-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DyjEQNzF5uZlBBbkYOs4/A1ERL5TdlOiXkc9HgNeHMflWGlmB++oYIUdU2Hpt/X8 HmL+Bv/T0ySGONP+BJjAcw== 0001348568-06-000003.txt : 20060109 0001348568-06-000003.hdr.sgml : 20060109 20060109132522 ACCESSION NUMBER: 0001348568-06-000003 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060101 FILED AS OF DATE: 20060109 DATE AS OF CHANGE: 20060109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bitzer Marc R CENTRAL INDEX KEY: 0001348568 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-03932 FILM NUMBER: 06518647 BUSINESS ADDRESS: BUSINESS PHONE: 269-923-3973 MAIL ADDRESS: STREET 1: 2000 M-63N CITY: BENTON HARBOR STATE: MI ZIP: 49022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WHIRLPOOL CORP /DE/ CENTRAL INDEX KEY: 0000106640 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD APPLIANCES [3630] IRS NUMBER: 381490038 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: WHIRLPOOL CNTR 2000 M 63 STREET 2: C/O CORPORATE SECRETARY CITY: BENTON HARBOR STATE: MI ZIP: 49022-2692 BUSINESS PHONE: 6169235000 MAIL ADDRESS: STREET 1: WHIRLPOOL CTR 2000 M 63 STREET 2: C/O CORPORATE SECRETARY CITY: BENTON HARBOR STATE: MI ZIP: 49022-2692 FORMER COMPANY: FORMER CONFORMED NAME: WHIRLPOOL SEEGER CORP DATE OF NAME CHANGE: 19710824 3 1 edgar.xml PRIMARY DOCUMENT X0202 3 2006-01-01 0 0000106640 WHIRLPOOL CORP /DE/ WHR 0001348568 Bitzer Marc R WHIRLPOOL CORPORATION 2000 M-63N BENTON HARBOR, MI 49022 0 1 0 0 EXECUTIVE VICE PRESIDENT Common Stock 9995 D Employee Stock Option (Right to Buy) Common 6600 D Employee Stock Option (Right to Buy) Common 12000 D Employee Stock Option (Right to Buy) Common 3563 D Phantom Restricted Shares (Strategic Excellence Program) Common 1123 D Phantom Restricted Shares (Special Retention Program) Common 9250 D Phantom Restricted Shares (Special Retention Program) Common 20000 D Phantom Restricted (Career) Stock Common 22845.73 D The 9,995 shares are held in the name of the undersigned's broker. 6,600 option shares awarded on 09/01/1999 at the option price of $72.06 per share with cashless exercise and tax withholding rights. All shares are currently exercisable and will expire 10 years from the date of grant. 12,000 option shares awarded on 02/18/2002 at the option price of $69.54 per share with cashless exercise and tax withholding rights. All shares are currently exercisable and will expire 10 years from the date of grant. 3,563 option shares awarded on 02/16/2004 at the option price of $75.32 per share with cashless exercise and tax withholding rights. 1,188 shares are currently exercisalbe, with the remaining shares becoming exercisable as follows: one-third on 02/16/2006; and one-third on 02/16/2007. The options will expire 10 years from the date of grant. 1,123 phantom stock shares (Strategic Excellence Program) awarded on 02/14/05 under the SEP 2004 grant made pursuant to the 2002 Whirlpool Corporation Omnibus Stock and Incentive Plan in transactions exempt under Rule 16(b)-3(c). Time restrictions will lapse and shares will become vested as follows: 50% on 02/14/06; and 50% on 02/14/07. 9,250 phantom stock shares (Special Retention Program) awarded under the Whirlpool Corporation 1998 Omnibus Stock and Incentive Plan in transactions exempt under Rule 16(b)-3(c). Shares will vest on 02/19/2008. Participants may elect to defer receipt of vested shares. Dividend equivalents on deferred stock will be invested in additional stock. 20,000 phantom stock shares (Special Retention Program) awarded on 06/14/2004 with the effective date of the award to be 07/01/2004 under the Whirlpool Corporation 2002 Omnibus Stock and Incentive Plan in transactions exempt under Rule 16(b)-3(c). Shares will become vested as follows: 50% on 07/01/2007 and 50% on 07/01/2011. Participants may elect to defer receipt of vested shares. Dividend equivalents on deferred stock will be invested in additional stock. 20,000 phantom stock shares (Career Stock Award) awarded under the Whirlpool Corporation 1989 Omnibus Stock and Incentive Plan in transactions exempt under Rule 16(b)-3(c). 8,000 phantom shares are currently vested, with the remaining shares becoming vested as follows: 8,000 shares on 08/24/2010; and 4,000 shares on retirement after age 60. As of 12/15/2005, the latest date for which information is reasonably available, 22,845.73 total phantom shares deferred, which includes dividend equivalents earned in phantom restricted stock. /s/ Robert T. Kenagy, Corporate Secretary 2006-01-09 EX-24 2 powerbitz.htm

POWER OF ATTORNEY



KNOW ALL MEN BY THESE PRESENTS, that the undersigned, being an Officer of

WHIRLPOOL CORPORATION, a Delaware Corporation (hereinafter called the

("Corporation"), does hereby constitute and appoint DANIEL F. HOPP and

ROBERT T. KENAGY, with full powers to act alone, as the true and lawful

attorneys and agents of the undersigned, with full power of substitution

and resubstitution to said attorneys, to execute, file or deliver any and

all instruments and to do all acts and things that said attorneys and agents,

deems advisable to enable compliance with the Securities Exchange Act of

1934, as amended, (the "Act") and any requirements of the Securities and

Exchange Commission in respect thereof, in connection with the filing

under the Act of any statements required to be filed pursuant to Section

16(a) of the Act, including specifically, but without limitation of the

general authority hereby granted, the power and authority to sign on

behalf of the undersigned as an Officer of the Corporation, any Form 3,

Form 4, Form 5 or any such other report, statement or document required

to be filed by or on the undersigned's behalf pursuant to said Section

16(a); and the undersigned does hereby fully ratify and confirm all that

said attorneys and agents, shall do or cause to be done by virtue hereof.



IN WITNESS WHEREOF, the undersigned has subscribed these presents as of

the fourth day of January 2006.





Marc R. Bitzer

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