SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K / A
Amendment No. 1
Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the Fiscal Year Ended Commission File
December 31, 1995 Number 1-1550
CHIQUITA BRANDS INTERNATIONAL, INC.
Incorporated under the I.R.S. Employer I.D.
Laws of New Jersey No. 04-1923360
250 East Fifth Street, Cincinnati, Ohio 45202
(513) 784-8000<PAGE>
PART IV
ITEM 14 - EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS
ON FORM 8-K
(a) 3. Exhibits
See Index of Exhibits (page 4) for a listing of all exhibits
filed with this Annual Report on Form 10-K, as amended.<PAGE>
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused
this Amendment No. 1 to be signed on its behalf by the
undersigned, thereunto duly authorized on June 24, 1996.
CHIQUITA BRANDS INTERNATIONAL, INC.
By /s/ William A. Tsacalis
William A. Tsacalis
Vice President and Controller<PAGE>
CHIQUITA BRANDS INTERNATIONAL, INC.
Index of Exhibits
Exhibit
Number Description
*3-a Second Restated Certificate of Incorporation, filed as
Exhibit 3(a) to Quarterly Report on Form 10-Q for the
quarter ended June 30, 1994
*3-b By-Laws, filed as Exhibit 3-b to Annual Report on Form
10-K for the year ended December 31, 1992
4 Registrant has no outstanding debt issues exceeding 10%
of the assets of Registrant and its consolidated
subsidiaries. The Registrant will furnish to the
Securities and Exchange Commission, upon request, copies
of all agreements and instruments defining the rights of
security holders for debt issues not exceeding 10% of the
assets of Registrant and its consolidated subsidiaries.
*10-a Lease of Lands and Operating Contract between United
Brands Company, Chiriqui Land Company, Compania
Procesadora de Frutas and the Republic of Panama, dated
January 8, 1976, effective January 1, 1976, filed as
Exhibit 10-a to Annual Report on Form 10-K for the year
ended December 31, 1993
**10-b Agreement dated January 11, 1996 effective January 1,
1996 between Tela Railroad Company and the Honduran
National Railroad
*10-c Stock Purchase Agreement dated December 20, 1995 between
Smithfield Foods, Inc. ("Smithfield") and the Company
filed as Exhibit 7.1 to Schedule 13D dated December 20,
1995 filed by the Company and certain other persons with
respect to Smithfield common stock
Executive Compensation Plans
**10-d 1986 Stock Option and Incentive Plan, as amended
*10-e Individual Stock Option Plan and Agreement, filed as
Exhibit 4 to Registration Statement on Form S-8 No. 33-
25950 dated December 7, 1988
**10-f Amended and Restated Deferred Compensation Plan
**11 Computation of Earnings Per Common Share
**12 Computation of Ratios of Earnings to Fixed Charges and
Earnings to Combined Fixed Charges and Preferred Stock
Dividends
**13 Chiquita Brands International, Inc. 1995 Annual Report to
Shareholders (pages 5 through 22 and page 24)
**21 Subsidiaries of Registrant
**23 Consent of Independent Auditors<PAGE>
**24 Powers of Attorney
**27 Financial Data Schedule
99 Annual Report on Form 11-K for the Chiquita Savings and
Investment Plan for 1995
* Incorporated by reference.
** Previously filed with Securities and Exchange Commission.<PAGE>
Exhibit 99
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
Annual Report Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For the Fiscal Year Ended Commission File
December 31, 1995 Number 1-1550
CHIQUITA SAVINGS AND INVESTMENT PLAN
Chiquita Brands International, Inc.
