FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FOR ALL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS
PURSUANT TO SECTION 15(d) OF THE SECURITIES ACT OF 1934
(Mark One)
[X] Annual Report Pursuant to Section 15(d) of the Securities
Exchange Act of 1934
For the fiscal year ended December 31, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ___________________ to ___________________
Commission file number: Form S-8 Reg. No. 333-17473
A. Full title of the plan and the address of the plan, if different from
that of the issuer Named below:
Illinois Tool Works Inc.
Savings and Investment Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Illinois Tool Works Inc.
3600 West Lake Avenue
Glenview, Illinois 60025
Illinois Tool Works Inc.
Savings and Investment Plan
Financial Statements and Schedule
As of December 31, 2000 and 1999
Together With Auditors' Report
Employer Identification Number 36-1258310
Plan Number 003
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Employee Benefits Committee of Illinois Tool Works Inc.:
We have audited the accompanying statements of net assets available for benefits
of the Illinois Tool Works Inc. Savings and Investment Plan as of December 31,
2000 and 1999, and the related statement of changes in net assets available for
benefits for the year ended December 31, 2000. These financial statements and
schedule referred to below 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 auditing standards generally accepted
in the United States. 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 net assets available for benefits of the Plan as of
December 31, 2000 and 1999, and the changes in net assets available for benefits
for the year ended December 31, 2000, in conformity with accounting principles
generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes at the end of the year is presented for the purpose of
additional analysis and is not a required part of the basic financial statements
but is 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 supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statement taken as a whole.
Arthur Andersen LLP
Chicago, Illinois
May 30, 2001
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
As of December 31, 2000 and 1999
Employer Identification Number 36-1258310, Plan Number 003
2000 1999
------------ -----------
ASSETS:
Receivables-
Company contributions $ 80,731 $ 66,124
Participant contributions 311,041 184,940
Loan payments 128,141 93,569
Investment income 116,217 353,413
Transfers from other plans (Note 10) 804,049,676 268,917
Total receivables 804,685,806 966,963
Investments 1,127,772,259 1,232,504,422
------------- -------------
NET ASSETS AVAILABLE FOR BENEFITS $1,932,458,065 $1,233,471,385
============== ==============
The accompanying notes to financial statements
are an integral part of these statements.
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
For the Year Ended December 31, 2000
Employer Identification Number 36-1258310, Plan Number 003
INCREASES (DECREASES):
Contributions-
Company $13,756,251
Participant 41,675,621
Rollover 4,779,965
-------------
Total contributions 60,211,837
Net investment Income-
Interest 2,412,767
Dividends 1,895,103
Net depreciation in fair value of investments (135,103,451)
Other 7,428,541
-------------
Net investment income (123,367,040)
--------------
Benefits paid to participants (89,588,329)
--------------
Transfers from other plans (Note 10) 851,730,212
-------------
Net increase 698,986,680
-------------
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 1,233,471,385
--------------
End of year $1,932,458,065
==============
The accompanying notes to financial statements
are an integral part of this statement.
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 2000 and 1999
Employer Identification Number 36-1258310, Plan Number 003
1. DESCRIPTION OF THE PLAN AND INVESTMENT PROGRAM
The following describes the major provisions of the Illinois Tool Works Inc.
Savings and Investment Plan (the "Plan"). Participants should refer to the plan
document for a more complete description of the Plan's provisions.
General
The Plan is a defined contribution plan in which employees of participating
business units of Illinois Tool Works Inc. and its wholly owned subsidiaries
(the "Company") are eligible to participate in the Plan in the month following
their date of hire. Established on November 16, 1967, and as subsequently
amended, the Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974 ("ERISA").
Putnam Fiduciary Trust Company (the "Trustee") serves as trustee, recordkeeper
and investment manager of the Plan. Fidelity Investments serves as investment
manager for amounts invested in the Magellan Fund.
Participant and Company Contributions
Participants may contribute amounts from a minimum of 1% to a maximum of 15% of
eligible compensation to their pre-tax and after-tax accounts. Separately, the
maximum pre-tax account contribution is 15% of eligible compensation, while the
maximum after-tax account contribution is 10%. The combined pre-tax and
after-tax contributions cannot exceed 15% of eligible compensation. Participants
may change their contribution percentages with each payroll.
