan with a
401(k) feature covering salaried and non-bargaining hourly
associates, as defined by the Plan, of Rubbermaid Incorporated and
Affiliated Companies that adopt the Plan (Company). Participation
in the Plan begins on January 1 coincident with or following an
associate's date of hire. The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974 (ERISA).
(b) Employer Contributions
----------------------
For Plan years beginning on or after January 1, 1995, but prior to
January 1, 1997 (see note 7), as defined in the Plan agreement,
depending upon the location the participant is employed, the
participant will receive Company contributions equal to either the
5 Percent or the 7 Percent Contribution Formula. The major
provisions of each contribution are described below:
- 5 Percent Contribution Formula - For those participants
employed at locations listed in Section B of Schedule I to the
Plan, the Company contributes to the Plan a minimum of 3
percent of the aggregate eligible compensation plus an
additional amount (not to exceed 2.5 percent based on the
level of return on net assets (RONA) that is achieved by the
Company for the Plan year) of the aggregate eligible
compensation. Such contribution is then allocated to eligible
participants based on units credited during the Plan year (one
unit is credited for each full $100 of compensation, one
additional unit is credited for each $100 of compensation in
excess of the Social Security taxable wage base, and one unit
is credited for each full year of service). A participant must
be employed by the Company at the end of the Plan year and
complete at least 1,000 hours during the Plan year in order to
be eligible to receive a Company contribution, subject to
limited exceptions.
- 7 Percent Contribution Formula - For those participants
employed at locations listed in Section A of Schedule I to the
Plan, the Company contributes to the Plan a minimum of 3
percent of the aggregate eligible compensation plus an
additional amount (not to exceed 4.7 percent based on the
level of return on net assets (RONA) that is achieved by the
Company for the Plan year) of the aggregate eligible
compensation. Such contribution is then allocated to
non-highly compensated eligible participants based on units
credited during the Plan year (one unit is credited for each
full $100 of compensation, and one unit
<PAGE> 16
2
RUBBERMAID RETIREMENT PLAN
Notes to Financial Statements
is credited for each full year of service). Highly compensated
eligible participants receive an amount equal to 5 percent of
compensation plus 5 percent of compensation in excess of the
Social Security taxable wage base for the Plan year. A
participant must be employed by the Company at the end of the
Plan year and complete at least 1,000 hours during the Plan
year in order to be eligible to receive a Company
contribution, subject to limited exceptions.
(c) Employee Salary Deferral Contributions
--------------------------------------
Effective January 1, 1995, a 401(k) salary deferral feature was
added to the Plan, allowing participants to make pretax salary
deferrals of base compensation or wages and bonus compensation
paid through the improvement sharing plan.
(d) Participant Accounts
--------------------
Separate accounts are maintained for each participant.
Contributions are invested, as instructed by the participants, in
one or more of the available investment funds. Each participant's
account is credited with contributions, if any, and earnings.
(e) Vesting
-------
Participants are 100 percent vested in the portion of their
accounts attributable to 401(k) contributions (plus earnings).
Vesting in the remainder of their accounts is based upon a
seven-year graduated vesting schedule. A participant becomes 100
percent vested after completing seven years of vesting service.
Upon death, disability, or attainment of age 65, participants
become 100 percent vested.
(f) Investments
-----------
All investments are participant-directed, and the participants may
elect to invest their account in the Plan in one or more of the
eight investment funds held by the Plan. Currently, the available
investment funds include: (a) Stable Value Fund, comprised
primarily of guaranteed principal and interest contracts with
major financial institutions and insurance companies; (b) Spartan
U.S. Equity Index Fund, which invests primarily in the 500
companies that comprise the Standard & Poor's 500 and in other
securities that are based on the value of the index; (c) Puritan
Fund, which invests in a broadly diversified portfolio of
high-yielding equity and debt securities; (d) Magellan Fund, which
invests primarily in equity securities of domestic, foreign, and
multinational issuers of all sizes that offer potential for
growth; (e) Contrafund, which invests mainly in equity securities
of companies that are undervalued or out-of-favor; (f) Small Cap
Stock Fund, which invests mainly in equity securities of companies
with small market capitalizations that are determined to be
undervalued compared to others in their industries; (g)
Diversified International Fund, which invests mainly in foreign
equity securities that are determined to be undervalued compared
to others in their industries and countries; and (h) Rubbermaid
Stock Fund, which invests in common stock of Rubbermaid
Incorporated.
