Exhibit No. 28(ii)(b)
FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 1994
--------------------------------------------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ____________________ to _______________________
Commission file number 1-2116
-------------------------------------------------------
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
(Full title of the Plan)
ARMSTRONG WORLD INDUSTRIES, INC.
Liberty and Charlotte Streets
Lancaster, Pennsylvania 17604
(Name of issuer of the securities held pursuant to
the Plan and the address of its principal executive office)
Page No.
-------
Item 1. Statements of Net Assets 4
------------------------
September 30, 1994 and 1993
Item 2. Statements of Changes in Plan Equity 5-7
------------------------------------
(a) Year ended September 30, 1994
(b) Year ended September 30, 1993
(c) Year ended September 30, 1992
Notes to Financial Statements 8-11
- -----------------------------
Item 3. Independent Auditors' Report 12
----------------------------
Exhibits
- --------
24. Consent of Independent Auditors
- 2 -
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the members of the committee constituting the administrator which administers
the plan have duly caused this annual report to be signed by the undersigned
hereunto duly authorized.
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID
EMPLOYEES OF ARMSTRONG WORLD INDUSTRIES, INC.
March 24, 1995 By: /s/ E. Allen Deaver
-------------------------------------------
E. Allen Deaver
Chairman of the Retirement Committee
- 3 -
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
Statements of Net Assets
September 30, 1994 and 1993
1994
Commingled Specialized Money Fixed Income Armstrong "OTC" Asset
Equity Fund Equity Fund Market Fund Fund Stock Fund Portfolio Fd Manager Fund
----------- ----------- ----------- ------------ ---------- ------------ ------------
Assets:
Investments in master
trust at fair value
(note 3) $4,339,507 $8,048,324 $388,854 $46,899,355 $7,897,890 $451,130 $665,191
---------- ---------- -------- ----------- ---------- -------- --------
Total assets $4,339,507 $8,048,324 $388,854 $46,899,355 $7,897,890 $451,130 $665,191
---------- ---------- -------- ----------- ---------- -------- --------
Plan equity $4,339,507 $8,048,324 $388,854 $46,899,355 $7,897,890 $451,130 $665,191
========== ========== ======== =========== ========== ======== ========
Asset Mgr. Asset Mgr. Loan
Income Fund Growth Fund Portfolio Fund Total
----------- ----------- -------------- -----
Assets:
Investments in master
trust at fair value
(note 3) $79,890 $813,150 $1,899,989 $71,483,280
------- -------- ---------- -----------
Total assets $79,890 $813,150 $1,899,989 $71,483,280
------- -------- ---------- -----------
Plan equity $79,890 $813,150 $1,899,989 $71,483,280
======= ======== ========== ===========
1993
Commingled Specialized Money Fixed Income Armstrong "OTC" Asset
Equity Fund Equity Fund Market Fund Fund Stock Fund Portfolio Fd Manager Fund
----------- ----------- ----------- ------------ ---------- ------------ ------------
Assets:
Investments in master
trust at fair value
(note 3) $4,608,160 $6,627,445 $346,871 $43,948,437 $7,788,330 $134,271 $ 190
---------- ---------- -------- ----------- ---------- -------- --------
Total assets $4,608,160 $6,627,445 $346,871 $43,948,437 $7,788,330 $134,271 $ 190
---------- ---------- -------- ----------- ---------- -------- --------
Plan equity $4,608,160 $6,627,445 $346,871 $43,948,437 $7,788,330 $134,271 $ 190
========== ========== ======== =========== ========== ======== ========
Asset Mgr. Asset Mgr. Loan
Income Fund Growth Fund Portfolio Fund Total
----------- ----------- -------------- -----
Assets:
Investments in master
trust at fair value
(note 3) $ -- $ 97 $1,539,245 $64,993,046
------- -------- ---------- -----------
Total assets $ -- $ 97 $1,539,245 $64,993,046
------- -------- ---------- -----------
Plan equity $ -- $ 97 $1,539,245 $64,993,046
======= ======== ========== ===========
See accompanying notes to financial statements.
