8-K

UNITED STATES

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): January 28, 2005

MAYTAG CORPORATION

(Exact name of registrant as specified in its charter)

A Delaware Corporation

(State or other jurisdiction incorporation)

Commission file number 1-655

I.R.S. Employer Identification No. 42-0401785

403 West Fourth Street North, Newton, Iowa 50208

(Address of principal executive offices)

Registrant’s telephone number: 641-792-7000

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

[    ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[    ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[    ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[    ] Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 2.02. Public release of material non-public information regarding results of operations and financial condition for a completed period

Attached as Exhibit 99 is Maytag Corporation’s earnings release for the three and twelve months ended January 1, 2005. This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

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Item 9.01. Financial Statements and Exhibits

(c) Exhibits.

The exhibits accompanying this report are listed in the accompanying Exhibit Index.

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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.

Maytag Corporation         (Registrant)
	By: /S/    GEORGE C. MOORE
	George C. Moore Executive Vice President and Chief Financial Officer

January 28, 2005

  (Date)

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EXHIBIT INDEX

The following exhibits are filed herewith.

Exhibit No.

99     Earnings release for three and twelve months ended January 1, 2005.

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EX-99

FOR IMMEDIATE RELEASE

Media Contact: Karen Lynn

Maytag Corporate Communications

(641) 787-8185

klynn2@maytag.com

MAYTAG ANNOUNCES FOURTH QUARTER

AND FULL YEAR 2004 RESULTS

NEWTON, IOWA – (Jan. 28, 2005) – Maytag Corporation (NYSE:MYG) today reported fourth quarter consolidated sales of $1.16 billion, down 8.4 percent from sales of $1.27 billion in the same period last year. Net loss for the fourth quarter of 2004 was $14.1 million or 18 cents per share, compared to net income of $23.9 million or 30 cents per share a year ago. The fourth quarter of 2004 included 13 weeks, versus 14 weeks in the fourth quarter a year ago.

The fourth quarter included restructuring and related charges of 13 cents per share for the Galesburg closure and “One Company” reorganization, as well as 13 cents per share for reserves related to the early generation front-load washer litigation.

Unfavorable fourth quarter and year-over-year comparisons were caused primarily by lower Hoover floor care sales and margins and lower sales of vending equipment in Commercial Products, along with higher steel and energy-related costs.

The diluted earnings (loss) per share for the fourth quarter included the following:

	Three Months Ended
	January 1 2005			January 3 2004
Diluted Earnings (Loss) Per Share	$	(0.18	)	$	0.30
Included in diluted earnings (loss) per share (net of tax) were the following items:
Restructuring and related charges - Galesburg		0.01			0.13
Restructuring and related charges - reorganization		0.12			—
Asset impairment		—			0.10
Front-load washer litigation		0.13			—
Loss on investment		—			0.09
Income from discontinued operations		—			(0.06	)

For the full year 2004, Maytag’s sales were $4.72 billion, down 1.5 percent from $4.79 billion in 2003. Operating income was $40.3 million for 2004 versus $228.3 million for the prior year. Net loss for 2004 was $9 million or 11 cents per share, versus net income of $120.1 million, or $1.53 per share in 2003.

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The diluted earnings (loss) per share for the full year 2004 and 2003 included the following:

	Full Year Ended
	January 1 2005			January 3 2004
Diluted Earnings (Loss) Per Share	$	(0.11	)	$	1.53
Included in diluted earnings (loss) per share (net of tax) were the following items:
Restructuring and related charges - Galesburg		0.30			0.42
Restructuring and related charges - reorganization		0.30			0.14
Asset impairment		—			0.10
Goodwill impairment-Commercial Products		0.12			—
Front-load washer litigation		0.29			—
Adverse judgment on pre-acquisition distributor lawsuit		0.09			—
Gain on sale of property-Home Appliances		(0.10	)		—
Loss on investment		—			0.09
Income from discontinued operations		—			(0.07	)

Commenting on the fourth quarter and full year, Maytag Chairman and CEO Ralph Hake stated, “Higher raw material and energy costs significantly impacted our operating results for the quarter and the year. We have addressed our challenges head on, and have taken decisive steps to improve Maytag’s performance going forward. This includes completing our ‘One Company’ restructuring, which is expected to realize $150 million in annual savings.

“We had a cadence of new products in 2004 that continued our leadership in innovation with a 24-inch compact washer and dryer, the successful French door bottom-freezer refrigerator, the dual-fuel, double-oven free-standing range, the Maytag^® Neptune^® Drying Center and Maytag^® Neptune^® Top-Load high-efficiency washer, to name just a few. We expect to see the benefit of this 2004 product line-up, along with those planned for 2005, during this coming year.”

