<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from ________________ to ________________
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
CORE LABORATORIES, INC. PROFIT SHARING AND RETIREMENT PLAN
5925 Hollister Road
Houston, Texas 77040
B. Name and issuer of the securities held pursuant to the plan and the address
of its principal executive office:
Core Laboratories, N.V.
The Netherlands
Herengracht 424
1017 BZ Amsterdam
The Netherlands
<PAGE> 2
Pursuant to the requirements of the Securities Exchange Act of 1934,
the plan administrator has duly caused this annual report to be signed on its
behalf by the undersigned thereunto duly authorized.
Dated: June 26, 1998
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
By: /s/ Richard L. Bergmark
--------------------------
Richard L. Bergmark
<PAGE> 3
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
INDEX TO FINANCIAL STATEMENTS, EXHIBITS
AND SUPPLEMENTAL SCHEDULES
DECEMBER 31, 1997
<TABLE>
<CAPTION>
Page(s)
------
<S> <C>
Report of Independent Public Accountants.............................................................. 1
Financial Statements-
Statements of Net Assets Available for Benefits as of December 31, 1997 and 1996................... 2
Statement of Changes in Net Assets Available for Benefits for the Year Ended
December 31, 1997................................................................................ 3
Notes to Financial Statements......................................................................... 4-7
Exhibits-
Exhibit 1 - Statements of Net Assets Available for Benefits, With Fund Information as of
December 31, 1997 and 1996....................................................................... 8-9
Exhibit 2 - Statement of Changes in Net Assets Available for Benefits, With Fund
Information for the Year Ended December 31, 1997................................................. 10
Supplemental Schedules-
Schedule I - Item 27 (a) Schedule of Assets Held for Investment Purposes as of 11
December 31, 1997..............................................................................
Schedule II - Item 27 (d) Schedule of Reportable Transactions - Individual Transactions for
the Year Ended December 31, 1997................................................................ 12
Schedule III - Item 27 (d) Schedule of Reportable Transactions - Series of Transactions for
the Year Ended December 31, 1997................................................................ 13
Schedule IV - Item 27 (e) Schedule of Non-Exempt Transactions for the Year Ended
December 31, 1997.............................................................................. 14
</TABLE>
<PAGE> 4
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of the
Core Laboratories, Inc. Profit Sharing
and Retirement Plan:
We have audited the accompanying statements of net assets available for benefits
of Core Laboratories, Inc. Profit Sharing and Retirement Plan (the "Plan") as of
December 31, 1997 and 1996, and the related statement of changes in net assets
available for benefits for the year ended December 31, 1997. These financial
statements and the schedules referred to below are the responsibility of the
Plan administrator. Our responsibility is to express an opinion on these
financial statements and schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by the
Plan administrator, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1997 and 1996, and the changes in its net assets available for
benefits for the year ended December 31, 1997, in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes as of December 31, 1997 (Schedule I), reportable
transactions for the year ended December 31, 1997 (Schedules II and III) and
non-exempt transactions for the year ended December 31, 1997 (Schedule IV) are
presented for purposes of additional analysis and are not a required part of the
basic financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedules
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
ARTHUR ANDERSEN LLP
Houston, Texas
June 29, 1998
1
<PAGE> 5
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1997 AND 1996
<TABLE>
<CAPTION>
1997 1996
------------- -------------
<S> <C> <C>
INVESTMENTS, at fair value-
Fidelity Managed Income Portfolio $ 2,809,163 $ 3,307,949
Fidelity Asset Manager -- 2,355,696
Longleaf Partners Fund -- 5,076,114
Ivy International Fund 25,543 1,384,322
Core Laboratories N.V. Common Stock Fund 6,786,883 1,477,769
Loans receivable from participants 734,535 515,745
NationsBank Prime Portfolio Trust A Shares 12,729,814 134,360
------------- -------------
Total investments 23,085,938 14,251,955
Contributions receivable-
Participants 191,813 53,503
Company 97,139 404,909
Accrued interest and dividends receivable 37,285 789,620
ACCRUED PAYABLE (140,124) (118,142)
------------- ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 23,272,051 $ 15,381,845
============ ============
</TABLE>
The accompanying notes to financial statements are an integral part of
these financial statements.