Chiquita Center
250 East Fifth Street
Cincinnati, Ohio 45202<PAGE>
CHIQUITA SAVINGS AND INVESTMENT PLAN
Contents
Page(s)
Report of Independent Auditors 1
Financial Statements
Statement of Net Assets Available for
Benefits as of December 31, 1995 and 1994 2
Statement of Changes in Net Assets
Available for Benefits for the Years Ended
December 31, 1995, 1994 and 1993 3
Notes to Financial Statements 4 - 11
Supplemental Schedules
Assets Held for Investment at December 31, 1995 Schedule 1
Reportable Transactions for the Year Ended
December 31, 1995 Schedule 2
Signature
Exhibit
Consent of Independent Auditors Exhibit 1<PAGE>
REPORT OF INDEPENDENT AUDITORS
The Administrative Committee of the
Chiquita Savings and Investment Plan
We have audited the accompanying statements of net assets
available for benefits of the Chiquita Savings and Investment
Plan (the "Plan") as of December 31, 1995 and 1994, and the
related statements of changes in net assets available for
benefits for each of the three years in the period ended December
31, 1995. 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 Plan at December 31, 1995 and 1994,
and changes in net assets available for benefits for each of the
three years in the period ended December 31, 1995, 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
accompanying supplemental schedules of assets held for investment
as of December 31, 1995 and reportable transactions for the year
then ended are presented for purposes of complying with the
Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of
1974, and are not a required part of the basic financial
statements. The supplemental schedules have been subjected to
the auditing procedures applied in our 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.
/s/ ERNST & YOUNG LLP
Cincinnati, Ohio
June 24, 1996<PAGE>
<TABLE>
<CAPTION>
CHIQUITA SAVINGS AND INVESTMENT PLAN
STATEMENT OF NET ASSETS AVAILABLE
FOR BENEFITS
December 31,
1995 1994
<S> <C> <C>
Investments, at fair value:
Chiquita Brands International, Inc.
capital stock, $.33 par value $18,441,033 $15,197,080
Fidelity Magellan Fund 8,626,006 6,073,342
Chemical Bank - Temporary Investment Fund 6,684,355 3,691,053
Vanguard Index Trust 500 Portfolio Fund 5,018,845 3,361,783
Loans to participants 745,387 638,922
U.S. Treasury Note -- 2,000,000
Chiquita Brands International, Inc.:
11 1/2% Subordinated Notes -- 561,600
10 1/2% Subordinated Debentures -- 163,660
Chiquita Brands International, Inc.
$1.32 Depositary Shares -- 343,035
------------ ------------
Total investments 39,515,626 32,030,475
Contributions receivable:
Participant 97,844 80,021
Company 120,190 103,111
Accrued investment income 21,038 106,601
----------- ------------
Net assets available for benefits $39,754,698 $ 32,320,208
=========== ============
See accompanying notes to financial statements.
/TABLE
<PAGE>
<TABLE>
<CAPTION>
CHIQUITA SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
Years Ended December 31,
1995 1994 1993
<S> <C> <C> <C>
Investment income:
Dividends $ 860,497 $ 562,556 $ 909,018
Interest 446,893 394,584 394,247
Net appreciation (depreciation)
in fair value of investments 3,185,954 1,403,413 (2,818,904)
Contributions:
Participant 2,727,084 2,825,783 3,004,248
Company:
Cash, net of forfeitures of
$128,765 in 1995, $125,879
in 1994 and $109,649
in 1993 566,403 1,314,917 1,483,851
Chiquita Brands International, Inc.
capital stock, $.33
par value 2,405,559 1,526,000 1,624,916
Rollovers 81,165 78,069 225,030
Transfer of assets from merged
plans 94,535 -- --
------------ ------------ ------------
10,368,090 8,105,322 4,822,406
Less: distributions to participants (2,933,600) (2,718,667) (2,884,115)
------------ ------------ ------------
Increase in net assets available
for benefits 7,434,490 5,386,655 1,938,291
Net assets available for benefits:
Beginning of the year 32,320,208 26,933,553 24,995,262
------------ ------------ ------------
End of the year $39,754,698 $32,320,208 $26,933,553
============ ============ ============
See accompanying notes to financial statements.
/TABLE
<PAGE>
CHIQUITA SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DESCRIPTION OF THE PLAN
The following description of the Chiquita Savings and
Investment Plan (the "Plan") provides only general information.
Participants should refer to the Plan documents for a more
complete description of the Plan's provisions.