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
Statements of Changes in Plan Equity
Years Ended September 30, 1994, 1993, and 1992
1994
Commingled Specialized Money Fixed Income Armstrong "OTC" Asset
Equity Fund Equity Fund Market Fund Fund Stock Fund Portfolio Fd Manager Fund
----------- ----------- ----------- ------------ ------------ ------------ ------------
Plan equity at October 1, 1993 $4,608,160 $6,627,445 $346,871 $43,948,437 $ 7,788,330 $134,271 $ 190
---------- ---------- -------- ----------- ----------- -------- --------
Increases in plan equity:
Contributions 383,985 1,144,906 99,580 4,053,152 675,730 87,560 73,860
Dividends 165,531 706,720 16,055 -- 222,608 11,999 32,291
Interest 7,280 18,246 3,130 3,314,709 15,090 1,412 1,530
Realized gain(loss) on
investments (note 3) 179,572 41,311 -- -- 438,241 (3,025) (5,237)
Loan activity, net (60,846) (77,982) (11,591) (124,939) (62,210) (4,979) (26,984)
---------- ---------- -------- ----------- ----------- -------- --------
675,522 1,833,201 107,174 7,242,922 1,289,459 92,967 75,460
---------- ---------- -------- ----------- ----------- -------- --------
Decreases in plan equity:
Unrealized depreciation of
investments (194,915) (851,126) -- -- (90,070) (11,375) (30,988)
Benefits paid (note 4) (361,954) (206,174) (23,618) (3,156,290) (294,971) (1,171) (4,777)
Transfers (to) from other
employee benefit plans of
Armstrong World Industries,
Inc. (7,221) (6,518) (21) 11,772 (25,274) -- --
Interfund transfers, net (380,085) 651,496 (41,552) (1,147,486) (769,584) 236,438 625,306
---------- ---------- -------- ----------- ----------- -------- --------
(944,175) (412,322) (65,191) (4,292,004) (1,179,899) 223,892 589,541
---------- ---------- -------- ----------- ----------- -------- --------
Plan equity at September 30,
1994 $4,339,507 $8,048,324 $388,854 $46,899,355 $ 7,897,890 $451,130 $665,191
========== ========== ======== =========== =========== ======== ========
Asset Mgr. Asset Mgr. Loan
Income Fund Growth Fund Portfolio Fund Total
----------- ----------- -------------- -----
Plan equity at October 1, 1993 $ -- $ 97 $1,539,245 $64,993,046
------- -------- ---------- -----------
Increases in plan equity:
Contributions 13,085 104,853 -- 6,636,711
Dividends 3,137 14,234 -- 1,172,575
Interest 363 1,727 -- 3,363,487
Realized gain(loss) on
investments (note 3) (593) (4,889) -- 645,380
Loan activity, net (13,265) (8,847) 391,643 --
------- -------- ---------- -----------
2,727 107,078 391,643 11,818,153
------- -------- ---------- -----------
Decreases in plan equity:
Unrealized depreciation of
investments (2,941) (16,454) -- (1,197,869)
Benefits paid (note 4) -- (22,934) -- (4,071,889)
Transfers (to) from other
employee benefit plans of
Armstrong World Industries,
Inc. -- -- (30,899) (58,161)
Interfund transfers, net 80,104 745,363 -- --
------- -------- ---------- -----------
77,163 705,975 (30,899) (5,327,919)
------- -------- ---------- -----------
Plan equity at September 30,
1994 $79,890 $813,150 $1,899,989 $71,483,280
======= ======== ========== ===========
See accompanying notes to financial statements. (Continued)
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
Statements of Changes in Plan Equity, Continued
1993
Commingled Specialized Money Fixed Income Armstrong "OTC" Asset
Equity Fund Equity Fund Market Fund Fund Stock Fund Portfolio Fd Manager Fund
----------- ----------- ----------- ------------ ------------ ------------ ------------
Plan equity at October 1, 1992 $4,386,260 $4,477,432 $294,327 $39,221,724 $5,092,760 $ -- $ --
---------- ---------- -------- ----------- ---------- -------- ---------
Increases in plan equity:
Contributions 432,882 796,749 81,475 4,030,031 702,836 29,497 190
Dividends 142,358 617,693 10,820 -- 214,445 9,814 --
Interest 7,356 11,427 3,128 3,318,955 13,284 374 --
Realized gain(loss) on
investments (note 3) 158,379 48,725 -- -- (1,959) (310) --
Unrealized appreciation