2
<PAGE> 6
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<S> <C>
ADDITIONS TO NET ASSETS ATTRIBUTABLE TO:
Investment income-
Interest and dividend income $ 551,605
Net appreciation of investments 5,302,320
-----------
Total investment income 5,853,925
Contributions-
Participant 1,584,901
Company 867,386
Rollover 147,319
Transfers from other plan 1,184,426
-----------
3,784,032
DEDUCTIONS FROM NET ASSETS ATTRIBUTABLE TO:
Expenses (75,496)
Distributions to participants (1,672,255)
-----------
Increase in net assets available for benefits for the year 7,890,206
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 15,381,845
-----------
End of year $23,272,051
===========
</TABLE>
The accompanying notes to financial statements are an integral part of
these financial statements.
3
<PAGE> 7
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1997
1. SUMMARY OF SIGNIFICANT PLAN PROVISIONS:
The Core Laboratories, Inc. Profit Sharing and Retirement Plan (the "Plan") was
established by Core Laboratories, Inc. (the "Company"), effective October 1,
1994. The Plan allows participants to contribute up to 12 percent of their
compensation, as defined, to the Plan on a pretax basis. During 1997, the
Company contributed to the account of each participant in the Plan up to 4
percent of each participant's compensation, as defined. The Company may, at its
discretion, also contribute for a Plan year an additional amount with respect to
each participant who has completed one year of service and is employed by the
Company on the last day of such Plan year. The Company's board of directors
shall determine whether such contribution shall be made for a Plan year. A
Company contribution of $668,871 was approved by the board of directors in 1997.
Effective January 1, 1998, all matching contributions made by the Company will
be as determined at the sole discretion of the Company.
The following description of key features of the Plan provides only general
information. Participants should refer to the Plan document for a more complete
explanation of the Plan's provisions as the Plan document is controlling at all
times.
PLAN ADMINISTRATOR AND TRUSTEE
The Company is the Plan administrator as defined under the Employee
Retirement Income Security Act of 1974. The Company contracted with J.E. Stone &
Associates to maintain the Plan's participant account balances in 1997.
NationsBank of Texas, N.A. (the "Trustee"), was the trustee of all investments
held by the Plan prior to January 1, 1998. Effective January 1998, Austin Trust
Company became the successor trustee and The 401K Company now maintains the
Plan's participant account balances.
ELIGIBILITY
Substantially all of the Company's employees are eligible to participate in the
Plan. Participation may commence upon the later of such eligible employee's
first day of the calendar quarter coincident with or following the date of hire
or the date on which such employees attain the age of 21.
VESTING
Participants are fully vested in their contributions and related earnings/losses
and vest in Company contributions and related earnings/losses at the rate of 20
percent for each year of service. Upon death, physical or mental disability, or
normal retirement, participants become fully vested in Company contributions and
related earnings/losses.
4
<PAGE> 8
INVESTMENT PROGRAM
Participants had the option of investing their contributions, the Company's
matching contributions and any additional Company contributions in any of the
following funds (description provided by investment managers). Effective
January 1, 1998, the participants will have new investment options.
Fidelity Managed Income Portfolio--Investments are made in high-quality
short- and long-term investment contracts with variable and fixed rates
that have maturities of between one and seven years, with the objective
of preservation of capital and a low risk level. The average aggregate
yield of investments in this portfolio for the year ended September 30,
1997 was 5.82%. Investments are stated at contract value which
approximates fair value.
Fidelity Asset Manager--Investments are made in domestic and foreign
stocks, bonds and short-term instruments with the objective of high
return with reduced risk.
Longleaf Partners Fund--Investments are made in securities of companies
having a market capitalization of $1 billion or less with the objective
of long-term capital growth.