Participants may begin contributions to their pre-tax and after-tax accounts in
the month following their date of hire. Company contributions, however, do not
start until participants have completed one year of service. After the
completion of one year of service, the Company contributes to the participants'
accounts based on the participants' contributions as follows:
Percentage of
Participants' Compensation
--------------------------
Participants' Company
Contribution Contribution
------------ ------------
1% 1.0%
2 1.5
3 2.0
4 2.5
5-15 3.0
Participants may elect to allocate any contribution in multiples of 1% to the
investment funds.
Investment Funds
There are twenty-nine investment options in which participants may choose to
invest. Investment income in each fund is allocated daily among the
participants' balances in each fund, except for the Putnam Money Market Fund and
the Stable Asset Fund. These two funds allocate income to participant account
balances monthly.
For each of the funds valued daily, investment income is allocated to
participant accounts based on the previous day's closing share value times the
number of shares in their account. For the monthly valued funds, a month-end
share value is determined by the Trustee from the investments and allocated to
participant accounts based on the number of shares in their account.
Participants may change their investment elections or transfer their balances
between funds in multiples of 1% on any day, but no more than twice per quarter.
Vesting
Participants' interest in their employee contribution accounts are fully vested
at all times. Participants' interest in their Company contribution accounts vest
at the rate of 5% for each quarter of service with the Company. Participants are
fully vested in their Company contribution accounts after 20 quarters of service
with the Company. Participants who terminate their participation in the Plan due
to retirement or death are granted full vesting in their Company contribution
accounts.
Participant Loans
Participants may borrow up to 50% of their vested account balance, up to
$50,000, with a minimum loan amount of $1,000 from the vested portion of their
accounts. Loans bear interest at the prime rate, are secured by a portion of the
participants' accounts and are repayable over a period not to exceed five years.
Amounts borrowed do not share in the earnings of the investment funds but are
credited with the interest payments made pursuant to the loan agreements.
Benefits
Upon termination of employment, participants may receive a lump-sum payment of
their account balances, subject to the vesting provisions described above.
Additional optional payment forms are available at the election of the
participant.
Forfeitures
Forfeitures, representing the unvested portion of the Company's contributions,
amounting to $31,047 and $39,991 as of December 31, 2000 and 1999, respectively,
will be used to reduce future Company contributions pursuant to the terms of the
Plan. Also, in 2000, Company contributions were reduced by $130,014 from
forfeited nonvested accounts.
2. SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting
The financial statements of the Plan were prepared on the accrual basis of
accounting.
Use of Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities. Actual results could differ
from those estimates.
Investment Valuation and Income Recognition
Investments (other than those of the Stable Asset Fund) are reported at fair
values based on quoted market prices of the underlying securities in which each
fund invests. Investments of the Stable Asset Fund consist of fully
benefit-responsive investment contracts and are reported at contract value,
which approximates fair market value.
Purchases and sales of securities are recorded on a trade date basis. Interest
income is recorded on an accrual basis. Dividend income is recorded on the
ex-dividend date.
Net Appreciation/Depreciation
Net appreciation/depreciation on investments is based on the value of the assets
at the beginning of the year or at the date of purchase during the year, rather
than the original cost at the time of purchase.
3. INVESTMENTS
The following presents investments that represent 5 percent or more of the
Plan's net assets at December 31:
2000 1999
------------ ------------
Putnam Asset Allocation Fund Balanced Portfolio $142,988,323 $158,745,254
Putnam Asset Allocation Fund Growth Portfolio - 78,922,685
Fidelity Investments Magellan Fund 223,551,776 256,161,898
Illinois Tool Works Inc. Common Stock Fund 149,653,083 167,569,883
Putnam New Opportunities Fund 182,838,486 238,870,848
During 2000, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) depreciated in value as
follows:
ITW common stock $ (19,944,727)
Common/collective trusts (2,664,354)
Mutual funds (112,494,370)
--------------
Total $(135,103,451)
==============
4. INVESTMENT CONTRACTS WITH INSURANCE COMPANIES
The Plan has benefit-responsive investment contracts. The accounts for these
contracts are credited with earnings on the underlying investments and charged
for participant withdrawals and administrative expenses. The contracts are
included in the financial statements at contract value. Contract value
represents contributions made under the contract, plus earnings, less
participant withdrawals and administrative expenses.
There are no reserves against contract value for credit risk of the contract
issuer or otherwise. The average yield and crediting interest rates were
approximately 6 percent for 2000.
