<PAGE>   1
                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K



 X       ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
---      EXCHANGE ACT OF 1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1996]

                    For the fiscal year ended January 4, 1997

                                       OR

         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
---      EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

For the transition period from _____________________ to ______________________

Commission file number 0-1790


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

                 Alabama                                    63-0180720
     (State or other jurisdiction of                     (I.R.S. Employer
      incorporation or organization)                    Identification No.)


            755 Lee Street
        Alexander City, Alabama                              35011-0272
(Address of principal executive offices)                     (Zip Code)

       Registrant's telephone number, including area code: (205) 329-4000

           Securities registered pursuant to Section 12(b) of the Act:

                                                    Name of Each Exchange
    Title of Each Class                              on Which Registered
    -------------------                              -------------------

Common Stock, $.01 par value                       New York Stock Exchange
                                                    Pacific Stock Exchange

        Securities registered pursuant to Section 12(g) of the Act: None


         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days. Yes  X  No
                                       ---    ---

         Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [ ]

         The aggregate market value of Common Stock, par value $.01, held by
non-affiliates of the registrant, as of March 25, 1997, was approximately
$998,369,643.

         As of March 25, 1997, there were 37,726,751 shares of Common Stock,
$.01 par value outstanding (excluding treasury shares).


                                                                     -Continued-
<PAGE>   2
                       DOCUMENTS INCORPORATED BY REFERENCE

         Portions of the Annual Shareholders Report for the year ended January
4, 1997 are incorporated by reference into Parts II and IV.

         Portions of the Proxy Statement for the Annual Meeting of Shareholders
to be held on April 23, 1997 are incorporated by reference into Part III.
<PAGE>   3
                                     PART I

ITEM 1. Business

                                     GENERAL


         Russell Corporation (together with its subsidiaries, the "Company") is
a vertically integrated international manufacturer and marketer of activewear,
athletic uniforms, better knit shirts, licensed sports apparel, sports and
casual socks, and a comprehensive line of lightweight, yarn-dyed woven fabrics.
The Company's manufacturing operations include the entire process of converting
raw fibers into finished apparel and fabrics. Russell's products are marketed
through five sales divisions--Jerzees (formerly Knit Apparel), Athletic,
Licensed Products, International, and Fabrics--as well as through Cross Creek
Apparel, Inc. and DeSoto Mills, Inc., two wholly owned subsidiaries. Products
are marketed to sporting goods dealers, department and specialty stores, mass
merchandisers, golf pro shops, college bookstores, screen printers,
distributors, mail-order houses, and other apparel manufacturers. There was no
material change in the nature of the business conducted by Russell Corporation
during 1996.

         Of the Company's total revenues, more than ninety percent are derived
from the sale of completed apparel, with the balance from woven fabrics. During
the two previous fiscal years ending December 30, 1995 and December 31, 1994,
completed apparel accounted for more than ninety percent of total revenues.
Foreign and export sales for 1996 were 10.5%. In each of the immediately
preceding two years foreign and export sales were 9.8% and 8.5%, respectively.
One customer, Wal-Mart Stores, Inc. and affiliates, accounted for 17.1 percent
of total revenues in 1996, 15.1 percent in 1995 and 13.1 percent in 1994.

         The Company produces athletic uniforms for most recognized sports
activities and for players of all ages and sizes. These products are marketed to
professional, collegiate, high school and other teams as well as to individuals.
Knit apparel, such as T-shirts, fleece sweatshirts and sweatpants, pullovers,
jackets, and other similar knitted products, is produced for the general
consumer market. Knit product lines also include knit placket shirts,
turtlenecks and other golf apparel. The Company also produces sports and casual
socks including tube, quarter anklet and crew socks for men, women and children.
Woven fabrics are produced and sold to other apparel manufacturers for men's,
women's and children's wear.

         The Company's principal manufacturing facilities are located in and
around Alexander City, Alabama. It also operates 37 additional plants in other
communities in Alabama, Florida, Georgia, North Carolina and Virginia. The
Company owns apparel assembly facilities in San Juan Del Rio, Mexico and
Chaloma, Honduras. Warehousing and shipping is conducted in Alexander City, Ft.
Payne and Montgomery, Alabama; Marianna and Miami, Florida; Mt. Airy, North
Carolina; and Columbus, Georgia. The primary manufacturing and distribution
facilities for Russell Corp. UK Limited are located in and around Livingston,
Scotland. The Company also maintains warehouses in Mexico City and San Juan del
Rio, Mexico and Melbourne, Australia.