General
The Plan is a defined contribution plan covering
substantially all full-time domestic salaried employees of
Chiquita Brands International, Inc. (the "Company") and its
subsidiaries who have completed six months of service and have
attained the age of 21. During 1995, the Theodoredis and Sons
Banana Company Profit Sharing Plan and the D. Theodoredis and
Sons 401(k) Plan were merged into the Plan. Although it is
anticipated that the Plan will continue indefinitely, the Board
of Directors of the Company can amend, suspend or terminate the
Plan provided such action does not reduce accrued benefits of any
participant.
The assets of the Plan at December 31, 1995 are held by
Chemical Bank (the "Trustee"). Effective January 1, 1996, the
Plan changed its trustee to Charles Schwab Trust Company.
Pending investment in each fund's primary investment vehicle (see
"Investment Options"), the Trustee may invest monies temporarily
in short-term investments.
Participant Accounts
Participants may have up to six accounts under the Plan - an
"Employee Before-Tax Contributions Account," an "Employee
After-Tax Contributions Account," a "Rollover Contributions
Account," a "Non-elective Contributions Account," a "Matching
Contributions Account" and, with respect to former participants
of certain merged plans, a "Profit Sharing Contributions
Account." The participant's Employee Accounts and Rollover
Contributions Account reflect all employee before-tax, after-tax
and rollover contributions, and the income, gains, losses,
withdrawals, distributions and expenses attributable to such
contributions. The Profit Sharing Contributions Account reflects
company profit sharing contributions of certain merged plans and
the income, gains, losses, withdrawals, distributions and
expenses attributable to such contributions. The Non-elective
Contributions Account reflects a Company contribution in an
amount equal to the participant's unspent employee credits
contributed from the Company's separate welfare benefits plan
("Non-elective Contributions") and the income, gains, losses,
withdrawals, distributions and expenses attributable to such
contributions. The Employee Before-Tax Contributions Account has<PAGE>
two sub-accounts - the "Participant Restricted Contributions
Account" and the "Participant Non-restricted Contributions
Account." Contributions are allocated to these sub-accounts
based on the participant's election as to how the contributions
are to be invested (see "Participant Contributions").
The Matching Contributions Account reflects the
participant's share of Company contributions and the income,
gains, losses, withdrawals, distributions and expenses
attributable to such contributions. The Matching Contributions
Account has two sub-accounts - a Company Restricted Contributions
Account and a Company Non-restricted Contributions Account (see
"Company Contributions").<PAGE>
Participant Contributions
Participants may elect to defer as a Before-Tax Contribution
any whole percentage of their compensation from 1% to 12%. Prior
to 1989, participants could also elect to make After-Tax
Contributions. The first 6% of compensation contributed to the
Plan ("Eligible Participant Contributions") is eligible for
employer matching contributions.
The Plan limits the maximum amount of Before-Tax
Contributions which may be made by a participant in any plan year
to 12% of compensation, subject to the non-discrimination
standards of the Internal Revenue Code (the "Code").
Participants' taxable compensation is reduced by the amount of
Before-Tax Contributions, and such amount is contributed to the
Plan on their behalf by the Company. A participant's Before-Tax
Contributions in any one year are also limited to a fixed dollar
maximum ($9,240 for 1995 and 1994 and $8,994 for 1993) as
specified by the Code in Internal Revenue Service ("IRS")
notices.
Participant contributions, except for Eligible Participant
Contributions to the Chiquita Capital Stock Fund (see "Investment
Options"), are allocated to the Participant's Non-restricted
Contributions Account. Eligible Participant Contributions to the
Chiquita Capital Stock Fund are placed in the Participant
Restricted Contributions Account. Such contributions are
transferred to the Participant's Non-restricted Contributions
Account on the third anniversary of the first day of the Plan
year in which the contributions were made.
The Plan also accepts rollover contributions ("Rollovers")
from other qualified plans or from individual retirement
accounts. Rollovers are credited to a participant's Rollover
Contributions Account, are treated in a manner similar to
Before-Tax Contributions for Plan accounting and federal income
tax purposes, and are not eligible for matching contributions by
the Company.
Company Contributions
For each Plan year, the Company makes a Basic Matching
Contribution and may make a Discretionary Matching Contribution
and a Stock Incentive Matching Contribution, as described below.
