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EUGENE N. BEESLEY, president, Eli Lilly and Company, was born in 1909 in Thorntown, Indiana, and was graduated from Wabash College and the Indiana University Law School. He joined Eli Lilly and Company in 1929, and in 1953 was elected its fifth president. He is a director of Lilly Endowment, Inc., the Pharmaceutical Manufacturers Association, the United Fund of Greater Indianapolis, the American Fletcher National Bank and Trust Company, and the Procter & Gamble Company; a board member of the National Industrial Conference Board; a member of the Business Council, the American Pharmaceutical Association; and a director of United States Rubber Company since 1959.

J. SIMPSON DEAN, president and director of Nemours Corporation, has been a member of the board of directors of United States Rubber Company since 1960. He was born in Rome, Georgia, in 1898 and was graduated from Lawrenceville and from Princeton University in 1921. In 1924 he organized Nemours Corporation, an investment company, the major activity of which has been the production of oil and natural gas. He is also a director and member of the executive committee of the Wilmington Trust Company.

GEORGE P. EDMONDS, born in Boston, Massachusetts, in 1905, was graduated from the Massachusetts Institute of Technology. He became secretary of Bond Crow & Cork Company in 1930, rising to the presidency in 1935. In 1948 he became president of the Wilmington Trust Company; in 1953 he became chairman of the board of that bank, a position which he currently holds. A director of United States Rubber Company since 1944, he is a member of the executive committee. He is a director of Continental Can Company and the Continental American Life Insurance Company, and a member of the Corporation of the Massachusetts Institute of Technology.

MALCOLM P. FERGUSON, president of the Bendix Corporation, was born in 1896 in Elmira Heights, New York, and was graduated from Syracuse University. In 1919 he joined the Eclipse Machine Company of Elmira — one of the companies that formed the nucleus of Bendix Corporation when it was organized in 1929. In 1938 he became general manager of the Bendix products division. In 1946 he became president of the corporation. A director of United States Rubber Company since 1957, he is also vice chairman and a trustee of the Automotive Safety Foundation; a director of the National Bank of Detroit and the Michigan Bell Telephone Company; and a member of the board of governors of the Providence Hospital in Detroit. He holds honorary degrees from Syracuse and Michigan State Universities.

G. ARNOLD HART, president and chief executive officer of the Bank of Montreal, was born in 1913 in Toronto, Canada, and was educated there. After serving overseas in the Canadian Army during World War II and retiring from the Army in 1945 as a Major and a member of the Order of the British Empire, he joined the Bank of Montreal and became its president and chief executive officer in 1959. On the board of directors of United States Rubber Company since 1961, he is also deputy chairman and a director of the Bank of London & Montreal Limited, a director of the Canadian Pacific Railway Company, Sun Life Assurance Company, Ltd., the Steel Company of Canada, Ltd., and the Canadian Investment Fund, Ltd.

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HAROLD H. HELM, chairman, Chemical Bank New York Trust Company, was born in Auburn, Kentucky, in 1900; he was graduated from Princeton University. Joining the Chemical Bank in 1920, he became president in 1947, and chairman in 1956. A member of the board of United States Rubber Company since 1957, he is also a director of Associated Dry Goods Corporation, Champion Papers, Inc., the Equitable Life Assurance Society of the United States, the Home Insurance Company, the Ralston Purina Company, Western Electric Company, F. W. Woolworth Company, the Home Indemnity Company and Lord & Taylor. He is chairman of the executive committee of the trustees of Princeton University and chairman of the National Industrial Conference Board.

H. E. HUMPHREYS, JR., chairman since 1951 and former president of United States Rubber Company, was born in Philadelphia in 1900 and educated at the Wharton School of the University of Pennsylvania. He joined U. S. Rubber in 1935 as a vice president and a director. He is a director of the Rubber Manufacturers Association, Great American Insurance Company and Terminal Warehouses, Ltd. He is chairman of the National Highway Users Conference; a senior board member of the National Industrial Conference Board; a life trustee of the University of Pennsylvania; a trustee of the Mutual Life Insurance Company of New York; a member of the advisory committee, Chemical Bank New York Trust Company; and a past president of the Economic Club of New York.

JAMES P. LEWIS, a director of United States Rubber Company since 1962, was born in 1917 in Beaver Falls, New York, and graduated from Williams College. President of Latex Fiber Industries, Inc., Beaver Falls, New York, he is also president and a director of The Beaver River Power Corporation and The J. P. Lewis Company. He is a member of the executive committee of Specialty Paper and Board Affiliates; a member of the board of trustees of Clarkson College of Technology and of Forestry; a director of Niagara Mohawk Power Corporation, St. Regis Paper Company and General Telephone Company of Upstate New York; and a vice president and director of Smith Lee Company, Oneida, New York.

JOHN W. McGOVERN, former president of United States Rubber Company, was born in 1895 in Philadelphia. After attending Temple College he joined the company as an accountant in Boston, Massachusetts, in 1920. After becoming general manager of the munitions division in 1941 and of the tire division in 1943, he was elected a vice president in 1945 and a director in 1951. In 1957 he was elected president of the company. He retired as president in 1960 but continues to serve as a director. He is a director of Irving Trust Company, was formerly president and chairman of the National Association of Manufacturers, and still serves the latter organization as a member of the board of directors and chairman of the finance committee.

ROBERT J. McKIM, was born in Kansas City, Missouri, in 1895 and attended Tulane University. President of Stewart Dry Goods Company, Louisville, Kentucky, from 1930 to 1943, he was elected president of Associated Dry Goods Corporation in 1943 and is now chairman of the board of that company. A director of United States Rubber Company since 1961, he is also a director of Lord & Taylor and Chemical Bank New York Trust Company, and a trustee of the Savings Bank. He is a member of the advisory council of the Columbia University Graduate School of Business.

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JOHN M. SCHIFF, partner of Kuhn, Loeb & Co., was born in Roslyn, New York, in 1904. Following graduation from Yale University, he attended New College, Oxford University in England and received an additional bac-
calaurcatc degree and an M.A. degree as well. Associated with Kuhn, Loeb
& Co. since 1929, he became a director and member of the executive commit-
tee of United States Rubber Company in 1958. He is a director of the Tide-
water Oil Corporation, C.I.T. Financial Corporation, Westinghouse Electric
Corporation, Los Angeles & Salt Lake Railroad, Madison Fund, Inc. and
Great Atlantic & Pacific Tea Company. He is also a director or trustee of
various philanthropic and cultural organizations.
W. DENT SMITH, president of Terminal Warehouses, Ltd., Toronto,
Canada, has been a member of the board of directors of United States
Rubber Company since 1956. Born in Wilmington, Delaware, in 1899,
he was graduated from the University of Delaware and later received the
Doctor of Laws degree from that University. From 1935 to 1936 he served
as the Secretary of State of Delaware. He is a director of the Toronto-Domin-
ion Bank, Kerr-Addison Mines, Ltd., Union Gas Company of Canada Ltd.,
Page-Hersey Tubes Ltd., Imperial Life Assurance Company of Canada, and
other Canadian companies. He is a trustee of the American Museum of
Safety, New York.
CHARLES M. SPOFFORD, a partner in the law firm of Davis Polk Ward-
well Sunderland & Kiendl, was born in St. Louis in 1902 and graduated
from Yale University and Harvard Law School. He served in the U. S.
Army as a Brigadier General in the Mediterranean Theater during World
War II, receiving the Distinguished Service Medal and several foreign
decorations. From 1950 to 1952 he was the first U. S Permanent Repre-
sentative to the North Atlantic Council with the rank of Ambassador. A
director of United States Rubber Company since 1962, he is also a director
of CIBÄ Corporation and the Council on Foreign Relations; a trustee of
Mutual Life Insurance Company of New York, the Carnegie Corporation;
and a member of the governing boards of other business, civic and educa-
tional institutions and professional associations.
GEORGE R. VILA, president and chief executive officer of United States
Rubber Company, was born in Philadelphia in 1909. After graduating from
Wesleyan University, he earned his M. S. degree in chemical engineering
from the Massachusetts Institute of Technology. He joined Naugatuck Chemi-
cal Division as a rubber chemicals salesman in 1936 and advanced through
sales and research assignments in the chemical division until 1960 when he
was elected president of U. S. Rubber and a member of the board of directors.
He became the company’s chief executive officer in 1961. A member of the
National Industrial Conference Board, he is also a director of ACF Industries,
Inc., Chemical Bank New York Trust Company, the Rubber Manufacturers
Association and the Manufacturing Chemists Association, and a trustee of
Wesleyan University.
MEDLEY G. B. WHELPLEY, presently retired from active business, has
been a director of United States Rubber Company since 1940. Born in
1893, he was educated at Coe College and the University of Pennsylvania. He
served with the U. S. National Army, 1917-1919, A. E. F. France as a Captain
of Field Artillery. During recent years a business and financial consultant, he
was formerly a general partner of Guggenheim Brothers, New York, Mining
Investments, and prior thereto he was a vice president of Chase National Bank
and its affiliates. He is a trustee of the John Simon Guggenheim Memorial
Foundation and of the Solomon R. Guggenheim Foundation. He is also a
director of Kennecott Copper Corporation and its affiliates.

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Remuneration of Directors and Officers

Table II below sets forth, as to each director, and each of the three highest paid officers, of the company whose direct aggregate remuneration exceeded $30,000, and as to all directors and officers as a group, all direct remuneration paid by the company and its subsidiaries for the year 1963, on an accrual basis, for services in all capacities and, as to each named director or officer, the amounts proposed to be paid following retirement pursuant to any retirement plan or contract.

TABLE II
Estimated
Name and capacities in Direct annual
which remuneration remuneration retirement
was received (1) allowances (2)
H. E. Humphreys, Jr. (3) $100,000 $27,015
Chairman of the board.
George R. Vila (3) 125,000 55,744
President.
Frank J. McGrath 72,000 12,436
Vice president and treasurer.
John W. McGovern (3) 80,572(4) (4)
Member of executive committee
and director. Former president.
All directors and officers as a group 986,710

Payments in 1963 in respect of participation units awarded for prior years, and stock options granted during the period from January 1, 1963, to January 31, 1964, are described at pages 9-10 below.

(1) “Direct remuneration” includes fees and allowances as well as salary payments, but excludes payments in 1963 in respect of participation units awarded for prior years.

(2) The amounts shown in the column headed “Estimated annual retirement allowances” are the annual amounts which it is estimated will become payable when the respective employees reach normal retirement age. Such amounts are based upon the assumption that Mr. Humphreys, Mr. Vila and Mr. McGrath will continue until age 65 to receive salaries compensation at the respective rates in effect December 31, 1963.

The amount shown for Mr. Humphreys gives effect to a survivorship option heretofore elected by him. The election of such an option, which does not become effective until the employee reaches normal retirement age, results in actuarially reduced payments during the lifetime of the retired employee and, after his death, contingent upon the survival of his designated beneficiary, the continuation of such payments during the lifetime of such beneficiary. Should the option elected by Mr. Humphreys not become effective upon his reaching age 65 (because of a prior revocation of the election of such option or the prior death of the beneficiary designated thereunder), the estimated amount of his annual allowance would be $40,331.

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(3) Under the terms of employment contracts with the company, deferred contingent compensation will become payable to Mr. Humphreys and Mr. Vila, and has become payable to Mr. McGovern, over a period of years, as set forth in their respective contracts, commencing in the case of Mr. Humphreys and Mr. Vila after termination of their service with the company, and in the case of Mr. McGovern in January, 1962. In the case of Mr. Humphreys, the amount of such compensation will be $50,000 for each year of service from January 1, 1952, to December 31, 1961; in the case of Mr. Vila, the amount will be $25,000 for each year of service from January 1, 1961, until such time as his employment under his contract shall be terminated; and in the case of Mr. McGovern, the amount is $25,000 for each year of service from October 10, 1957, to October 31, 1960. As set forth in the respective contracts, payment of such compensation was made conditional upon the officer not leaving the company voluntarily or being discharged for cause and is further subject to forfeiture in the event that after termination of his service he engages in conduct prejudicial to the company or in a competing business. No other director or officer has an employment contract with the company providing for the payment of deferred compensation.