Ivy International Fund--Investments are made in foreign and domestic
equity securities with the objective of long-term capital growth.
Core Laboratories N.V. Common Stock Fund-- Participants have the
option of investing in Core Laboratories N.V. common stock.
Investments are in the common stock of the Company purchased at
prevailing market prices.
During the fourth quarter of 1997, the Plan began liquidating its investments in
the above funds into cash in order to expedite the transfer of assets from the
existing trustee, NationsBank of Texas N.A., to the successor trustee, Austin
Trust Company, effective January 1, 1998. Realized gains and losses on the
liquidation of the Plan's investments are reflected in the net appreciation of
investments for the year ended December 31, 1997. During 1997, contributions
could be invested in one fund or divided among two or more funds. Participants
could transfer some or all of the balances out of any fund into one or any
combination of the other funds once a quarter. (See Exhibits 1 and 2 for
statements of net assets available for benefits, with fund information as of
December 31, 1997 and 1996, and statement of changes in net assets available for
benefits, with fund information for the year ended December 31, 1997.)
ASSET VALUATION
The assets of the Plan are recorded at cost in the participants' accounts and
converted to market value for financial statement presentation.
ADMINISTRATIVE EXPENSES
The Plan is responsible for its administrative expenses.
PRIORITIES UPON PLAN TERMINATION
The Company intends for the Plan to be permanent; however, in the event of
discontinuance of contributions or termination of the Plan, the total balances
of all participants shall become fully vested.
5
<PAGE> 9
LOANS
The Plan permits participants to borrow the lesser of $50,000 or 50 percent of
their vested account balances in the Plan. These loans bear interest at prime
plus 1 percent and are repaid through payroll deductions over a period not to
exceed 5 years.
WITHDRAWALS AND FORFEITURES
A participant may receive benefit payments through lump sum distribution upon
termination. They may receive a partial distribution for financial hardship.
Participants can withdraw their after-tax contributions in cash without being
suspended from making additional contributions to the Plan.
Upon termination of employment with the Company, any unvested Company
contributions and related earnings/losses are forfeited. Participants returning
to the Company within 60 months of their initial termination are entitled to
have their previous account balance reinstated by the Company. During 1997
$28,809 of forfeited balances were utilized to reduce the Company's
contributions.
Hardship withdrawals are allowed in the event of immediate and heavy financial
need, subject to Internal Revenue Code (the "Code") provisions. The participants
can withdraw up to 100 percent of their pre-tax contributions and are suspended
for at least 12 months from making additional contributions to the Plan.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
BASIS OF ACCOUNTING
The accounts of the Plan are maintained by the Trustee on the cash basis of
accounting. For financial reporting purposes, however, the financial statements
have been prepared on the accrual basis of accounting.
INVESTMENT VALUATION
Plan investments are stated at fair value, except for the Fidelity Managed
Income Portfolio, which is stated at contract value. If available, quoted market
prices are used to value investments.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires the use of estimates and assumptions that affect
the accompanying financial statements and disclosures. Actual results could
differ from those estimates.
3. TAX STATUS:
The Plan obtained its latest determination letter on November 12, 1996, in which
the Internal Revenue Service stated that the Plan, as then designed, was in
compliance with the applicable requirements of the Code. The Plan has been
amended since receiving the determination letter. However, the Company believes
that the Plan is currently designed and being operated in compliance with the
applicable requirements of the Code. Therefore, they believe that the Plan was
qualified and tax-exempt as of the financial statement date.
