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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, 1994
OR
Transition Report Pursuant to Section 15(d) of the
--- Securities Exchange Act of 1934 for the
transition period from _________ to __________
Commission File # 1-4252
UIC 401(K) RETIREMENT SAVINGS PLAN
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(Full title of the plan)
UNITED INDUSTRIAL CORPORATION
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(Name of the issuer of the securities held pursuant to the plan)
United Industrial Corporation
18 East 48th Street
New York, New York 10017
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(Address of principal executive office)
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REQUIRED INFORMATION
Item 4.
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The financial statements and schedules of the UIC 401(k) Retirement
Savings Plan for the year ended December 31, 1994 (attached).
Exhibits
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23.1 Consent of Ernst & Young LLP.
NYFS11...:\95\78495\0001\1196\FRM6275N.12A
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Audited Financial Statements
UIC 401(k) Retirement Savings Plan
Years ended December 31, 1994 and 1993
with Report of Independent Auditors
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UIC 401(k) Retirement Savings Plan
Audited Financial Statements
Years ended December 31, 1994 and 1993
Contents
Report of Independent Auditors . . . . . . . . . . . . . 1
Financial Statements
Statements of Net Assets Available for Plan Benefits . . 2
Statements of Changes in Net Assets Available for Plan
Benefits . . . . . . . . . . . . . . . . . . . . . . . . 3
Notes to Financial Statements . . . . . . . . . . . . . 4
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Report of Independent Auditors
Administrative Committee
UIC 401(k) Retirement Savings Plan
We have audited the accompanying statements of net assets available
for plan benefits of the UIC 401(k) Retirement Savings Plan (the
"Plan") as of December 31, 1994 and 1993, and the related statements
of changes in net assets available for plan 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 plan
benefits of the plan at December 31, 1994 and 1993, and the changes in
its net assets available for plan benefits for the years then ended,
in conformity with generally accepted accounting principles.
/s/ Ernst & Young LLP
June 2, 1995
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<TABLE>
<CAPTION>
UIC 401(k) Retirement Savings Plan
Statements of Net Assets Available for Plan Benefits
December 31
1994 1993
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<S> <C> <C>
ASSETS
Investments, stated at fair value:
Fidelity Magellan Fund $16,558,075 $16,524,208
Fidelity Managed Income Portfolio 17,766,454 17,119,816
Fidelity Growth & Income Fund 2,988,589 2,194,421
Fidelity Retirement Government Money
Market Fund 721,253 710,697
Fidelity Contrafund 646,463 -
Fidelity Investment Grade Bond Fund 46,628 -
United Industrial Corporation Common
Stock 67,025 38,688
Participant loans 837,497 759,022
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39,631,984 37,346,852
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Cash - 750
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Net assets available for Plan
benefits $39,631,984 $37,347,602
=========== ===========
</TABLE>
See accompanying notes.
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<TABLE>
<CAPTION>
UIC 401(k) Retirement Savings Plan
Statements of Changes in Net Assets Available for Plan
Benefits
Year ended December 31
1994 1993
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<S> <C> <C>
ADDITIONS
Contributions $3,775,610 $4,281,490
Rollover contributions 84,510 187,109
Other - 938
Investment income:
Fidelity Magellan Fund 647,391 1,541,985
Fidelity Managed Income Portfolio 964,737 993,957
Fidelity Growth & Income Fund 201,597 113,437
Fidelity Retirement Government Money
Market Fund 27,156 18,811
Fidelity Contrafund - -
Fidelity Investment Grade Bond Fund 1,062 -
United Industrial Corporation Stock
Fund 2,860 1,804
Interest on loans to participants 65,487 63,701
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Total investment income 1,910,290 2,733,695
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5,770,410 7,203,232
DEDUCTIONS
Benefit payments 2,383,518 3,625,939
Net realized gain (loss) on investments (60,051) 251,912
Net unrealized appreciation
(depreciation) in aggregate fair value
of investments (1,042,459) 1,545,745
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Net increase 2,284,382 5,374,950
Net assets available for Plan benefits
at beginning of year 37,347,602 31,972,652
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Net assets available for Plan benefits
at end of year $39,631,984 $37,347,602
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</TABLE>
See accompanying notes.
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UIC 401(k) Retirement Savings Plan
Notes to Financial Statements
1. Significant Accounting Policies
Investments in the Fidelity Magellan Fund, Fidelity Growth & Income
Fund, Fidelity Managed Income Portfolio, Fidelity Retirement
Government Money Market Fund, Fidelity Contrafund and Fidelity
Investment Grade Bond Fund are reported at current redemption value.
