8-K

 
                                                                  CONFORMED COPY



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                   -----------------------------------------

                                    FORM 8-K
                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


      Date of Report (Date of earliest event reported) September 27, 1996

                             WHIRLPOOL CORPORATION
        --------------------------------------------------------------
            (Exact name of registrant as specified in its charter)


          Delaware                      1-3932                 38-1490038
- ----------------------------        ---------------        -------------------
(State or other jurisdiction        (Commision File         (I.R.S. Employer
      of incorporation)                 number)            Identification No.)



      2000 M63 North, Benton Harbor, Michigan                    49022-2692
     ----------------------------------------------------------------------
     (Address of principal executive officers)                   (Zip Code)
 

                                (616)-923-5000
              --------------------------------------------------
              Registrant's telephone number, including area code

 
Item 5.   Other Events
          ------------

     On September 27, 1996, the registrant reported that it expects third-
quarter operating results, excluding restructuring, will be about 35 to 40
percent below those for the same 1995 period, caused primarily by a continued
difficult economic and industry environment in Europe.  The company has
subsequently lowered its expectations for full-year results.

     The registrant also announced that it will take a restructuring charge of
about $30 million that will reduce net earnings in the third quarter.  The
charge will be for previously announced streamlining of the registrant's Asian
headquarters and a North American refrigeration operation.

Item 7.   Financial Statements and Exhibits
          ---------------------------------

     Exhibit 1
     ---------

     Copy of a press release dated September 27, 1996 regarding the company's
anticipated earnings for the third quarter 1996.

 
                                   SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.



                                    WHIRLPOOL CORPORATION
                                    Registrant



Date: September 30, 1996               By:  /s/  Daniel F. Hopp
                                          ---------------------------------
                                    Name:  Daniel F. Hopp
                                    Title:  Vice President, General
                                            Counsel and Secretary

EX-1

 
                                              Contact:                 T.R. Reid
                                                                    616/923-3417
                                                   T.R._Reid@email.whirlpool.com



                DIFFICULT EUROPEAN ECONOMIC, INDUSTRY CONDITIONS
                WILL PUSH DOWN WHIRLPOOL'S 3Q, 1996 PERFORMANCE

  BENTON HARBOR, Mich. -- Sept. 27, 1996 -- Whirlpool Corporation (NYSE: WHR)
said today that it anticipates third-quarter operating results, excluding
restructuring, will be about 35 to 40 percent below those for the same 1995
period, and that the company has subsequently lowered its expectations for full-
year results.

  The company said the less favorable outlook is caused primarily by conditions
in Europe, its second-largest regional market, where a continued difficult
economic and industry environment is contributing to a lack of margin
improvement.  While third-quarter results will be significantly better than
those for second-quarter 1996, the situation will lead to a small quarterly
operating loss at Whirlpool Europe.  Near-term prospects for improved regional
economic and industry performance are uncertain.

  Whirlpool Chairman and CEO David R. Whitwam said that year-to-date results
from the company's North American and Latin American operations remain at record
levels.  He added that both regions are expected to perform strongly through the
remainder of the year.

  The chairman said that Whirlpool will take a restructuring charge of about $30
million that will reduce net earnings in the third quarter. The charge will be
for previously announced streamlining of the company's Asian headquarters and a
North American refrigeration operation. Together, the two moves are expected to
save $37 million annually once fully implemented by mid-1997.

  The company plans to announce full third-quarter results on Oct. 21.

  Whirlpool Corporation is the world's leading manufacturer and marketer of
major home appliances.  Headquartered in Benton Harbor, the company manufactures
in 12 countries and markets products under 11 major brand names in about 140
countries.

                                      ###

[LOGO OF WHIRLPOOL CORPORATION]
                            Administrative Center, Benton Harbor, Michigan 49022