<PAGE>
ELECTRONIC DATA SYSTEMS CORPORATION
EDS 401(k) PLAN
(formerly known as the EDS DEFERRED COMPENSATION PLAN)
FORM 11-K
ANNUAL REPORT
FOR THE YEAR ENDED DECEMBER 31, 1999
FILED PURSUANT TO SECTION 15(d)
OF THE
SECURITIES EXCHANGE ACT OF 1934
<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
FORM 11-K
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
---
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1999
-----------------
OR
___ TRANSITION REPORT TO SECTION 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission file number 1-11779
-------
EDS 401(k) PLAN
---------------
(formerly known as the EDS DEFERRED COMPENSATION PLAN)
------------------------------------------------------
(Full title of the plan)
Electronic Data Systems Corporation
5400 Legacy Drive
Plano, Texas 75024-3105
------------------------
(Name of issuer of the securities held pursuant to
the plan and the address of its principal
executive offices)
Registrant's telephone number, including area code: (972) 604-6000
Notices and communications from the Securities and the Exchange Commission
relative to this report should be forwarded to:
John Adams, Vice President and Controller
Electronic Data Systems Corporation
5400 Legacy Drive
Plano, Texas 75024-3105
<PAGE>
FINANCIAL STATEMENTS AND EXHIBIT
--------------------------------
<TABLE>
<CAPTION>
(a) FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES Page No.
----------------------------------------------- --------
<S> <C>
EDS Deferred Compensation Plan:
Independent Auditors' Report....................................................... 4
Basic Financial Statements:
Statements of Net Assets Available for Benefits -
December 31, 1999 and 1998........................................... 5
Statements of Changes in Net Assets Available for
Benefits - Years Ended December 31,
1999 and 1998........................................................ 6
Notes to Financial Statements................................................ 7
Supplemental schedules:
Schedule of Assets Held for Investment Purposes
At End of Year -December 31, 1999.................................... 14
Schedule of Reportable Transactions - For the Year
Ended December 31, 1999.............................................. 16
</TABLE>
Supplemental schedules not listed above are omitted as the required
information is not applicable or the information is presented in the financial
statements or related notes.
<TABLE>
<CAPTION>
(b) EXHIBIT
<S> <C>
Exhibit 23 Consent of Independent Auditors................................................ 17
</TABLE>
2
<PAGE>
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the Trustees of the EDS Deferred Compensation Plan have duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
EDS 401(k) PLAN
---------------------------------------
(Name of plan)
Electronic Data Systems Corporation
Plan Administrator
Date: June 28, 2000 By: /s/ John Adams
------------------------------------
John Adams, Vice President and Controller
3
<PAGE>
INDEPENDENT AUDITORS' REPORT
----------------------------
Independent Auditors' Report
The Trustee
EDS 401(k) Plan:
We have audited the accompanying statements of net assets available for benefits
of the EDS 401(k) Plan as of December 31, 1999 and 1998, and the related
statements of changes in net assets available for benefits for the years then
ended. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements 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
management, 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 EDS 401(k)
Plan as of December 31, 1999 and 1998, and the changes in net assets available
for benefits for the years then ended in conformity with generally accepted
accounting principles.
Our audits were performed 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 at end of year and reportable transactions are
presented for the purpose 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.
Dallas, Texas
May 19, 2000
4
<PAGE>
EDS 401(k) PLAN
Statements of Net Assets Available for Benefits
December 31, 1999 and 1998
<TABLE>
<CAPTION>
1999 1998
------------------- ------------------
<S> <C> <C>
Assets:
Investments (note 4):
Income Fund, primarily at contract value $ 219,074,023 $ 217,053,149
Investments in stocks, bonds and mutual
funds, at quoted market prices 2,238,164,341 1,799,551,407
Loan Fund, at unpaid principal balance, which
approximates fair value 53,422,093 55,993,657
-------------- --------------
Total assets 2,510,660,457 2,072,598,213
Contribution receivable 42,471 --
-------------- --------------
Net assets available for benefits $2,510,702,928 $2,072,598,213
============== ==============
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
EDS 401(k) PLAN
Statements of Changes in Net Assets Available for Benefits
Years Ended December 31, 1999 and 1998
<TABLE>
<CAPTION>
1999 1998
---------------------- ----------------------
<S> <C> <C>
Additions to net assets attributed to:
Investment income:
Net appreciation in fair value of investments (note 4) $ 283,287,911 $ 180,354,993
Interest 22,881,861 22,039,112
Dividends 99,988,023 94,928,371
-------------- --------------
Total investment income 406,157,795 297,322,476
Employee contributions 252,063,554 204,256,277
Employer contributions 34,447,547 14,274,766
Net assets transferred from other plans (note 1) 43,484,375 68,334,657
-------------- --------------
Total additions 736,153,271 584,188,176
Deductions from net assets attributed to:
Benefits paid and withdrawals (254,650,638) (111,906,041)
Net assets transferred to other plans (note 1) (43,397,918) --
-------------- --------------
Net increase 438,104,715 472,282,135
Net assets available for benefits at:
Beginning of year 2,072,598,213 1,600,316,078
-------------- --------------
End of year $2,510,702,928 $2,072,598,213
============== ==============
</TABLE>
See accompanying notes to financial statements.