6
<PAGE> 10
4. RECONCILIATION OF FORM 5500:
Benefits payable to participants, accumulated forfeitures and accrued loan
principal reductions are included in net assets available for Plan benefits and
are not reflected as a liability in the financial statements. As of December 31,
1997 and 1996, the benefits payable to participants total $141,979 and $265,827,
respectively. The following is a reconciliation of net assets available for
benefits per the financial statements to the Form 5500 as of December 31, 1997
and 1996:
<TABLE>
<CAPTION>
1997 1996
------------ ------------
<S> <C> <C>
Net assets available for benefits per the financial statements $ 23,272,051 $ 15,381,845
Less-
Current amounts payable to participants at end of year (141,979) (265,827)
------------ ------------
Net assets available for benefits per the Form 5500 $ 23,130,072 $ 15,116,018
============ ============
</TABLE>
The following is a reconciliation of the increase in net assets per the
financial statements to the Form 5500 for the year ended December 31, 1997.
<TABLE>
<CAPTION>
1997
------------
<S> <C>
Increase in net assets per the financial statements $ 7,890,206
Add-
Prior-year amounts payable to participants at end of year 265,827
Less-
Current amounts payable to participants at end of year (141,979)
------------
Increase in net assets per the Form 5500 $ 8,014,054
============
</TABLE>
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31, 1997, but not yet paid as of that date.
5. TRANSFERS FROM OTHER PLAN:
Effective January 1, 1997, the ProTechnics Company Employee Retirement Plan was
merged into the Company's Plan. ProTechnics is a 100% owned subsidiary acquired
in December 1996. Plan assets of approximately $1.2 million were transferred
from the ProTechnics Plan into the Company's Plan during 1997.
6. SUBSEQUENT EVENTS:
Effective January 1, 1998, the Saybolt, Inc. 401(k) Retirement Plan and the
Stim-Lab, Inc. 401(k) Profit Sharing Plan merged with the Company's Plan.
Stim-Lab is a 100% owned subsidiary acquired in December 1997 and Saybolt is a
100% owned subsidiary acquired in May 1997.
To enhance the services provided to plan participants, the Plan changed
recordkeeper and trustee to the 401K Company and Austin Trust Company,
respectively.
7
<PAGE> 11
EXHIBIT 1
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
AS OF DECEMBER 31, 1997
<TABLE>
<CAPTION>
Fidelity
Managed Fidelity Longleaf Ivy
Income Asset Partners International
Portfolio Manager Fund Fund
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
INVESTMENTS, at fair value-
Mutual/Trust Fund $ 2,809,163 $ -- $ -- $ 25,543
Core Laboratories N.V. common stock -- -- -- --
NationsBank Prime Portfolio Trust A shares -- 3,137,092 7,289,612 1,810,464
Loans receivable from participants -- -- -- --
------------ ------------ ------------ ------------
Total investments 2,809,163 3,137,092 7,289,612 1,836,007
Contributions receivable-
Participants 22,352 31,748 64,348 20,966
Company 6,457 18,358 33,284 11,747
Accrued interfund transfers, net (16,492) (1,986) (46,826) (8,699)
Accrued interest and dividends receivable 121 1,105 1,306 367
Other accrued receivable (payable) 12,459 7,101 12,082 6,304
------------ ------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 2,834,060 $ 3,193,418 $ 7,353,806 $ 1,866,692
============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION>
Core
Laboratories
N.V.
Common
Loan Stock
Fund Fund Total
------------ ------------ ------------
<S> <C> <C> <C>
INVESTMENTS, at fair value-
Mutual/Trust Fund $ -- $ -- $ 2,834,706
Core Laboratories N.V. common stock -- 6,786,883 6,786,883
NationsBank Prime Portfolio Trust A shares 9,857 482,789 12,729,814
Loans receivable from participants 734,535 -- 734,535
------------ ------------ ------------
Total investments 744,392 7,269,672 23,085,938
Contributions receivable-
Participants -- 52,399 191,813
Company -- 27,293 97,139
Accrued interfund transfers, net (892) 74,895 --
Accrued interest and dividends receivable 31,712 2,674 37,285
Other accrued receivable (payable) (189,053) 10,983 (140,124)
------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 586,159 $ 7,437,916 $ 23,272,051
============ ============ ============
</TABLE>
This exhibit is an integral part of the accompanying financial statements.