The United Industrial Corporation Common Stock is reported at market
value, based on published market prices.
The change in the difference between cost and market value is
reflected in the statements of changes in net assets available for
plan benefits as net unrealized appreciation (depreciation) in the
aggregate fair value of investments. The net realized gain or loss on
investments is the difference between the proceeds and the specific
cost of the investments.
Rollover contributions represent transfers from other qualified
retirement plans.
Administrative expenses associated with the Plan, including the amount
paid to Fidelity Management Trust Co. for acting as custodian of the
investments of the Plan, were paid by the Company in 1994 and 1993.
2. Description of the Plan
The UIC 401(k) Retirement Savings Plan (the "Plan") is a defined
contribution plan. The purpose of the Plan is to encourage employees
to save regularly and to provide additional funds upon retirement.
All contributions are made by employees through payroll deductions and
submitted to Fidelity Management Trust Company Cash Reserve Fund, then
subsequently deposited in the investment option account(s) selected by
the employee. United Industrial Corporation (the "Company") is the
named fiduciary which controls and manages the operations of the Plan
and acts as Administrator.
All employees aged 21 or more who have completed six months of
continuous employment and worked over 1000 hours with the Company
(including its participating subsidiaries) are eligible to participate
in the Plan. Participating employees contribute to the Plan through
payroll deductions in amounts ranging from 2% to 15% of their earnings
up to a limit of $9,240 and $8,994 for 1994 and 1993, respectively.
Contributions to the Plan are invested in the available investment
options in accordance with the participants' elections. All employee
contributions to the Plan are immediately vested.
The Company has the right to terminate the Plan at any time. In the
event of a termination, the participants accounts shall be distributed
to them in cash or in property or in any combination of cash and
property.
Information about the Plan and the vesting and benefit provisions is
contained in the Summary Plan Description of the UIC 401(k) Retirement
Savings Plan. Copies are available from the Human Resources
Department of the Company.
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UIC 401(k) Retirement Savings Plan
Notes to Financial Statements (continued)
3. Investments
The fair value of individual investments that represent 5%
or more of the Plan's net assets available for Plan benefits
was as follows:
<TABLE>
<CAPTION>
December 31
1994 1993
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<S> <C> <C>
Fidelity Magellan Fund $16,558,075 $16,524,208
Fidelity Managed Income Portfolio 17,766,454 17,119,816
Fidelity Growth & Income Fund 2,988,589 2,194,421
</TABLE>
4. Income Tax Status
The Internal Revenue Service has determined and informed the
Company, that the Plan is qualified and the trust
established under the Plan is tax-exempt, under appropriate
sections of the Internal Revenue Code. The Plan has been
amended since receiving the determination letter. However,
the Plan Administrator 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 the related trust
was tax-exempt as of the financial statement date.
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UIC 401(k) Retirement Savings Plan
Notes to Financial Statements (continued)
<TABLE>
<CAPTION>
5. Statements of Net Assets Available for Plan Benefits with Fund Information
December 31, 1994
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Fidelity
Fidelity Retirement Fidelity Fidelity UIC
Fidelity Managed Government Growth & Investment Common
Magellan Income Money Income Fidelity Grade Bond Stock
Fund Portfolio Market Fund Fund Contrafund Fund Fund Loan Fund Total
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<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Investments at fair
value $16,558,075 $17,766,454 $721,253 $2,988,589 $646,463 $46,628 $67,025 - $38,794,487
Participant loans - - - - - - - $837,497 837,497
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Net assets available
for Plan benefits $16,558,075 $17,766,454 $721,253 $2,988,589 $646,463 $46,628 $67,025 $837,497 $39,631,984
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</TABLE>
<TABLE>
<CAPTION>
December 31, 1993
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Fidelity
Fidelity Retirement Fidelity
Fidelity Managed Government Growth &
Magellan Income Money Income UIC Common
Fund Portfolio Market Fund Fund Stock Fund Loan Fund Total
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<S> <C> <C> <C> <C> <C> <C> <C>
Investments at fair
value $16,524,208 $17,119,816 $710,697 $2,194,421 $38,688 - $36,587,830
Participant loans - - - - - $759,022 759,022
Cash - - - - 750 - 750
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Net assets available for
Plan benefits $16,524,208 $17,119,816 $710,697 $2,194,421 $39,438 $759,022 $37,347,602