6
<PAGE>
EDS 401(k) PLAN
Notes to Financial Statement
December 31, 1999 and 1998
(1) Description of Plan
The EDS 401(k) Plan (the Plan) became effective July 1, 1983, with
employees admitted to the Plan October 1, 1983. As used herein, the terms
"EDS", "the Company", and "Employer" refer to Electronic Data Systems
Corporation and its adopting subsidiaries which participate in the Plan.
The following description of the Plan reflects all Plan amendments as of
December 31, 1999 and is provided for general purposes only. Participants
should refer to the Plan document, as amended, for more complete
information.
(a) General
The Plan is a defined contribution plan covering eligible employees of
the Company. An employee becomes eligible to participate in the Plan
upon the commencement of service with the Employer.
During 1999, net assets totaling $43,484,375 were transferred into the
Plan. Significant transfers related to the transition of employees
during 1999 were Neodata, National Association of Securities Dealers
and Banc One with $24,430,990, $8,320,112, and $5,639,862 of net
assets transferred, respectively.
During 1999, net assets totaling $43,397,918 were transferred out of
the Plan due to the transition of employees to Unigraphics Solutions
Inc. and the transfer of Plan assets to the Unigraphics Solutions Inc.
401(k) Retirement Savings Plan.
During 1998, net assets totaling $68,334,657 were transferred into the
Plan. Significant transfers related to the transition of employees
during 1998 were BellSouth, Chevron, Intergraph, Digital, Bethlehem
Steel and Motorola with $24,187,909, $18,783,061, $5,623,584,
$4,305,514, $2,635,782 and $2,221,033 of net assets transferred,
respectively.
For financial statement purposes, the fair values of assets
transferred from or to other plans are reflected as of the dates of
transfer.
The Vanguard Fiduciary Trust Company (Vanguard) is the asset
custodian, record-keeper and trustee for the Plan. The Vanguard Group
of Investment Companies manages 12 of the 14 investment funds of the
Plan. The Plan's Investment Committee has responsibility for managing
the Income Fund and EDS Stock Fund and for selecting the investment
funds available for employee directed investments.
The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA), as amended and the Internal
Revenue Code (IRC), as amended. In addition, the Plan is subject to
the provisions of Section 404(c) of ERISA. The Plan was created to
provide additional incentive and retirement security for eligible
employees. The Plan allows for 14 active investment funds, 13 of which
allow for participant direction of investment:
Income Fund, which is a fixed income fund;
EDS Stock Fund, which consists of EDS common stock;
Vanguard Money Market Reserves-Prime Portfolio (Vanguard Money
Market), a short-term investment fixed income fund;
7 (Continued)
<PAGE>
Vanguard Federal Money Market Fund, a short-term investment fixed
income fund;
Vanguard Wellington Fund (Vanguard Wellington), a stock and bond
mutual fund;
Vanguard Growth and Income Portfolio (Vanguard Growth and Income), a
growth and income stock mutual fund;
Vanguard U.S. Growth Portfolio (Vanguard U.S.), a growth stock mutual
fund;
Vanguard International Growth Portfolio (Vanguard International
Growth), a growth stock mutual fund investing in foreign companies;
Vanguard Explorer Fund, an aggressive growth stock fund;
Vanguard Bond Index Fund, an intermediate-term bond fund;
Vanguard 500 Index Fund, an index fund based on the Standard & Poor's
500 Composite Stock Price Index;
Vanguard LifeStrategy Conservative Growth Fund, a conservative mix of
stocks, bonds and cash reserves;
Vanguard LifeStrategy Moderate Growth Fund, a moderate mix of stocks,
bonds and cash reserves; and
Vanguard LifeStrategy Growth Fund, a more aggressive mix of stocks,
bonds and cash reserves.
