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^*

Stipancich John K

(Last)

(First)

(Middle)

C/O NEWELL RUBBERMAID INC.

3 GLENLAKE PKWY.

(Street)

ATLANTA

30328

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2010

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)
	Sr. VP, General Counsel & Secy

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⁽¹⁾	12,412	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Option (Right to Buy)	⁽²⁾	08/26/2014	Common Stock	8,000	$21.74	D
Option (Right to Buy)	⁽³⁾	02/10/2015	Common Stock	4,000	$22.38	D
Option (Right to Buy)	⁽⁴⁾	03/01/2015	Common Stock	4,800	$22.43	D
Option (Right to Buy)	⁽⁵⁾	02/08/2016	Common Stock	11,000	$23.99	D
Option (Right to Buy)	⁽⁶⁾	02/06/2017	Common Stock	11,000	$30.37	D
Option (Right to Buy)	⁽⁷⁾	02/13/2018	Common Stock	8,000	$23.32	D
Option (Right to Buy)	⁽⁸⁾	02/11/2019	Common Stock	13,067	$7.71	D
Restricted Stock Unit	⁽⁹⁾	⁽⁹⁾	Common Stock	8,000	⁽¹⁰⁾	D
Restricted Stock Unit	⁽¹¹⁾	⁽¹¹⁾	Common Stock	5,085	⁽¹⁰⁾	D

Explanation of Responses:

1. Includes 6,961 shares of Restricted Stock granted on February 6, 2007 and 5,451 shares of Restricted Stock granted on February 13, 2008 . All restrictions on shares lapse on the third anniversary of the date of grant.

2. 10,000 options were granted on August 26, 2004. 8,000 options remain outstanding. Options become exercisable in annual installments of 20% of the number of options granted.

3. 5,000 options were granted on February 10, 2005. 4,000 options remain outstanding. Options become exercisable in annual installments of 20% of the number of options granted.

4. 6,000 options granted on March 1, 2005. 4,800 options remain outstanding. Options become exercisable in annual installments of 20% of the number of options granted.

5. Options granted on February 8, 2006. Options become exercisable in annual installments of 20% of the number of options granted.

6. Options granted on February 6, 2007. Options become exercisable in annual installments of 20% of the number of options granted.

7. Options granted on February 13, 2008. Options become exercisable in annual installments of 20% of the number of options granted.

8. Options granted on February 11, 2009. Options become exercisable on the third anniversary of the date of the grant.

9. Restricted Stock Units were granted on December 12, 2008. The reporting person shall become 50% vested in his or her award upon the second anniversary of the date of the grant of the award and fully vested after the third anniversary of the award, but the award may vest earlier in the event of death, disability or retirement. Vested shares are to be delivered to the reporting person within 30 days following the date of vesting. Prior to the vesting of the award, if the Company pays a dividend on its common stock, the reporting person will receive an amount in cash equal in value to the dividends that the reporting person would have received had the reporting person been the actual owner of Newell Rubbermaid common stock represented by the restricted stock units.

10. Each restricted stock unit represents a contingent right to receive one share of Newell Rubbermaid common stock.

11. Restricted Stock Units were granted on February 11, 2009. The reporting person shall become fully vested in his or her award upon the third anniversary of the date of the grant of the award, but the award may vest earlier in the event of death, disability or retirement. Vested shares are to be delivered to the reporting person within 30 days following the date of vesting. Prior to the vesting of the award, if the Company pays a dividend on its common stock, the reporting person will receive an amount in cash equal in value to the dividends that the reporting person would have received had the reporting person been the actual owner of the number of shares of Newell Rubbermaid common stock represented by the restricted stock units.

Remarks:

	Christine E. Hermann, Attorney in Fact for John K. Stipancich	01/06/2010
	** 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.