(4) The amount shown for Mr. McGovern in the column headed “Direct remuneration” includes $26,000 paid in 1963 in respect of deferred cash awards granted in prior years under the Management Incentive Plan. At the end of 1963, additional amounts in respect of a prior award under that plan were payable to Mr. McGovern, $15,370 in 1964 and in 1965, subject to forfeiture in the event of his engaging in conduct prejudicial to the company or in a competing business.

Such amount also includes a retirement allowance of $27,966 paid to Mr. McGovern in 1963 under a survivorship option elected by him. If such option had not been elected, his annual allowance would be $33,857.

The Management Incentive Plan provides for awards to employees not only in cash but also in participation units. Each participation unit entitles an employee to receive cash payments equal to the cash dividends payable on one share of the company’s common stock from the date of the award of the participation unit until the death of the employee and, in the event of the employee’s death prior to age 65, entitles his successors in interest to receive such payments until the date when the employee would have attained age 65. Awards of participation units may be accompanied by options for the purchase of shares of the company’s common stock in amounts not to exceed three shares for each participation unit, but participation units so awarded are subject to immediate cancellation pro rata upon the exercise of accompanying stock options.

No awards were made under the Management Incentive Plan for 1963. However, payments were made in 1963 in respect of participation units awarded for prior years, and stock options accompanying participation units awarded for 1962 were granted under the Management Incentive Plan on February 13, 1963. Stock options not related to participation units were granted under the Bonus Plan on January 8, 1964.

Table III below shows for each director and officer named in Table II above, and for all persons who were directors or officers during 1963, the number of participation units awarded under the Management Incentive Plan.

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Management Incentive Plan for services in years prior to 1963 and outstanding on January 31, 1964, the amount of the payments made in 1963 in respect of participation units awarded for prior years, and the number of common shares covered by stock options granted during the period from January 1, 1963, to January 31, 1964.

TABLE III

Participation 1963 Common shares
units out- payments covered by options
standing on in respect Granted Granted
1/31/64 of participa- 2/13/63 1/8/64
tion units

H. E. Humphreys, Jr. . . . . . . . . . . . . . . . 3,684 $8,105 – –
Chairman of the board.
George R. Vila . . . . . . . . . . . . . . . . . . . . 3,001 6,602 1,080 –
President.
Frank J. McGrath . . . . . . . . . . . . . . . . . 845 1,859 405 –
Vice president and treasurer.
John W. McGovern . . . . . . . . . . . . . . . . 1,446 3,181 – –
Member of executive committee
and director. Former president.
All directors and officers as a group . . . 14,820 32,604 4,293 825

The stock options granted in February of 1963, accompanying participation units awarded for 1962 under the Management Incentive Plan, provide for an option price of $45.0625 per share, the mean between the high and low market prices on the date of grant. No such option may be exercised unless and until the employee continues in employment for at least 18 months after the date of grant or at least 12 months in specified circumstances. All such options granted for 1962 must be exercised, if at all, on or before February 13, 1973, but may not be exercised later than three months after retirement or one year after death.

The stock options awarded in January of 1964, under the Bonus Plan, were granted upon terms generally similar to those applicable to the options awarded under the Management Incentive Plan as described above, except that the option price is $45.625 per share (the closing market price on the day preceding the date of grant) and the expiration date is January 7, 1970.

Except in cases of approved retirement, death, or other circumstances which would render cancellation inequitable, all participation units and stock options expire upon termination of employment. All participation units and stock options are non-assignable and non-transferable by the employee, except by will or the laws of descent and distribution.

Proposed Continuation of Bonus Plan and Management Incentive Plan

Questions to be Considered

The company has two plans, adopted by the stockholders, providing for awards of incentive compensation based upon the company’s earnings. They are the Bonus Plan adopted in 1929 and the 10

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Management Incentive Plan adopted in 1959. Information concerning these plans and the awards made thereunder is set forth below.

Each of the plans requires that the board of directors submit to the stockholders, at intervals of no more than five years, the question of whether the plan, in its existing form or a revised form, shall be continued in effect. That question with respect to each plan in its existing form will be submitted to the stockholders for their consideration at the forthcoming annual meeting.

In the judgment of the board of directors, these plans have worked well and have served the best interests of the company and its stockholders. At its meeting held January 8, 1964, the board passed a resolution declaring it advisable, and recommending to the stockholders, that the Bonus Plan and the Management Incentive Plan be continued in effect in their respective existing forms.

Bonus Plan (Continuation of Which is Proposed)
The Bonus Plan permits the granting of Class B bonus awards to those who have contributed most in a general way to the success of the company by their ability, industry and loyalty. Although any officer, employee or other person engaged in the business of the company may qualify for a Class B bonus, in practice such awards are not made to persons participating under the Management Incentive Plan for the same period.

Awards of Class B bonuses are made from a Class B Bonus Fund to which is credited for each year an amount fixed by the board of directors. Such amount for any year may not be more than 10% of the adjusted net income for such year in excess of 6% of the capital employed during that year. “Adjusted net income” for any year is the company’s consolidated net income, (a) less that portion of such income representing earnings retained, after income taxes, in respect of the amount determinative of the number of participation units awardable under the Management Incentive Plan, and (b) plus (i) the interest on long-term debt, (ii) the amount credited to the Class B Bonus Fund, and (iii) the amount available for bonus awards under the Management Incentive Plan. “Capital employed” is the aggregate of capital stock, earned surplus, capital surplus and long-term debt of the company, on a consolidated basis.

Because the adjusted net income for 1963 was less than 6% of the capital employed, no amount was available for crediting to the Class B Bonus Fund for that year. The average of the annual amounts credited to that fund for the four years 1959-1962 was $763,622.

Provision is made in the Bonus Plan for the granting of Class A bonuses for conspicuous service of any nature. Such awards may be granted irrespective of the company’s earnings. Awards of this type have been made from time to time, but the aggregate amount of such awards has not been large.

The Bonus Plan permits Class A and Class B awards to be made in cash or in newly issued shares of common stock of the company (42,570 shares having been available for issue for this purpose as of January 31, 1964) or in shares of such stock purchased in the market; however, all such awards have been made entirely in cash for many years. If newly issued shares of stock should be used for this purpose in the future, such shares could not be issued at prices less than 66-2/3% of the market value thereof as determined by the board of directors in accordance with the provisions of the plan.

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Limited provision for the granting of stock options to officers and employees is contained in the Bonus Plan; and, as described at pages 9-10 above, certain options were granted under the plan early in 1964. As of January 31, 1964, 42,570 unissued shares of the common stock of the company (being the same shares referred to in the immediately preceding paragraph) were available under the Bonus Plan for the granting of additional stock options. However, because the plan was first adopted more than ten years ago, it is uncertain whether the company could grant further options thereunder which would constitute “qualified stock options” under the Internal Revenue Code as amended by the Revenue Act of 1964.

Recommendations for awards under the Bonus Plan are acted upon by the executive committee or, in the case of Class A bonuses only, by the chairman of the board or the president. Such actions are taken pursuant to rules and regulations, as to eligibility and otherwise, prescribed by the board of directors. The granting of stock options under the Bonus Plan has been by action of a majority of the members of the board of directors not receiving such options.

The Bonus Plan authorizes the board of directors to make provision for the awarding of Class C bonuses to employees who equal or excel certain standards of performance. If this part of the plan should be implemented, such bonuses could be awarded without regard to the company’s earnings.

Final decisions with respect to questions arising under the Bonus Plan are made by the board of directors or the executive committee. The board of directors has the right to amend or repeal the plan but does not have the right to increase the amount which may be credited for any year to the Class B Bonus Fund.

If the Bonus Plan and the Management Incentive Plan are continued in effect, it is expected that, as in recent years, the number of annual participants under the Bonus Plan will be in the range of approximately 350-600 persons. It is also contemplated that recipients of Class B bonuses will, as in the past, be persons holding positions next in importance to those occupied by participants under the Management Incentive Plan.

Management Incentive Plan (Continuation of Which is Proposed)
The Management Incentive Plan permits the granting of a bonus award to any officer, employee or other person engaged in the business of the company who, during the year for which such award is granted, has rendered outstanding services to the company in an important managerial or other responsible position and has contributed significantly to the success of the company.

Awards under the Management Incentive Plan may be granted in the form of cash, participation units, participation units accompanied by a stock option, or a combination of cash and participation units with or without an accompanying stock option. Each participation unit entitles the recipient, or, in the event of death, his successors, to receive cash payments equivalent to the dividends, other than stock dividends, on one share of the common stock of the company from the time of the award of the participation unit until the time of the recipient’s death or the 85th anniversary of his birth, whichever is later. An award of participation units may be accompanied by an option to purchase common stock of the company at not less than the mean price of said stock on the New York Stock Exchange on the day of the granting of the option; however, the participation units accompanied by such stock option

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are cancelled pro rata upon any exercise of the option. No such stock option may be for a number of shares greater than three times the number of the participation units in conjunction with which it is granted. Subject to adjustment in certain specified events, the maximum number of shares of the common stock of the company as to which stock options may be exercised by all participants under the Management Incentive Plan is 200,000, of which 153,029 shares were available as of January 31, 1964, for the granting of additional options.

The amount available with respect to any year for the granting of bonus awards under the Management Incentive Plan is stated in the plan to be the same amount as is credited to the Class B Bonus Fund for that year under the Bonus Plan. If the stockholders should vote to continue the Management Incentive Plan but not the Bonus Plan, the board of directors would amend the Management Incentive Plan by deleting that reference to the Bonus Plan and by substituting a formula pursuant to which the amounts thereafter available under the Management Incentive Plan would be determined on the same basis as that heretofore used to determine the amounts credited to the Class B Bonus Fund.

Of the total amount available for any year under the Management Incentive Plan, a portion specified by the board of directors is divided by the mean price of one share of the common stock of the company on the New York Stock Exchange on the last trading day of the year to determine the number of participation units awardable for such year, and the remainder of said amount is credited to a Management Incentive Account from which cash awards are made. Any amount credited to the Management Incentive Account for a particular year but not used for cash awards for that year may be carried forward and used for subsequent cash awards, but unawarded participation units may not be carried forward.

As explained at page 11 above, no amount was credited to the Class B Bonus Fund for 1963, and, therefore, no amount became available with respect to that year for awards under the Management Incentive Plan. The amount which became available for 1962 was $145,204, of which 50% was specified by the board of directors as the amount determinative of the number of participation units awardable for that year, and the balance of $72,602 (plus $479 carried forward from a prior year) was distributed in the form of cash awards. As described at pages 9-10 above, stock options were granted early in 1963 to accompany participation units awarded for 1962.

A salary and bonus committee, appointed by the board of directors and composed of directors not eligible to receive awards, determines which persons are to be granted bonus awards under the Management Incentive Plan and the type and amount of each such award. Said committee also determines, subject to the provisions of the plan and of rules and regulations prescribed by the board of directors, the terms and conditions applicable to such awards.

Final decisions with respect to questions arising under the Management Incentive Plan are made by the board of directors or the salary and bonus committee. The board of directors has the right to modify or repeal the plan subject to limitations stated therein.

If the Management Incentive Plan and the Bonus Plan are continued in effect, it is expected that, as in recent years, the number of annual participants under the Management Incentive Plan will be substantially the same as the number of annual participants under the Bonus Plan.

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in the range of approximately 35-70 persons. It is also contemplated that such participants will, as in the past, be persons holding key positions. Such persons, it is anticipated, will include Mr. George R. Vila, president, and Mr. Frank J. McGrath, vice president and treasurer, and about ten other officers of the company.

Amounts Distributed Under the Plans January 1, 1959, to January 31, 1964
No Class B bonuses were awarded under the Bonus Plan for 1963. Class A bonuses, which are granted for conspicuous service without regard to the company’s earnings, were awarded in 1963 to several employees, none of whom was a director or officer, in the aggregate amount of $108,522. No stock options were granted under the Bonus Plan during 1963.

The only amounts distributed under the Management Incentive Plan for 1963 (except for install-ments paid on account of deferred cash awards previously granted) were the payments, aggregating $55,169, made in respect of participation units awarded for prior years. Information with respect to such payments made in 1963 to directors and officers is set forth in Table III above.