All of the administrative expenses of the Plan are paid by the Company with
the exception of loan application fees. All investment expenses are paid
from the investment funds.
In order to preserve any protected benefits, rights or features under any
plans which are merged into the EDS 401(k) Plan, the Plan was amended,
effective December 30, 1988, to specifically prohibit the reduction or
elimination of any benefit, right or feature protected under IRC Section
411 (d) (6).
(b) Contributions
Each year, contributions to the Plan are made on a pre-tax basis.
Participants may elect to defer between one percent and twenty percent of
their total compensation subject to: (1) a maximum annual contribution of
$10,000 in 1999 and 1998, (2) a maximum annual eligible compensation of
$160,000 per participant beginning January 1, 1994, and (3) IRS limitations
imposed to ensure that highly compensated employees do not defer a
disproportionately higher percentage of compensation than the nonhighly
compensated portion of the population. The total annual additions to a
participant's individual account may not exceed the lesser of $30,000 or 25
percent of the participant's total compensation as defined in the Plan.
Annual additions for purposes of this test are defined as contributions
less any rollover contributions made during the year. If the participant is
enrolled in other Company employee benefit plans sponsored by the Company,
the annual additions are subject to other limitation tests.
A participant may elect to change his/her designated percentage of
compensation deferred.
Effective July 1, 1998, the Company matches 25% of employee contributions
up to 6% of an employee's salary. The matching contributions will be made
in EDS stock which is restricted from trade for two-years, based on the
trade date (see note 7).
(c) Withdrawals
Withdrawals may be made from the Plan in certain circumstances. Hardship
withdrawals may be made once a participant has exhausted all other
available financial resources, including Plan loans, and upon the approval
of the Plan Administrator. A participant may then withdraw an amount equal
to but not in excess of the expense of the hardship in accordance with
requirements of the IRC. In order to obtain such approval from the Plan
Administrator, a participant must demonstrate immediate and heavy financial
need and meet other plan requirements for withdrawal. In addition,
participants age 59 1/2 or above may obtain an in-service withdrawal
without being subject to an additional 10% tax penalty. The amount of a
participant's withdrawals may not be repaid to the Plan.
8 (Continued)
<PAGE>
(d) Participant's Individual Account
The Participant's Individual Account is credited with the salary
deferral, rollover and matching contributions and the amounts of
participant earnings or losses based upon the participants' mix of
investments. The benefit to which a participant is entitled is limited
to the amount of the participant's individual account.
The participant determines the percentage of the investment
contributed to one or more of the investment funds, as well as the
investment funds in which such contributions are invested. The
percentages may be in any whole percentage increment.
(e) Vesting
Participants are always 100% vested in their salary deferral and
rollover contributions and in the earnings received thereon. Matching
contributions vest 40% at two years of credited service and in 20%
increments for each year of service thereafter. Forfeitures resulting
from nonvested employee terminations are used to reduce Company
contributions. For the years ended December 31, 1999 and 1998, total
forfeitures used to offset Company contributions were $698,963 and
$17,338.
(f) Payments of Benefits
On separation of service, age 59 1/2, death, or retirement, a
participant may elect to receive a distribution for all or part of the
value of his/her account, EDS common stock (for any amount so
invested), or in the form of a joint and survivor 50% non-transferable
annuity contract purchased on his/her behalf from an insurance
company. With spousal consent a participant may elect a lump sum
distribution or periodic payments in monthly, quarterly, or semi-
annual installments. Distributions, except annuity payments, may be
rolled into another qualified plan or to an individual retirement
account.