8
<PAGE> 12
EXHIBIT 1 (CONTINUED)
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
Fidelity
Managed Fidelity Longleaf Ivy
Income Asset Partners International
Portfolio Manager Fund Fund
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
INVESTMENTS, at fair value-
Mutual / Trust Fund $ 3,307,949 $ 2,355,696 $ 5,076,114 $ 1,384,322
Core Laboratories N.V. common stock -- -- -- --
NationsBank Prime Portfolio Trust A shares 21,683 21,851 60,347 11,015
Loans receivable from participants -- -- -- --
------------ ------------ ------------ ------------
Total investments 3,329,632 2,377,547 5,136,461 1,395,337
Contributions receivable-
Participants 8,970 10,676 23,215 5,175
Company 80,665 79,072 167,805 46,876
Accrued interfund transfers, net (112,541) 20,176 (262,194) 32,275
Accrued interest and dividends receivable 98 143,131 614,316 31,997
Other accrued receivable (payable) (44,947) (251) 9,897 684
------------ ------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 3,261,877 $ 2,630,351 $ 5,689,500 $ 1,512,344
============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION>
Core
Laboratories
N.V.
Common
Loan Stock
Fund Fund Total
------------ ------------ ------------
<S> <C> <C> <C>
INVESTMENTS, at fair value-
Mutual / Trust Fund $ -- $ -- $ 12,124,081
Core Laboratories N.V. common stock -- 1,477,769 1,477,769
NationsBank Prime Portfolio Trust A shares 2 19,462 134,360
Loans receivable from participants 515,745 -- 515,745
------------ ------------ ------------
Total investments 515,747 1,497,231 14,251,955
Contributions receivable-
Participants -- 5,467 53,503
Company -- 30,491 404,909
Accrued interfund transfers, net (2) 322,286 --
Accrued interest and dividends receivable -- 78 789,620
Other accrued receivable (payable) (83,951) 426 (118,142)
------------ ------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 431,794 $ 1,855,979 $ 15,381,845
============ ============ ============
</TABLE>
This exhibit is an integral part of the accompanying financial statements.
9
<PAGE> 13
EXHIBIT 2
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS,
WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Fidelity
Managed Fidelity Longleaf Ivy
Income Asset Partners International
Portfolio Manager Fund Fund
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTABLE TO:
Investment income-
Interest and dividend income $ 192,341 $ 280,110 $ 2,332 $ 25,366
Net appreciation of investments -- 279,820 1,554,034 111,464
------------ ------------ ------------ ------------
Total investment income 192,341 559,930 1,556,366 136,830
Contributions-
Participants 145,383 281,759 602,682 193,358
Company 116,409 156,233 311,985 93,873
Rollover 15,425 54,674 63,881 5,528
Transfers from other plan 1,184,426 -- -- --
------------ ------------ ------------ ------------
1,461,643 492,666 978,548 292,759
Interfund transfers, net (1,470,706) (156,489) (366,713) 60,871
DEDUCTIONS FROM NET ASSETS ATTRIBUTABLE TO:
Expenses (14,703) (11,086) (21,662) (6,765)
Distributions to participants (596,392) (321,954) (482,233) (129,347)
------------ ------------ ------------ ------------
Increase (decrease) in net assets
available for benefits for the year (427,817) 563,067 1,664,306 354,348
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 3,261,877 2,630,351 5,689,500 1,512,344
------------ ------------ ------------ ------------
End of year $ 2,834,060 $ 3,193,418 $ 7,353,806 $ 1,866,692
============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION>
Core
Laboratories
N.V.