         As a vertically integrated operation, the Company converts raw fibers
into finished apparel and fabrics utilizing company-owned spinning mills,
knitting and weaving equipment, dyeing and finishing facilities, and cutting and
sewing operations. Generally, the Company produces most of the yarns, other than


                                       I-1
<PAGE>   4
textured and filament yarns, used in the manufacturing process. As a result of
its integrated production process, all functions required to produce finished
apparel and fabrics can be performed by the Company without reliance upon
outside contractors. The Company did, however, assemble 16 percent of the
apparel at domestic and offshore contractors, including headwear and certain
activewear and outerwear products sourced from outside suppliers.

         The Company benefits from flexibility in its production scheduling
capability, permitting it to shift product emphasis as markets improve, change
or temporarily decline for particular products. This ability to respond quickly
to market changes has enabled the Company to more effectively manage the
utilization of its manufacturing capacity.

         The Company's revenue and income are subject to minor seasonal
variations. However, due to the time which may elapse between the placement of
orders and shipment of goods, prices may or may not immediately reflect changes
in the Company's cost of raw materials and other costs. Working capital needs
may change with the increase or decrease in inventories or accounts receivable
as a result of a variety of credit terms and time between production and
shipments. Production schedules are based upon current orders, the history of
customer orders, market research, and similar factors. The Company has no
meaningful backlog figures.

         The Company does not hold any significant patents, franchises or
concessions. The Company's ability to manufacture and sell licensed apparel
products is dependent upon licenses held by the Company to utilize various
trademarks and tradenames on such apparel. These licenses are subject to
periodic renewal and negotiation and certain minimum payments.


                                  MANUFACTURING


         The Company has the capability of converting raw fibers into finished
products in major production complexes which are complemented by several
satellite production facilities in the same geographic areas. The Company
emphasizes the utilization of technological advances and devotes a major portion
of its capital expenditure program to keeping its manufacturing machinery and
equipment modern and efficient.

         The total process includes spinning of yarn from cotton or blends of
cotton and man-made fibers such as polyester; fabrication of knit and woven
fabrics; dyeing, bleaching, and otherwise finishing those fabrics; and
manufacturing finished apparel in various cutting and sewing operations. These
operations are discussed below:

         Yarn Manufacturing - The spinning of yarns, the process by which fibers
of raw cotton or blends of cotton and man-made fibers are converted into
continuous strands, is a key operation in the manufacturing process. Yarn
uniformity and strength are the principal characteristics which materially
affect the efficiency of subsequent manufacturing processes and the quality of
the finished fabrics or apparel. The Company manufactures a variety of yarn
sizes for various end uses.

         The Company purchases synthetic fibers from one principal supplier.
There are approximately four major producers of such fibers in the United
States. The Company purchases cotton, primarily grown in the Southeastern
region, from various


                                       I-2
<PAGE>   5
cotton merchants. The Company also purchases all of its requirements of filament
and textured yarns from other manufacturers. The Company has experienced no
material difficulty in purchasing adequate supplies, and does not presently
anticipate any difficulties in the future. The Company has no long-term
contracts for the supply of raw materials and is, therefore, subject to market
price fluctuations.

         Fabrication - The yarns described above are converted by the Company
into cloth or fabrics through the processes of single knitting, supplemented by
smaller operations of weaving, double knitting and warp knitting. These
operations are conducted in three plant locations in Alexander City with
additional locations in Wetumpka, Alabama and Mt. Airy and North Wilkesboro,
North Carolina. Additional knitting is done on a contract basis to support the
sock line. Similar fabrication facilities in Livingston, Scotland, service
Russell Corp. UK Limited.

         Dyeing and Finishing - Fabrics described above are either used in the
production of the Company's own apparel or sold to others. These fabrics are
dyed and finished in company-owned facilities in Alexander City, Wetumpka,
Sylacauga and Ft. Payne, Alabama; Mt. Airy, North Carolina; and Livingston,
Scotland. Yarn-dyed fabrics are dyed in the yarn manufacturing stage. The dyeing
and finishing processes impart and affect the appearance, the hand (feel),
colorfastness, uniformity, shade, and stability (retention of shape and form) of
the fabric.

         Cutting and Sewing - The Company's cutting and sewing operations are
currently located in 33 plants in the U.S., two plants in Scotland, and plants
in Mexico and Honduras which serve its apparel marketing operations. The Company
employs an engineering staff to assist in the design and development of new
equipment to improve efficiencies and automate production facilities in the
cutting and sewing operations which historically have been characterized by high
labor costs.