(g) Loans
Upon written application of a participant, the Plan Administrator may
direct the trustee to make a loan to the participant. The amount of
any such loan is limited to fifty percent (50%) of the amount of
accumulated contributions to which the participant would be entitled
if employment was terminated as of the date the loan is made. No loan
may be granted for less than $500. The maximum amount of loans
available to a participant is $50,000 reduced by the highest
outstanding loan balances from the Plan during the preceding year
minus the outstanding loan balances on the date a loan is made. Plan
loans and interest must be repaid within five years or upon
termination of employment, whichever is earlier. If the outstanding
loan is not repaid in full prior to the end of the quarter during
which the participant separates, the amount outstanding will be
reported to the Internal Revenue Service as income for that calendar
year. The Plan allows no more than four outstanding loans at any one
time. No more than two Plan loans may be granted in any plan year. At
December 31, 1999 and 1998, the interest rate on new loans was 8.25%
and 7.75%, respectively.
(2) Summary of Significant Accounting Policies
(a) Basis of Accounting
The accompanying financial statements are prepared on the accrual
basis of accounting.
(b) Investments
The Plan's investments are stated at fair value based on quoted market
prices except for its investment contracts with insurance companies
which are stated at contract value, which
9 (Continued)
<PAGE>
approximates fair value. The average cost method is used to calculate
gains and losses on the sale of investments. Purchases and sales of
investments are recorded on a trade date basis. Participant loans are
presented in the accompanying financial statements at unpaid principal
balance which approximates fair value.
(c) Investment Income
Income from investments is recorded as it is earned. Dividends are
recorded on the ex-dividend date.
(d) Benefits
Benefits are recorded when paid.
(e) Use of Estimates
The preparation of the financial statements in conformity with
generally accepted accounting principles requires management to make
estimates and assumptions that affect the reported amounts of assets
and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
additions and deductions during the reporting period. Because of the
use of estimates inherent in the financial reporting process, actual
results could differ from those estimates.
(3) Plan Termination
While it has not expressed any intention to do so, the Company has the
right to terminate the Plan at any time by majority vote of the Company's
Board of Directors subject to the provisions of ERISA.
(4) Investments
In September 1999, the American Institute of Certified Public Accountants
issued Statement of Position 99-3, Accounting for and Reporting of Certain
Defined Contribution Plan Investments and Other Disclosure Matters (SOP 99-
3). SOP 99-3 simplifies the disclosure for certain investments and is
effective for plan years ending after December 15, 1999. The Plan adopted
SOP 99-3 during the Plan year ending December 31, 1999. Accordingly,
information previously required to be disclosed about participant-directed
fund investment programs is not presented in the Plan's 1999 financial
statements. The Plan's 1998 financial statements have been reclassified to
conform with the current year's presentation.
The trustee of the Plan holds the investments of the Plan in trust on
behalf of the participants and beneficiaries. Consistent with the fiduciary
standards of ERISA, the Plan Administrator believes safeguards are adhered
to in protecting the interests of Plan participants and their
beneficiaries.
10 (Continued)
<PAGE>
The following table presents the fair value/contract value of the Plan's
investments at December 31, 1999 and 1998. Investments that represent 5% or more
of the Plan's net assets are separately identified.
<TABLE>
<CAPTION>
1999 1998
-------------------------------------- ---------------------------------------
Number of Fair value/ Number of Fair value/
shares or units contract value shares or units contract value
---------------- ----------------- ----------------- ----------------
<S> <C> <C> <C> <C>
Income Fund (1) -- $ 219,074,023 -- $ 217,053,149
EDS Stock Fund (1)(2) 16,460,689 467,977,385 18,084,591 386,648,554
Vanguard/Wellington (1) 14,835,542 414,801,747 15,537,181 456,016,252
Vanguard U.S. Growth (1) 10,757,262 468,263,611 9,53,601 369,411,518
Vanguard International Growth (1) 6,509,036 146,388,219 6,601,223 123,904,947
Vanguard Growth and Income (1) 10,206,663 378,463,065 9,407,416 289,372,117
Vanguard Explorer Fund 1,047,512 71,880,250 824,629 46,764,728
Vanguard Bond Index Fund 2,795,447 26,724,471 2,391,965 24,565,476
Vanguard Money Market Reserves (1) 125,984,320 125,984,320 102,468,700 102,468,700
Vanguard 500 Index Fund 711,993 96,354,033 1,680 191,467
Vanguard Federal Money Market Fund 2,223,771 2,223,771 14,087 14,087
Vanguard LifeStrategy Conservative
Growth Fund 249,965 3,774,474 3 43
Vanguard LifeStrategy Growth Fund 892,875 19,116,452 4,188 78,684
Vanguard LifeStrategy Moderate Growth
Fund 891,779 $ 16,212,543 6,811 $ 114,834
Loan Fund (14,051 and 15,848 loans
in 1999 and 1998, respectively,
loans outstanding from $1 to
$49,663 and $4 to $49,324 in 1999
and 1998, respectively, with
interest rates from 6.00% to 12.00%
and 7.75% to 8.5% in 1999 and
1998, respectively) -- 53,422,093 -- 55,993,657
------------------ ------------------
$2,510,660,457 $2,072,598,213
================== ==================
</TABLE>
(1) Represents 5% or more of Plan assets.