Common
Loan Stock
Fund Fund Total
------------ ------------ ------------
<S> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTABLE TO:
Investment income-
Interest and dividend income $ 42,337 $ 9,119 $ 551,605
Net appreciation of investments -- 3,357,002 5,302,320
------------ ------------ ------------
Total investment income 42,337 3,366,121 5,853,925
Contributions-
Participants -- 361,719 1,584,901
Company -- 188,886 867,386
Rollover -- 7,811 147,319
Transfers from other plan -- -- 1,184,426
------------ ------------ ------------
-- 558,416 3,784,032
Interfund transfers, net 130,676 1,802,361 --
DEDUCTIONS FROM NET ASSETS ATTRIBUTABLE TO:
Expenses (1,538) (19,742) (75,496)
Distributions to participants (17,110) (125,219) (1,672,255)
------------ ------------ ------------
Increase (decrease) in net assets
available for benefits for the year 154,365 5,581,937 7,890,206
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 431,794 1,855,979 15,381,845
------------ ------------ ------------
End of year $ 586,159 $ 7,437,916 $ 23,272,051
============ ============ ============
</TABLE>
This exhibit is an integral part of the accompanying financial statements
10
<PAGE> 14
SCHEDULE I
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
ITEM 27(a) SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
<TABLE>
<CAPTION>
Current
Identity of Issuer Description of Investment Cost Value
------------------ ------------------------- ---- -------
<S> <C> <C> <C>
Fidelity Management Trust Company Fidelity Managed Income Portfolio
(2,809,163 shares) $ 2,809,163 $ 2,809,163
Ivy Management, Inc. Ivy International Fund
(654 shares) 21,275 25,543
Core Laboratories, Inc. Profit Sharing and Loan Fund (interest rates ranging from
Retirement Plan* 8.00% to 10.00%) 734,535 734,535
Core Laboratories N.V* Core Laboratories N.V. Common Stock
(375,734 shares) 3,159,068 6,786,883
NationsBank of Texas, N.A.* NationsBank Prime Portfolio Trust A Shares
(12,729,814 shares) 12,729,814 12,729,814
------------- -------------
Total $ 19,453,855 $ 23,085,938
============= =============
</TABLE>
*Party in interest.
11
<PAGE> 15
SCHEDULE II
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
ITEM 27(d) SCHEDULE OF REPORTABLE TRANSACTIONS - INDIVIDUAL TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Purchase Selling
Identity of Party Involved Description of Asset Price(a) Price(b)
- ----------------------------------- ------------------------------------------ ---------- -----------
<S> <C> <C> <C>
Fidelity Management Trust Company Fidelity Managed Income Portfolio $1,300,546 $ --
Fidelity Management Trust Company Fidelity Managed Income Portfolio -- 1,098,642
Fidelity Management Trust Company Fidelity Asset Manager -- 3,137,092
Southeastern Asset Management, Inc. Longleaf Partners Fund -- 7,289,612
Ivy Management, Inc. Ivy International Fund -- 1,810,464
NationsBank of Texas, N.A. NationsBank Prime Portfolio Trust A Shares 7,289,612 --
NationsBank of Texas, N.A. NationsBank Prime Portfolio Trust A Shares 1,100,413 --
NationsBank of Texas, N.A. NationsBank Prime Portfolio Trust A Shares 1,088,901 --
NationsBank of Texas, N.A. NationsBank Prime Portfolio Trust A Shares -- 1,300,546
NationsBank of Texas, N.A. NationsBank Prime Portfolio Trust A Shares -- 1,098,642
NationsBank of Texas, N.A. NationsBank Prime Portfolio Trust A Shares 1,810,464 --
NationsBank of Texas, N.A. NationsBank Prime Portfolio Trust A Shares 3,137,092 --
<CAPTION>
Current
Value
Of Asset on
Cost Transaction
Identity of Party Involved of Sales Date Net Gain
- ----------------------------------- ---------- ----------- ----------
<S> <C> <C> <C>
Fidelity Management Trust Company $1,300,546 $1,300,546 $ --
Fidelity Management Trust Company 1,098,642 1,098,642 --
Fidelity Management Trust Company 2,742,480 3,137,092 394,612
Southeastern Asset Management, Inc. 5,261,957 7,289,612 2,027,655
Ivy Management, Inc. 1,543,529 1,810,464 266,935
NationsBank of Texas, N.A. 7,289,612 7,289,612 --
NationsBank of Texas, N.A. 1,100,413 1,100,413 --
NationsBank of Texas, N.A. 1,088,901 1,088,901 --
NationsBank of Texas, N.A. 1,300,546 1,300,546 --
NationsBank of Texas, N.A. 1,098,642 1,098,642 --
NationsBank of Texas, N.A. 1,810,464 1,810,464 --
NationsBank of Texas, N.A. 3,137,092 3,137,092 --
(a)Purchase price includes transaction expenses.