5. ADMINISTRATION
All funds are deposited with and held for safekeeping by the Trustee under a
trust agreement with the Company. The trust agreement provides, among other
things, that the Trustee shall keep accounts of all trust transactions and
report them periodically to the Company. Investment decisions, within the
guidelines of the investment funds, are made by the Trustee and investment
managers. The Trustee may use an independent agent to effect purchases and sales
of common stock of the Company for the Illinois Tool Works Inc. Common Stock
Fund. Other administrative services, such as participant recordkeeping, are
performed by the Trustee and by Fidelity Investments, which serves as investment
manager for the Magellan Fund.
6. ADMINISTRATIVE EXPENSES
Investment management fees, trustee fees, agent fees and brokerage commissions
are paid by the Plan. Other outside professional and administrative services are
paid or provided by the Company.
7. RELATED PARTY TRANSACTIONS
The Trustee is a party-in-interest according to Section 3(14) of ERISA. The
Trustee serves as Plan fiduciary, investment manager and custodian to the Plan.
As defined by ERISA, any person or organization which provides these services to
the Plan is a related party-in-interest. In 2000, there were no fees paid
directly to the Trustee.
The Company is also a party-in-interest according to Section 3(14) of ERISA. The
Illinois Tool Works Inc. Common Stock Fund is a Plan investment option.
8. 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% vested in their accounts.
9. TAX STATUS
The Plan obtained its latest determination letter on January 11, 1996, in which
the Internal Revenue Service stated that the Plan, as adopted, was designed in
accordance with the applicable requirements of the Internal Revenue Code. The
Plan administrator believes that the Plan is currently being operated in
compliance with the applicable requirements of the Internal Revenue Code.
Therefore, the Plan administrator believes that the Plan was qualified and the
related trust was tax-exempt as of the financial statement dates.
10. TRANSFERS FROM OTHER PLANS
Effective December 31, 1999, the California Industrial Products 401(k) Savings
Plan was merged into the Plan. Substantially all of the assets were transferred
on February 1, 2000. The assets transferred to the Plan totaled $14,147,575.
Effective March 31, 2000, TACC International Corp. Profit Sharing Plan was
merged into the Plan. Substantially all of the assets were transferred on April
4, 2000. The assets transferred to the Plan totaled $2,275,502.
Effective March 31, 2000, the Scharr Industries 401(k) Savings and Retirement
Plan was merged into the Plan. Substantially all of the assets were transferred
on April 13, 2000. The assets transferred to the Plan totaled $1,845,823.
Effective May 1, 2000, the Reddi-Pac Inc. Profit Sharing Plan was merged into
the Plan. Substantially all of the assets were transferred on May 2, 2000. The
assets transferred to the Plan totaled $641,823.
Effective June 30, 2000 the Duo-Fast Retirement Plan for the Employees of
Duo-Fast was merged into the Plan. Substantially all of the assets were
transferred on July 6, 2000. The assets transferred to the Plan totaled
$18,885,969.
Effective June 30, 2000, the ITW Chemical Products 401(k) Plan was merged into
the Plan. Substantially all of the assets were transferred on July 11, 2000. The
assets transferred to the Plan totaled $9,480,392.
Effective September 30, 2000, the Electrostatic Technology Inc. Profit Sharing
Plan was merged into the Plan. Substantially all of the assets were transferred
on October 2, 2000. The assets transferred to the Plan totaled $313,105.
Effective October 31, 2000, the Tempil Profit Sharing and 401(k) Plan was merged
into the Plan. Substantially all of the assets were transferred on November 1,
2000. The assets transferred to the Plan totaled $314,538.
Effective November 30, 2000, Welding Nozzle International Inc. 401(k) Plan was
merged into the Plan. Substantially all of the assets were transferred on
December 6, 2000. The assets transferred to the Plan totaled $44,726.
Effective January 2, 2001 the Premark International Inc. Retirement Savings Plan
was merged into the Plan. Substantially all of the assets were transferred on
January 3, 2001. The assets transferred to the Plan totaled $803,832,835. The
transfer was accounted for as of December 31, 2000 for financial reporting
purposes.
Transfers from other plans includes a receivable, totaling $216,841 and
$268,917, from The Principal for participants in the Miller Group, Ltd. and
subsidiaries Profit Sharing Plan ("Miller") as of December 31, 2000 and 1999,
respectively. Miller was merged into the Plan in 1993, however, the Company was
not made aware of these residual amounts until 1999. The Company anticipates
that these assets will transfer to the Plan in 2001.