(depreciation) of investments 224,275 814,731 -- -- 2,214,920 (1,656) --
Loan activity, net (79,125) (92,389) (16,984) (236,907) (22,946) 1,707 --
---------- ---------- -------- ----------- ---------- -------- ---------
886,125 2,196,936 78,439 7,112,079 3,120,580 39,426 190
---------- ---------- -------- ----------- ---------- -------- ---------
Decreases in plan equity:
Benefits paid (note 4) (308,376) (107,764) (40,716) (2,749,830) (216,767) (331) --
Transfers (to) from other
employee benefit plans of
Armstrong World Industries,
Inc. (1,181) (3,817) -- (13,784) (10,008) -- --
Interfund transfers, net (354,668) 64,658 14,821 378,248 (198,235) 95,176 --
---------- ---------- -------- ----------- ---------- -------- ---------
(664,225) (46,923) (25,895) (2,385,366) (425,010) 94,845 --
---------- ---------- -------- ----------- ---------- -------- ---------
Plan equity at September 30,
1993 $4,608,160 $6,627,445 $346,871 $43,948,437 $7,788,330 $134,271 $ 190
========== ========== ======== =========== ========== ======== =========
Asset Mgr. Loan
Growth Fund Portfolio Fund Total
----------- -------------- -----
Plan equity at October 1, 1992 $ -- $ 1,103,257 $54,575,760
--------- ----------- -----------
Increases in plan equity:
Contributions 97 -- 6,073,757
Dividends -- -- 995,130
Interest -- -- 3,354,524
Realized gain(loss) on
investments (note 3) -- -- 204,835
Unrealized appreciation
(depreciation) of investments -- -- 3,252,270
Loan activity, net -- 446,644 --
--------- ----------- -----------
97 446,644 13,880,516
--------- ----------- -----------
Decreases in plan equity:
Benefits paid (note 4) -- -- (3,423,784)
Transfers (to) from other
employee benefit plans of
Armstrong World Industries,
Inc. -- (10,656) (39,446)
Interfund transfers, net -- -- --
--------- ----------- -----------
-- (10,656) (3,463,230)
--------- ----------- -----------
Plan equity at September 30,
1993 $ 97 $ 1,539,245 $64,993,046
========= =========== ===========
See accompanying notes to financial statements. (Continued)
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
Statements of Changes in Plan Equity, Continued
1992
Commingled Specialized Money Fixed Income Armstrong Loan
Equity Fund Equity Fund Market Fund Fund Stock Fund Portfolio Fund Total
----------- ----------- ----------- ------------ ---------- -------------- -----
Plan equity at October 1, 1991 $3,758,041 $3,502,807 $ 352,878 $34,293,818 $5,107,265 $ 761,699 $47,776,508
---------- ---------- --------- ----------- ---------- ---------- -----------
Increases in plan equity:
Contributions 429,830 640,502 63,402 3,779,889 748,535 -- 5,662,158
Dividends 157,950 515,922 14,162 -- 190,073 -- 878,107
Interest 5,164 8,723 2,845 3,275,530 13,178 -- 3,305,440
Realized gain(loss) on
investments (note 3) 57,980 81,125 -- -- 5,813 -- 144,918
Loan activity, net (62,676) (74,436) (13,006) (186,602) (25,410) 362,130 --
Transfers from other
employee benefit plans of
Armstrong World Industries,
Inc. -- -- 700 818 -- -- 1,518
---------- ---------- --------- ----------- ---------- ---------- -----------
588,248 1,171,836 68,103 6,869,635 932,189 362,130 9,992,141
---------- ---------- --------- ----------- ---------- ---------- -----------
Decreases in plan equity:
Unrealized appreciation
(depreciation) of
investments 203,794 (238,412) -- -- (566,379) -- (600,997)
Benefits paid (note 4) (162,993) (176,350) (24,291) (2,080,111) (127,575) (20,572) (2,591,892)
Interfund transfers, net (830) 217,551 (102,363) 138,382 (252,740) -- --
---------- ---------- --------- ----------- ---------- ---------- -----------
39,971 (197,211) (126,654) (1,941,729) (946,694) (20,572) (3,192,889)
---------- ---------- --------- ----------- ---------- ---------- -----------
Plan equity at September 30,
1992 $4,386,260 $4,477,432 $ 294,327 $39,221,724 $5,092,760 $1,103,257 $54,575,760
========== ========== ========= =========== ========== ========== ===========
See accompanying notes to financial statements.