         The Company places a major emphasis upon maintaining sufficient modern
cutting and sewing equipment, thereby providing flexibility to accommodate
changing patterns, styles and designs of its apparel products.



                                    MARKETING


         Jerzees Division - Under the JERZEES(R) label and private labels, this
division designs and markets a wide variety of knitted apparel, including fleece
garments, such as sweatshirts, sweatpants and other fashion items, and
lightweight activewear, such as T-shirts, tank tops, and shorts for children and
adults. The Company signed an exclusive licensing agreement in 1993 to introduce
a line of women's and girls' activewear under the chic(R) brand name in the
United States and in 1995 extended that agreement to include H.I.S.(R) which is
a supplemental license for men's sportswear.

         The apparel is sold by a salaried, company-employed salesforce to
distributors, screen printers, mass merchants, craft chains and other
specialized retail outlets. The Division maintains sales offices in Alexander
City, Alabama; New York, New York; Irving, Texas; and Irvine, California.


                                       I-3
<PAGE>   6
         Athletic Division - This division produces and markets high-quality
teamwear and activewear through sporting goods dealers, specialty stores,
department stores, sporting goods chains, and major mail-order catalogues. Sales
are made by Company employees.

         The Company has a leading position as a supplier of team uniforms,
providing practice and game uniforms for both professional and amateur
participants of almost every major sport. RUSSELL ATHLETIC(R) is the "official"
supplier of team uniforms for Major League Baseball teams. The Company believes
it is the largest manufacturer of athletic uniforms in the United States.

         Activewear such as sweatshirts, sweatpants, T-shirts, tank tops, and
shorts are also sold under the RUSSELL ATHLETIC label. The Company merchandises
the RUSSELL ATHLETIC line in product categories such as NuBlend(R), HIGH
COTTON(R), and PRO COTTON(R).

         The Company furnishes most of its own yarn and fabric used in this
division and also supplements its requirements with purchases from outside
suppliers. The uniforms are manufactured in a wide variety of styles, fabrics
and colors, with lettering and numerical arrangements available to customer
specifications.

         Licensed Products Division - The Company is a leading factor in the
licensed sports apparel market, selling its products under licenses granted by
Major League Baseball, the National Football League, the National Basketball
Association, National Hockey League, the National Collegiate Athletic
Association, the PGA Tour(R) and most major colleges and universities. Products
include various headwear, activewear and outerwear items. The Company has the
exclusive rights to market authentic game jerseys under Major League Baseball
Properties' Authentic Diamond Collection.

         These products are sold through commission sales representatives and a
company-employed salesforce to retailers across the nation. Distribution
channels include specialty stores, department stores, full-line sporting goods
stores, college bookstores, concessionaires, and souvenir and gift stores.

         The Licensed Products Division was formed in 1994 to coordinate the
Company's domestic licensed products business, including THE GAME(R), the
licensed products of RUSSELL ATHLETIC and the CHALK LINE(R) family of brands. As
part of this effort, The Game Inc. subsidiary was merged into Russell
Corporation effective December 31, 1994.

         International Division - The International Division markets the
JERZEES, RUSSELL ATHLETIC and CROSS CREEK(R) brands throughout various countries
outside the United States and Canada. The Company's major international market
is Europe, where the Company engages in both manufacturing and marketing.

         Russell's European production operations include knitting, dyeing and
finishing, cutting and sewing, and distribution facilities in and around
Livingston, Scotland. Russell has developed an international sales
infrastructure with offices in Madrid, Spain; Brussels, Belgium; Frankfurt,
Germany; Paris, France; Prague, Czech Republic; Prato, Italy; Hong Kong; Sao
Paulo, Brazil; and Melbourne, Australia.


                                       I-4
<PAGE>   7
         Fabrics Division - The Fabrics Division designs and markets quality
woven fabrics of cotton and blends of cotton and man-made fibers in a wide
variety of patterns, colors and constructions for sale primarily to other
manufacturers of apparel. Most of the woven fabrics are made with dyed yarns to
produce fabrics to meet customer specifications. Sales are made by the Company's
own marketing staff from its Alexander City, Atlanta, and New York sales offices
and also by commission sales representatives located in Dallas, Los Angeles, New
York, and Toronto.