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</TABLE>
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UIC 401(k) Retirement Savings Plan
Notes to Financial Statements (continued)
<TABLE>
<CAPTION>
6. Statements of Changes in Net Assets Available for Plan Benefits with Fund Information
Year ended December 31, 1994
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Fidelity
Fidelity Retirement Fidelity Fidelity UIC
Fidelity Managed Government Growth & Investment Common
Magellan Income Money Income Fidelity Grade Bond Stock Loan
Fund Portfolio Market Fund Fund Contrafund Fund Fund Fund Total
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<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS
Contributions $1,633,999 $1,384,307 $101,643 $529,581 $94,512 $13,558 $18,010 - $3,775,610
Rollover
Contributions 17,434 7,385 - - - - 453 $59,238 84,510
Investment
Income 647,391 964,737 27,156 201,597 - 1,062 2,860 65,487 1,910,290
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2,298,824 2,356,429 128,799 731,178 94,512 14,620 21,323 124,725 5,770,410
DEDUCTIONS
Benefit
payments (903,634) (1,139,240) (93,584) (182,109) (6,938) - (2,674) (55,339) (2,383,518)
Net realized
gain (loss) on
investments (54,420) - - (5,552) (787) - 708 - (60,051)
Net unrealized
appreciation
(depreciation)
in aggregate
fair value of
investments (887,068) - - (140,214) (7,671) (1,327) (6,179) - (1,042,459)
Interfund
transfers (419,835) (570,551) (24,659) 390,865 567,347 33,335 14,409 9,089 0
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Net increase
(decrease) 33,867 646,638 10,556 794,168 646,463 46,628 27,587 78,475 2,284,382
Net assets
available for
Plan benefits
at beginning
of year 16,524,208 17,119,816 710,697 2,194,421 - - 39,438 759,022 37,347,602
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Net assets
available
for Plan
benefits at
end of year $16,558,075 $17,766,454 $721,253 $2,988,589 $646,463 $46,628 $67,025 $837,497 $39,631,984
=======================================================================================================
</TABLE>
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UIC 401(k) Retirement Savings Plan
Notes to Financial Statements (continued)
<TABLE>
<CAPTION>
6. Statements of Changes in Net Assets Available for Plan Benefits with Fund Information (continued)
Year ended December 31, 1993
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Fidelity
Fidelity Retirement Fidelity UIC
Fidelity Managed Government Growth & Common
Magellan Income Market Income Stock
Fund Portfolio Fund Fund Fund Loan Fund Total
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<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS
Contributions $1,780,361 $1,908,019 $ 96,820 $474,255 $22,035 - $4,281,490
Rollover
Contributions 67,424 71,201 21,600 23,040 3,844 - 187,109
Other - - 657 342 - $ (61) 938
Investment Income 1,541,985 993,957 18,811 113,437 1,804 63,701 2,733,695
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3,389,770 2,973,177 137,888 611,074 27,683 63,640 7,203,232
DEDUCTIONS
Benefit payments (1,395,162) (1,873,356) (63,920) (256,351) (1,950) (35,200) (3,625,939)
Net realized gain
(loss) on investments 220,390 - - 36,769 (5,247) - 251,912
Net unrealized
appreciation
(depreciation) in
aggregate fair
value of
investments 1,413,068 - - 138,045 (5,368) - 1,545,745
Interfund transfers 345,815 (1,139,796) 30,272 686,830 5,563 71,316 -
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Net increase
(decrease) 3,973,881 (39,975) 104,240 1,216,367 20,681 99,756 5,374,950
Net assets available
for Plan benefits at
beginning of year 12,550,327 17,159,791 606,457 978,054 18,757 659,266 31,972,652
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Net assets available
for Plan benefits
at end of year $16,524,208 $17,119,816 $710,697 $2,194,421 $39,438 $759,022 $37,347,602
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</TABLE>
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the 401(k) Committee of the UIC 401(k) Retirement Savings Plan (the
"Plan"), which administers the Plan, has duly caused this annual
report to be signed on its behalf by the undersigned, thereunto duly
authorized, on the 30th day of June, 1995.
UIC 401(K) RETIREMENT SAVINGS PLAN
By: /s/ Paul J. Michaud
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Name: Paul J. Michaud
Title: Committee Member
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EXHIBIT INDEX
Exhibit No. Description
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23.1 Consent of Independent Auditors
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Exhibit 23.1
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration
Statement (Form S-8) pertaining to the UIC 401(k) Retirement Savings
Plan of United Industrial Corporation and in the related prospectus of
our report dated June 2, 1995, with respect to the financial
statements of the UIC 401(k) Retirement Savings Plan included in this
Annual Report (Form 11-K) for the year ended December 31, 1994.
/s/ Ernst & Young LLP
Baltimore, Maryland
June 26, 1995