(Continued)
<PAGE> 17
3
RUBBERMAID RETIREMENT PLAN
Notes to Financial Statements
For investment purposes only, the assets held in the Stable Value
Fund are commingled with those of another Rubbermaid Incorporated
retirement plan which has a similar fund. Such Stable Value Fund
is held under the Rubbermaid Master Trust (Master Trust), with
National City Bank as the trustee.
All other investment funds are held under the Rubbermaid
Retirement Plan Trust, with Fidelity Management Trust Company as
the trustee.
(g) Payment of Benefits
-------------------
A participant is eligible to receive a distribution upon the
earlier of termination of employment or attainment of age 65,
either in a lump-sum cash payment equal to the value of his or her
vested account, or periodic payments in such amounts as elected by
the participant (subject to provisions of the Plan). The amount
paid shall not exceed the participant's vested interest.
(h) Participant Loans
-----------------
Effective January 1, 1995, loans of up to 50 percent of the vested
portion of the participant's individual account may be obtained
for qualified participants. The maximum loan permissible is
generally the lesser of $50,000 or one-half of the participant's
vested balance.
(i) Forfeited Accounts
------------------
Employer contributions were eligible to be reduced by forfeited
nonvested accounts totaling approximately $2,339,000 in 1996 and
$3,618,000 in 1995.
(2) Significant Accounting Policies
-------------------------------
(a) Basis of Presentation
---------------------
The accompanying financial statements have been prepared on the
accrual basis of accounting.
(b) Investment Valuation and Income Recognition
-------------------------------------------
The Plan's investments are stated at fair value except for the
guaranteed principal and interest contracts included in the Stable
Value Fund, which are stated at contract value (see note 2[c]).
Purchases and sales of securities are recorded on a trade-date
basis.
(c) Guaranteed Principal and Interest Contracts
-------------------------------------------
The Master Trust has guaranteed principal and interest contracts
with Primco Capital Management (Primco), as discussed in note 6.
These investments are part of the Stable Value Fund at December
31, 1996 and 1995. These contracts are included in the financial
statements at contract value, as noted above, because they are
fully benefit-responsive.
(Continued)
<PAGE> 18
4
RUBBERMAID RETIREMENT PLAN
Notes to Financial Statements
(d) Payment of Benefits
--------------------
Benefits are recorded when paid.
(e) Administrative Expenses
-----------------------
All normal costs and expenses of administering the Plan and Trust
are paid by the Plan. Any cost resulting from a participant
obtaining a loan may be borne by such participant or charged to
the participant's individual account.
(f) 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 at the date of the financial statements and
the reported amounts of changes in assets available for benefits
during the reporting period. Actual results could differ from
those estimates.
(3) 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 percent vested in their
accounts, and the Trustee shall distribute the assets in accordance with
the terms of the Plan and the trust agreement.
(4) Tax Status
----------
The Internal Revenue Service has determined and informed the Company by
letter dated November 20, 1996, that the Plan and related trust are
designed in accordance with applicable sections of the Internal Revenue
Code (IRC). Therefore, no provision for income taxes has been included in
the Plan's financial statements. As indicated in note 7, the Plan was
amended effective January 1, 1997. The plan administrator and the Plan's
tax counsel do not believe that this amendment will have any negative
impact on compliance with the applicable requirements of the IRC.