Table IV below shows the provisions made during the period from January 1, 1959, to January 31, 1964, pursuant to the Bonus Plan and the Management Incentive Plan, for all persons who were directors or officers as of January 31, 1964, for all other persons (including former officers) who received awards under either plan, and for each officer named in Tables II and III above.

TABLE IV
Cash Participa- Payments Common shares
awarded tion units in respect covered by options
Distributees 1/1/59 awarded of participa- Granted Unexpired
to 1/1/59 to tion units 1/1/59 and unexer-
1/31/64 1/31/64 1/1/59 to cised on
1/31/64 1/31/64
Directors and officers as of 1/31/64 … $ 610,600 14,143 $ 96,514 55,156 58,161
All other persons ………………….. 4,105,588 11,070 83,593 35,539 17,973
$4,716,188 25,213 $180,107 90,695 76,134

H. E. Humphreys, Jr. ………………. $ 74,093 3,684 $ 27,718 11,052 11,052
Chairman of the Board.
George R. Vila ……………………. 70,868 3,001 19,371 11,888 11,888
President.
Frank J. McGrath ………………….. 32,066 845 5,443 3,960 4,560
Vice president and treasurer.

NOTE: Class A bonuses granted under the Bonus Plan during the specified period, all of which were awarded for conspicuous service without regard to the company’s earnings and none of which was awarded to any person who was a director or officer, have been excluded from the amount shown in the first column for all other persons.

All cash awards shown in the first column had been paid as of January 31, 1964, with the exception of two amounts payable ($15,370 to a former officer who was a director on that date.

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and $2,690 to another person) in respect of deferred cash awards previously granted under the Management Incentive Plan.

All participation units shown in the second column were outstanding on January 31, 1964, with the exception of 136 units previously awarded to persons other than directors and officers.

The numbers of shares shown in the last column include, where applicable, shares covered by unexpired and unexercised options granted under the Bonus Plan in 1958.

Proposed Adoption of 1964 Stock Option Plan

Proposal to be Considered

In the judgment of the board of directors, further provision should be made by the company for the granting of stock options to employees occupying positions of importance and responsibility. The board regards such options — particularly those which are accorded special status under the Federal income tax laws — as an effective means by which the company may attract and retain outstanding personnel and induce such personnel to invest in the company’s stock and identify their interests more closely with those of the stockholders.

Believing that it would serve the best interests of the company and its stockholders, the board of directors has formulated a proposed 1964 Stock Option Plan. At its meeting held February 12, 1964, the board passed a resolution declaring that in its opinion the adoption of such plan is advisable, and directing that the annual meeting of the stockholders to be held April 21, 1964, be called for the purpose, among others, of taking action thereon.

Proposed 1964 Stock Option Plan

The text of the proposed 1964 Stock Option Plan is set forth in Exhibit A to this proxy statement, and reference is made thereto for a full statement of its terms and provisions.

The proposed plan would permit the granting of stock options to officers and employees of the company and its subsidiaries occupying positions of importance and responsibility who have demonstrated unusual ability or initiative and who can make significant contributions to the company’s success. The plan would be administered, and options thereunder would be granted, by the board of directors, whose decision on any question arising under the plan would be final.

The stock options granted under the plan would be options to purchase common stock of the company newly issued for such purpose or acquired by the company and held in its treasury. Subject to adjustment in certain specified events, the aggregate number of shares of such stock which could be purchased upon the exercise of options granted under the plan would be 200,000, which is less than 4% of the number of shares of such stock issued and outstanding on January 31, 1964. In the opinion of counsel, no stockholder of the company would have any preemptive right to purchase any of the shares which might be optioned under the plan.

The terms and conditions of the options granted under the plan would be determined by the board of directors subject to certain limitations. No such option would be exercisable until the optionee had continued to be an employee for at least twelve months after the granting of the

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option or be transferable by the optionee except by will or the laws of descent and distribution.
The maximum term of any such option would be five years, and the minimum option price would be the fair market value (or, if higher, the par value) of the optioned stock at the time of the granting of the option. On January 31, 1964, the fair market value of the common stock of the company (taken as the mean between the high and low prices of said stock on the New York Stock Exchange) was $47.125 per share.

The proposed plan would become effective on April 21, 1964, and would continue in effect until recalled or abolished. The board of directors would have the right to amend the plan subject to limitations stated therein.

It is expected that options under the plan would be granted upon the terms and conditions required for “qualified stock options” under Section 422(b) of the Internal Revenue Code as amended by the Revenue Act of 1964. Under the applicable provisions of said code, if the company grants an employee a “qualified stock option” specifying an option price not less than the fair market value of the optioned stock at the time of grant, and if the recipient exercises the option without having ceased to be an employee of the company or any of its subsidiaries at any time during the period from the grant of the option until three months before its exercise, and if no disposition of the stock transferred to the recipient upon exercise of the option is made by him within the three-year period beginning the day after such stock is so transferred, then, no taxable income will result at the time of the transfer of the stock to the recipient upon his exercise of the option, and any profit realized by the recipient from a sale or exchange of the stock (after the three-year holding period mentioned above) will be treated as a capital gain, and no deduction will be allowable at any time to the company with respect to the stock transferred to the recipient upon his exercise of the option.

No determination has yet been made as to the identity of the employees to whom options would be granted or as to the number of shares which would be optioned to any one person. The plan would permit more than one option to be granted to an employee, but in the aggregate not more than 6% of the shares available under the plan could be optioned to any one person.

Of the persons named in the Tables set forth above, only Messrs. H. E. Humphreys, Jr., George R. Vila and Frank J. McGrath, who are officers of the company, and Mr. James E. Lewis, who is an officer of a subsidiary, could qualify for options under the plan. No director, unless also an employee as defined in the plan, would be eligible.

Right of Appraisal of Dissenting Stockholders
Section 14:9-3 of the General Corporation Law of New Jersey provides that, if a corporation shall adopt a plan providing for the issue of new stock, any stockholder holding stock issued before April 15, 1920, not voting in favor of the plan, may obtain an appraisal of the market value of his stock, and the corporation thereafter shall pay to him the appraised value of such stock and the stock shall be transferred to the corporation. Any holder of such stock, wishing to avail himself of the right afforded by this statute upon the adoption of the proposed 1964 Stock Option Plan, must (a) give the company written notice of his dissent prior to the vote on the adoption of said plan at the forthcoming stock-

US Rubber Proxy Statement – Page 17

Page 017

holders’ meeting, and (b) apply to the Superior Court in New Jersey within thirty days after such stockholders’ meeting, on reasonable notice to the company, for the appointment of three disinterested appraisers. The statute requires the charges and expenses of such appraisers and appraisal to be paid by the corporation. The statute also provides that the corporation may elect to permit the dissenting stockholder to subscribe for his proportionate share of the new stock to be issued. No further notice will be given by the company to any stockholder as to the dates prior to which actions must be taken by the stockholder to perfect rights under said Section 14:9-3.

Required Vote and Recommendation of Board of Directors

The question concerning the Bonus Plan and the question concerning the Management Incentive Plan will be submitted to the stockholders at the forthcoming annual meeting in the form of separate resolutions that each such plan be continued in effect. The proposal concerning the 1964 Stock Option Plan will be submitted at said meeting in the form of a resolution that such plan, as set forth in Exhibit A to this proxy statement, be adopted.

The presence in person or by proxy of the holders of one-third of all the shares of the capital stock of the company is required for a quorum at the meeting. The favorable vote of two-thirds in interest of each class of stockholders present in person or by proxy and voting at the meeting is required for the adoption of each of said resolutions.

The board of directors recommends a vote “FOR” continuing the Bonus Plan in effect, a vote “FOR” continuing the Management Incentive Plan in effect, and a vote “FOR” adopting the proposed 1964 Stock Option Plan as set forth in Exhibit A hereto.

New York, New York
March 17, 1964

US Rubber Proxy Statement – Page 19

Page 019

IV. Stock to be Optioned
A. The stock options granted under this Plan shall be options to purchase shares of the common stock of the Company.
B. The stock delivered upon the exercise of any stock option granted under this Plan may be common stock newly issued for such purpose, or common stock acquired by the Company and held in its treasury, or partly such newly issued stock and partly such acquired stock.
C. Subject to the provision for adjustments contained in Article VI hereof, the aggregate number of shares of common stock which may be purchased upon the exercise of stock options granted under this Plan, excluding the number of shares covered by options which shall have expired or otherwise shall have become unexercisable, shall not exceed 200,000.
D. Not more than 6% of the aggregate number of shares of common stock referred to in Section C of this Article IV may be made subject to the stock option or options granted under this Plan to a single employee.

V. Terms and Conditions of Options
A. The terms and conditions applicable to the stock options granted under this Plan, which need not be the same in all cases, shall be determined by the Board of Directors subject to the following limitations:
1. The term of any stock option granted under this Plan shall not exceed five years from the date of its grant.
2. The option price for the common stock covered by any stock option granted under this Plan shall in no case be less than the par value of said stock, as stated in the Company’s Amended Certificate of Organization, or less than the fair market value of said stock at the time of the granting of such option, as determined by the Board of Directors; provided, however, that this limitation shall be subject to the provision for adjustments contained in Article VI hereof. For purposes of determining the fair market value of said common stock at the time of the granting of any such stock option, the Board of Directors may, if it so elects, assume such fair market value to be the mean between the high and low prices of said stock on the New York Stock Exchange on the day of the granting of such option or, if no sale of said stock shall be made on said Exchange on said day, on the next preceding day on which any such sale shall have been made.
3. No stock option granted under this Plan shall (a) be exercisable unless and until the optionee shall have continued to be an employee for a period of not less than twelve months following the date of the grant of such option, (b) be transferable or assignable by the optionee otherwise than by will or the laws of descent and distribution, or (c) be exercisable during the lifetime of the optionee except by him.

B. The Board of Directors may at any time, in the light of then existing laws and regulations, modify the terms and conditions applicable to any stock option theretofore granted under this Plan.

US Rubber Proxy Statement – Page 20

Page 020

UNIROYAL CHEM-texts
Vol. 1 PUBLISHED FOR THE PEOPLE OF UNIROYAL CHEMICAL No. 2

URW STRIKE ENDS AFTER 97 DAYS
PACT IS COSTLIEST IN OUR HISTORY

The longest and costliest strike in the 75-year history of the Company is over. Company and union negotiators reached an accord at 9:30 p.m. on July 26. The agreement between Uniroyal and the United Rubber Workers is the largest settlement ever reached by the company. Its total cost including wage increases, pensions, insurance and other benefits is more than 50 cents per hour — a 6 per cent increase each year for a total of 18 per cent over the three-year length of the contract.

Eachstriking employee lost an average of 14 weeks of pay. They also borrowed some of their vacation money in 1968 to pay for the cost, to say nothing of the interest lost on savings accounts or cashing in savings bonds to pay daily expenses.

The company saw its profits disappear in the second quarter of the year because of the fixed costs which continue without the benefit of offsetting production. Second quarter earnings had been at a record $14,309,000 during the strike. This year, because of the strike, they were $15,551,000 less or $12,753,000. Before taxes, the loss was more than $25,000,000. The strike also hit home at the company’s sales force, many of whom were without goods to sell. Salesmen were told good customers would never be able to get their merchandise long and specialized long and seriously on how they were going to get their back once the strike was over.

It is no wonder that the end brought a continuous state of relief which was echoed throughout all plant and branch offices. A tire salesman overheard out of the company’s huge Los Angeles branch put it tersely. “Tell those people back at the plants to get going! I need quality merchandise quickly if I’m going to get back those customers I lost.”

EMPLOYEE PUBLICATION NAMED

The Naugatuck Chemical employee newsletter has a new name – “Chem Texts”. It was selected from over 100 entries by the plant staff with an assist from the Public Relations department. “Chem Texts” was selected as the result of a suggestion made by Sal Lantiere of the Physical Testing Laboratory. It was one of four entries by Sal who received a $25.00 savings bond for his idea.

Second prize of a $15.00 gift certificate at the company store was won by Mary Regan of the Physical Testing Laboratory for her entry — “Chemtext”. Third prize of a $10.00 gift certificate was awarded to Doug Jones of the Rubber Compounding laboratory for his entry — “Chemesyn”.