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
Notes to Financial Statements
(1) Summary of Significant Accounting Policies
------------------------------------------
(a) Basis of Presentation
The accompanying financial statements have been prepared on the
accrual basis.
(b) Investments in Master Trust
---------------------------
The fair value of the commingled equity, specialized equity, over-the-
counter portfolio, and Asset Manager funds is based on the underlying
market value of the investments. The money market fund is stated at
cost which approximates fair value. The fixed income fund is stated at
contract value which represents contributions plus interest at the
contract rate, less benefits paid. The value of the Armstrong stock
fund is based on quoted market price. The value of the loan portfolio
fund represents the unpaid principal of employee loans.
Securities transactions are recognized on the settlement date (the
date on which payment for a buy or sell order is made or received),
since adjustment to a trade-date basis would not be material. Dividend
income is recorded on the ex-dividend date.
Realized gains and losses on investments are determined by the average
cost method.
(c) Expenses
--------
All legal, accounting and administrative expenses associated with Plan
operations are paid by the Company.
(2) Plan Description
----------------
Armstrong World Industries, Inc. (the Company) has adopted the Retirement
Savings Plan for Hourly-Paid Employees of Armstrong World Industries, Inc.
(the Plan). The Plan is a defined contribution plan established for the
purpose of providing to eligible hourly-paid employees a means for long-
term savings intended for the accumulation of retirement income in addition
to that provided under other retirement plans maintained for the benefit of
employees.
During the Plan year ended September 30, 1993, four investment options were
added to the Plan. Effective January 1, 1993, an over-the-counter
portfolio mutual fund was made available for participant investment and,
effective September 1, 1993, three Asset Manager mutual funds became
investment options.
Participants may elect to make contributions to the Plan in each of the
following methods:
1. Up to 15% of their before-tax compensation, as deferred compensation as
permitted under Section 401(k) of the Internal Revenue Code.
2. Up to 10% of their after-tax compensation.
Separate accounts are maintained for contributions made by or on behalf of
a participant. The accounts in each fund reflect the participants'
contributions together with dividends, interest, other income, and realized
and unrealized gains and losses allocated thereon.
Participants have an immediate 100 percent vested interest with respect to
their contributions and are fully vested with regard to any previously made
matching company contributions.
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
Notes to Financial Statements, (Continued)
(3) Investments in Master Trust
---------------------------
Assets are held in a Master Trust administered by Fidelity Management Trust
Co., as Trustee, and are segregated into nine investment options: a
commingled equity mutual fund (Fidelity U.S. Equity Index Portfolio), a
specialized equity mutual fund (Fidelity Magellan), a money market mutual
fund (Fidelity Return Money Market Portfolio), three Asset Manager mutual
funds, an over-the-counter mutual fund (OTC Portfolio Fund), a fixed income
fund, and an Armstrong stock fund. The Plan utilizes the Trustee and
associated investment managers to direct investment activity. The Plan
participates in all nine investment alternatives.
The following is a description of the investment funds to which Plan
participants can elect to allocate their contributions.
1. Commingled Equity Fund - This fund is principally a portfolio of common
stocks constructed and maintained with the objective of providing
investment results which approximate the overall performance of the common
stocks included in the Standard & Poor's Composite Index of 500 stocks. At
September 30, 1994, there were 464 active participants in this investment
fund.
2. Specialized Equity Fund - This fund invests in common stocks of companies
having substantial growth prospects as determined by independent investment
managers. At September 30, 1994, there were 839 active participants in this
investment fund.
3. Money Market Fund - This fund invests in short-term (less than one year
maturity) fixed income instruments such as U.S. Treasury Bills, bank
certificates of deposit, and high grade commercial paper. At September 30,
1994, there were 152 active participants in this investment fund.
4. Fixed Income Fund - Contributions to this fund are invested in the general
accounts of insurance companies and are credited at contracted interest
rates. At September 30, 1994, the interest rates ranged between 5.69% and
12.00%. Invested principal and accumulated interest amounts are guaranteed
against loss by the insurance company. At September 30, 1994, there were
2,503 active participants in this investment fund.