All such contributions are based on Eligible Participant
Contributions. The Company's matching contributions, which are
subject to the non-discrimination standards of the Code, and Non-
elective Contributions are allocated to the Company Restricted
Contributions Account and invested in the Chiquita Capital Stock
Fund.<PAGE>
Basic Matching Contributions For each Plan year, the
Company makes a Basic Matching Contribution equal to 50% (or
such higher percentage as the Plan Administrative Committee
may in its discretion announce) of Eligible Participant
Contributions. Such contributions amounted to 50% of
Eligible Participant Contributions in each of 1995, 1994 and
1993.
Discretionary Matching Contributions At the end of or
during the year, the Company may, at its discretion, make an
additional contribution to the account of each participant
who is actively employed by the Company on the last day of
the Plan year. The Discretionary Matching Contribution
amounted to 85% in 1995, 70% in 1994 and 65% in 1993 of
Eligible Participant Contributions.
Stock Incentive Matching Contributions The Company may
contribute an additional matching contribution for Eligible
Participant Contributions invested in the Chiquita Capital
Stock Fund. The Stock Incentive Match was 50% in 1995 and
1994 and 40% in 1993. The amount of the Stock Incentive
Match is reviewed each year. Participants are notified
prior to the beginning of the next Plan year if the amount
of the Stock Incentive Match changes.
All Company contributions since June 30, 1989 and all Non-
elective Contributions have been allocated to the Company
Restricted Contributions Account and invested in the Chiquita
Capital Stock Fund. Participants in the Plan for 10 years may
direct up to 25% of their Company Restricted Contributions
Account into one or more of the Plan's other investment funds
during the first four years after attaining age 55 and up to 50%
beginning in the fifth year after attaining age 55.
Under the Code, a participant's annual Before-Tax
Contributions, After-Tax Contributions, employer matching
contributions and Non-elective Contributions for any calendar
year cannot exceed the lesser of a fixed dollar amount ($30,000
for 1995, 1994 and 1993) or 25% of the participant's compensation
for that calendar year.
Investment Options
Participants in the Plan may invest their contributions in
one or more of the following investment funds:
1. Safety of Principal Fund - designed to offer protection of
principal while providing a reasonable rate of current
income. Through December 31, 1995, contributions to this
fund were invested in top quality, short-term, fixed-income
securities including U.S. Treasury and agency obligations,
guaranteed investment contracts, bank investment contracts<PAGE>
and certificates of deposit. On January 1, 1996, this fund
was replaced by the Morley Stable Value Fund, which invests
in guaranteed investment contracts.
2. Conservative Equity Fund - seeks long-term growth of capital
and income through investment in a portfolio of large-
capitalization common stocks designed to reflect the
investment performance of the Standard & Poor's 500
Composite Stock Price Index. Contributions to this fund are
currently invested in the Vanguard Index Trust 500
Portfolio. On January 1, 1996, the Conservative Equity Fund
was renamed the Vanguard Index Trust 500 Portfolio Fund.
3. Growth Equity Fund - invests in stocks of both well-known
and lesser-known companies with above average growth
potential. Through December 31, 1995, contributions to this
fund were invested in the Fidelity Magellan Fund. On
January 1, 1996, the Growth Equity Fund was replaced by the
Kaufmann Fund, which seeks capital appreciation through
investment in common stocks, convertible preferred stocks
and bonds.
4. Chiquita Capital Stock Fund - invests in capital stock of
the Company.
5. Chiquita Fixed Income Fund - invests in debt securities of
the Company. On January 1, 1996, this fund was replaced by
the Invesco Select Income Fund. This fund invests in debt
securities of which at least 50% are of medium investment
grade or higher as rated by established rating services.
Additionally, beginning January 1, 1996, participants may
contribute to the Fidelity Puritan Fund, which invests in a
diversified portfolio of debt and equity securities.
During 1992, the Chiquita Depositary Share Fund was
established in connection with the Company's issuance of
Mandatorily Exchangeable Cumulative Preference Stock, Series C,
represented by $1.32 depositary shares (the "Depositary Shares"),
in exchange for shares of its capital stock. In 1995, the
Depositary Shares converted back into shares of capital stock
which are maintained in the Chiquita Capital Stock Fund.