Maytag Services and Maytag International experienced double-digit revenue growth during 2004, with both becoming increasingly important to the overall business. Weakness in the vending industry produced a sales decline in Commercial Products, partially offset by improved performance in the Jade commercial cooking business.

Hake noted that the company experienced sequential volume growth in the floor care business in the fourth quarter, particularly with extractors and hard floor cleaners. “While more progress needs to be made, we are seeing some positive results from implementation of our floor care strategy, which includes cost reduction efforts and new product launches in uprights, extractors and bare floor cleaners,” Hake said.

Fourth quarter cash flow was favorably impacted by improvements in working capital levels, a result of lower inventories and higher accounts payable. Strong, positive cash flow enabled the company to increase cash

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and cash equivalents by approximately $107 million from the end of third quarter and approximately $158 million from the end of 2003.

Commenting on earnings expectations for 2005, Hake said the company is lowering its earnings guidance for 2005 as a result of lower revenue generation in the fourth quarter 2004 and recent distribution announcements that occurred in January. The company expects reported earnings per share in 2005 of $1.10 to $1.30, including about 5 cents in restructuring charges. Previously, the company noted that 2005 guidance for reported earnings per share were expected to be in the range of $1.50 to $1.60, including about 5 cents in restructuring charges.

“It’s not business as usual for Maytag,” Hake said. “We’re a leaner organization that’s becoming more responsive on all levels. We expect to benefit in the coming year from our ‘One Company’ cost reductions and our stream of innovative products, including the new Maytag 27-inch washer and dryer, Jenn-Air suite of reflective glass appliances, the FloorMate^™ hard floor cleaner, and a premium upright introduction, among others. As we work through the first quarter, we also expect to benefit from favorable pricing initiatives, which were announced late last year.”

Maytag Corporation is a leading producer of home and commercial appliances. Its products are sold to customers throughout North America and in international markets. The corporation’s principal brands include Maytag^®, Hoover^®, Jenn-Air^®, Amana^®, Dixie-Narco^® and Jade^®.

Quarterly Conference Call

Maytag will host a conference call today at 8:30 a.m. CT (9:30 a.m. ET) to discuss its performance with members of the financial community. During the call, Hake and CFO George Moore will comment on various aspects of the results and answer questions.

Persons wishing to participate in the call should telephone 800-428-0426 at 8:20 a.m. CT (international participants should dial 212-346-7474.) The conference call will be recorded and available by telephone from 10:30 a.m. CT Jan. 28 until 10:30 a.m. CT Feb. 1. Persons interested in listening to the conference call tape should call 800-633-8284 (or internationally 402-977-9140) and use access code number 21228049.

Additionally, Maytag’s conference call will be distributed live over CCBN’s Investor Distribution Network to both institutional and individual investors. Individual investors can listen to the call through CCBN’s individual investor center at www.fulldisclosure.com or by visiting any of the investor sites in CCBN’s Individual Investor Network. Institutional investors can access the call via CCBN’s password-protected event management site, StreetEvents (www.streetevents.com). The audio webcast can also be accessed through Maytag’s Web site, www.maytagcorp.com, by clicking on the “Corporate News Center” and then “Conference Calls.” Replays will be available on both the Maytag and CCBN Web sites.

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Forward-Looking Statements: Certain statements in this news release, including any discussion of management expectations for future periods, constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from the future results expressed or implied by those statements. For a description of such factors, refer to “Forward-Looking Statements” in the Management’s Discussion and Analysis section of Maytag’s Annual Report on Form 10-K for the year ended January 3, 2004, and each quarter’s 10-Q.

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FOURTH QUARTER SALES AND EARNINGS COMPARISON (UNAUDITED)