         Cross Creek Apparel, Inc. - Cross Creek designs and markets better knit
apparel including placket shirts, turtlenecks and other golf apparel. The CROSS
CREEK PRO COLLECTION(R), designed specifically for golfers, is sold in golf pro
shops and resort areas. The CROSS CREEK retail line is distributed through
department stores and men's specialty shops. The CROSS CREEK COUNTRY COTTONS(R)
and JERZEES lines of placket shirts are marketed through national distributors
to screen printers and embroiderers. CROSS CREEK also manufactures private label
apparel for high-end catalogues and other retailers. In addition to commission
agents, Cross Creek maintains a company-employed sales force with offices in Mt.
Airy, North Carolina and New York, New York.

         DeSoto Mills, Inc. - DeSoto Mills, Inc., is a finisher/manufacturer of
popularly priced socks for men, women and children. DeSoto Mills produces and
sells sports and casual socks under the brand names of JERZEES, DESOTO PLAYER'S
CLUB(R), ATHLETIC CLUB(R), PERFORMANCE CLUB(R), and PLAYER'S PERFORMANCE(R).
Socks are also sold to private label customers and under various licensing
agreements. Sales are made through a Company-employed sales force principally
to discount retailers and the wholesale club market.

         DeSoto Mills, Inc. was acquired March 29, 1994 in a stock transaction
valued at approximately $10,000,000. DeSoto Mills, Inc. is operated as a wholly
owned subsidiary of Russell Corporation.

                                   COMPETITION


         The textile-apparel industry is keenly competitive, and the Company has
many domestic and foreign competitors, both large textile-apparel companies and
smaller concerns. While the sales of a number of manufacturers are substantially
greater than those of the Company, no single manufacturer dominates the
industry.



                                    EMPLOYEES


         As of January 4, 1997, the Company had 17,843 employees. The Company
has never had a strike or work stoppage and considers its relationship with its
employees to be good.



                                   REGULATION


         The Company is subject to federal, state, and local laws and
regulations affecting its business, including those promulgated under the
Occupational Safety


                                       I-5
<PAGE>   8
and Health Act (OSHA), the Consumer Product Safety Act (CPSA), the Flammable
Fabrics Act, the Textile Fiber Product Identification Act, and the rules and
regulations of the Consumer Products Safety Commission (CPSC). The Company
believes that it is in substantial compliance with all applicable governmental
regulations under these statutes. The Company has complied with all known
current environmental requirements and expects no major additional expenditures
in this area in the foreseeable future.

ITEM 2. Properties

         The Company's principal executive offices, manufacturing plants and
research facilities are located in Alexander City, Alabama, with additional
plants in Alabama, Florida, Georgia, North Carolina, Virginia, Mexico, Honduras,
and (in and around) Livingston, Scotland. The Company has no material mortgages
on any of its real property or manufacturing machinery except for capitalized
lease obligations (see Note 3 of Notes to Consolidated Financial Statements),
and believes that all of its properties are well maintained and suitable for its
operations and are currently fully utilized for such purposes.

         The Company utilizes an aggregate of approximately 11,097,300 square
feet of manufacturing, warehousing and office facilities. The following table
summarizes the approximate areas of such facilities:


<TABLE>
<CAPTION>
                                                                      Approximate
                        Primary Use                                   Square Feet
                        -----------                                   -----------

<S>                                                                    <C>
                 Spinning                                              1,536,000
                 Knitting and Weaving                                    998,000
                 Dyeing and Finishing                                    963,700
                 Cutting and Sewing                                    2,213,600
                 Warehousing and Shipping                              3,814,000
                 Retail/Outlet Stores                                    147,500
                 Executive Offices, Maintenance
                    Shops and Research and
                    Development                                          756,000
                 Scotland                                                493,800
                 Mexico                                                   70,400
                 Honduras                                                104,300
</TABLE>

         All presently utilized facilities in the U.S. are owned, except the
Montgomery and Greenville, Alabama, sewing plants; the regional sales offices;
and the majority of the outlet/retail store locations (see Notes 3 and 10 of
Notes to Consolidated Financial Statements).


ITEM 3. Legal Proceedings

         The Company is a party to various lawsuits arising out of the conduct
of its business, none of which, if adversely determined, would have a material
adverse effect upon the Company.


ITEM 4. Submission of Matters to a Vote of Security Holders

         None


                                       I-6
<PAGE>   9
EXECUTIVE OFFICERS OF THE COMPANY


         "Election of Directors" on pages one through four of the Proxy
Statement for the Annual Meeting of Shareholders to be held April 23, 1997 is
incorporated herein by reference.