The Plan Administrative Committee (the "Plan Administrator")
may change any of the investment funds offered to participants at
its discretion.<PAGE>
At December 31, 1995, there were 990 participants in the
Plan. The number of participants in each of the respective funds
is presented below:
Safety of Principal Fund 449
Conservative Equity Fund 545
Growth Equity Fund 673
Chiquita Capital Stock Fund 957
Chiquita Fixed Income Fund 236
Vesting
Participants are always fully vested in their Employee
Accounts. Prior to July 1, 1995, participants generally vested
in Company contributions and related earnings at a rate of 20%
for each year of participation in the Plan. Effective July 1,
1995, Company contributions and the related earnings with respect
to each Plan year generally become vested at a rate of 20% for
each year of service to the Company. A participant also becomes
fully vested immediately at age 65 or as a result of retirement
on or after attaining age 65, death or disability.
The non-vested portions of a terminating participant's
Company Accounts are forfeited and used to reduce future Company
contributions.
Distributions, Withdrawals and Loans
A participant's contributions, including all income and loss
thereon, may be withdrawn only in limited circumstances, as
permitted by the Code.
Upon termination of service, participants may apply to
receive a distribution of the vested portion of their account
balance in a lump-sum amount or leave their account balance in
the Plan until age 65. Distributions consist of cash or Company
stock from the Chiquita Capital Stock Fund and Chiquita
Depositary Share Fund and cash from all other investment funds.
In addition, other forms of distribution are permitted for
participants' account balances from merged plans, including
qualified joint and survivor annuities and monthly installment
payments.
Participants may, with the approval of the Plan
Administrator, borrow amounts from certain of their accounts
subject to conditions and terms as set forth by the Plan
Administrator.<PAGE>
SIGNIFICANT ACCOUNTING POLICIES
Valuation of Investments
The Company's stock and debt securities are valued at the
last sales price reported on the composite tape on the day of
valuation. Loans to participants are valued at cost, which
approximates fair value. Other investments are valued at market.
Pending investment in each fund's primary investment vehicle,
investments are held in the Trustee's short-term investment fund
(in the form of cash and equivalents) and are valued at cost plus
accrued interest, which approximates market.
Securities Transactions
Purchases and sales of investments are recorded on a trade
date basis.
Dividend and Interest Income
Dividend income is recorded on the ex-dividend date and
interest income is recorded on an accrual basis.
Administrative Services
While it has no obligation to do so, the Company has
provided certain administrative services and has paid
professional fees for the benefit of the Plan.
TAXES
The Company has received from the IRS a determination that
the Plan constitutes a qualified plan under section 401 (a) of
the Code, and that its related Trust is exempt from taxes under
section 501 (a) of the Code. The Plan, as amended, is operating
in accordance with all current provisions of the Code and ERISA.
The Company has requested an updated letter of determination.
Pursuant to section 404 (a) of the Code, contributions made
by the Company under the Plan are deductible for income tax
purposes and Before-Tax Contributions made by the participant are
not subject to federal income tax in the year in which such
contributions are made. As long as the Plan is qualified, under
federal income tax laws and regulations, participants will not be
taxed on employer contributions or earnings on all amounts in
their Employee Accounts until such time as they receive a
distribution from the Plan, and the Plan will not be taxed on its
dividend and interest income or any capital gains realized by it
or any unrealized appreciation of investments within each fund.
Current tax law provides for special tax treatment, called
5-year averaging, for distributions made after December 31, 1986
(10-year averaging may still be available to participants who
meet certain transitional rule requirements) if the participant<PAGE>
has participated in the Plan for more than 5 years. A
participant may also be able to "roll over" a distribution to
another employer's benefit plan or an Individual Retirement
Account, subject to the limitations as set forth by the IRS.