NET SALES (in thousands)
	2004			2003			% Change
Home Appliances	$	1,112,467		$	1,214,929		(8.4	)
Commercial Products		51,880			56,771		(8.6	)
Consolidated	$	1,164,347		$	1,271,700		(8.4	)
OPERATING INCOME (LOSS) (in thousands)
	2004			2003			% Change
Home Appliances	$	(4,855	)	$	50,708		(109.6	)
Commercial Products		(1,417	)		(3,376	)	(58.0	)
Reported	$	(6,272	)	$	47,332		(113.3	)
Included in operating income (loss)
Restructuring and related charges-Home Appliances	$	14,551		$	14,471
Asset impairment-Home Appliances		—			11,217
Front-load washer litigation-Home Appliances		15,000			—
Restructuring and related charges-Commercial Products		298			—
	$	29,849		$	25,688
NET INCOME (LOSS) (in thousands)
	2004			2003			% Change
Reported	$	(14,120	)	$	23,853		(159.2	)
Included in net income (loss) (net of tax)
Restructuring and related charges	$	10,024		$	10,091
Asset impairment		—			7,578
Front-load washer litigation		10,125			—
Loss on investments		—			7,185
Income from discontinued operations		—			(4,910	)
BASIC EARNINGS (LOSS) PER SHARE
	2004			2003			% Change
Reported	$	(0.18	)	$	0.30		(158.7	)
Included in basic earnings (loss) per share (net of tax)
Restructuring and related charges	$	0.13		$	0.13
Asset impairment		—			0.10
Front-load washer litigation		0.13			—
Loss on investments		—			0.09
Income from discontinued operations		—			(0.06	)
Basic weighted-average shares outstanding (thousands)		79,336			78,714
DILUTED EARNINGS (LOSS) PER SHARE
	2004			2003			% Change
Reported	$	(0.18	)	$	0.30		(158.9	)
Included in diluted earnings (loss) per share (net of tax)
Restructuring and related charges	$	0.13		$	0.13
Asset impairment		—			0.10
Front-load washer litigation		0.13			—
Loss on investments		—			0.09
Income from discontinued operations		—			(0.06	)
Diluted weighted-average shares outstanding (thousands)		79,336			78,964

TWELVE MONTHS SALES AND EARNINGS COMPARISON (2004 UNAUDITED)

NET SALES (in thousands)
	2004			2003			% Change
Home Appliances	$	4,458,696		$	4,498,655		(0.9	)
Commercial Products		262,842			293,211		(10.4	)
Consolidated	$	4,721,538		$	4,791,866		(1.5	)
OPERATING INCOME (LOSS) (in thousands)
	2004			2003			% Change
Home Appliances	$	47,465		$	212,274		(77.6	)
Commercial Products		(7,117	)		16,019		(144.4	)
Reported	$	40,348		$	228,293		(82.3	)
Included in operating income (loss)
Restructuring and related charges-Home Appliances	$	69,310		$	64,714
Asset impairment-Home Appliances		—			11,217
Front-load washer litigation-Home Appliances		33,500			—
Gain on sale of property		(9,711	)		—
Restructuring and related charges-Commercial Products		448			215
Goodwill impairment-Commercial Products		9,600			—
	$	103,147		$	76,146
NET INCOME (LOSS) (in thousands)
	2004			2003			% Change
Reported	$	(9,006	)	$	120,133		(107.5	)
Included in net income (loss) (net of tax)
Restructuring and related charges	$	47,087		$	43,866
Asset Impairment		—			7,578
Goodwill impairment-Commercial Products		9,600			—
Front-load washer litigation		22,613			—
Adverse judgment on pre-acquisition distributor lawsuit		7,091			—
Gain on sale of property		(7,769	)		—
Loss on investments		—			7,185
Income from discontinued operations		(339	)		(5,755	)
BASIC EARNINGS (LOSS) PER SHARE
	2004			2003			% Change
Reported	$	(0.11	)	$	1.53		(107.4	)
Included in basic earnings (loss) per share (net of tax)
Restructuring and related charges	$	0.60		$	0.56
Asset Impairment		—			0.10
Goodwill impairment-Commercial Products		0.12			—
Front-load washer litigation		0.29			—
Adverse judgment on pre-acquisition distributor lawsuit		0.09			—
Gain on sale of property		(0.10	)		—
Loss on investments		—			0.09
Income from discontinued operations		—			(0.07	)
Basic weighted-average shares outstanding (thousands)		79,078			78,537
DILUTED EARNINGS (LOSS) PER SHARE
	2004			2003			% Change
Reported	$	(0.11	)	$	1.53		(107.5	)
Included in diluted earnings (loss) per share (net of tax)
Restructuring and related charges	$	0.60		$	0.56
Asset Impairment		—			0.10
Goodwill impairment-Commercial Products		0.12			—
Front-load washer litigation		0.29			—
Adverse judgment on pre-acquisition distributor lawsuit		0.09			—
Gain on sale of property		(0.10	)		—
Loss on investments		—			0.09
Income from discontinued operations		—			(0.07	)
Diluted weighted-average shares outstanding (thousands)		79,078			78,746