(b)Selling price is net of transaction expenses.
NOTE: This schedule includes each single transaction involving the same assets which amounts to
more than 5 percent of Plan assets as of January 1, 1997.
</TABLE>
12
<PAGE> 16
SCHEDULE III
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
ITEM 27 (d) SCHEDULE OF REPORTABLE TRANSACTIONS - SERIES OF TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Purchase Selling
Identity of Party Involved Description of Asset Price(a) Price(b)
- ----------------------------------- ---------------------------------------- ----------- ------------
<S> <C> <C> <C>
Fidelity Management Trust Company Fidelity Managed Income Portfolio $ 1,856,061 $ 2,354,847
Fidelity Management Trust Company Fidelity Asset Manager 1,094,396 3,729,912
Southeastern Asset Management, Inc. Longleaf Partners Fund 1,871,525 --
Ivy Management, Inc. Ivy International Fund 642,751 --
Core Laboratories N.V. Common Stock Core Laboratories N.V. Common Stock Fund 2,061,264 109,152
NationsBank of Texas, N.A. NationsBank Prime Portfolio 20,904,319 8,308,865
<CAPTION>
Current Value
of Asset on
Cost Transaction
Identity of Party Involved of Sales Date Net Gain
- ----------------------------------- ----------- ----------- -------------
<S> <C> <C> <C>
Fidelity Management Trust Company $ 2,354,847 $ 2,354,847 $ --
Fidelity Management Trust Company 3,248,739 3,729,912 481,173
Southeastern Asset Management, Inc. 6,259,999 8,501,673 2,241,674
Ivy Management, Inc. 1,772,925 2,112,994 340,069
Core Laboratories N.V. Common Stock 60,477 109,152 48,675
NationsBank of Texas, N.A. 8,308,865 8,308,865 --
(a)Purchase price includes transaction expenses.
(b)Selling price is net of transaction expenses.
NOTE: This schedule includes each series of transactions involving the same assets which amounts to
more than 5 percent of Plan assets as of January 1, 1997.
</TABLE>
13
<PAGE> 17
SCHEDULE IV
CORE LABORATORIES, INC.
PROFIT SHARING AND RETIREMENT PLAN
ITEM 27(e) - SCHEDULE OF NON-EXEMPT TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Description of Transaction
Relationship of Plan, Including Maturity Date, Interest
Identity of Employer or Other Rate of Interest, Amount Incurred
Party Involved Party in Interest Collateral and Maturity Value Loaned On Loan
-------------- ----------------- ----------------------------- ------ --------
<S> <C> <C> <C> <C>
Core Laboratories, Inc. Employer Lending of monies from the Plan to
the Employer (contributions not
timely remitted to the Plan) as
follows:
Deemed loan dated October 21, 1997,
maturity of April 1, 1998, with
interest at 6% per annum $ 119,372 $ 1,413
</TABLE>
The interest incurred on loan represents accrued interest from October 21
through December 31, 1997. The accrued interest during the entire period of the
deemed loan was paid in 1998.
14
<PAGE> 18
EXHIBIT INDEX
23 -- Consent of Independent Public Accountants
<PAGE> 1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation by
reference of our report dated June 29, 1998, included in this Form 11-K, into
the previously filed registration statement of Core Laboratories, N.V., on Form
S-8 (File No. 33-80473).
ARTHUR ANDERSEN LLP
Houston, Texas
June 29, 1998