FINANCIAL STATEMENTS VERSUS FORM 5500 FILING DIFFERENCE
The net assets available for benefits have not been reduced
for distributions payable to participants. As a result, net
assets available for benefits as reported in these financial
statements are greater than as reported on Form 5500 by
$1,388,192, $540,796 and $332,751 at December 31, 1995, 1994 and
1993, respectively. The net assets available for benefits as
reported on Form 5500 reflect a payable for distributions to
participants of the above amounts in accordance with Form 5500
filing instructions.<PAGE>
<TABLE>
<CAPTION>
SUMMARY OF NET ASSETS AVAILABLE FOR BENEFITS BY FUND
DECEMBER 31, 1994
Safety of Chiquita
Principal Conservative Growth Depositary
Fund Equity Fund Equity Fund Share Fund
<S> <C> <C> <C> <C>
Investments $ 5,581,703 $ 3,361,308 $ 6,074,495 $ 342,823
Contributions receivable:
Participant 13,590 13,164 42,431 206
Company
Accrued investment income 92,983 4 9
----------- ----------- ----------- -----------
Net assets available
for benefits at
December 31, 1994 $ 5,688,276 $ 3,374,476 $ 6,116,935 $ 343,029
=========== =========== =========== ===========
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31, 1994
Chiquita
Chiquita Fixed
Capital Income Loans to
Stock Fund Fund Participants Total
<S> <C> <C> <C> <C>
Investments $ 15,197,388 $ 815,727 $ 657,031 $ 32,030,475
Contributions receivable:
Participant 2,103 8,527 80,021
Company 103,111 103,111
Accrued investment income 380 13,225 106,601
------------ ------------ ------------ ------------
Net assets available
for benefits at
December 31, 1994 $ 15,302,982 $ 837,479 $ 657,031 $ 32,320,208
============ ============ ============ ============
/TABLE
<PAGE>
<TABLE>
<CAPTION>
SUMMARY OF NET ASSETS AVAILABLE FOR BENEFITS BY FUND
DECEMBER 31, 1995
Safety of Chiquita
Principal Conservative Growth Depositary
Fund Equity Fund Equity Fund Share Fund
<S> <C> <C> <C> <C>
Investments $ 5,644,362 $ 5,018,845 $ 8,730,928 $ 0
Contributions receivable:
Participant 8,572 20,105 39,588
Company
Accrued investment income 18,644 25 217
------------ ------------ ------------ ------------
Net assets available
for benefits at
December 31, 1995 $ 5,671,578 $ 5,038,975 $ 8,770,733 $ 0
============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31, 1995
Chiquita
Chiquita Fixed
Capital Income Loans to
Stock Fund Fund Participants Total
<S> <C> <C> <C> <C>
Investments $ 18,482,236 $ 871,704 $ 767,551 $ 39,315,626
Contributions receivable:
Participant 26,429 3,150 97,844
Company 120,190 120,190
Accrued investment income 916 1,236 21,038
------------ ------------ ------------ ------------
Net assets available
for benefits at
December 31, 1995 $ 18,629,771 $ 876,090 $ 767,551 $ 39,754,698
============ ============ ============ ============
/TABLE
<PAGE>
<TABLE>
<CAPTION>
SUMMARY OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY FUND
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
Safety of Chiquita
Principal Conservative Growth Depositary
Fund Equity Fund Equity Fund Share Fund
<S> <C> <C> <C> <C>
Net assets available for $ 6,723,018 $ 2,384,298 $ 3,968,349 $ 444,791
benefits at December 31, 1992
Investment income:
Dividends 77,684 514,295 35,850
Interest 264,071 514 585 43
Net appreciation (depreciation)
in fair value of investments (43,121) 192,481 520,416 (100,094)
Contributions:
Participant 580,676 471,329 664,531
Company, net
Rollovers 172,046 41,091 10,662
Distributions to participants (792,125) (423,248) (754,781) (16,215)
Transfer (to) from other funds (987,318) 417,879 714,282 9,635
------------ ------------ ------------ ------------
Net assets available for
benefits at December 31, 1993 5,917,247 3,162,028 5,638,339 374,010
</TABLE>
<TABLE>
<CAPTION>
Chiquita