         Additional executive officers who are not directors are as follows:

<TABLE>
<CAPTION>
                                           Officer
                 Name              Age      Since           Position
                 ----              ---      -----           --------
         <S>                        <C>      <C>        <C>
         Fred O. Braswell III       41       1992       Vice President-External
                                                          Affairs

         Steve R. Forehand          41       1987       Secretary

         K. Roger Holliday          38       1988       Treasurer

         Thomas R. Johnson, Jr.     54       1989       Executive Vice President-
                                                          Manufacturing

         W. J. Spires, Jr.          51       1988       President-Cross Creek
                                                          Apparel, Inc.

         JT Taunton, Jr.            54       1983       Executive Vice President-
                                                          Sales and Marketing

         Steven S. Williams         37       1996       Asst. Controller,
                                                          Asst. Treasurer

         Larry E. Workman           53       1987       Controller
</TABLE>

         Mr. Braswell, employed by the Company in 1992, was Director of the
Alabama Development Office from 1990 until 1992. Prior to 1990, he was Director
of the Alabama Department of Economic and Community Affairs.

         Mr. Forehand, employed by the Company in 1985 as Director of Taxes,
served as Assistant Secretary from 1987 to 1988. Prior to joining the Company,
he was engaged in the private practice of law.

         Mr. Holliday, employed by the Company since 1986, was named Treasurer
in 1996. He served as President of the Licensed Products Division from 1994 to
1996, President of the Knit Apparel Division from 1991 until 1994 and Assistant
Treasurer from 1988 to 1991.

         Mr. Johnson, employed by the Company since 1989, most recently served
as Vice President, Greige Manufacturing. Prior to joining Russell, he served as
Operations Manager for Eden Yarns, Inc. from 1987 to 1989 and as a Plant Manager
for Avondale Mills from 1984 to 1987. Prior to that, Mr. Johnson was employed by
Chicopee, a division of Johnson & Johnson.

         Mr. Spires, employed by the Company in 1969, was elected President,
Cross Creek Apparel, Inc. in 1993. Prior to that, he served from 1988 to 1993 as
Vice President, Services, where he directed the Company's Distribution,
Transportation and Information Services activities. Prior to 1988, Mr. Spires
held several management positions with Russell in both sales and operations.


                                       I-7
<PAGE>   10
         Mr. Taunton, employed by the Company since 1973, most recently served
as President of the Fabrics Division from 1988 to 1993. Prior to that, he served
as Vice President, Operations and as Operations Manager for the Fabrics
Division.

         Mr. Williams, employed by the Company as a cost accountant, served as
Manager, General Accounting from 1986 to 1996.

         Mr. Workman, employed by the Company since 1969 as an accountant,
served as Manager, Cost Accounting from 1970 to 1987.

         All executive officers and all other officers of the Company are
elected by the Board of Directors and serve at the pleasure of the Board of
Directors.




                                       I-8
<PAGE>   11
                                    PART II


ITEM 5.  Market for the Registrant's Common Stock and Related Security Holder
         Matters

         "Dividend and Market Information" on page 37 and in Note 3 to
Consolidated Financial Statements on page 32 of the Annual Shareholders Report
for the year ended January 4, 1997 are incorporated herein by reference.

         The approximate number of holders of the Company's common stock at
March 25, 1997 was 12,300.


ITEM 6.  Selected Financial Data

         "Financial Review" on pages 22 and 23 of the Annual Shareholders Report
for the year ended January 4, 1997 is incorporated herein by reference.


ITEM 7.  Management's Discussion and Analysis of Financial Condition and Results
         of Operations

         "Management's Discussion and Analysis of Financial Condition and
Results of Operations" on page 24 of the Annual Shareholders Report for the year
ended January 4, 1997 is incorporated herein by reference.


ITEM 8.  Financial Statements and Supplementary Data

         The following consolidated financial statements of the registrant and
its subsidiaries, included in the Annual Shareholders Report for the year ended
January 4, 1997 are incorporated herein by reference:

         ... Consolidated balance sheets - January 4, 1997 and December 30, 1995

         ... Consolidated statements of income - Years ended January 4, 1997,
             December 30, 1995 and December 31, 1994

         ... Consolidated statements of cash flows - Years ended January 4,
             1997, December 30, 1995 and December 31, 1994

         ... Consolidated statements of stockholders' equity - Years ended
             January 4, 1997, December 30, 1995 and December 31, 1994

         ... Notes to consolidated financial statements - Years ended January 4,
             1997, December 30, 1995 and December 31, 1994

         ... Report of Independent Auditors


ITEM 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure


         None


                                      II-1
<PAGE>   12
                                    PART III


ITEM 10. Directors and Executive Officers of the Registrant


         "Election of Directors" on pages one through four and "Principal
Shareholders" on pages 20 and 21 of the Proxy Statement for the Annual Meeting
of Shareholders to be held April 23, 1997 is incorporated herein by reference.