A second group of the name “Chemesyn” was received from Mary Raby, wife of Harold Raby of the Synthetic Processing Department. However, her entry was dated after the winning entry was selected.

We wish to congratulate the winners and thank everyone who entered the contest.

MR. & MRS. JACK MALA RETIRE

Marie and Jack Mala retired from the company on September 8 with a combined total of 52 years of company service between them. They are the second couple to retire together in a year. Marie retired from the Raw Stock department with 21 and one-half years of service. Jack has been with us for 30 and one half years and retired from the Reclaim Production department.

EMPLOYEES URGED TO JOIN OUR PAYROLL SAVINGS PLAN IN SEPTEMBER BOND DRIVE

Employees who are in our payroll savings plan, or who join this year, will be able to purchase new Treasury “Freedom Shares” which earn 4.75 per cent when held to maturity, according to Thomas J. Kiernan, manager of personnel relations at “1230”.
He emphasized that Freedom Shares can be purchased in limited amounts by each plan participant during the “September Bond Drive”.
Savings bonds and Freedom Shares are not only investments that return a high rate of interest but are also of enormous benefit to the country, Mr. Kiernan said. “I urge everyone not enrolled in our payroll savings plan to sign up during our September enrollment drive. Our goal is to have at least 50 per cent of all employees participating in the plan.”
Chemical plant employees will be contacted during the drive and the advantages of buying savings bonds and Freedom Shares under the payroll savings plans will be explained to them.

MARY REGAN
DOUG JONES

Above: Contest winner Sal Lantiere of the Physical Testing Laboratory in #112 building. Sal has spent all of his 22 years with the company in the laboratory section.

ANNUAL BLOODMOBILE VISIT

On August 23 the Red Cross Bloodmobile came to the Chemical plant visit. Vacations and other scheduling problems reduced the number of available donors so we only 122 pints were collected against our 150 pint quota. However, the shortage of donors did not mean we did not wish to postpone the visit any longer. Those of you who were unable to give this time can donate to the Beacon Falls community visit in October or the next June 12 annual visit will give us another chance to regain our ideal 175 pints per visit.

An honor roll of all of those who gave will be posted throughout the plant. We wish to congratulate late Alan Woodruff who received a one-gallon pin and Louis Schuller who received a two-gallon pin and all those new and old who contributed to this visit.

SAL LANTIERE WINS CONTEST

US Rubber Proxy Statement – Page Exhibit A

Page exhibit-a

UNITED STATES RUBBER COMPANY
1964 STOCK OPTION PLAN

I. Purpose of Plan
The purpose of this Plan is to provide for the granting of stock options as a means of attracting to the Company and retaining in its service persons of outstanding ability and potential and of encouraging such persons to invest in the common stock of the Company and to identify their interests more closely with those of the stockholders.

II. Eligibility for Options
A. A stock option may be granted under this Plan to an employee occupying an important managerial position, or other position of importance and responsibility, who has demonstrated unusual ability or initiative, and who, by discharging his responsibilities in an outstanding manner, can make a significant contribution to the success of the Company.
B. As used in this Plan, the term “employee” shall mean a person who is an officer or an employee of the Company or of any other corporation in which the Company owns 50% or more of the voting stock.
C. Unless he is also an employee as defined in Section B of this Article II, no member of the Board of Directors shall be eligible to receive a stock option under this Plan.
D. An employee may be granted a stock option under this Plan notwithstanding the fact that he may be a participant, and may have been granted one or more stock options, under any other plan or plans of the Company; and more than one stock option may be granted under this Plan to a single employee.

III. Administration of Plan
A. This Plan shall be administered by the Board of Directors, and the granting of all stock options hereunder shall be by action of a majority of the members of said Board not eligible to receive such options.
B. A committee, appointed by the Board of Directors and composed of directors not eligible to receive stock options under this Plan, may from time to time make recommendations to said Board with respect to the granting of options hereunder.
C. Any action taken by the Board of Directors in the administration of this Plan, and any decision of said Board with respect to any question arising as to the interpretation of this Plan or of the terms and conditions applicable to any stock option granted hereunder, shall be final, conclusive and binding. Without limiting the effect of the foregoing, the provisions of this Plan shall be construed in accordance with the laws of the State of New Jersey.

Rubber Firms Offer Rejected By Union

Rubber Firms Offer Rejected By Union

6-10-67 (handwritten)

NAUGATUCK—United Rubber Workers negotiators Friday rejected a new three-year contract proposal offered by the five major rubber producers, including Uniroyal.

This is apparently the second time during the week that the union has rejected company proposals.

URW Pres. Peter Bommarito termed Friday’s offer “inadequate” and said the union would continue its strike against Uniroyal, B. F. Goodrich and Firestone.

A statement appearing in a local newspaper Friday, attributed to Bommarito, said that the union was prepared to strike another 30 days.

While many of the striking United Rubber Workers in the borough expressed dismay about the possibility that they would have to continue the strike that much longer, Local 45 officials expressed reservations about whether Bommarito had said this.

One official, contacted Friday night, said that an attempt to check out the statement brought no results and it could not be determined whether Bommarito had made the remark.

A letter sent to Footwear Plant workers Thursday by Factory Manager John Smith stated that the union had rejected a three-year proposal Tuesday. Upon rejecting the proposal, said Smith, the union presented a counter proposal.

Management then apparently made a second proposal which, according to press services, was rejected during Friday’s session.

Talks between the URW and the rubber companies recessed until Monday.

In his letter to Footwear employes, Smith stated that the three-year proposal by the company offered wage increases, additional pay for skilled workers, liberalized vacation pay, supplemental unemployment benefits up to 75 per cent of average pay, a 60 per cent increase in regular pensions, an increase in company-paid life insurance, an increase in the coverage for the maximum stay in the hospital from 365 to 730 days, an increase in sickness and accident benefits and other items.

Wage increases in the tire plants, said Smith, amounted to 38 cents over three years, and in non-tire plants they amounted to 31 cents. The management also offered two weeks vacation pay for employes with one year of seniority and three weeks for employes with five years.

Miscellaneous contract clauses, he added, included “up to 40 hours pay depending on the size of the plant for union time study men.”

Regular pensions were increase a 60 per cent from $3.25 to $5.25 per month per year of service, said Smith.

These increases, said Smith “total about 70 cents per hour over a three-year period. This is approximately a five per cent yearly increase in wages and benefits for employes over the entire three years,” added the manager.

A Uniroyal spokesman said Friday the UFW’s demands would cost “at least $1.40 an hour.”

The union estimated that General Tire and Rubber Co.’s offer, which includes wage increases averaging 40 cents an hour over three years, will cost the company 63 or 64 cents an hour.

The companies Friday valued their offers at more than 70 cents an hour.

The above increases in wages and benefits togal about 70¢ per hour over a three year period.

The above increases in wages
and benefits togal about 70¢
per hour over a three year
period. This is approximately
a 5% yearly increase in wages
and benefits for employees over
the entire three years. It is the
equivalent of the settlement ne-
gotiated in other industries
which have been referred to
by the Union as necessary to
resolve these negotiations. It
was the most substantial and
costly offer ever made by this
Company to the Union.

This proposal was rejected
by the Union late in the after-
noon of June 6. The Union, in
rejecting the above Company of-
fer, made a counter proposal
which excluded any considera-
tion of pensions and insurances
and held to a number of costly
demands which were made be-
fore the strike started.

Sincerely,
Jack M. Smith
Factory Manager

The release of the letter,
and articles read in the paper
were the only announcements
of the proposals the union mem-
bership received. No meetings
were called to allow the general
membership to express their
pleasure or displeasure of the
company’s offer.

Local 45 has held only one
membership meeting, since the
members authorized the nego-
tiators to call a strike. Presi-
dent George Froehlich, then
complained that the company
was not bargaining and only
throwing “bits of silver” on the
table. He said that the union

was seeking decent treatment
for the employes and also com-
plained of the differential be-
tween tire workers and non-
tire workers.

Tire workers now average
about $3.69 an hour while other
rubber industry production
workers average $2.68 an hour.

The three-year contract is
also said to be a stumbling
block in settlement.

Vice-president of Local 45,
Raymond Mengacci, told the
NEWS this morning, that he was
aware of the letter, but had not
as yet had time to read and
digest its contents. He said
that he will be prepared to
comment on it after he has
had time to study it.

Uniroyal Strike Talks Reopen In 53rd Day

Uniroyal Strike Talks Reopen In 53rd Day

6-13-67

NAUGATUCK— Bargaining sessions between the United Rubber Workers and five major rubber producers, including Uniroyal, reopened Monday in Ohio as a strike against three of the companies entered its 53rd day.

Although negotiators for the URW and Uniroyal management could either not be contacted or refused to comment Monday night, reliable sources pointed to the progress made during the past week and held out hope that a settlement might be reached before another week passes.

Although union members in the borough have expected that pensions would be discussed in September offers from the rubber companies, including Uniroyal, have lately included the pension and fringe benefit items.

Management sources have indicated a reluctance to face the cost of wage increases with the possible threat of a second strike in September over pension items.

While the latest word from Uniroyal was that wage increases in its offer were 38 cents for tire workers and 31 for non-tire workers it was learned that General Tire had boosted its wage increases to 40 cents for tire workers.

General Tire, however, has only 3,000 workers in two tire plants. In addition, General Tire is said to have boosted its supplemental unemployment benefits to 80 per cent, and offered a provision for six weeks of vacation for employes with over 30 years service.

It could not be determined Monday night whether Uniroyal had made a similar offer.

Reliable sources have called General Tire and Goodyear, who are both working on a day-to-day basis, pattern companies.

According to the sources, a settlement between the URW and these companies is expected to set a pattern for settlement with Uniroyal, B. F. Goodrich and Firestone, the struck companies.

During the past two weeks, all companies have been talking a three-year pact with the union, and some union sources have indicated a feeling that the final settlement would be for three years.

Local 45 Vice President Raymond Mengacci, in a statement to local newspapers Monday, said that although he didn’t want to enter a debate with Footwear Plant manager John Smith, he felt compelled to answer a letter sent to employes last week by the company.

Mengacci noted that both the company and the union committees “were having a hard enough time in Cincinnati, Ohio, to negotiate an agreement in Naugatuck,” without doing it through the newspapers.

Mengacci said when the union negotiating committee left for Cincinnati it was for the sole purpose of making a sincere effort to negotiate a contract and wage agreement with Uniroyal before the April 20 deadline. Negotiations began in Cincinnati March 21, and “it wasn’t until April 12 that the company made its first and final offer to the union on contract and wages, eight days before the deadline.

“This,” Mengacci stated, “has never happened in the history of my experiences on the negotiating committee or that of Pres. George Froehlich, that the first offer was also the last. No one can call this negotiating. This has never been done before. It wasn’t until a few days later that the union found out that this was being done in all of the Big Four rubber companies, not just Uniroyal. The union also found out these companies had made a mutual pact designed to protect any struck company against financial losses.

“We in the union were always led to believe these companies were in competition with one another, but found it is not so. They have a much better union than we have.”

Plant Manager Smith, in his letter, said the company had made an effort to open the pension and insurance agreement. “This, Mengacci said, “was correct, but the union informed the company this agreement does not terminate until Sept. 15, 1967, and the union was in no position to negotiate this agreement as it had not been discussed with their membership to determine what changes were wanted. Also they had made no preparation on pension and insurance to discuss this question intelligently with the company.

“Mr. Smith stated the union did not present to the company their full proposal until 11 a.m. April 19, just 37 hours before the strike deadline. This is correct, but why? The union felt if they received from the company the correct interpretation of the clauses in the working agreement now, and the way they were intended to be interpreted, at least in the union’s viewpoint, before there was a change in the head negotiator for the company, they would not have to make any changes.

“The union found out the company’s new head negotiator was not given the same interpretation. Therefore, the union came in with some new proposals as the union would not be able to live with some of the interpretations that were given to the new head negotiator, under Article 9, working conditions.

“These conditions are important to our members especially those working in the making and stitching departments. Production in many cases has increased by 25 to 30 per cent in the last few years, with the same amount of operators and in many cases less.

“Many of the employes can verify their weekly earnings are less now even though they have received two wage increases in the past few years. They cannot make anywhere near the efficiency they were making a few years ago and this is the reason the union had to make some late proposals to the company. If the company wanted to make a sincere effort to reach an agreement, they still had plenty of time to do so.”