Chiquita Fixed
Capital Income Loans to
Stock Fund Fund Participants Total
<S> <C> <C> <C> <C>
Net assets available for
benefits at December 31, 1992 $ 10,019,587 $ 706,771 $ 748,448 $ 24,995,262
Investment income:
Dividends 281,189 909,018
Interest 4,808 75,193 49,033 394,247
Net appreciation (depreciation)
in fair value of investments (3,413,386) 24,800 (2,818,904)
Contributions:
Participant 1,157,870 129,842 3,004,248
Company, net 3,108,767 3,108,767
Rollovers 1,231 225,030
Distributions to participants (793,969) (103,777) (2,884,115)
Transfer (to) from other funds (49,150) (57,743) (47,585) 0
------------ ------------ ------------ ------------
Net assets available for
benefits at December 31, 1993 10,316,947 775,086 749,896 26,933,553
/TABLE
<PAGE>
<TABLE>
<CAPTION>
SUMMARY OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY FUND
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
Safety of Chiquita
Principal Conservative Growth Depositary
Fund Equity Fund Equity Fund Share Fund
<S> <C> <C> <C> <C>
Net assets available for
benefits at December 31, 1993 5,917,247 3,162,028 5,638,339 374,010
Investment income:
Dividends 107,198 234,518 32,958
Interest 274,496 239 329 290
Net appreciation (depreciation)
in fair value of investments (36,874) (69,050) (356,465) 13,013
Contributions:
Participant 336,825 494,572 907,567
Company, net (56) (220) (683) (1,300)
Rollovers 2,190 28,517 38,802
Distributions to participants (604,971) (422,194) (643,883) (23,168)
Transfer (to) from other funds (200,581) 73,386 298,411 (52,774)
------------ ------------ ------------ -----------
Net assets available for
benefits at December 31, 1994 5,688,276 3,374,476 6,116,935 343,029
</TABLE>
<TABLE>
<CAPTION>
Chiquita
Chiquita Fixed
Capital Income Loans to
Stock Fund Fund Participants Total
<S> <C> <C> <C> <C>
Net assets available for
benefits at December 31, 1993 10,316,947 775,086 749,896 26,933,553
Investment income:
Dividends 187,882 562,556
Interest 8,580 67,750 42,900 394,584
Net appreciation (depreciation)
in fair value of investments 1,907,195 (54,406) 1,403,413
Contributions:
Participant 968,227 118,592 2,825,783
Company, net 2,843,357 (181) 2,840,917
Rollovers 8,499 61 78,069
Distributions to participants (903,036) (40,761) (80,654) (2,718,667)
Transfer (to) from other funds (34,669) (28,662) (55,111) 0
------------ ------------ ------------ ------------
Net assets available for
benefits at December 31, 1994 15,302,982 837,479 657,031 32,320,208
/TABLE
<PAGE>
<TABLE>
<CAPTION>
SUMMARY OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY FUND
YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993
Safety of Chiquita
Principal Conservative Growth Depositary
Fund Equity Fund Equity Fund Share Fund
<S> <C> <C> <C> <C>
Net assets available for
benefits at December 31, 1994 5,688,276 3,374,476 6,116,935 343,029
Investment income:
Dividends 113,231 506,284 25,231
Interest 300,044 124 275 67
Net appreciation
in fair value of investments 88,484 1,198,291 1,789,903 35,462
Contributions:
Participant 323,467 470,595 842,945
Company, net
Rollovers 9,908 3,843 32,704
Transfer of assets from merged plans 94,535
Distributions to participants (642,975) (293,707) (488,040) (25,615)
Transfer (to) from other funds (190,161) 172,122 (30,273) (378,174)
------------ ------------ ------------ ------------
Net assets available for
benefits at December 31, 1995 $ 5,671,578 $ 5,038,975 $ 8,770,733 $ 0
============ ============ ============ ============
</TABLE>
<TABLE>
<CAPTION> Chiquita
Chiquita Fixed
Capital Income Loans to
Stock Fund Fund Participants Total
<S> <C> <C> <C> <C>
Net assets available for
benefits at December 31, 1994 15,302,982 837,479 657,031 32,320,208
Investment income:
Dividends 215,751 860,497