(5) Plan Merger
-----------
As of March 31, 1995, and effective April 1, 1995, the Company merged the
assets and liabilities of the Rubbermaid Incorporated Profit Sharing Plan
and the Rubbermaid Incorporated Associates' Profit Sharing Retirement
Plan into the Plan. A spin-off from the Plan also occurred on March 31,
1995, creating the Rubbermaid Retirement Plan for Collectively-Bargained
Associates, which covers the collectively-bargained associates.
(Continued)
<PAGE> 19
5
RUBBERMAID RETIREMENT PLAN
Notes to Financial Statements
(6) Master Trust Financial Information
----------------------------------
As described in note 1(f), a portion of the assets of the Plan are
invested in a Master Trust in which they are combined with the assets of
another affiliated Company plan for investment purposes. The Master Trust
fund assets at December 31, 1996 and 1995, are as follows:
<TABLE>
<CAPTION>
1996 1995
-----------------------------------------------
Plan's Plan's
Percentage Percentage
Market Interest Market Interest
Value (Rounded) Value (Rounded)
----------- -------- ----------- ------------
<S> <C> <C> <C> <C>
Equity Index Fund $ 31,823,616 0% 60,464,608 62%
Fixed Income Fund 3,863,162 0 12,731,294 75
Stable Value Fund 305,726,826 67 307,187,275 65
Stock Fund 1,728,946 0 6,976,272 65
Loan Fund 1,823,586 0 9,186,003 79
--------- ---------
Total investments held by
the Master Trust fund $344,966,136 60% 396,545,452 65%
============ ===========
</TABLE>
The Master Trust has investment contracts with Primco with respect to the
Stable Value Fund. National City Bank maintains the contributions in a
pooled account. The account is credited with actual earnings on the
underlying investments and charged for Plan withdrawals and
administration expenses charged by Primco. The contract is included in
the financial statements at contract value, which approximates fair
values. Contract value represents contributions made under the contract,
plus earnings, less Plan withdrawals and administrative expenses. There
are no reserves against contract value for credit risk of the contract
issuer or otherwise. At December 31, 1996 and 1995, the fair value of the
guaranteed principal and interest contracts of the Rubbermaid Retirement
Plan was $108,163,199 and $112,092,708, respectively, and the
corresponding contract value was $107,815,653 and $109,869,420,
respectively. Both the average yield and the crediting interest rate were
6.52 percent as of December 31, 1996 and were 7.00 percent as of December
31, 1995.
(Continued)
<PAGE> 20
6
RUBBERMAID RETIREMENT PLAN
Notes to Financial Statements
A summary of Master Trust investment activity is as follows:
<TABLE>
<CAPTION>
Equity Fixed Stable
Index Income Value Stock Loan
Fund Fund Fund Fund Fund Totals
----------- ---------- ----------- --------- --------- -----------
<S> <C> <C> <C> <C> <C> <C>
Balance at
December 31, 1995 $ 60,464,608 12,731,294 307,187,275 6,976,272 9,186,003 396,545,452
Employer contributions 2,152,332 728,503 6,543,273 50,680 - 9,474,788
Participant contributions 1,560,590 489,600 3,854,925 109,071 - 6,014,186
Net appreciation (depre-
ciation) in fair value 12,657,478 (535,846) (1,374,702) (423,943) - 10,322,987
Dividends - 863,694 20,622,671 113,117 160,502 21,759,984
Interest 43,407 19,310 44,534 9,787 621,095 738,133
Loan repayments 665,517 155,117 3,853,543 10,800 (5,697,687) (1,012,710)
Benefit payments (5,892,473) (1,241,883) (29,558,604) (647,053) 804,857 (36,535,156)
Loan disbursements (1,019,990) (308,299) (2,933,604) (82,747) 4,344,640 -
Interfund 11,822,225 (8,951,829) (1,973,564) (876,210) (20,622) -
Transfers (50,442,896) - - (3,509,156) (7,600,314) (61,552,366)
Other (187,182) (86,499) (538,921) (1,672) 25,112 (789,162)
----------- ------------ ------------- ----------- ---------- -------------
Balance at
December 31, 1996 $ 31,823,616 3,863,162 305,726,826 1,728,946 1,823,586 344,966,136
========== =========== =========== ========= ========= ===========
</TABLE>
(7) Subsequent Events
-----------------
On June 13, 1997, Rubbermaid Incorporated sold its Office Products
Division to Newell Co. It is currently anticipated that Plan assets
relating to associates of the Office Products Division will be
transferred to Northern Trust Company during August 1997.