Mengacci asserted the union does not believe the non-tire plants are putting the company in a “severe economic squeeze,” if they grant the same wage increases as the tire companies.” He noted wages increase of 41.6 per cent have been given to George R. Vila, president of Uniroyal, and 36.6 per cent to Walter D. Baldwin, vice president. “The union is not saying these men do not deserve the increase, but if the company wants to talk percentages, then talk percentages from top to bottom,” the Union official said.

“We are happy the company has seen fit to increase the vacation allowance for employes with one to five years of seniority, but what about the employe with 10 or more years of seniority.”

The union official also said that, although the company had improved some of the contract clauses, the union questions why the company would not give a letter of commitment, “which would not cost a penny to treat union members with decency and respect. If management expects our members to treat them with decency and respect, then we expect the same treatment. A written commitment would have gone a long way in reaching a settlement.”

No comments were made on the pension and insurance pact offered by the company. Mengacci said it had to be studied before a statement was made. However, he said he “was happy to see the company is negotiating with the union, even though it took from April 12 to June 5 to make their latest offer. The union rejection was a take-it-all or reject-it-all offer, which the union could not live with.

“I can assure Mr. Smith that George Froehlich and the rest of the union’s committee of Local 45 will do everything in their power to bring this dispute to a settlement as fast as possible,” Mengacci concluded.

Local 45 President To Brief Membership

Local 45 President To Brief Membership

Local 45 President George Froehlich has foregone the negotiating session today in Cincinnati, Ohio to meet with the membership of his union this afternoon at 3 o’clock in the high school auditorium.

Froehlich announced Saturday that he will conduct a briefing session for the membership on the status of the negotiations.

Reportedly the sessions last week broke off Friday in a stalemate. Froehlich said that although he could not paint a bright picture for his people today, he was always hopeful for a settlement.

Froehlich confirmed that one of the main stumbling blocks to settlement is working conditions. However, he said this is only one of the problems being negotiated.

The meeting today is for the membership only, with the public and press reportedly barred.

The record-breaking rubber industry strike is now entering its 60th day. URW Locals voted Saturday to strike General Tire’s Waco, Texas, plant at midnight tonight and its Akron, Ohio, plant at midnight Wednesday. URW workers at these plants had been working without a contract on a day-to-day basis previously.

With this latest URW move, only one of the “big five” rubber companies is maintaining regular production. The Goodyear Tire and Rubber Co. employes are continuing to work on a day-to-day basis.

URW President Peter Bommarito, who describes the union demands as “attainable,” said his men want higher increases and a 95 per cent supplementary plan.

Picketing at the borough plants of UniRoyal has remained quiet and peaceful with striking URW members taking their turn on the picket line as matter of course.

A report from Akron said that 75 URW members have been accepted for Summit County welfare payments. Many others are said to be filling out applications for welfare.

Locally, the Welfare Department reported an increase in

its payments to outside poor; however, Supt. of Welfare Katherine Brennan reported this was

not entirely due to strikers added to the rolls.

Please turn to Page 10


Local 45 President

Continued From Page 1 6-A

The Welfare Department is watching its budget carefully to see whether it will need additional funds to help our URW members.

Long-Range Peace

Union Seeking

ucts.

Union Seeking 6-72

Continued From Page 1

Local, the firm’s lawyers attempted to reach higher-up management either in Cincinnati or New York City, but were unsuccessful.

The management personnel then relayed to Judge Gaffney, Mengacci said, that they couldn’t tell the judge what the plant planned to do today.

The judge then informed lawyers for the union they should draw up a restraining order against UniRoyal and he would sign it this morning if there was any evidence the firm violated the agreement.

The judge indicated he would issue an injunction against UniRoyal if there was a violation of the restraining order, Mengacci said.

This situation puts the company and the union on virtually the same ground, if it comes to pass later today.

Mengacci said he thought court action would be held at about 2 p.m. today.

A few weeks ago a restraining order against the Union was issued in Superior Court following some minor clashes in the borough on picket lines and the arrest of about 50 pickets in two or three days of strife.

Federal Mediation

Federal Mediation

area.

Federal Mediation 6-22

Continued From Page 1

for fear it would obligate him
to UAW leader Walter Reuther
who is at odds with AFL-CIO
leaders.

Simkin has told the press that
he wants the negotiations in
Pittsburgh to be more than ex-
ploratory. He is hoping for a
settlement.

Local 45 Vice-President
Raymond Mengacci reported
yesterday that more than $100,-
000 has been contributed to the
strike benefit fund by union
people still working.

Uniroyal Strike Talks To Resume

Uniroyal

Strike Talks

To Resume

NAUGATUCK — Talks on a master contract between the United Rubber Workers and Uniroyal are scheduled to resume today. There were no talks between company and union negotiators Monday.

In Detroit, striking Uniroyal workers, discouraged by the lack of progress in the talks, prevented management personnel from entering the plant.

An estimated 1,300 strikers took part in a demonstration which included egg throwing. Police were at the scene, but no arrests were made, although some of the policemen were reportedly hit by the eggs.

Uniroyal management in the borough is scheduled to appear in court today in Waterbury to show cause why an injunction against the Naugatuck plants should not be issued.


Handwritten notation in top right corner: 6-27-67

Hearing to Resume on Plea Of Union for Uniroyal Stay

Hearing to Resume on Plea Of Union for Uniroyal Stay

Hearing to Resume on Plea Of Union for Uniroyal Stay

A hearing was to resume this morning in Waterbury Superior Court on an application by the United Rubber Workers for an injunction against Uniroyal, Inc., which has plants in Beacon Falls and Naugatuck.

The union filed its application last Thursday, after the company began production of samples of new footwear designs.

The company agreed at that time to halt production until after a court hearing.

The hearing opened Tuesday before Judge Leo V. Gaffney. Three hours of testimony was taken in the afternoon from three union members.

At the center of the controversy is a written agreement, signed April 18 by both parties, three days before the nationwide rubber workers’ strike began.

The agreement provides for the orderly shutdown and maintenance of the Naugatuck Footwear plant during the strike.

It includes a clause stipulating that “the company agrees that for the duration of the strike there will be no work performed by nonbargaining unit employes that is normally performed by bargaining unit personnel.”

Local 45 of the URW maintains last Thursday’s production violates the agreement.

Company Defense

While not clearly stating what its defense would be, the company yesterday indicated it would argue the April 18 agreement was voided when the union allegedly violated a provision intended to insure unimpeded entrance and exit to the plant through specified gates.

Three days of clashes between union members and police early in May, when pickets attempted to keep office personnel from entering the plant, resulted in the arrest of 71 union members and a warning from Judge Gaffney that he would issue an injunction against the union if the violence was not stopped.

In testimony yesterday, Raymond Mengacci, vice president of Local 45, said he had “no doubt” violence would erupt at the plant unless the court issues an order restraining the company from producing sample shoes with nonunion supervisory personnel.

“We will have some very bad violence. You can expect bloodshed in Naugatuck,” Mengacci said.


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Uniroyal Cites Loss Potential

Uniroyal Cites Loss Potential

6-28-67 [handwritten]

Uniroyal, Inc. will suffer a very severe financial loss “forcing a reduction in production” at its Naugatuck Footwear plant if it is not permitted to produce samples of its new designs, a company official said today.

Thomas J. Nelligan, labor relations manager, testified at a Superior Court hearing this morning that failure of the company to have samples to show its customers in August will mean a very large drop in the amount of production needed for the coming year and “in turn less employes.”

Nelligan was the first company representative to testify at a hearing to consider United Rubber Workers Union application for an injunction against the company production.

He said samples for next summer’s market would normally have been produced between April and July of this year.

He said salesmen would have been scheduled to take the samples into the field beginning Aug. 1.

Without the samples, he said the company will have no way of proving “to its buyers that its line is better than its competitors.”

At the opening of the session Tuesday before Judge Leo V. Gaffney, a Local 45 official predicted “there would be bloodshed in Naugatuck if the company is permitted to resume production with non-union members.”

The union filed its application for an injunction against Uniroyal last Thursday after the company began production of samples of new footwear designs. The company agreed at that time to halt production until after a court hearing.

April 18 Agreement

At the core of the controversy is a written agreement signed by both parties April 18, three days before the nation-wide rubber workers strike began.

The agreement provides for orderly shutdown and maintenance of the borough Footwear Plant during the strike.

It includes a clause stipulating that “the company agrees that for the duration of any strike there will be no work performed by non-bargaining unit employes that is normally performed by bargaining unit personnel.”

Local 45 claims Thursday’s production violates that agreement.

While not clearly stating what its defense would be, the company Tuesday indicated it will argue that the April 18 agreement was rendered void when the union allegedly violated a provision intended to insure unimpeded entrance and exit to the plant through certain gates.

(Cont’d on Page 2—UNIROYAL)

UniRoyal Cites Need For Sample Shoes

UniRoyal Cites Need For Sample Shoes

By Ruth Nichols

Production at the UniRoyal Footwear plant will be suspended for at least another week to allow time for briefs to be filed and Judge Leo V. Gaffney to come to a decision on whether a restraining injunction should be granted against the firm.

Two days of testimony from both Local 45 and UniRoyal Footwear Division management ended yesterday afternoon in Waterbury Superior Court. Judge Gaffney asked that written briefs be submitted to him by next Wednesday by both attorneys and stated that he will make his decision within a couple of days after reviewing the briefs and transcripts of the court proceedings.

Local 45 ended its testimony yesterday after calling Joseph Foley to the stand. Foley, a 21-year employe of the plant, member of the Union negotiating team and strike captain, was questioned on what might happen if the company was allowed to produce sample shoes.

Foley told the court that there would be violence on the picket line. He also testified that large numbers of supervisory personnel passed through the picket lines daily without incident.

Atty. J. Kenneth Bradley opened UniRoyal’s testimony by calling Thomas Nelligan, Labor Relations Manager, to the stand.

Nelligan told the court that 4,500 footwear plant employes are out on strike while 850 non-bargaining employes are working. All UniRoyal plants in the borough, with the exception of the footwear plant, are producing.

Nelligan cited the need for the sample shoes by August 1st. If the shoes were not ready to show by that date, according to Nelligan, there would be a reduction of production and a need for less employes.

Nelligan, under questioning, stated that if production of samples was allowed there would be no loss to striking employes but their wages. The Judge ruled that this answer should be stricken. Nelligan said he had no way of knowing what the cost to URW members and their families would be overall.

Nelligan said that these sample shoes could not be produced elsewhere. That it would take about 200 people, six weeks to two months to produce the necessary number of sample shoes. He said the bargaining people had been offered, through the union, the work first.

Factory Manager Jack Smith told the court that it was Monday or Tuesday of last week that the decision was made to start production on sample shoes.

Attorney Daniel Baker, URW counsel, questioned Nelligan about production at other UniRoyal plants. He asked if these samples couldn’t be made at one of the other company shoe producing plants that was currently in production.

Nelligan told the court that this was not possible because a different type of shoe was made at these plants.

Baker then opened the question of management starting its inventory using non-bargaining personnel. He also returned to the subject of the “Gray Building.”

How many shoes were produced in the building? Nelligan stated that the first three or four sample shoes were made in the building. The union sought inspection of the “gray building.”

Judge Gaffney asked if a member of the Industrial Relations Department accompanied the union inspection team on its tour.

Smith told the court about the pickets not allowing personnel into the plant in the early days of the strike. He said on the first day of mass picketing he conferred with Naugatuck Police Capt. Joseph Summa and sent management personnel home. He said all this occurred after the union had been notified 24-hours in advance of the company’s intention to ship.

Smith testified that on the May 15th meeting with union representatives, the company made known its intention to start production, first offering the work to bargaining personnel. He told the court he, at that time, told the union he believed there was no longer an agreement; however, it was then believed settlement was imminent and the company did not press for production.

Again on the subject of sample shoes, Smith said that production could not be carried on in the “Keds” line, produced here in the borough, in another company plant without moving equipment in large numbers to another location.

Smith spoke of the work the union had allowed to continue in the “Gray Building.” He said that the union knew that certain materials were produced in the main plant to carry on this work and hadn’t objected.