5. Armstrong Stock Fund - Amounts invested in this fund, along with dividend
earnings thereon, are invested in Armstrong common stock. At September 30,
1994, there were 1,715 active participants in this investment fund. Common
stock shares held by the fund at September 30, 1994 and 1993 were 182,060
and 187,107, respectively.
6. OTC Portfolio Fund - This fund invests in securities traded in the
over-the-counter securities market with the objective of maximizing capital
appreciation. Over-the-counter securities include common and preferred
stocks, securities convertible into common stock, warrants, and debt
instruments. At September 30, 1994, there were 87 active participants in
this investment fund.
7. Asset Manager Fund - An asset allocation fund which invests in a portfolio
of stocks, bonds, and short-term instruments. The fund has a balanced
investment strategy with a goal of high total return with reduced risk over
the long term. At September 30, 1994, there were 81 active participants in
this investment fund.
8. Asset Manager Income Fund - An asset allocation fund which invests in a
diversified portfolio of stocks, bonds, and short-term instruments. The
fund has a conservative investment strategy focusing on bonds and short-
term instruments to achieve a high level of current income and capital
preservation. At September 30, 1994, there were 16 active participants in
this investment fund.
9. Asset Manager Growth Fund - An asset allocation fund invested in a
diversified mix of stocks, bonds, and short-term instruments. The fund's
investment strategy is an aggressive one emphasizing stocks with the goal
of maximum total return over the long term. At September 30, 1994, there
were 119 active participants in this investment fund.
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
Notes to Financial Statements, (Continued)
10. Loan Portfolio Fund - The amount in this fund represents the unpaid
principal balances of loans made by Plan participants in accordance with
established loan provision guidelines. At September 30, 1994, there were
1,009 loans outstanding.
The following table presents the cost and fair values of the investments in
securities of the Master Trust at September 30, 1994 and 1993:
September 30, 1994 September 30, 1993
------------------ ------------------
Investment Cost Fair Value Cost Fair Value
---------- ---- ---------- ---- ----------
Commingled equity $ 3,471,594 $ 4,339,507 $ 3,545,332 $ 4,608,160
Specialized equity 7,621,159 8,048,324 5,349,154 6,627,445
Money market 388,854 388,854 346,871 346,871
Fixed income 46,899,355 46,899,355 43,948,437 43,948,437
Armstrong stock 6,418,193 7,897,890 6,218,563 7,788,330
OTC portfolio 464,161 451,130 135,927 134,271
Asset manager 696,179 665,191 190 190
Asset manager income 82,831 79,890 -- --
Asset manager growth 829,604 813,150 97 97
Loan portfolio 1,899,989 1,899,989 1,539,245 1,539,245
----------- ----------- ----------- -----------
$68,771,919 $71,483,280 $61,083,816 $64,993,046
=========== =========== =========== ===========
The amounts of realized gain (loss) on investments in securities of the Master
Trust for the years ended September 30, 1994, 1993, and 1992 are presented
below:
Aggregate Aggregate Realized
--------- --------- --------
1994 Proceeds Cost Gain (Loss)
---- --------- ---- ----------
Commingled equity $ 878,672 $ 699,100 $179,572
Specialized equity 2,458,673 2,417,362 41,311
Armstrong stock 1,401,041 962,800 438,241
OTC portfolio 44,812 47,837 (3,025)
Asset manager 89,701 94,938 (5,237)
Asset manager income 15,000 15,593 (593)
Asset manager growth 142,652 147,541 (4,889)
---------- ---------- --------
$5,030,551 $4,385,171 $645,380
========== ========== ========
1993
----
Commingled equity $ 813,795 $ 655,416 $158,379
Specialized equity 2,026,637 1,977,912 48,725
Armstrong stock 577,975 579,934 (1,959)
OTC portfolio 74,147 74,457 (310)
---------- ---------- --------
$3,492,554 $3,287,719 $204,835
========== ========== ========
RETIREMENT SAVINGS PLAN FOR HOURLY-PAID EMPLOYEES
OF ARMSTRONG WORLD INDUSTRIES, INC.