Effective January 1, 1997, the Plan was amended to replace RONA (see note
1[b]) with Economic Value Added (EVA) as the determinant of the Company's
variable contribution to the Plan.
<PAGE> 21
Schedule 1
----------
RUBBERMAID RETIREMENT PLAN
EIN: 34-6028700
Plan Number: 001
Line 27(a) - Schedule of Assets Held for Investment Purposes
(at end of Plan year)
December 31, 1996
<TABLE>
<CAPTION>
Column A Column B Column C Column D Column E
-------- -------- -------- -------- --------
Identity of Description of Investment
Issue, Borrower, Including Maturity Date, Rate
Lessor, or of Interest, Collateral, Par, Current
Similar Party or Maturity Value Cost Value
------------------ ----------------------------- ---- -------
<S> <C> <C> <C> <C>
* Fidelity Institutional U.S. Equity Index Fund $ 51,171,266 53,449,132
Retirement Services Puritan Fund 71,110 70,897
Company Magellan Fund 103,581 103,759
Contrafund 106,292 104,393
Small Cap Stock Fund 35,869 37,015
Diversified International Fund 49,412 49,467
Rubbermaid Stock Fund 1,114,330 3,452,621
----------- -----------
$ 52,651,860 57,267,284
========== ==========
<FN>
- ----------
* Party-in-interest
</TABLE>
See accompanying independent auditors' report.
<PAGE> 22
Schedule 2
----------
RUBBERMAID RETIREMENT PLAN
EIN: 34-6028700
Plan Number: 001
Line 27(d) - Schedule of Reportable Transactions
Year ended December 31, 1996
Category (i) - Single Transactions Involving an Amount in
Excess of Five Percent of the Current Value of the Plan Assets
- --------------------------------------------------------------
<TABLE>
<CAPTION>
Column A Column B Column C Column D Column G Column H Column I
-------- -------- -------- -------- -------- -------- --------
Current
Value of
Identity Asset on Net Gain
of Party Purchase Selling Cost of Transaction or
Involved Description of Assets Price Price Asset Date (Loss)
-------- --------------------- ----- ----- ----- ---- ------
<S> <C> <C> <C> <C> <C> <C>
Fidelity
Institutional
Retirement
Services U.S. Equity Index Fund $ 50,474,510 - 50,474,510 50,474,510 -
Company Rubbermaid Stock Fund 3,477,542 - 3,477,542 3,477,542 -
</TABLE>
- --------------------------------------------------------------------------------
Columns E (Lease Rental) and F (Expense Incurred with Transaction)
have been omitted because there is no information to report.
Category (iii) - Series Transactions, When Aggregated, Involving an Amount in
Excess of Five Percent of the Current Value of the Plan Assets
- --------------------------------------------------------------
<TABLE>
<CAPTION>
Total Total
Identity Number Dollar Dollar Net Gain
of Party of Number of Value of Value of or
Involved Description of Assets Purchases Sales Purchases Sales (Loss)
-------- --------------------- --------- ----- --------- ----- ------
<S> <C> <C> <C> <C> <C> <C>
Fidelity
Institutional
Retirement
Services U.S. Equity Index Fund 11 - $ 51,202,119 - -
Company Rubbermaid Stock Fund 11 - 3,504,741 - -
</TABLE>
There were no Category (ii) or (iv) transactions during the year ended December
31, 1996.
See accompanying independent auditors' report.