11. SUBSEQUENT EVENTS
The following plans were merged into the Plan in 2001:
Plan Name Effective Date
- --------------------------------------- --------------
AMI, Inc. 401(k) Plan January 31, 2001
FoxJet, Inc. 401(k) Savings Plan April 2, 2001
Imaging Technologies, Inc. Savings Plan April 2, 2001
The assets transferred to the Plan totaled approximately $1,800,000.
Substantially all of the assets were transferred in February, April and May,
2001.
Effective January 2, 2001, the funding vehicle for the ITW Savings and
Investment Plan and for the ITW Bargaining Savings and Investment Plan shall be
the Illinois Tool Works Inc. Savings and Investment Trust under which Putnam
Fiduciary Trust acts as trustee.
Effective January 1, 2001, the Illinois Tool Works Inc. Savings and Investment
Plan shall be known as the ITW Savings and Investment Plan.
Effective January 1, 2001, the maximum pre-tax account contribution is increase
to 16% of eligible compensation, while the maximum after-tax account
contribution remains at 10%. The combined pre-tax and after pre-tax
contributions cannot exceed 16% of eligible compensation.
Effective January 1, 2001, the company contribution to the participants'
accounts has increased as follows:
Percentage of
Participants' Compensation
--------------------------
Participants' Company
Contribution Contribution
------------ ------------
1% 1.0%
2 1.5
3 2.0
4 2.5
5 3.0
6-16 3.5
Effective January 1, 2001, participants may change their investment elections or
transfer their balances between funds in multiples of 1% on any day.
Effective January 1, 2001, investment funds options increased from twenty-nine
funds to thirty funds.
Schedule
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
December 31, 2000
Employer Identification Number 36-1258310, Plan Number 003
Market
Value
-----
IDENTITY OF ISSUER/DESCRIPTION OF INVESTMENTS:
INVESTED CASH:
Stable Asset Fund-
*The Boston Company, Mellon Bank $ 9,598,237
LONG-TERM FIXED INCOME CONTRACTS:
Stable Asset Fund-
AIG Life Ins. Co.-
6.90% contract, due 3/15/02 2,574,358
5.32% contract, due 8/15/02 1,347,162
Bayerische Landesbank, 7.57% contract, due 2/15/05 4,270,948
Canada Life Assurance Co., 7.16% contract, due 12/30/04 5,001,807
Deutsche Bank-
5.87% contract, due 9/15/02
Pacific Life/MBS (FHR 2080 PC) 1,997,188
Wrapper 11,575
6.73% contract, due 12/25/03
Pacific Life/MBS (PPL 1999-1 A4) 4,068,720
Wrapper (64,144)
5.96% contract, due 05/15/04
Pacific Life/MBS (AMXCA 1999-2 A) 2,509,375
Wrapper (2,793)
GE Life and Annuity Assurance-
6.88% contract, due 6/17/02 4,224,246
6.32% contract, due 9/16/02 5,170,750
Hartford Life Ins.-
6.81% contract, due 09/30/04 5,532,815
Jackson National Life Ins. Co.-
6.00% contract, due 2/01/02 2,142,027
John Hancock Mutual Life Ins.-
6.30% contract, due 12/31/01 4,002,009
Metropolitan Life Ins. Co., 5.68% contract, due 8/15/03 4,595,677
Monumental Life Insurance Co.-
6.37% contract, due 4/1/02 2,015,346
7.43% contract, due 11/15/04
Monumental Life/ABS (MBNAM 199-MA) 3,064,680
Wrapper (127,423)
Schedule
Continued
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
December 31, 2000
Employer Identification Number 36-1258310, Plan Number 003
Market
Value
-----
New York Life Ins. Co.-
6.69% contract, due 6/30/01 $ 4,178,184
6.91% contract, due 10/01/01 2,035,219
Pacific Life Insurance Co.-
6.00% contract, due 12/16/02 4,010,652
6.24% contract, due 07/15/06
Pacific Life/MBS (FHR 2138 JE) 4,967,188
Wrapper 13,846
Principal Insurance Co.-
7.00% contract, due 9/15/01 3,224,466
5.72% contract, due 11/17/03 3,625,853
Protective Life Ins., Co. 7.80% contract, due 11/17/03 6,058,744
Rabobank Nederland-
5.88% contract, due 2/15/01