Interest 9,636 89,499 47,248 446,893
Net appreciation
in fair value of investments 42,347 31,467 3,185,954
Contributions:
Participant 976,954 113,123 2,727,084
Company, net 2,971,962 2,971,962
Rollovers 33,941 769 81,165
Transfer of assets from merged plans 94,535
Distributions to participants (1,317,784) (84,044) (81,435) (2,933,600)
Transfer (to) from other funds 393,982 (112,203) 144,707 0
------------ ------------ ------------ ------------
Net assets available for
benefits at December 31, 1995 $ 18,629,771 $ 876,090 $ 767,551 $ 39,754,698
============ ============ ============ ============
/TABLE
<PAGE>
<TABLE>
<CAPTION> SCHEDULE 1
CHIQUITA SAVINGS AND INVESTMENT PLAN
ASSETS HELD FOR INVESTMENT**
DECEMBER 31, 1995
Current
Issue Description Cost Value
<S> <C> <C> <C>
* Chiquita Brands International,
Inc. capital stock, $.33
par value 1,341,166 shares $ 21,782,782 $ 18,441,033
Fidelity Magellan Fund 100,326 shares 6,620,385 8,626,006
* Chemical Bank - Temporary 5.64% at December 31,
Investment Fund 1995 6,684,355 6,684,355
Vanguard Index Trust 500
Portfolio Fund 87,133 shares 3,483,223 5,018,845
* Loans to Participants Interest rates range from
7.0% to 11.5%; maturities
range from 1 to 10 years 745,387 745,387
------------ ------------
$ 39,316,132 $ 39,515,626
============ ============
* Denotes party-in-interest
** This schedule includes those assets required to be reported under
Department of Labor regulations and Form 5500 Item 27(a).
/TABLE
<PAGE>
<TABLE>
<CAPTION>
SCHEDULE 2
CHIQUITA SAVINGS AND INVESTMENT PLAN
REPORTABLE TRANSACTIONS**
FOR THE YEAR ENDED DECEMBER 31, 1995
NUMBER PROCEEDS COST NET
DESCRIPTION OF TYPE OF OF SHARES PURCHASE FROM OF GAIN
INVESTMENTS TRANSACTION OR UNITS PRICE SALES ASSETS (LOSS)
<S> <C> <C> <C> <C> <C> <C>
Category 1 (individual transactions):
* Chiquita Brands
International,
Inc. capital stock In-kind 124,552 $1,712,590
* Chemical Bank - Temporary Purchase 2,092,983 2,092,983
Investment Fund Sale 2,054,712 $2,054,712 $2,054,712
U.S. Treasury Notes Purchase 2,000,000 2,037,500
Sale 2,000,000 2,124,776 2,037,500 $87,276
Sale 2,000,000 2,000,000 2,024,375 (24,375)
Category 2 (series of transactions other than securities transactions):
None
Category 3 (series of securities transactions):
* Chiquita Brands
International, Purchase/In-kind 347,792 5,204,032
Inc. capital stock Sale 122,008 1,974,342 2,136,237 (161,895)
Fidelity Magellan Fund Purchase 17,323 1,411,084
Sale 7,915 647,827 507,054 140,773
* Chemical Bank - Temporary Purchase 10,322,304 10,322,304
Investment Fund Sale 7,329,002 7,329,002 7,329,002
U.S. Treasury Notes Purchase 2,000,000 2,037,500
Sale 4,000,000 4,124,776 4,061,875 62,901
Category 4 (other transactions):
None
* Denotes party-in-interest
** This schedule reports those assets purchased and/or sold during the
current year that are in excess of 5% of the fair value of Plan
assets as of January 1, 1995 as required by Department of Labor
regulations and Form 5500 Item 27(d).
/TABLE
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the Plan)
have duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
CHIQUITA SAVINGS AND INVESTMENT PLAN
By:/s/ John Powers
John Powers, Secretary of the
Plan Administrative Committee
Date: June 24, 1996<PAGE>
Exhibit 1
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the
Registration Statements (Form S-8 Nos. 33-2241, 33-16801,
33-42733 and 33-56572) pertaining to the Chiquita Savings and
Investment Plan and in the related Prospectus of our report dated
June 24, 1996, with respect to the financial statements and
schedules of the Chiquita Savings and Investment Plan included in
this Annual Report (Form 11-K) for the year ended December 31,
1995.
/s/ ERNST & YOUNG LLP
Cincinnati, Ohio
June 24, 1996<PAGE>
