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):July 1, 2004

                           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
    (Address of Principal Executive               30328
                Offices)                        (Zip Code)

      Registrant's telephone number, including area code:  (770) 407-3800


   Item 7.   Financial Statements and Exhibits.

        (c)  Exhibits.

             Exhibit
             Number                   Description
             ------                   -----------

             99.1      Press Release captioned "Newell Rubbermaid
                       Completes Divestiture Program with Sale of Little
                       Tikes Commercial", dated July 1, 2004, issued by
                       Newell Rubbermaid Inc.

   Item 12.  Results of Operations and Financial Condition.

   The information in this Report, including the Exhibit attached hereto,
   is furnished pursuant to Item 12 of this Form 8-K.  Consequently, it
   is not deemed "filed" for the purposes of Section 18 of the Securities
   Exchange Act of 1934, or otherwise subject to the liabilities of that
   section.  It may only be incorporated by reference in another filing
   under the Exchange Act or Securities Act of 1933 if such subsequent
   filing specifically references this Form 8-K.

   On July 1, 2004, Newell Rubbermaid Inc. (the "Company") issued a press
   release announcing that it had completed the sale of Little Tikes
   Commercial Play Systems Inc. to PlayPower, Inc.  A copy of the
   Company's press release, dated July 1, 2004, is attached as
   Exhibit 99.1.


                                 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:  July 8, 2004                By:  /s/ Dale L. Matschullat
                                           -----------------------------
                                           Dale L. Matschullat
                                           Vice President - General
                                           Counsel & Corporate Secretary


                                EXHIBIT INDEX


   Exhibit No.      Description
   -----------      -----------

      99.1          Press Release captioned "Newell Rubbermaid
                    Completes Divestiture Program with Sale of Little
                    Tikes Commercial", dated July 1, 2004, issued by
                    Newell Rubbermaid Inc.





                                                             EXHIBIT 99.1
                                                             ------------





   NEWELL RUBBERMAID                                         NEWS RELEASE

   JULY 1, 2004                                               PAGE 1 OF 2
   ______________________________________________________________________


                         Newell Rubbermaid Inc.
                         Atlanta, GA

                         Securities Listed
                         NYSE
                         Common Stock
                         (Symbol: NWL)

                         www.newellrubbermaid.com

             JESSE HERRON              SUSAN MASTEN
             Vice President,           Director,
             Investor Relations        Public Relations
             10B Glenlake Parkway,     10B Glenlake Parkway,
             Suite 600                 Suite 600
             Atlanta, GA  30328        Atlanta, GA  30328
             Phone: 770-407-3994       Phone: 770-407-3817
             Fax: 770-407-3983         Fax: 770-407-3983


              NEWELL RUBBERMAID COMPLETES DIVESTITURE PROGRAM
                    WITH SALE OF LITTLE TIKES COMMERCIAL


   ATLANTA, July 1, 2004 - Newell Rubbermaid Inc. (NYSE: NWL) announced
   today that it has completed the sale of Little Tikes Commercial Play
   Systems Inc. (LTCPS) to PlayPower, Inc.  LTCPS, a unit of the
   company's Little Tikes division, is a manufacturer of commercial
   playground systems and contained playground environments.  The company
   will retain the consumer portion of its Little Tikes division.   In
   2003, LTCPS, headquartered in Farmington, Mo., contributed
   approximately $60 million of sales to the company.  LTCPS will be
   reported as discontinued operations for financial reporting.  Other
   terms of the agreement were not disclosed.

   Newell Rubbermaid CEO Joseph Galli said, "This transaction marks the
   close of our previously announced divestiture plan for 2004.   We've
   made great strides in reconfiguring our company into the right
   portfolio of businesses with strong brands and high potential for
   innovation.  As we go forward, we will continue to assess our
   portfolio and take advantage of opportunities to enhance our growth
   platforms."





   NEWELL RUBBERMAID                                         NEWS RELEASE

   JULY 1, 2004                                               PAGE 2 OF 2
   ______________________________________________________________________



   CAUTION CONCERNING FORWARD-LOOKING STATEMENTS
   ---------------------------------------------

   The statements in this press release that are not historical in nature
   constitute forward-looking statements.  These forward-looking
   statements may relate to information or assumptions about internal
   sales, income/(loss), earnings per share, capital expenditures, cash
   flow, dividends, restructuring and other charges, costs and cost
   savings, and management's plans, projections and objectives for future
   operations and performance.  Actual results could differ materially
   from those expressed or implied in the forward-looking statements.
   Important factors that could cause actual results to differ materially
   from those suggested by the forward-looking statements include, but
   are not limited to, our dependence on the strength of retail economies
   in various parts of the world; competition with numerous other
   manufacturers and distributors of consumer products; retailer
   customers' strong bargaining power; our ability to develop innovative
   new products and to develop, maintain and strengthen our end-user
   brands; our ability to improve productivity and streamline operations;
   our ability to integrate previously acquired businesses; the risks
   inherent in our foreign operations; and those factors listed in the
   company's 2004 first quarter Form 10-Q, including Exhibit 99.1
   thereto, filed with the Securities and Exchange Commission.

   ABOUT THE COMPANY
   -----------------

   Newell Rubbermaid Inc. is a global marketer of consumer and commercial
   products with 2003 sales of $7 billion and a powerful brand family
   including Sharpie{R}, Paper Mate{R}, Parker{R}, Waterman{R},
   Rubbermaid{R}, Calphalon{R}, Little Tikes{R}, Graco{R}, Levolor{R},
   VISE-GRIP{R}, BernzOmatic{R}, IRWIN{R} and LENOX{R}. The company,
   headquartered in Atlanta, Ga., employs approximately 40,000 people
   worldwide.

   This press release is available on the company's web site at
   www.newellrubbermaid.com.