SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 Commission File Number __________ NOTIFICATION OF LATE FILING (Check One): [ ] Form 10-K [ X ] Form 11-K [ ] Form 20-F [ ] Form 10-Q [ ] Form N-SAR For Period Ended:_______________________________________________ [ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q [ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR [ ] Transition Report on Form 11-K For the Transition Period Ended: ____________________________________ Read attached instruction sheet before preparing form. Please print or type. Nothing in this form shall be construed to imply that the Commission has verified any information contained herein. If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:_______ _____________________________________________________________________ PART I. REGISTRANT INFORMATION Full name of registrant Newell Co. --------------------------------------- Former name if applicable --------------------------------------- 29 East Stephenson Street - --------------------------------------------------------------------- Address of principal executive office (Street and number) Freeport, Illinois 61032 - --------------------------------------------------------------------- City, State and Zip Code2 PART II. RULE 12B-25 (B) AND (C) If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check appropriate box.) [ X ] (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense; [ X ] (b) The subject annual report, semi-annual report, transition report on Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be filed on or before the 15th calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q, or portion thereof will be filed on or before the fifth calendar day following the prescribed due date; and [ ] (c) The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable. PART III. NARRATIVE State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F, 10-Q, N-SAR or the transition report portion of thereof could not be filed within the prescribed time period. (Attach extra sheets if needed.) The registrant did not receive audited financial statements for the Plan from the auditors until June 28, 1996, and are therefore unable to file the Form 11-K with the SEC by the due date of June 28, 1996. PART IV. OTHER INFORMATION (1) Name and telephone number of person to contact in regard to this notification Lauralyn G. Bengel, Schiff Hardin & Waite 312-258-5670 - --------------------------------------------------------------------- (Name) (Area Code) (Telephone number) 3 (2) Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If the answer is no, identify report(s). [ X ] Yes [ ] No (3) Is it anticipated that any significant change in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof? [ ] Yes [ X ] No If so: attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, state the reasons why a reasonable estimate of the results cannot be made. SIGNATURES Newell Co. - --------------------------------------------------------------------- (Name of registrant as specified in charter) 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 CO. (Registrant) Date: June 28, 1996 By: /s/ William T. Alldredge ----------------------------- William T. Alldredge Vice President - Finance