         "Executive Officers of the Company" on page I-7 of this report is
incorporated herein by reference.

         Other significant employees are as follows:


<TABLE>
<CAPTION>
                                         Officer
       Name                   Age         Since             Position
       ----                   ---         -----             --------
<S>                           <C>          <C>       <C>
Fletcher D. Adamson           62           1987      Vice President-Research

William P. Dickson, Jr.       56           1974      Vice President-
                                                      Human Resources

J. Franklin Foy               61           1982      Vice President-
                                                      Dyeing and Finishing

John E. Frechette             57           1991      Vice President-
                                                      International

Joseph P. Irwin               39           1994      President-Jerzees Division

D.W. Wachtel                  58           1991      President-Athletic Division
</TABLE>


         Mr. Adamson, employed by the Company since 1955, was Director, Machine
Research and Development from 1969 to 1987. He began his career in the cutting
operation for the Athletic Division and was a Supervisor in the division's
sewing operations from 1960 to 1969.

         Mr. Dickson, employed by the Company in 1974, was previously Industrial
Relations Manager for the Bibb Company.

         Mr. Foy, employed by the Company since 1959, was Operating Vice
President, Dyeing and Finishing prior to 1982.

         Mr. Frechette, employed by the Company in 1991, operated J.F. &
Associates from 1986 to 1991. J.F. & Associates provided general management and
marketing consulting with focus on the apparel industry. Prior to 1986, he was
employed by Levi Strauss & Company for 15 years, most recently, as Vice
President and General Manager of the Jeans Division U.S.A.

         Mr. Irwin, employed by the Company in 1980, was named President of the
Knit Apparel Division (now the Jerzees Division) in 1994. Prior to that he
served in various capacities in the Knit Apparel Division including, Vice
President, Sales from 1993 to 1994; Vice President, Retail/Private Label from
1991 to 1993; and Vice President, Operations from 1990 to 1991. From 1988 until
1990, he served as Sales Manager for the Knit Apparel Division.


                                      III-1
<PAGE>   13
         Mr. Wachtel, employed by the Company in 1976, was promoted to President
of the Athletic Division in 1991. He formed the Mid-South Regional Office in
1980 and formed the Mid-Southeast Sales Office in 1986. He was General Manager
of Russell Athletic, Inc. in Snellville, Georgia from 1989 to 1990 and Vice
President, Sales in the Athletic Division from 1990 to 1991.


         "Compliance with Section 16(a) of the Securities Exchange Act of 1934"
on page 22 of the Proxy Statement for the Annual Meeting of Shareholders to be
held April 23, 1997 is incorporated herein by reference.


ITEM 11. Executive Compensation

         "Executive Compensation" on pages 10 through 19 of the Proxy Statement
for the Annual Meeting of Shareholders to be held April 23, 1997 is incorporated
herein by reference.


ITEM 12. Security Ownership of Certain Beneficial Owners and Management

         (a) "Principal Shareholders" on pages 20 and 21 of the Proxy Statement
for the Annual Meeting of Shareholders to be held April 23, 1997 is incorporated
herein by reference.

         (b) Information concerning security ownership of management set forth
in the Proxy Statement for the Annual Meeting of Shareholders to be held April
23, 1997 under the captions "Security Ownership of Management" on page 21 is
incorporated herein by reference.

         (c) There are no arrangements known to the registrant the operation of
which may at a subsequent date result in a change in control of the registrant.


ITEM 13. Certain Relationships and Related Transactions

         "Transactions with Management and Others" on page 22 of the Proxy
Statement for the Annual Meeting of Shareholders to be held April 23, 1997 is
incorporated herein by reference.


                                      III-2
<PAGE>   14
                                     PART IV


ITEM 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K

         (a) List of Documents filed as part of this Report:

             (1)  Financial Statements
                      All financial statements of the registrant as set forth
                      under Item 8 of this Report on Form 10-K

             (2)  Financial Statement Schedule

<TABLE>
<CAPTION>
               Schedule                                                Page
                Number                Description                     Number
                ------                -----------                     ------
                  <S>          <C>                                      <C>
                  II           Valuation and Qualifying
                                 Accounts                               IV-4
</TABLE>

         All other financial statements and schedules not listed have been
omitted since the required information is included in the consolidated financial
statements or the notes thereto, or is not applicable or required.