(2) A portion of this fund consists of nonparticipant-directed investments.
See note 7.
11
<PAGE>
The following table presents the crediting rate of interest and average
yield for the managed synthetic investment contracts in the Income Fund for
the years ended December 31, 1999 and 1998:
<TABLE>
<CAPTION>
Description of investment 1999 1998
------------------------------------------- ---------------------------------- -----------------------------------
Crediting rate Average Crediting rate Average
Identity of party of interest Yield of interest Yield
------------------------------------------- ------------------ -------------- ------------------ -------------
<S> <C> <C> <C> <C>
Income Fund:
Managed synthetic investment contracts:
AIG Financial products #129863 6.33% 6% 6.57% 6%
AIG Financial products #210411 5.29% 6% 5.14% 6%
Cassie des Depots et Consignations:
#338-01 6.23% 6% 6.23% 6%
#338-02 5.96% 6% 5.96% 6%
#338-03 5.58% 6% -- --
#1138-01 7.36% 6% 6.12% 6%
#1138-02 6.65% 6% 7.39% 6%
NatWest Bank #212MA 6.73% 6% -- 6%
RaboBank #089501 6.20% 6% 6.25% 6%
RaboBank #069701 6.58% 6% 6.42% 6%
RaboBank #039901 5.82% 6% -- --
State Street Bank #95004 6.03% 6% 6.12% 6%
State Street Bank #99005 5.47% 6% -- --
Union Bank of Switzerland #2081 6.95% 6% 6.66% 6%
Union Bank of Switzerland #2107 6.32% 6% 6.68% 6%
West Deutsche LB #079 6.18% 6% 6.31% 6%
West Deutsche LB #4007 6.56% 6% -- --
John Hancock Mutual Life Ins. 6.98% 6% 6.98% 6%
Wrap agreements Various 6% Various 6%
</TABLE>
The Income Fund invests in managed structured investment contracts. Under
these arrangements, the Plan enters into a benefit-responsive wrap
agreement with a financial institution at a stated yield on fixed income
securities purchased by the Plan. The fixed income securities and wrap
agreements considered together are stated at contract value since
participants are guaranteed return of principal and interest. The fair
value of the fixed income securities at December 31, 1999 and 1998 is
$209,939,426 and $215,954,018, respectively.
(5) Related Party Transactions
As stated previously in note 1, the EDS Stock Fund consists of EDS common
stock. Additionally, the Vanguard Investment Funds consist of investments
in various Vanguard managed mutual funds.
(6) Income Tax Status
The Plan obtained its latest determination letter on July 18, 1995, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the IRC. The Plan has
been amended since receiving the determination letter to allow for
investments in the EDS Stock Fund, the employer match, changes to comply
with legislative requirements and other amendments. The Plan Administrator
believes that the Plan is currently designed and being operated in
compliance with the applicable requirements of the IRC.
(7) Non-participant-directed Investments
Information about the net assets and the significant components of the
changes in net assets relating to the EDS Stock Fund, a non-participant-
directed investment, set out below. At such time that the EDS stock
contributions made in-kind as the employer match are no longer subject to
any restrictions, the participant then directs the investment of such
investments.