MAYTAG CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

	Fourth Quarter Ended						Twelve Months Ended
	January 1 2005			January 3 2004			January 1 2005			January 3 2004
	(unaudited)			(unaudited)			(unaudited)
Net sales	$	1,164,347		$	1,271,700		$	4,721,538		$	4,791,866
Cost of sales		1,021,640			1,047,300			4,061,319			3,932,335
Gross profit		142,707			224,400			660,219			859,531
Selling, general and administrative expenses		119,130			151,380			507,013			555,092
Restructuring and related charges		14,849			14,471			69,758			64,929
Asset impairment		—			11,217			—			11,217
Goodwill impairment-Commercial Products		—			—			9,600			—
Front-load washer litigation		15,000			—			33,500			—
Operating income (loss)		(6,272	)		47,332			40,348			228,293
Interest expense		(15,431	)		(11,977	)		(56,274	)		(52,763	)
Loss on investments		—			(7,185	)		—			(7,185	)
Adverse judgment on pre-acquisition distributor lawsuit		—			—			(10,505	)		—
Other income (loss)		(2,135	)		2,150			5,113			4,415
Income (loss) from continuing operations before income taxes		(23,838	)		30,320			(21,318	)		172,760
Income taxes (benefit)		(9,718	)		11,377			(11,973	)		58,382
Income (loss) from continuing operations		(14,120	)		18,943			(9,345	)		114,378
Income from discontinued operations, net of tax		—			4,910			339			5,755
Net income (loss)	$	(14,120	)	$	23,853		$	(9,006	)	$	120,133
Basic earnings (loss) per common share:
Income (loss) from continuing operations	$	(0.18	)	$	0.24		$	(0.12	)	$	1.46
Discontinued operations		—			0.06			—			0.07
Net income (loss)	$	(0.18	)	$	0.30		$	(0.11	)	$	1.53
Basic weighted-average shares outstanding		79,336			78,714			79,078			78,537
Diluted earnings (loss) per common share:
Income (loss) from continuing operations	$	(0.18	)	$	0.24		$	(0.12	)	$	1.45
Discontinued operations		—			0.06			—			0.07
Net income (loss)	$	(0.18	)	$	0.30		$	(0.11	)	$	1.53
Diluted weighted-average shares outstanding		79,336			78,964			79,078			78,746
Earnings per share totals may not be additive due to rounding

MAYTAG CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

	January 1 2005			January 3 2004
	(unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	164,276		$	6,756
Accounts receivable - net		629,901			596,832
Inventories		515,321			468,345
Deferred income taxes		55,862			63,185
Other current assets		80,137			94,030
Discontinued current assets		—			75,175
Total current assets		1,445,497			1,304,323
Noncurrent assets		653,365			612,546
Discontinued noncurrent assets		—			60,336
Total noncurrent assets		653,365			672,882
Property, plant and equipment		921,162			1,046,935
Total assets	$	3,020,024		$	3,024,140
LIABILITIES AND SHAREOWNERS’ EQUITY
Current liabilities
Accounts payable	$	545,901		$	466,734
Accrued liabilities		358,119			315,323
Notes payable and current portion of long-term debt		6,043			95,994
Discontinued current liabilities		—			105,739
Total current liabilities		910,063			983,790
Long-term debt, less current portion		972,568			874,832
Postretirement benefit liability		531,995			538,105
Accrued pension cost		496,480			398,495
Other noncurrent liabilities		183,942			144,341
Total discontinued noncurrent liabilities		—			18,766
Shareowners’ equity		(75,024	)		65,811
Total liabilities and shareowners’ equity	$	3,020,024		$	3,024,140

MAYTAG CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW

(In thousands)

	Twelve Months Ended
	January 1 2005			January 3 2004
	(unaudited)
Operating activities
Net income (loss)	$	(9,006	)	$	120,133
Net income from discontinued operations		(339	)		(5,755	)
Loss on investments		—			7,185
Asset impairment		—			11,217
Depreciation and amortization		169,782			165,785
Deferred income taxes		(6,490	)		56,660
Gain on sale of property		(9,711	)		—
Restructuring and related charges, net of cash		36,859			45,939
Goodwill impairment-Commercial Products		9,600			—
Front-load washer litigation, net of cash paid		23,092			—
Adverse judgment on pre-acquisition distributor lawsuit		10,505			—
Change in working capital		(948	)		110,299
Pension expense		63,024			64,779
Pension contributions		(94,324	)		(268,119	)
Postretirement benefit liability		(6,110	)		20,595
Other		85,021			25,664
Net cash provided by continuing operating activities		270,955			354,382
Investing activities
Proceeds from business disposition, net of transaction costs		11,248			16,168
Settlement of Amana purchase contract		—			11,939
Proceeds from property disposition, net of transaction costs		14,251			—
Capital expenditures-continuing operations		(94,420	)		(199,300	)
Investing activities-continuing operations		(68,921	)		(171,193	)
Financing activities
Net proceeds (reduction) in financing obligations		6,988			(127,592	)
Dividends		(56,899	)		(56,524	)
Other		5,198			(543	)
Financing activities-continuing operations		(44,713	)		(184,659	)
Effect of exchange rates		199			120
Increase (decrease) in cash and cash equivalents		157,520			(1,350	)
Cash and cash equivalents at beginning of period		6,756			8,106
Cash and cash equivalents at end of period	$	164,276		$	6,756