UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                            --------------------

                                  FORM 8-K

                               CURRENT REPORT
                   PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934

     Date of report (Date of earliest event reported):  January 7, 2005

                           NEWELL RUBBERMAID INC.
           (Exact Name of Registrant as Specified in Its Charter)

                Delaware                1-9608              36-3514169
             (State or Other         (Commission          (IRS Employer
              Jurisdiction           File Number)      Identification No.)
            of Incorporation)

              10B Glenlake Parkway
                   Suite 600
                 Atlanta, Georgia                      30328
       (Address of Principal Executive Offices)      (Zip Code)

   Registrant's Telephone Number, Including Area Code:  (770) 407-3800


        Check the appropriate box below if the Form 8-K filing is
   intended to simultaneously satisfy the filing obligation of the
   registrant under any of the following provisions (see General
   Instruction A.2. below):

        [  ] Written communications pursuant to Rule 425 under the
   Securities Act (17 CFR 230.425)

        [  ] Soliciting material pursuant to Rule 14a-12 under the
   Exchange Act (17 CFR 240.14a-12)

        [  ] Pre-commencement communications pursuant to Rule 14d-2(b)
   under the Exchange Act (17 CFR 240.14d-2(b))

        [  ] Pre-commencement communications pursuant to Rule 13e-4(c)
   under the Exchange Act (17 CFR 240.13e-4(c))














   ITEM 1.01.     ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

        On January 12, 2005, Newell Rubbermaid Inc. (the "Company")
   entered into an agreement for the intended sale of the Company's
   Curver business to Jardin International Holding BV.  The Curver
   business manufactures and markets plastic products for home storage
   and garage organization, food storage, laundry, bath, cleaning, closet
   organization and refuse removal in various countries in Europe.  The
   Company's European commercial products and other European businesses
   would not be affected by the sale.

        The intended sale is subject to consultation with works councils,
   trade unions and employees in the countries concerned.  The Company
   has instituted consultation with respect to the intended sale and
   shall give due consideration to the opinions of such councils, unions
   and employees as required by law in the context of the contemplated
   sale.  Completion of the intended sale would also be subject to other
   customary conditions.  The Company currently anticipates that the
   intended sale would be completed on or before March 31, 2005.

        The contemplated sale price would be $5 million, payable at
   closing, and a contingent note for $5 million, subject to reduction
   for working capital adjustments and payable within 12 years.  There would
   also be contingent payments, up to an aggregate maximum of $25
   million, based on the adjusted earnings before interest and taxes of
   the Curver business for the five years ended December 31, 2009.  In
   addition to the contemplated sale of the Curver business, the Company
   would provide transitional services to the purchaser, and the
   purchaser would become a supplier to the Company with regard to the
   manufacture of certain products that the Company sells in other
   European businesses.

        The Agreement contains customary representations, warranties,
   covenants and conditions.  The Agreement also contains indemnification
   provisions subject to specified limitations as to time and amount.
   The Agreement is subject to termination if the transaction is not
   completed within four months or, in certain cases, six months.

   ITEM 2.05.     COSTS ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES.

        The information under Item 1.01 above is incorporated in this
   Item 2.05 by reference.

        On January 7, 2005, the Company's Board of Directors authorized
   the sale of the Curver business on the terms disclosed above, with an
   expected closing date of March 31, 2005. In connection with this
   intended transaction, the Company expects to record a non-cash loss
   on the sale in the amount of $75 to $95 million in the first quarter












   of 2005.  The Curver business had 2004 sales of approximately $140
   million.

        The Company also considered alternative scenarios for the
   business, but estimated that the value of the business to the Company
   after accounting for the net cash to be expended under such
   alternative scenarios would be maximized by a sale of the business,
   primarily due to the significant restructuring liabilities that would
   be incurred in such alternative scenarios.

        The Curver business was previously classified in the fix
   portfolio of the Company's business, as management believed that the
   restructuring and other investments made in the business would produce
   favorable returns in the future.  These expected returns did not
   materialize and in 2004, the Company began exploring alternatives for
   this business, including, but not limited to, marketing the business
   for potential sale.  An impairment charge relating to this business of
   approximately $80 million was recognized in the third quarter of 2004,
   related to this change in strategic direction.









































                                 SIGNATURES

        Pursuant to the requirements of the Securities Exchange Act of
   1934, the registrant has duly caused this report to be signed on its
   behalf by the undersigned hereunto duly authorized.


                                  NEWELL RUBBERMAID INC.




   Date:  January 13, 2005    By:   /s/ Ronald L. Hardnock
                                    ---------------------------
                                    Ronald L. Hardnock
                                    Vice President - Corporate
                                    Controller