Notes to Financial Statements, (Continued)
1992 Aggregate Aggregate Realized
---- --------- --------- --------
Proceeds Cost Gain (Loss)
-------- ---- ----------
Commingled equity $ 261,808 $ 203,828 $ 57,980
Specialized equity 1,604,311 1,523,186 81,125
Armstrong stock 408,429 402,616 5,813
------- ------- -----
$2,274,548 $2,129,630 $144,918
========== ========== ========
(4) Benefits
--------
Under terms of the Plan, a participant (or a beneficiary) is eligible for
benefits upon retirement, termination of employment, or death before
retirement. Disbursement of the total amount credited to a participant's
account is payable (i) in a lump sum or (ii) in the case of retirement, in
such other manner as requested by the participant and approved by the Plan
Administrator. In addition, a participant may elect to withdraw all or any
part of his account attributable to his contributions.
If the amount of a withdrawal exceeds the amount of contributions made by
the participant and not previously withdrawn, the participant shall be
ineligible to make contributions for a specified period, except that a
participant may elect to withdraw all or any portion of his account
attributable to tax deductible contributions.
Under the rules of the Plan, the participant may borrow up to 90 percent of
his account, other than amounts attributable to tax deductible
contributions or amounts invested in the Armstrong Stock Fund, with the
approval of the Plan Administrator. The amount of the loan is transferred
to a Loan Reserve pledged as security for the loan and is evidenced by a
promissory note payable to the Plan. Interest rates are determined
periodically by the Retirement Savings Plan Committee in accordance with
prevailing interest rates. The loans are reflected in the Loan Portfolio
investment fund. Loan repayments are made by payroll deductions or in a
manner agreed to by the employee and the Plan Administrator.
(5) Obligation for Benefits
-----------------------
All the funds of the Plan are held by investing institutions appointed by
the Company under a trust agreement or insurance contract. Benefits under
the Plan are payable only out of these funds. The Company has no legal
obligation to make any direct payment of benefits accrued under the Plan.
Except as may be provided in an insurance contract, neither the Company nor
any investing institution guarantees the funds of the Plan against any loss
or depreciation or guarantees the payment of any benefit hereunder.
Although the Company has not expressed any intent to terminate the Plan, it
may do so at any time. In case of termination or partial termination, the
total amount in each employee's account will be distributed as the Plan
Administrator directs.
(6) Federal Income Taxes
--------------------
The Internal Revenue Service issued its latest determination letter on
November 14, 1989, which stated that the Plan qualifies under the
applicable provisions of the Internal Revenue Code and therefore is exempt
from federal income taxes. The Plan has been amended to conform with
current tax law changes. The amended Plan instruments will be submitted to
the Internal Revenue Service for a letter of determination that the Plan
continues to qualify as exempt from federal taxes. In the opinion of the
Plan administrator, the Plan remains qualified under the applicable
provisions of the Internal Revenue Code.
Independent Auditors' Report
----------------------------
The Retirement Committee
Armstrong World Industries, Inc.:
We have audited the accompanying statements of net assets of the Retirement
Savings Plan for Hourly-Paid Employees of Armstrong World Industries, Inc. as of
September 30, 1994 and 1993 and the related statements of changes in plan equity
for each of the years in the three-year period ended September 30, 1994. These
financial statements 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 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
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 financial position of the Retirement Savings Plan for
Hourly-Paid Employees of Armstrong World Industries, Inc. as of September 30,
1994 and 1993 and the changes in its plan equity for each of the years in the
three-year period ended September 30, 1994, in conformity with generally
accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The fund information in the statements of
net assets and the statements of changes in plan equity is presented for
purposes of additional analysis rather than to present the net assets and
changes in plan equity of each fund. The fund information has been subjected to
the auditing procedures applied in the audits of the basic financial statements
and, in our opinion, is fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
KPMG PEAT MARWICK LLP
Philadelphia, Pennsylvania
January 19, 1995
EXHIBIT INDEX
24 Consent of Independent Auditors
Consent of Independent Auditors
-------------------------------
The Retirement Committee
Armstrong World Industries, Inc.:
We consent to incorporation by reference in the Registration Statement No. 33-
18997 on Form S-8 of Armstrong World Industries, Inc. of our report dated
January 19, 1995, relating to the statements of net assets of the Retirement
Savings Plan for Hourly-Paid Employees of Armstrong World Industries, Inc. as of
September 30, 1994 and 1993 and the related statements of changes in plan equity
for each of the years in the three-year period ended September 30, 1994, which
report is included herein.
KPMG PEAT MARWICK LLP
Philadelphia, Pennsylvania
March 23, 1995