             (3)  Exhibits (numbered in accordance with Item 601 of Regulation
                  S-K)

<TABLE>
<CAPTION>
                                                                        Page Number or
                Exhibit                                                 Incorporation
                Numbers            Description                          by Reference to
                -------            -----------                          ---------------
                  <S>          <C>                                      <C>
                 (3a)          Restated Articles of                     Exhibit (3a) to
                                 Incorporation                          Annual Report
                                                                        on Form 10-K
                                                                        for year ended
                                                                        December 30, 1995

                 (3b)          Certificate of Adoption                  Exhibit (3b) to
                                 of Resolutions by Board                Annual Report
                                 of Directors of Russell                on Form 10-K
                                 Corporation dated                      for year ended
                                 October 25, 1989                       December 30, 1995

                 (3c)          Bylaws                                   Exhibit (3c) to
                                                                        Annual Report
                                                                        on Form 10-K
                                                                        for year ended
                                                                        December 30, 1995

                 (4)           Rights Agreement dated                   Exhibit 1 to
                                 October 25, 1989 between               Form 8-A dated
                                 the Company and First                  October 30, 1989
                                 Alabama Bank, Montgomery,              Registration
                                 Alabama                                Statement No. 1-5822
</TABLE>


                                      IV-1
<PAGE>   15
<TABLE>
<CAPTION>
                                                                        Page Number or
                Exhibit                                                 Incorporation
                Numbers            Description                          by Reference to
                -------            -----------                          ---------------
                  <S>          <C>                                      <C>
                 (10a)         Form of Deferred                         Exhibit (10a) to
                                 Compensation Agreement                 Annual Report on
                                 with certain officers                  Form 10-K for
                                                                        year ended
                                                                        December 30, 1995

                 (10b)         Fuel supply contract                     Exhibit 13(c)
                                 with Russell Lands,                    to Registration
                                 Incorporated dated                     Statement
                                 May 21, 1975                           No. 2-33943

                 (10c)         1978 Stock Option Plan                   Exhibit 1 to
                                                                        Registration
                                                                        Statement
                                                                        No. 2-64496

                 (10d)         October 28, 1981                         Exhibit (10d) to
                                 Amendment to Stock                     Annual Report on
                                 Option Plans                           Form 10-K for
                                                                        year ended
                                                                        December 30, 1995

                 (10e)         1987 Stock Option Plan                   Exhibit 1 to
                                                                        Registration
                                                                        Statement
                                                                        No. 33-24898

                 (10f)         1993 Executive Long-Term                 Exhibit 4(c) to
                                 Incentive Plan                         Registration
                                                                        Statement
                                                                        No. 33-69679

                 (11)          Computations of Earnings                     IV-7
                                 per Common Share

                 (13)          1996 Annual Report to                        IV-8
                                 Shareholders

                 (21)          List of Significant                          IV-9
                                 Subsidiaries

                 (23)          Consent of Ernst & Young LLP,                IV-10
                                 Independent Auditors

                 (27)          Financial Data Schedule (for SEC
                               use only)

</TABLE>

         (b) Reports on Form 8-K

             No reports on Form 8-K were filed during the fourth quarter of
             the year ended January 4, 1997.


                                      IV-2
<PAGE>   16
         For the purpose of complying with the amendments to the rules governing
Form S-8 (effective July 13, 1990) under the Securities Act of 1933, the
undersigned registrant hereby undertakes as follows, which undertaking shall be
incorporated by reference into the undertakings contained in Part II of the
registrant's registration statements on Form S-8 numbers 2-64496 and 33-24898:

                  Insofar as indemnification for liabilities arising under the
         Securities Act of 1933 may be permitted to directors, officers and
         controlling persons of the registrant pursuant to the foregoing
         provisions, or otherwise, the registrant has been advised that, in the
         opinion of the Securities and Exchange Commission, such indemnification
         is against public policy as expressed in the Act and is, therefore,
         unenforceable. In the event that a claim for indemnification against
         such liabilities (other than the payment by the registrant of expenses
         incurred or paid by a director, officer or controlling person of the
         registrant in successful defense of any action, suit or proceeding) is
         asserted by such director, officer or controlling person in connection
         with the securities being registered, the registrant will, unless in
         the opinion of its counsel the matter has been settled by controlling
         precedent, submit to a court of appropriate jurisdiction the question
         whether such indemnification by it is against public policy as
         expressed in the Act and will be governed by the final adjudication of
         such issue.