Security FORD CREDIT AUTO LOAN 96-1 A 1,498,440
Wrapper 31,126
5.62% contract, due 5/15/02
Rabobank Nederland/ABS (DCMT 1999-4 A) 1,492,500
Wrapper 18,223
5.91% contract, due 5/15/03
Rabobank Nederland/ABS (AMXMT 1998-1 A) 2,000,620
Wrapper 6,338
5.86% contract, due 1/15/04
Rabobank Nederland/MBS (FHR 2111 UC) 2,001,860
Wrapper 10,372
5.60% contract, due 9/15/04
Rabobank Nederland/MBS (FHR 2113 TB) 2,980,662
Wrapper 36,476
6.91% contract, due 10/17/05
Rabobank Nederland/MBS (CCCIT 2000-A1 A1) 4,129,720
Wrapper (62,007)
6.99% contract, due 4/6/06
Security STANDARD CRED CARD TR 94-2 A 7 1 4,205,000
Wrapper (92,412)
Schedule
Continued
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
December 31, 2000
Employer Identification Number 36-1258310, Plan Number 003
Market
Value
-----
Security Life of Denver, 6.50% contract, due 11/15/02 $ 3,072,615
Transamerica Life Ins. and Annuity-
6.27% contract, due 5/6/01
Transamerica Life and Annuity/ABS (PRAT 97-2 A5) 2,195,294
Wrapper 8,423
5.88% contract, due 2/07/03
Transamerica Life and Annuity/ABS (CCIMT 1998-3 A) 997,500
Wrapper 25,025
6.81% contract, due 9/15/04
Transamerica Life and Annuity/ABS (CHAMT 1999-3 A) 2,566,400
Wrapper (63,431)
United of Omaha-
6.96% contract, due 10/15/01 3,009,725
7.07% contract, due 5/20/02 1,006,005
Market
Value
-----
MUTUAL FUNDS:
*Putnam Money Market Fund $ 52,770,811
*Putnam Asset Allocation Fund-
Growth Portfolio 68,396,122
Balanced Portfolio 142,988,323
Conservative Portfolio 11,665,190
Fidelity Investments Magellan Fund 223,551,776
*Putnam New Opportunities Fund 182,838,486
*Putnam International Growth Fund 8,222,943
*Putnam US Government Income Fund 3,989,678
*Putnam American Government Income Fund 1,795,329
*Putnam Diversified Income Fund 1,220,702
*Putnam High Yield Advantage Fund 1,216,021
*George Putnam of Boston Fund 4,012,394
*Putnam New Value Fund 3,059,962
*Putnam Investors Fund 12,773,211
*Putnam Voyager Fund 13,212,007
Schedule
Continued
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
December 31, 2000
Employer Identification Number 36-1258310, Plan Number 003
Number of Market
Shares Value
------ -----
*Putnam Vista Fund 626,664 8,378,505
*Putnam Capital Appreciation Fund 296,731 5,916,822
*Putnam OTC and Emerging Growth Fund 556,104 7,879,998
*Putnam Global Government Fund 4,695 52,637
*Putnam Global Growth Fund 314,649 3,517,782
*Putnam Europe Growth Fund 141,148 3,222,412
*Putnam Asia Pacific Growth Fund 131,058 1,410,191
*Putnam International New Opportunities Fund 305,477 3,894,843
*Putnam Emerging Markets Fund 57,201 452,464
Lord Abbett Affiliated Fund 1,225,155 19,332,952
Vanguard Total Bond Fund 1,384,234 13,786,974
COMMON/COLLECTIVE TRUSTS
*S and P 500 Index Fund 0 5
*ITW S and P Index Fund 843,732 26,729,443
COMMON STOCK:
*Illinois Tool Works Inc. Common Stock Fund 2,512,538 149,653,083
**PARTICIPANT LOANS 30,710,007
--------------
$1,127,772,259
==============
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees have duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized on this 6th day of June, 2001.
ILLINOIS TOOL WORKS INC.
SAVINGS AND INVESTMENT PLAN
By: /s/ John Karpan
----------------------------------------
John Karpan,
Member of Employee Benefits Committee and
Senior Vice President, Human Resources
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
report, included or incorporated by reference in this Form 11-K, into the
Illinois Tool Works Inc.'s previously filed registration statements on Form S-8
(File Nos. 333-22035, 333-37068 and 333-75767), Form S-4, (File Nos. 333-02761,
333-88801 and 333-25471) and Form S-3 (File Nos. 33-5780 and 333-70691).
Chicago, Illinois
June 6, 2001