He said that this was the only footwear plant in the United States to be shut down and declared it was necessary to have sample shoes ready by the August 1st date.

Smith said that if samples were not ready, salesmen would miss sales and this, in turn, would lower sales, lower fill-in sales, and thus reduce production in the Naugatuck Footwear plant.

Smith, again questioned about the agreement and the May 15th meeting, told the Judge that he did not remember coming back into the meeting room after making a telephone call and telling union representative that he would “honor the agreement.”

Baker asked Smith had he given the union 24-hours notice of intent to ship. And had not the company made an oral agreement that no personnel would enter the plant after 6 p.m.

Then Baker asked had not the fact that personnel came into the

Please Turn to Page 12


Beacon Falls

Beacon Hose Co. Firemen To Parade

BEACON FALLS – Captain Walter C. Carlson of Beacon Hose Co. No. 1 has announced that members will attend the Firemen’s Parade in Oxford this evening.

Members are requested to meet at the firehouse at 6:30 in full dress uniforms.

Exactly how many signed up for compensation could not be learned, but strikers contacted later in the day noted that the lines were long and double.

Exactly how many signed up
for compensation could not be
learned, but strikers contacted
later in the day noted that the
lines were long and double.

During the last session of the
General Assembly, legislation
was introduced to make com-
pensation available to people on
strike, but the legislation failed.
A bill recently signed by Gov.
John Dempsey did not include
striking workers.

In the past strikers have been
refused unemployment compen-
sation. Normally only those out
of work due to a mass shut
or temporary layoffs, or those
those who quit work for various
reasons are eligible.

Labor Commissioner Renato
Ricciuti, contacted Friday night,
said he had no idea why the
strikers were suddenly applying
for the compensation. Although
anyone out of work and with
wage credits can apply, said the
commissioner, strikers cannot
collect.

As to why the strikers were
told to wait another week, Ric-
ciuti was also uncertain about
that, but thought perhaps the
staff at the bureau did not want
to flaly refuse the people.

A request from Footwear
Plant management to Local 45
seeking oilers to work on the
machines did not receive action
Friday, according to Local 45
Vice Pres. Raymond Mengacci.
He said that the matter would
be discussed today.

Uniroyal Official Says 81-Day Strike Having Severe Impact On Earnings

Uniroyal Official Says 81-Day Strike Having Severe Impact On Earnings

8-10-63 [handwritten]

NAUGATUCK —The chairman and president of Uniroyal, Inc. reported in a letter to stockholders this weekend that the impact of the 81-day strike on earnings and income is severe.

George R. Vila, chairman and president, said that the “impact on earnings is severe because fixed costs in the striking plants continue without the production necessary to absorb them. As a consequence, net income for the second quarter will be sharply lower than the $1.06 a common share in 1966.”

Raymond Mengacci, executive vice president of Local 45 UIW, said today that he had read the letter and was not surprised at its content.

He said that the letter was almost the same as forwarded to the striking employes of the Footwear Division in May. He also said that it contained the original offer made by the company to URW and to his knowledge the offer has not been changed since then. Many of the strikers are also share holders of Uniroyal under a co-operative stock plan.

The 19 plants idle due to the strike represent about 50 per cent of the employes and over 70 per cent of sales in the United States, Vila said.

“When the strike was called, the company had sizeable inventories in many product lines which helped to cushion the impact on sales,” he explained.

Negotiations with the union started March 21 with initial union demands for wage increases and employee benefits of more than $1.40 per hour for a two-year period, exclusive of pensions and insurance, Vila told the stockholders.

“Several days before the strike deadline of April 20, the company offered a proposal on wages and benefits which totalled 28 cents per hour for a two-year period,” he said. The company estimated that a new pension and insurance agreement to be negotiated in September would add between 20 and 25 cents per hour. The total increased cost would be about 50 cents per hour over a two-year period. The union rejected the offer prior to the deadline.

The company proposed that the employes continue to work while negotiations proceeded. However, this was also rejected.

The company offered on June 5 a three-year contract covering 12 principal points. It totals approximately 72 cents per hour including pensions and insurance, the chairman said.

“It involves increases of 10.5 per cent for the first year, 2.2 per cent the second and 2.2 per cent the third year. This offer has also been rejected by the union,” he said.

Contract Proposals

Specific proposals include the following: wages — in tire plants, an increase of 16 cents per hour in 1967, 11 cents in 1968 and 11 in 1969. In non-tire plants, an increase of 13 cents, followed by two yearly increases of 9 cents.

Skilled trades — 10 cent increases in addition to the above increases, in 1967; vacation pay — two weeks pay for employes with one year of seniority and three weeks vacation pay for five years. The present provision of four weeks pay after 15 years and five weeks after 25 years would continue.

There would also be supplemental unemployment benefits increased from 65 per cent of average pay (plus up to $2 for up to four dependents, with a maximum payment of $50) to 75 per cent of average pay with no maximums for all employes on regular layoff, plus other provisions. The company contributions to the supplemental unemployment fund would be increased from five cents to six cents per hour when the fund falls below 100 per cent. The fund increased from $250 to $350 per employe.

A 60 per cent increase in regular pensions from $3.25 to $5.25 per month per year of service was included. A 60 per cent increase in disability pensions from $6.50 to $10.50 per month per year of service, and an increase of $1.50 per month per year of service for living pensioners who were retired after July 1, 1950.

Other increases included those affecting life insurance, hospitalization, X-ray and radium therapy, visiting nurse, surgical payments and sickness and accident benefits.


Union Warns Strike May Spread

AKRON, Ohio (UPI) — Negotiations were to resume today in the 80-day old rubber industry strike with a warning from a union official here that the walkout could spread.

John Nardella, president of Local 2, United Rubber Workers, said “a strong possibility” existed a strike deadline would be called in negotiations with the Goodyear Tire & Rubber Co.

Other union sources indicated the deadline might be midnight Wednesday.

Nardella said Goodyear negotiators had indicated the company was ready to make a move on its offer, but had not yet done so.

Nardella gave a detailed report Sunday to the Local 2 membership on progress in contract negotiations. He said union policy committee “would initiate a new course of action” if no settlement was reached soon.

Work at Goodyear has continued on a day to day basis since April 20 when the Firestone Tire & Rubber Co., Uniroyal Inc., and the B. F. Goodrich Co. were struck. General Tire & Rubber was struck June 21.

A strike against Goodyear would idle some 21,000 men at 11 plants in addition to the 54,000 men already on strike across the nation.

Untitled Clipping

7-11-67

Page 10 – NAUGATUCK NEWS (Conn.) Tues., July 11, 1967


Views Of UniRoyal

Continued From Page 1

Mont said his bank “is not pressing anybody to the wall. We go along with the circumstance. I expect some withdrawals — it’s property tax time now.”

Neil Stanley of the Naugatuck Savings and Loan Association says his bank is “endeavoring to accept partial payments on loans. There’s nothing much more we can do except sort of sympathize. People are making a very strenuous effort to stay current.” He said the bank has had “numerous small withdrawals from a large number of people.”

At one time, Naugatuck was among the three highest cities in the United States noted for its savings deposits in the city’s banks.

Frank J. Hayes, manager of the Household Finance Co. in Waterbury, says “People are hurting for money. A hell of a lot of creditors aren’t getting paid. It’s a little bit of a crisis. The strikers on picket duty get $15 weekly and there’s not much that can be done with that. It’s a tough situation. We’re not pressing anybody. You can’t get blood out of a turnip, that would be utter folly.”

James N. Greene, executive vice president of the Naugatuck Chamber of Commerce says, “business has dropped off, but there is no way of telling how much at this point. We know that it has dropped, strictly by word of mouth. The town is still in a healthy situation, because there are other major plants in and around Naugatuck, but we wish the strike was over. UniRoyal is a vital element in the economy’s health.”

Jean Gagnon, of Gagnon’s General Store, says 65 per cent of his customers are UniRoyal workers. “Business has dropped at least 25 per cent. We can’t take it too much longer. Last week, I had to cut credit to food items only. If the strike goes on another month, I’ll have to cut off credit completely, if I’m going to survive.

“We became participants in the Food Stamp program June 1 by necessity. I found that some of my customers who never qualified for stamp relief, now qualify. The program has, since the strike, been of some help to them and to us,” he said.

Holding Own

A hardware store manager, who did not want his store identified, says his firm “hasn’t been hurt too much. We supply all the maintenance stuff for the rubber company and, now, we’re not delivering anything — although the orders still come in. We’re holding our own,” he said.

Jack Smith, factory manager for UniRoyal’s Footwear Division, said “The strike has had an adverse effect on the local economy.” He said also, “We have customers who want to be serviced and they complain if they don’t get it.”

John Evans, factory manager, or UniRoyal’s Chemical Division says “The strike has been a hardship on a town with 5,500 employes striking out of a population of 20,000. But there’s been no local pressure either. We’re just sitting tight here and hoping Ohio settles it.”

September Impact

Ira Mackler, of M. Freedman & Co., a department store, thinks “the full impact of the strike will be reflected in the fall. I’m planning for a decrease. Actually, we’re playing it by ear. Payments are lagging. I’m surprised that the collections have not been as bad as they might be in view of the situation. We are extending extra credit to our people and working with them.”

In an editorial June 23, Frederick E. Hennick of the Naugatuck Daily News, said “It must be equally obvious to both sides in this dispute that there is a crying need to bring this strike to an end for humanitarian reasons, if for no others.

“Too many people are being badly hurt in this struggle which has now gone down in history as the longest rubber industry strike in the nation’s history — something of which neither side should be especially proud.”

One thing some residents with a historical bent seem to point to with pride is the city’s reputation as the birthplace of the rubber industry while Akron is known as its cradle.

It was here in 1840, beside the Naugatuck River which was to become the most polluted river in the United States, that Charles Goodyear developed the process he named for the Roman god of fire — vulcanization — giving birth to the rubber industry.

Most strikers seem to wish Vulcan would breath fire into the smoke stacks that stud the city’s skyline sending the reek of ammonia through the valley — an oppressive smell that would be welcomed because it would mean a return to normal.

GAINS REPORTED IN RUBBER TALKS

THE NEW YORK TIMES,
7-11-67

GAINS REPORTED
IN RUBBER TALKS

Chief U.S. Mediator Moves
Back Into Negotiations

By DAVID R. JONES
Special to The New York Times

WASHINGTON, July 10—The
Government’s top labor medi-
ator moved back into the rub-
ber industry, labor negotiations
today, amid reports of prog-
ress in settling the industry’s
81-day-old strike.

William E. Simkin, director
of the Federal Mediation and
Conciliation Service, went to
Columbus, Ohio, to keep an
eye on bargaining there be-
tween the B. F. Goodrich Com-
pany and the striking United
Rubber Workers.

A union official said that
“real progress is being made”
in the talks with Goodrich.
Ward Keener, Goodrich presi-
dent, also said progress was
being made.

Meanwhile, the union set a
strike deadline of 12:01 A.M.
Thursday against the Goodyear
Tire and Rubber Company.
Goodyear, which employs 21,-
000, has been operating on a
day-to-day basis while ne-
gotiating on a new contract
to replace one that expired
April 20.

The union struck Goodrich,
the Firestone Tire and Rub-
ber Company and Uniroyal,
Inc., on that date and shut
down the General Tire and
Rubber Company several weeks
later. About 54,000 workers
have been made idle by the
strike.

Signs of Optimism

The precise reason for Mr.
Simkin’s trip to Columbus was
not disclosed, but there were
signs of some optimism that
a break might be near with
Goodrich. Mr. Simkin called
the union and the five com-
panies together a few weeks
ago in Pittsburgh in a bid for
agreement, but that failed.

Informed sources said Good-
rich and the union had re-
solved most of the important
noneconomic contract items and
were returning to the money
issues. The two sides bargained
throughout the weekend while
other negotiations, carried on
individually with each com-
pany, recessed yesterday.

All the companies except
General were last reported to
have offered the union a wage
increase of 40 cents an hour,
plus a supplemental unemploy-
ment benefit of 75 per cent of
straight-time hourly wages for
those laid off. General offered
43 cents an hour and an 80
per cent layoff benefit.