12
<PAGE>
<TABLE>
<CAPTION>
Year ended December 31,
-----------------------------
1999 1998
------------- ------------
<S> <C> <C>
Net assets - beginning of year $ 18,539,243 --
Changes in net assets:
Contributions 35,008,198 14,293,368
Dividends 427,766 65,055
Net appreciation 13,754,625 4,240,865
Benefits paid to participants (3,325,283) (41,115)
Transfers to participant-directed investments (1,559,026) (18,930)
-------------- -----------
Net assets - end of year $ 62,845,523 18,539,243
============== ===========
</TABLE>
13
<PAGE>
Schedule 1
EDS 401(k) PLAN
Schedule of Assets Held for Investment Purposes at End of Year
December 31, 1999
<TABLE>
<CAPTION>
Description of investment Number of
Maturity Rate of shares or Current
date interest units value
Identity of party
<S> <C> <C> <C> <C>
Income Fund:
Managed synthetic investment contracts:
AIG Financial products #129863 -- 6.33% -- $ 18,092,380
AIG Financial products #210411 9/30/01 5.29% -- 10,168,202
Cassie des Depots et Consignations:
#338-01 7/31/02 6.23% -- 5,240,737
#338-02 12/31/02 5.96% -- 6,093,849
#338-03 3/31/00 5.58% -- 6,118,020
#1138-01 6/30/00 7.36% -- 11,455,528
#1138-02 1/15/05 6.65% -- 7,915,621
NatWest Bank #212MA 9/30/04 6.73% -- 11,877,495
RaboBank #089501 -- 6.20% -- 18,783,464
RaboBank #069701 12/31/00 6.58% -- 5,784,889
RaboBank #039901 12/31/03 5.82% -- 3,915,521
State Street Bank #95004 -- 6.03% -- 12,138,994
State Street Bank #99005 3/31/01 5.47% -- 10,279,277
Union Bank of Switzerland #2081 6/30/03 6.95% -- 30,354,952
Union Bank of Switzerland #2107 -- 6.32% -- 19,605,869
West Deutsche LB #079 -- 6.18% -- 17,333,265
West Deutsche LB #4007 6/30/04 6.56% -- 14,875,987
Wrap agreements -- Various -- 2,727,242
Vanguard Money Market Reserves -
Prime Portfolio (no guaranteed rate) (1) -- -- -- 6,474,801
Income Fund payables -- -- -- (162,070)
------------
Total Income Fund 219,074,023
------------
EDS Stock Fund* -- -- 16,460,689 467,977,385
Vanguard/Wellington Fund* -- -- 14,835,542 414,801,747
Vanguard U.S. Growth Portfolio* -- -- 10,757,262 468,263,611
Vanguard International Growth Portfolio* -- -- 6,509,036 146,388,219
Vanguard Growth and Income Portfolio* -- -- 10,206,663 378,463,065
Vanguard Explorer Fund* -- -- 1,047,512 71,880,250
Vanguard Bond Index Fund* -- -- 2,795,447 26,724,471
Vanguard Money Market Reserves -
Prime Portfolio* -- -- 125,984,320 125,984,320
Vanguard 500 Index Fund* -- -- 711,993 96,354,033
Vanguard Federal Money Market Fund* -- -- 2,223,771 2,223,771
Vanguard LifeStrategy Conservative Growth Fund* -- -- 249,965 3,774,474
Vanguard LifeStrategy Growth Fund* -- -- 892,875 19,116,452
Vanguard LifeStrategy Moderate Growth Fund* -- -- 891,779 16,212,543
</TABLE>
14
<PAGE>
Schedule 1
EDS 401(k) PLAN
Schedule of Assets Held for Investment Purposes at End of Year
December 31, 1999
<TABLE>
<CAPTION>
Description of investment Number of
Maturity Rate of shares or Current
date interest units value
Identity of party
<S> <C> <C> <C> <C> <C>
Loan Fund* -- -- -- 53,422,093
---------------
Total assets held for
investment purposes $ 2,510,660,457
===============
</TABLE>
(1) The interest rate was 7% at December 31, 1999.
* Party-in-interest
See accompanying independent auditors' report.
15
<PAGE>
Schedule 2
EDS 401(k) PLAN
Schedule of Reportable Transactions
For the year ended December 31, 1999
<TABLE>
<CAPTION>
Current
value of
asset on
Description Number of Purchase Selling Cost of transaction Net
Identity of party of asset transactions price price asset date gain
----------------- ------------ ------------ --------- --------- --------- ----------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
EDS Company Stock Fund:
EDS Stock Fund (EDS
common stock) 252 $186,480,183 -- 186,480,183 186,480,183 --
EDS Stock Fund (EDS
common stock 252 -- 234,163,700 180,012,915 234,163,700 54,150,785
</TABLE>
See accompanying independent auditors' report.
16