                                      IV-3
<PAGE>   17
                 SCHEDULE II--VALUATION AND QUALIFYING ACCOUNTS

                      RUSSELL CORPORATION AND SUBSIDIARIES

<TABLE>
---------------------------------------------------------------------------------------------------------------------------------
                                             BALANCE AT      ADDITIONS                                                  BALANCE
                                             BEGINNING    CHARGED TO COSTS                                               AT END
DESCRIPTION                                  OF PERIOD      AND EXPENSES      ACQUISITION        DEDUCTIONS            OF PERIOD
---------------------------------------------------------------------------------------------------------------------------------
<S>                                         <C>              <C>                <C>             <C>                   <C>
YEAR ENDED JANUARY 4, 1997
   Allowance for doubtful accounts          $ 8,324,594      $ 5,021,777        $    -0-        $ 4,699,638 (1)       $ 8,646,733
   Reserve for discounts and returns          2,011,974        6,775,460             -0-          7,223,998 (2)         1,563,436
                                            -----------      -----------        --------        -----------           -----------

                         TOTALS             $10,336,568      $11,797,237        $    -0-        $11,923,636           $10,210,169
                                            ===========      ===========        ========        ===========           ===========

YEAR ENDED DECEMBER 30, 1995
   Allowance for doubtful accounts          $ 8,115,122      $ 4,407,505        $    -0-        $ 4,198,033 (1)       $ 8,324,594
   Reserve for discounts and returns          2,342,719        9,105,828             -0-          9,436,573 (2)         2,011,974
                                            -----------      -----------        --------        -----------           -----------

                         TOTALS             $10,457,841      $13,513,333        $    -0-        $13,634,606           $10,336,568
                                            ===========      ===========        ========        ===========           ===========

YEAR ENDED DECEMBER 31, 1994
   Allowance for doubtful accounts          $ 8,487,284      $ 3,978,303        $ 40,000        $ 4,390,465 (1)       $ 8,115,122
   Reserve for discounts and returns          2,634,399       17,713,714             -0-         18,005,394 (2)         2,342,719
                                            -----------      -----------        --------        -----------           -----------

                         TOTALS             $11,121,683      $21,692,017        $ 40,000        $22,395,859           $10,457,841
                                            ===========      ===========        ========        ===========           ===========
</TABLE>



(1)  Uncollectible accounts written off, net of recoveries.

(2)  Discounts and returns allowed customers during the year.
<PAGE>   18
                                   SIGNATURES


         Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunder duly authorized.




                                                 RUSSELL CORPORATION
                                                    (Registrant)


Date 3/28/97                            By        /S/ John C. Adams
                                          --------------------------------------
                                                    John C. Adams
                                              Chairman, President and CEO




         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report is signed below by the following persons on behalf of the registrant
and in the capacities and on the dates indicated.


<TABLE>
<S>                                 <C>                                 <C>
       /S/ John C. Adams            Chairman, President and CEO         3/28/97
------------------------------                                          -------
         John C. Adams                                                    Date



                                    Executive Vice President and
                                      Chief Financial Officer, and
                                      Director (Principal Financial
      /S/ James D. Nabors             Officer)                          3/28/97
------------------------------                                          -------
        James D. Nabors                                                   Date


    /S/ Herschel M. Bloom           Director                            3/28/97
------------------------------                                          -------
       Herschel M. Bloom                                                  Date


      /S/ Ronald G. Bruno           Director                            3/28/97
------------------------------                                          -------
        Ronald G. Bruno                                                   Date


                                    Director
------------------------------                                          -------
    Crawford T. Johnson III                                               Date


     /S/ Timothy A. Lewis           Director                            3/28/97
------------------------------                                          -------
       Timothy A. Lewis                                                   Date
</TABLE>


                                      IV-5
<PAGE>   19
<TABLE>
<S>                                 <C>                                 <C>


                                    Director
------------------------------                                          -------
     C. V. Nalley III                                                     Date


    /S/ Benjamin Russell            Director                            3/28/97
------------------------------                                          -------
       Benjamin Russell                                                   Date


     /S/ John R. Thomas             Director                            3/28/97
------------------------------                                          -------
        John R. Thomas                                                    Date


                                    Director
------------------------------                                          -------
          John A. White                                                   Date


      /S/ Larry E. Workman          Controller                           3/28/97
------------------------------        (Principal Accounting Officer)     -------
        Larry E. Workman                                                  Date
</TABLE>




                                      IV-6