The union’s tire workers now
average $3.68 an hour, while
nontire workers average $2.69.
A key union demand has been
to raise the layoff benefit from
the present 65 per cent of
wages to between 92.5 and 95
per cent.

The negotiations have been
complicated by the presence of
a new union president, Peter
Bonmarito, who was elected
this year on a militant plat-
form and has been under pres-
sure to achieve big gains.

Strike Call Voted At Goodyear

Strike Call Voted At Goodyear

7-12-67

AKRON, Ohio (UPI) — The United Rubber Workers (URW) will strike the Goodyear Tire & Rubber Co. Thursday midnight if no contract agreement is reached, a union spokesman said Tuesday.

The URW already is on strike against four other major rubber companies. Three of them have been closed for the past 82 days.

Kenneth Oldham, a member of the union’s Goodyear policy committee of the URW, said about 22,000 union members will walk off their jobs at 11 Goodyear factories from coast to coast if a satisfactory agreement is not reached by Thursday night.

About 51,000 workers have been on strike against Firestone, Goodrich and Uniroyal of Naugatuck, Conn., since April 20, when contracts expired.

Another 3,000 URW members struck two General Tire plants June 15.

The strike is the longest in industry history.

With Goodyear also struck, about 75 per cent of industry capacity will be idled, and the flow of tires and other materials to the defense industry will be sharply cut.

Shortage of defense products, according to some observers, may be sufficient to allow the federal government to invoke the Taft-Hartley Act, and force the rubber workers back to work for an 80-day “cooling-off period.”

Untitled Clipping

Negotiators Report:

7-13-67 [handwritten]

Only Economic Issues Block Strike Settlement

AKRON, Ohio (UPI) — With four major rubber companies closed by a record long strike, the United Rubber Workers (URW) prepared to walkout at midnight tonight against the fifth and largest firm, Goodyear Tire & Rubber.

Industry capacity would be cut by 75 per cent with the addition of Goodyear to the list of struck firms.

The flow of tires and other materials to the auto and defense industries would be sharply reduced.

Goodyear’s 21,000 workers would bring to 75,000 the number idled across the country.

The union went on strike against Firestone Tire & Rubber, B. F. Goodrich and Uni-

Royal, Inc., April 20, and employes at two of General Tire & Rubber Co.’s nine plants walked out June 21.

Possible Intervention

A reduction in the flow of defense material raised the possibility the federal government would invoke the Taft-Hartley Act to send workers back for an 80-day cooling off period.

William E. Simkin, chief of the Federal Mediation Service, went to Columbus, Ohio, earlier in the week to assist in negotiations with B. F. Goodrich, the largest supplier of aircraft tires with between 35 and 40 per cent of the nation’s production.

The URW also struck the Schenuit Rubber Co. of Balti-

more last Saturday. Schenuit’s entire production of aircraft tires goes to the federal government and represents 20 per cent of the government’s needs.

The contract at Goodyear expired with the others but work continued at the plants on a day-to-day basis while talks continued.

URW negotiators said Thursday only economic issues blocked a settlement with the five major firms. All other contractural matters were settled last Friday.

Benefit Plan

The union originally asked for a supplemental unemployment benefit plan which would

Please turn to Page 10


Town Hall

Optimism Reported In Rubber Pact Talks

Optimism Reported In Rubber Pact Talks

7-20-67 [handwritten notation]

AKRON, OHIO (UPI)—Signs of optimism were apparent today in the 90-day-old rubber industry strike.

There also were further sings of the walkout’s growing financial toll, as the B. F. Goodrich Co. reported its second quarter net income was down 92.5 per cent.

Goodrich and General Tire & Rubber Co. reached agreement with the United Rubber Workers (URW) last week.

Uniroyal, Inc., of Naugatuck, Conn., Firestone Tire & Rubber and Goodyear Tire & Rubber continued negotiations with the URW.

Among the hopeful signs was approval of the general three-year contract by Local 9 here. Despite a heated feud over the method of voting, the union’s executive board ruled Wednesday that a four-to-one favorable vote—first by show of hands and then a standing vote—would be upheld.

Production in some departments at the General plant here resumed last midnight. The company said it expected to be going full steam sometime next week. Local 312 in Waco, Tex., will vote on the same agreement Saturday.

Akron Local 5 will vote on the Goodrich agreement Sunday and locals at eight other Goodrich plants also were expected to vote during the weekend.

Industry spokesmen reported growing hopes other settlements would come soon.

At Uniroyal one official described it as an “optimistic but cautious” attitude.

Future settlements were expected to follow substantially the same pattern set in the General and Goodrich agreements.

The contracts provide all employes with wage increases of 43 cents over three years and an 80 per cent supplemental unemployment program.

The Goodrich agreement eliminated a pay raise differential between tire and none-tire workers and the URW was expecetd to ask the other firms to do the same. Non-tire workers were not involved at General.

Goodrich reported its net income fell to $1,007,732 or 11 cents a share from $13,403,086 for the second quarter last year. Sales for the quarters were off 10 per cent.

Goodrich was the first of the “Big Five” firms to release figures showing the nearly full impact of the strike. Goodrich plants have been closed for all but three weeks of the second quarter.

Firestone, Uniroyal and Goodrich were struck April 20, General on June 21, and Goodyear on July 6.

At its peak the strike had idled 76,000 men.

Rubber Strike Holds On Despite End-Soon Rumors

Rubber Strike Holds On Despite End-Soon Rumors

BEACON FALLS

7/12/67 [handwritten date in top right corner]

Rubber Strike Holds On Despite End-Soon Rumors

The 13-week-old rubber-industry strike is continuing, despite rumors that a settlement is imminent.

No new developments have been reported in negotiations between the two strikebound tire companies, Uniroyal and Goodyear, and the United Rubbers Workers (URW).

Uniroyal has plants at Beacon Falls and Naugatuck.

Agreements have been reached within the past eight days with Firestone, Goodrich and General Tire & Rubber Co. The strike, longest in rubber-industry history, has idled up to 76,000 workers across the nation.

Peter Bommarito, URW president, went yesterday to Cincinnati, where the talks are being conducted, to participate in the negotiations, with Goodyear and Uniroyal. Talks were scheduled to resume today.

What issue or issues prevented a settlement by the end of the week could not be learned.

Eleven URW locals in nine states began preparations for voting next week on a new three-year contract with the Firestone Tire & Rubber Co.

URW and company negotiators reached tentative agreement on a new pact Thursday night that calls for hourly increases of 43 cents over the period.

The Firestone agreement closely parallels settlements reached earlier with B. F. Goodrich and General Tire & Rubber Co.

All 1000 Firestone production workers will receive immediate 15-cents-an-hour raises, followed by another 15-cent raise next year and 13 cents the third year.

A Union Goal Met

Tire workers averaged $3.68 an hour under the old contract while non-tire workers averaged $.68. The 43-cent raise applies to both tire workers and non-tire workers, which was a major union goal.

A union spokesman said the contract also contains a “big step” toward a guaranteed annual wage in the form of an unemployment supplemental benefit plan giving laid-off workers 80 per cent of their regular pay.

Union and company officials said work would resume at the Firestone plants immediately after the contract was ratified.

Many Footwear employes are entitled to four weeks and in some instances five weeks of vacation.

Many Footwear employes are
entitled to four weeks and in
some instances five weeks of
vacation. These workers are
permitted to take the extra
weeks at various intervals
through the year so as not to
conflict with the annual vaca-
tion shutdown.

Employes of the Chemical and
Synthetic Divisions now on
strike are allowed to stagger
their vacations. Accordingly,
the plant under normal condi-
tions do not close for any allot-
ted vacation-time as is the case
at Footwear.

Meanwhile, the negotiations

Rubber Workers, AFL-CIO and
Uniroyal have developed into a
cliff-hanging affair.

Reportedly, this past Friday,
the two teams were close to a
settlement on a new master
contract. However a hitch over
some clauses reportedly caused
a new disagreement.

The decision of Firestone to
settle this past Thursday was
the signal for considerable op-
timism here. It was expected
that Uniroyal would follow not
only Firestone, but also Gen-
eral and Goodrich, the other
companies that came to an
earlier agreement with URW.

A reliable report has indicat-
ed that some problems with
Article 9 are holding up the
agreement on the new contract.
The article refers to working
conditions, notably speed-up
of production operations.

URW workers affiliated with
Uniroyal including those of the
three divisions here, Footwear,
Chemical and Synthetic have
the dubious honor of participat-
ing in the longest strike in the
history of the rubber industry.

The strike against Uniroyal
s now in its 94th day. Back on
April 21, union workers of Uni-
oyal, Firestone and Goodrich
egan the marathon walkout.

Since Goodrich and Firestone
have now settled, Uniroyal is
he only one of the three left
utside the fold.

94-Day UniRoyal Strike Continues

94-Day UniRoyal Strike Continues

7-24-67 [handwritten]

No break has yet been reported in the 94-day United Rubber Workers-UniRoyal strike. According to sources an all-day session was held yesterday in Cincinnati with small committees meeting through the night.

URW International President Peter Bommarito moved into talks Friday between the union and the two remaining rubber companies, UniRoyal and Goodyear.

Hope ran high Friday in the borough that a settlement would be reached sometime during the day. However, another weekend has past and the mood has returned to the passive waiting of previous weeks.

Vacation pay checks are scheduled to be distributed tomorrow and Wednesday to employes of the Footwear Plant. Many workers have planned vacations for the next two weeks, settlement or not. Other employes have been waiting for these checks to give their finances a boost.

Chemical and Synthetic plant workers have been scheduling their vacations at various times during the strike. These plants do not have a general shutdown as does the footwear plant.

AKRON, Ohio (UPI)—United Rubber Worker locals in Akron and Miami, Okla., voted Sunday to accept a new contract from the B. F. Goodrich Co., bringing the 94-day strike, longest in rubber industry history, closer to an end.

The process of ratification continued at Firestone Tire & Rubber Co., and General Tire & Rubber Co. during the weekend. Negotiations with Goodyear Tire & Rubber Co. and UniRoyal Inc., did not arrive at a settlement hoped for during the weekend.

Some 4,000 URW members jammed the auditorium of Akron University to shout approval of the new Goodrich contract. Local 5 here has 4,900 members, almost half of the 11,000 employes covered in the contract.

Voice Vote Approval

In Miami, where the Goodrich employes have been back working since Friday, Local 318 approved the contract by a voice vote. Other votes from other locals around the country were expected today at URW international headquarters here. A majority of locals must ratify the contract before it is officially accepted.

General’s two tire factories, here and in Waco, Tex., were expected back in full production this week, following the vote by Local 318 in Waco to ratify the contract Saturday. All 3,000 URW members in the General Tire factories have approved the contract.

Some 17,000 Firestone employes, in 11 locals in 9 states, were to begin voting on their settlement today.

A majority of the more than 75,000 strikers, however, are still idled. About 22,000 of them have been out since April 20th when UniRoyal was struck. The 21,000 at Goodyear did not strike until July 14.

A Goodyear spokesman declined to make any comment about what was holding up negotiations.

They were taking place in Cincinnati.

Conform To Pattern

The settlements, when they are achieved, were expected to conform closely to the pattern already set.

The three settlements will all provide raises of 43 cents per hour to production workers, in steps of 15, 15 and 13 cents. The contracts will include a supplemental unemployment benefit plan giving laid off workers 80 per cent of their regular wages.

Please turn to Page 10

Quick End To Strike

Quick End To Strike

82nd Year, Number 173

Dedicated To Community Public Service


[Handwritten note: 7-25-67]


STRIKING FOOTWEAR PLANT employes who have been without a pay for 13 weeks are shown collecting their vacation pays at the Water St. gate this morning. The UniRoyal Company is asking employes if they want to work during the scheduled shut-down, if the strike is settled, when they call for their checks. —(News photo by Baker)


Quick End To Strike

Continued From Page 1

AKRON, Ohio (UPI) —Labor peace returned to the rubber capital of the world today. The four largest rubber companies based here have signed contracts with the United Rubber Workers (URW).

The largest tire producer in the world, Goodyear Tire & Rubber Co., reached agreement Monday on a new three year contract. The settlement closely parallels the three others reached in the last 10 days of the strike by General Tire & Rubber Co., Firestone Tire & Rubber, and the B. F. Goodrich Co.

