SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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1. Name and Address of Reporting Person*
Hardnock Ronald L

(Last) (First) (Middle)
2320 WILLOW VALE DRIVE

(Street)
FALLSTON MD 21047

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
11/03/2004
3. Issuer Name and Ticker or Trading Symbol
NEWELL RUBBERMAID INC [ NWL ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP-Corporate Controller
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 8,000(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Option (Right to Buy) (2) 06/18/2011 Common Stock 15,100 24.88 D
Option (Right to Buy) (3) 05/09/2012 Common Stock 3,900 35.34 D
Option (Right to Buy) (4) 05/08/2013 Common Stock 7,500 29.34 D
Option (Right to Buy) (5) 05/13/2014 Common Stock 12,000 22.98 D
Explanation of Responses:
1. All restrictions on shares lapse on January 2, 2007 (the third anniversary of the date of grant).
2. Options granted on June 18, 2001. Options become exercisable in annual installments of 20% of the number of options granted.
3. Options granted on May 9, 2002. Options become exercisable in annual installments of 20% of the number of options granted.
4. Options granted on May 8, 2003. Options become exercisable in annual installments of 20% of the number of options granted.
5. Options granted on May 13, 2004. Options become exercisable in annual installments of 20% of the number of options granted.
/s/ Christine Vogt, Attorney-in-Fact for Ronald L. Hardnock 12/20/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
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                                                                 EXHIBIT 24
                                                                 ----------

                                  POWER OF ATTORNEY
                                  -----------------


   Know all by these presents, that the undersigned hereby
   constitutes and appoints each of Dale L. Matschullat, Bradford R.
   Turner and Christine Vogt, signing singly, the undersigned's true
   and lawful attorney-in-fact to:

        (1)  execute for and on behalf of the undersigned, in the
             undersigned's capacity as an officer and/or director of
             Newell Rubbermaid Inc. (the "Company"), Forms ID, 3, 4,
             and 5 in accordance with Section 16(a) of the
             Securities Exchange Act of 1934 and the rules
             thereunder;

        (2)  do and perform any and all acts for and on behalf of
             the undersigned which may be necessary or desirable to
             complete and execute any such Form ID, 3, 4, or 5,
             complete and execute any amendment or amendments
             thereto, and timely file such form with the United
             States Securities and Exchange Commission and any stock
             exchange or similar authority; and

        (3)  take any other action of any type whatsoever in
             connection with the foregoing which, in the opinion of
             such attorney-in-fact, may be of benefit to, in the
             best interest of, or legally required by, the
             undersigned, it being understood that the documents
             executed by such attorney-in-fact on behalf of the
             undersigned pursuant to this Power of Attorney shall be
             in such form and shall contain such terms and
             conditions as such attorney-in-fact may approve in such
             attorney-in-fact's discretion.

        The undersigned hereby grants to each such attorney-in-fact
   full power and authority to do and perform any and every act and
   thing whatsoever requisite, necessary, or proper to be done in
   the exercise of any of the rights and powers herein granted, as
   fully to all intents and purposes as the undersigned might or
   could do if personally present, with full power of substitution
   or revocation, hereby ratifying and confirming all that such
   attorney-in-fact, or such attorney-in-fact's substitute or
   substitutes, shall lawfully do or cause to be done by virtue of
   this power of attorney and the rights and powers herein granted.
   The undersigned acknowledges that the foregoing attorneys-in-
   fact, in serving in such capacity at the request of the
   undersigned, are not assuming, nor is the Company assuming, any
   of the undersigned's responsibilities to comply with Section 16
   of the Securities Exchange Act of 1934.







        This Power of Attorney shall remain in full force and effect
   until the undersigned is no longer required to file Forms ID, 3,
   4, and 5 with respect to the undersigned's holdings of and
   transactions in securities issued by the Company, unless earlier
   revoked by the undersigned in a signed writing delivered to the
   foregoing attorneys-in-fact.

        The undersigned hereby revokes any Power of Attorney granted
   by the undersigned prior to the date hereof to agents or
   employees of the Company with respect to the matters set forth in
   paragraphs (1), (2) and (3) above.

        IN WITNESS WHEREOF, the undersigned has caused this Power of
   Attorney to be executed as of this 22nd day of November, 2004.


                                 /s/ Ronald L. Hardnock
                                 -------------------------------
                                 Print Name:  Ronald L. Hardnock