EXHIBIT 99.1 FORM 11-K SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 X Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 [Fee Required] For the Fiscal Year Ended December 31, 1996 ___ Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 [No Fee Required] For the Transition Period From ___________ To __________ Commission File Number 1-5502 ZURN RETIREMENT SAVINGS PLAN (Full title of the Plan) ZURN INDUSTRIES, INC. One Zurn Place, Erie, Pennsylvania 16505 (Name and address of issuer of securities held pursuant to the Plan) -1- Pension Committee Zurn Industries, Inc. Erie, Pennsylvania We have audited the accompanying statements of net assets available for benefits of the Zurn Retirement Savings Plan as of December 31, 1996 and 1995, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan's administrator. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. 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 the administrator, 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 Zurn Retirement Savings Plan as of December 31, 1996 and 1995, and the changes in its net assets available for benefits for the years then ended, in conformity with generally accepted accounting principles. Our audits were made for the purpose of expressing an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes at December 31, 1996, and loans or fixed income obligations for the year then ended, are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are 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 schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ Pashke Twargowski & Lee Erie, Pennsylvania June 26, 1997 -2- STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS ZURN RETIREMENT SAVINGS PLAN December 31 1996 1995 ASSETS Investments in T. Rowe Price Funds: U.S. Treasury Money $ 2,458,129 $2,608,541 U.S. Treasury Intermediate 99,049 69,515 New Income 712,818 658,843 Balanced 355,925 223,059 Capital Appreciation 3,294,948 2,871,205 Equity Index 3,534,246 2,582,553 International Stock 546,469 424,092 Small-Cap Stock 588,538 205,270 Zurn Stock Fund 50,718 11,640,840 9,643,078 Contributions receivable 31,537 24,080 Participants' loans 258,072 210,856 NET ASSETS AVAILABLE FOR BENEFITS $11,930,449 $9,878,014 See notes to financial statements. -3- STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS ZURN RETIREMENT SAVINGS PLAN Year Ended December 31, 1996 T. Rowe Price Funds U.S. Treasury New Capital Money Intermediate Income Balanced Appreciation ADDITIONS Investment income: Dividends $ 116,946 $ 5,162 $ 45,589 $ 13,808 $ 309,502 Net appreciation (depreciation) in value of investments (2,713) (28,403) 24,903 168,524 116,946 2,449 17,186 38,711 478,026 Participants' contributions 433,845 35,603 147,238 113,200 482,575 Participants' loan interest 3,279 1,304 677 1,983 4,098 TOTAL ADDITIONS 554,070 39,356 165,101 153,894 964,699 BENEFITS PAID TO PARTICIPANTS 431,483 542 73,789 61,938 348,733 NET ADDITIONS 122,587 38,814 91,312 91,956 615,966 NET ASSETS AVAILABLE FOR BENEFITS Beginning of year 2,608,541 69,515 658,843 223,059 2,871,205 Transfers (272,999) (9,280) (37,337) 40,910 (192,223) End of year $2,458,129 $99,049 $712,818 $355,925 $3,294,948 See notes to financial statements. -4- /TABLE STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS - Continued ZURN RETIREMENT SAVINGS PLAN Year Ended December 31, 1996 T. Rowe Price Funds Zurn Equity International Small-Cap Stock Index Stock Stock Fund Other Total ADDITIONS Investment income: Dividends $ 119,082 $ 14,639 $ 49,750 $ 674,478 Net appreciation in value of investments 517,788 54,199 19,899 $ 4,341 758,538 636,870 68,838 69,649 4,341 1,433,016 Participants' contributions 448,986 129,052 118,209 11,740 $ 7,457 1,927,905 Participants' loan interest 5,833 577 341 18,092 TOTAL ADDITIONS 1,091,689 198,467 188,199 16,081 7,457 3,379,013 BENEFITS PAID TO PARTICIPANTS 286,908 79,704 13,538 29,943 1,326,578 NET ADDITIONS (DEDUCTIONS) 804,781 118,763 174,661 16,081 (22,486) 2,052,435 NET ASSETS AVAILABLE FOR BENEFITS Beginning of year 2,582,553 424,092 205,270 234,936 9,878,014 Transfers 146,912 3,614 208,607 34,637 77,159 End of year $3,534,246 $546,469 $588,538 $50,718 $289,609 $11,930,449 See notes to financial statements. -5- /TABLE STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS ZURN RETIREMENT SAVINGS PLAN Year Ended December 31, 1995 T. Rowe Price Funds U.S. Treasury New Capital Money Intermediate Income Balanced Appreciation ADDITIONS Investment income: Dividends $ 125,150 $ 3,260 $ 36,488 $ 7,590 $ 224,572 Net appreciation in value of investments 4,035 53,407 21,570 270,135 125,150 7,295 89,895 29,160 494,707 Participants' contributions 538,334 80,697 161,506 76,928 508,542 Participants' loan interest 2,972 1,006 577 1,036 3,788 TOTAL ADDITIONS 666,456 88,998 251,978 107,124 1,007,037 BENEFITS PAID TO PARTICIPANTS 275,850 764 52,008 3,998 128,003 NET ADDITIONS 390,606 88,234 199,970 103,126 879,034 NET ASSETS AVAILABLE FOR BENEFITS Beginning of year 2,232,858 26,922 445,518 58,186 2,070,228 Transfers (14,923) (45,641) 13,355 61,747 (78,057) End of year $2,608,541 $ 69,515 $658,843 $223,059 $2,871,205 See notes to financial statements. -6- /TABLE STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS - Continued ZURN RETIREMENT SAVINGS PLAN Year Ended December 31, 1995 T. Rowe Price Funds Equity International Small-Cap Index Stock Stock Other Total ADDITIONS Investment income: Dividends $ 99,425 $ 12,780 $ 23,671 $ 532,936 Net appreciation in value of investments 553,875 25,783 14,782 943,587 653,300 38,563 38,453 1,476,523 Participants' contributions 444,790 120,500 53,309 $ (6,289) 1,978,317 Participants' loan interest 4,871 530 55 14,835 TOTAL ADDITIONS 1,102,961 159,593 91,817 (6,289) 3,469,675 BENEFITS PAID TO PARTICIPANTS 117,529 3,424 1,476 1,729 584,781 NET ADDITIONS (DEDUCTIONS) 985,432 156,169 90,341 (8,018) 2,884,894 NET ASSETS AVAILABLE FOR BENEFITS Beginning of year 1,611,665 306,343 84,488 156,912 6,993,120 Transfers (14,544) (38,420) 30,441 86,042 End of year $2,582,553 $424,092 $205,270 $234,936 $9,878,014 See notes to financial statements. -7- /TABLE NOTES TO FINANCIAL STATEMENTS ZURN RETIREMENT SAVINGS PLAN December 31, 1996 PLAN DESCRIPTION The Zurn Retirement Savings Plan is a defined contribution plan providing retirement benefits through participant-directed investments to participants in the Zurn Industries Retirement Plan and Cosco Fire Protection Plan for Salaried Employees. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). The Company has agreed to contribute participants' elective deferrals of up to 20% of eligible compensation. Participants also may contribute non-taxed distributions from other employers' qualified plans and they may borrow from their accounts subject to specified limitations. Information about the Plan agreement and the benefit provisions is contained in the "Summary Plan Description" which may be obtained from Zurn Industries, Inc., the Plan Administrator. SIGNIFICANT ACCOUNTING POLICIES T. Rowe Price Investments The investments are stated at market value as determined by the funds. Zurn Stock Fund Zurn Industries, Inc. common stock (1,893 shares) is stated at its quoted market value. A percentage of the Fund is invested in the T. Rowe Price Prime Reserve Fund ($1,076) for investment diversification liquidity. Dividend income from these investments is included in investment income as a component of the net appreciation in the value of investments. Investment Transactions Investment transactions are recorded as of the date the order to buy or sell is executed with realized gains and losses being included in investment income as a component of the net appreciation (depreciation) in the value of investments. Participants' Loans Participants' loans are stated at the principal amount due from the participants. Dividends Dividend income is recognized on the ex-dividend date. Expenses Administrative expenses are paid by the Plan Administrator. -8- INCOME TAX STATUS The Internal Revenue Service has ruled that the Plan qualifies under Section 401(a) of the Internal Revenue Code and is, therefore, not subject to tax under present income tax law. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator is not aware of any course of action or series of events that might adversely affect the Plan's qualified status. -9- SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES ZURN RETIREMENT SAVINGS PLAN December 31, 1996 ASSETS OWNED AT YEAR-END Cost Current Value T. Rowe Price Funds: U.S. Treasury Money $2,458,129 $2,458,129 U.S. Treasury Intermediate 99,100 99,049 New Income 717,891 712,818 Balanced 317,794 355,925 Capital Appreciation 2,962,705 3,294,948 Equity Index 2,533,257 3,534,246 International Stock 499,914 546,469 Small-Cap Stock 566,351 588,538 Zurn Stock Fund 46,377 50,718 Participants' loans - 7% to 10% interest -0- 258,072 -10- SCHEDULE OF LOANS OR FIXED INCOME OBLIGATIONS ZURN RETIREMENT SAVINGS PLAN Year Ended December 31, 1996 Amount Received Original During The Year Unpaid Amount Overdue Amount Principal Interest Balance Principal Interest Michael P. Higgins $6,000 $ 40 $16 $-0- $5,109 $-0- 2766 Rippling Participant loan - 8.25% Brook Place Distributed to participant Ontario, CA 91761 Robert V. Seibel 6,000 170 16 -0- 2,483 -0- 5650 Gardner Drive Participant loan - 7% Erie, PA 16509 3,000 120 18 -0- 2,065 -0- Participant loan - 10% Distributed to participant James M. Wittmaak 3,000 93 28 -0- 2,078 -0- 5973 Buman Road Participant loan - 7.75% McKean, PA 16426 Distributed to participant -11- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Pension Committee of Zurn Industries, Inc. has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized. ZURN RETIREMENT SAVINGS PLAN (Plan) June 26, 1997 /s/ James A. Zurn James A. Zurn, Chairman Pension Committee of Zurn Industries, Inc. -12- CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement on Form S-8 No. 333-00823 pertaining to the Zurn Retirement Savings Plan of our report dated June 26, 1997 with respect to the financial statements and supplemental schedules included in the Annual Report on Form 11-K of the Zurn Retirement Savings Plan. /s/ Pashke Twargowski & Lee Erie, Pennsylvania June 27, 1997 -13-