Only UniRoyal Inc., a New York based firm, remained without a contract among the “big five” rubber producers. Talks continued in Cincinnati, as the strike went into its 95th day there.


Recalling Workers

The 5,400 members of the URW Local 7, at the Firestone tire plant here, ratified the new contract by a 3-1 margin Monday night. The plant began calling workers back for the overnight shift, and full production was expected to start this morning.

Ratification votes on the Goodyear agreement were scheduled for Wednesday and Thursday. The contract covers some 21,000 employes in 11 factories in 10 states.

Goodyear has five tire factories in Akron, Gadsden, Ala., Los Angeles; Jackson, Mich.; and Topeka, Kans.; and six plants making other products, in Windsor, Vt.; New Bedford, Mass.; North Chicago, Ill.; Lincoln, Neb.; St. Marys, Ohio, and Muncie, Ind.

The 8,400 members of Local 2 will vote here at 10:30 a.m. Thursday. The president of the local, John Nardella, claimed the agreement gave Goodyear workers better benefits that the other three. The improvements


Back On Job

About 90 per cent of Goodrich workers were back on the job at the factory here, and General employes had been back on the job for more than a week.

The four agreements all provide for 43 cent increases for all production workers over the next three years, with an additional 10 cents to skilled workers. They all increase supplementary unemployment benefits from 65 per cent of normal pay to 80 per cent.

The four agreements break rubber industry precedents in wrapping up wages, working conditions, pensions and benefits in one three-year agreement. The Goodyear, Firestone and Goodrich settlements eliminate a wage increase differential between tire and non-tire workers.

In the old contracts, tire workers averaged $3.68 hourly and non tire workers $2.68. General employ no non-tire workers.

Footwear Division

Footwear Division

Continued From Page 1

7-26-62 [handwritten]

would go on a two or three-week vacation said their spouses worked elsewhere and that they had no, few or grown-up children.”

Another question asked the employees was: “Will you sign up to work during vacation if the strike ends?”

Most employees are as yet undecided, preferring to wait to see the turn of events concerning settlement of the strike.

One gentleman quipped, “Are you kidding?” This left us wondering whether he would or he wouldn’t.

A lady complained, “Yes I will. I’m not going on vacation. I’m sick of it.”

Another contradicted this saying, “No. This is my vacation and I’m going to enjoy it.”

From all indications, it looks like the annual mass exodus from the borough will not occur this summer. Perhaps sewing circles and neighborhood gatherings will come into vogue again before the end of the strike.

Protests, Arrests Marked Strike

Protests, Arrests Marked Strike

The 98 days of the strike by the United Rubber Workers Locals 45, 308 and 218 against the Naugatuck Uniroyal plant were marked by rioting, arrests and court injunctions, as well as lengthy negotiations during much of the period.

Accord was reached last night to end the strike.

The union is set to ratify the agreement Saturday.

The strike was called on April 21 and affected 5,500 workers at the footwear, synthetics and chemical divisions of Uniroyal in Naugatuck and Beacon Falls.

The strike was third in eight years at the Naugatuck plant. In 1959 the walkout stopped production for three weeks, and in 1965 a strike lasted three days. The ’67 strike was the longest in rubber – industry history.

Nationally, the strike involved more than 50,000 persons and was the most widespread since 1959.

Early in May, 80 pickets were arrested for demonstrations against non – bargaining personnel attempting to enter the plant.

Uniroyal won an injunction that prevented the pickets from interfering with personnel or stopping trucks entering or leaving the gates at the three local plants.

About six weeks later, the union won an injunction restraining supervisory and other non-union employes from producing sample shoes during the strike.

All three locals at Naugatuck were involved in the strike. Local 45 represents 4,500 workers in Uniroyal’s footwear division; Local 218 represents 725 workers in the chemical plant, and Local 308 represents 240 workers in the synthetic plant.

Uniroyal was the last of the “Big Five” companies in the rubber industry to reach agreement with the rubber workers.

Some Merchants Report Sales Off 20 Per cent

Some Merchants Report Sales Off 20 Per cent

Some Merchants Report Sales Off 20 Per cent

Continued from Page 1

C. Mennillo, operator of a package store on Main Street said. “Business was off about 20 per cent in June (as compared to the same month the previous year) and it will be off about 30 per cent this month.”

Similar reports were made Similar reports were made by many other business men on Main Street.

Harold Muroff, manager of the Center Food Market, said there has been a definite drop in business from his customers but he said, that his overall business was about the same.

Mike Krenesky, operator of the Wilcox Fountain Store, was another merchant who said the effects of the strike were being felt. He said, however, that a lot of transient trade has helped to take up the slack.

Strike Hurt Economy Of Valley

Strike Hurt Economy Of Valley

By RICHARD S. EDINGER

Any 100-day labor strike will cause economic hardship to union members, their families and local merchants, especially in communities the size of Seymour and Beacon Falls.

On Saturday, the union members at Uniroyal, Inc. will vote on ratification of contract agreement made last night in Cincinnati.

The strike will be 100 days old and merchants agree the work stoppage has had some effect on business.

Many families in Beacon Falls and Seymour derive their income from the huge rubber facility four miles north of the center of Beacon Falls in Naugatuck.

There is also a Uniroyal warehouse in Beacon Falls, but few are employed there.

Some relief—temporary as it might be—is being received by employes this week in the form of vacation paychecks.

Some of these checks equal as much as five weeks pay. The total vacation pay distributed is $2-million.

The Strike Is Over

The Strike Is Over

Naugatuck

82nd Year, Number 175 | Dedicated To Community Public Service


Editorial

The Strike Is Over

The day that Naugatuck — and the whole Naugatuck Valley for that matter — has been waiting for has arrived.

The United Rubber Workers strike against UniRoyal has been settled, and within a few days the wheels should be turning once again almost as though they never had stopped.

Yet, unfortunately, there are scars left. It will be a long time before some people stop hurting. It is always so in every prolonged strike.

It is for that reason that we have never been able to condone strike action except as an utter last resort in a situation where injustice has made itself readily apparent. And this particular combination of circumstances is seldom to be found in these modern industrial times.

But never mind all of that now. Things are in the process of returning to something called “normal,” and for this the whole community can be happy.

It is perhaps enough at this point to recall that with the exception of some relatively minor incidents in the first few days of the strike, both labor and management showed commendable judgment in their corporate and individual behavior. We have no deep, unhealing scars to fester and poison.

Now it is important that every man and woman get back into the swing of things; that differences be forgotten and that every effort be made to profit by the unfortunate strike experience.

We have had a strike. Now it’s over, let’s forget about it and work together once again. That’s the way bigger and better communities are built.

Two Locals

Two Locals

Continued From Page 1

more are needed to operate
additional production lines.

Strike benefit checks will be
issued as follows: Local 45,
tomorrow and Wednesday, 9
a.m. to 3 p.m.; Local 218,
Wednesday, 7 a.m. to 5 p.m.;
Local 308, tomorrow 9 a.m.
to 6 p.m.

The longest strike in the his-
tory of the rubber industry has
ended with a new three-year
contract, providing a 43 per
cent per hour wage increase
over the three year period.

Other gains for union em-
ployees are an 80 per cent
guaranteed annual wage and a
company-paid surgical plan.

Additional specifics of the
contract will be announced when
all three locals have noted to
ratify.

Local 45 President George
Froehlich told his union mem-
bership that “A” good contract”
had been obtained and that many
gains by the union would prove
“fruitful in the future.”

UniRoyal officials reported
that their settlements with the
union were similar to settle-
ments reached by the other
major rubber industries.

When ratified, the master
contract will be effective as of
August 1. However, benefits
of the new contract will not be
realized until after mid-Sep-
tember when supplemental con-
tracts are signed by the locals.

Possible Discrimination

Possible Discrimination

Rzesutek reported that a change could occur in a contract gain in sickness and accident insurance, which offers compensation for men $10 higher than for women.

“The government may step in and say, you can’t discriminate,” Rzesutek warned. The insurance benefit was raised $10 each bring the men’s to $70 and the women’s to $60.

Another union gain was a $1,000 raise in life insurance, it was reported.

The company apparently held its ground in the negotiations by retaining a “non-duplication” clause in regards to benefits for both a husband and wife working at Uniroyal. Rzesutek told the membership that he was disappointed the clause was not erased in negotiations, when one of the- female workers complained of the non-duplication policy.

Local 308 will meet at 7 this evening at the Portuguese Hall, Rubber Ave., as the last of three divisions to vote on the three-year master contract.

If ratified, the contract is to take effect Aug. 1, but benefits would not be forthcoming until after mid-September when the supplemental agreements are to be signed by the locals.


Kentucky also is known as the Blue Grass State.

Synthetic Local Rejects UniRoyal Master Contract

Synthetic Local Rejects UniRoyal Master Contract

Synthetic Local Rejects UniRoyal Master Contract

Twenty-five per cent of the membership of Local 308, Synthetic Division, turned out last night to reject 32 to 26, the master contract recently agreed upon by the United Rubber Workers and UniRoyal, Inc.

Of the three Naugatuck locals, 308 was the only one to fail to ratify the contract. Local 45 approved it Saturday night, followed by Local 218 on Sunday.

Local President Edward Alves said that the reason for the rejection was that the contract did not offer time-and-a-half for Saturdays and a night shift bonus. He explained that presently, workers get time-and-a-half after 40 hours. He said that the membership was satisfied with all other aspects of the contract.

Union sources said that in order for the new contract to become effective it must be ratified by a majority of the UniRoyal URW membership and the majority of the company’s 19 locals.

The significance of Local 308’s failure to ratify the contract, continued Alves, is contingent only on the votes cast by the other locals. Synthetic Plant workers will continue to report to work.

According to the local president, the master contract will go into effect when the secondary contract is signed if the majority of UniRoyal locals vote for ratification.

Although the vote cast by the local will not hold up talks on the supplemental contract, Alves said that a date has not been set for the talks. A membership meeting, tentatively set for August 15, must be held first.

ONE OF EIGHT Local 218 members arrested in Naugatuck at the gate of the Uniroyal Chemical Plant this morning is led away by police to be booked on charges of breach of peace. Local Pres. Joseph Rzeszutek was one of those charged.

ONE OF EIGHT Local 218 members arrested in Naugatuck at the gate of the Uniroyal Chemical Plant this morning is led away by police to be booked on charges of breach of peace. Local Pres. Joseph Rzeszutek was one of those charged.

ONE OF EIGHT Local 218 members arrested in Naugatuck at the gate of the Uniroyal Chemical Plant this morning is led away by police to be booked on charges of breach of peace. Local Pres. Joseph Rzeszutek was one of those charged.—King Photo.

LONG LINE of non-union employes at the Chemical Plant of Uniroyal in Naugatuck files down hill toward the plant gate in the rain this morning to square off against picketing members of Local 218. Eight pickets were arrested and, after Police Capt. Joseph Summa read the riot act in the state statutes, the pickets allowed the workers to enter the plant. —King Photo

No Violence As Management Crosses Lines

No Violence As Management Crosses Lines

By Ruth Nichols

Police were alerted early this morning when it was noticed that an unusually large number of pickets were massing at the gates of the Chemical Division of UniRoyal, Inc.

An attempt was made by approximately 30 pickets to keep management of the Chemical Division from entering the plant.

A large contingent of policemen, led by Capt. Joseph Summa, was dispatched to the trouble area. Capt. Summa read the riot act to the pickets when they refused to open their ranks to allow management through.

However, there was no violence committed by the pickets in their attempt to seal off the gates.

A group of eight pickets, including Joseph Rzeszutek, president of Local 218, URW, were taken to the police station in patrol cars where they were booked on breach of peace charges at 8 o’clock this morning. No resistance was offered.

Rzeszutek said this morning that the union had been notified that the company intended to resume production yesterday using supervisory personnel.

Rzeszutek issued the following statement on behalf of the Local: “The membership questioned the poor judgment of management’s decision to operate equipment with personnel unfamiliar with operation procedure and safety hazards involved. Serious accidents occur with experienced operators at the control of equipment and with a full compliment of people who were fortunate to contain hazardous situations.”

Rzeszutek continued by saying, “Operating production equipment with inexperienced personnel and only skeleton crews presents definite hazards