<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:
CHICAGO BRIDGE & IRON SAVINGS PLAN
c/o Chicago Bridge & Iron Company
1501 North Division Street
Plainfield, Illinois 60544
B. Name and issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Chicago Bridge & Iron Company, N.V.
Koningslaan 34
1075 AD Amsterdam
The Netherlands
SIGNATURE
The Plan, 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 29, 1998
CHICAGO BRIDGE & IRON SAVINGS PLAN
By: /s/ Robert G. Douglass
Robert G. Douglass
<PAGE> 2
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of the
Chicago Bridge & Iron
Savings Plan:
We have audited the accompanying statement of net assets available for Plan
benefits of the CHICAGO BRIDGE & IRON SAVINGS PLAN as of December 31, 1997, and
the related statement of changes in net assets available for Plan benefits for
the year then ended. These financial statements and schedules referred to
below are the responsibility of the Plan's management. Our responsibility is
to express an opinion on these financial statements and schedules based on our
audit.
We conducted our audit 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 audit provides 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 the changes in net assets available for benefits for the
year ended December 31, 1997, in conformity with generally accepted accounting
principles.
Our audit was 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, loans or fixed income obligations 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 Fund Information in the statement of changes in net assets available
for benefits is presented for purposes of additional analysis rather than to
present the statement of changes in net assets available for plan benefits of
each fund. The supplemental schedules and the Fund Information have been
subjected to the auditing procedures applied in the audit 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
Chicago, Illinois
June 24, 1998
<PAGE> 3
CHICAGO BRIDGE & IRON
SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AS OF DECEMBER 31, 1997
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
<TABLE>
<S> <C>
ASSETS:
Investments at fair value-
T. Rowe Price Mutual Funds-
Spectrum Income Fund $ 4,507,283
Balanced Fund 38,917,070
Blue Chip Growth Fund 24,253,867
Equity Income Fund 39,879,428
Equity Index 500 Fund 9,657,482
Prime Reserve Fund 9,913,429
Stable Value Fund 4,514,411
Other Stock Funds 12,206,271
Guaranteed Interest Contracts-
Principal Five-Year Guaranteed Interest Contract 440,134
Principal Seven-Year Guaranteed Interest Contract 4,164,592
Participant loans--Loan Fund 1,787,249
------------
Total investments 150,241,216
------------
Receivables-
Company contributions 4,116,476
Participant contributions 24,268
------------
Total receivables 4,140,744
------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $154,381,960
============
</TABLE>
The accompanying notes to financial statements and supplemental
schedules are an integral part of this statement.
<PAGE> 4
CHICAGO BRIDGE & IRON
SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1997
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
<TABLE>
<CAPTION>
SPECTRUM BLUE CHIP EQUITY EQUITY PRIME STABLE
INCOME BALANCED GROWTH INCOME INDEX 500 RESERVE VALUE
FUND FUND FUND FUND FUND FUND FUND
---------- ----------- ----------- ----------- ---------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 334,296 $ 1,609,223 $ 200,735 $ 4,031,415 $ 199,618 $ 617,959 $ 128,186
Net appreciation on investments 183,536 5,232,689 5,000,222 5,172,758 1,731,951 0 0
---------- ----------- ----------- ----------- ---------- ----------- ----------
Total net investment income 517,832 6,841,912 5,200,957 9,204,173 1,931,569 617,959 128,186
---------- ----------- ----------- ----------- ---------- ----------- ----------
Contributions-
Participants 274,665 981,319 1,262,561 1,223,474 541,227 329,343 433,681
Company 121,577 362,965 546,006 451,596 231,321 147,238 603,598
---------- ----------- ----------- ----------- ---------- ----------- ----------
Total contributions 396,242 1,344,284 1,808,567 1,675,070 772,548 476,581 1,037,279
---------- ----------- ----------- ----------- ---------- ----------- ----------
Deductions-
Distributions paid to participants (540,654) (4,192,964) (1,425,380) (4,362,751) (390,997) (4,292,057) (248,065)
Administrative expenses (384) (677) (1,581) (651) (1,182) (488) (358)
---------- ----------- ----------- ----------- ---------- ----------- ----------
Total deductions (541,038) (4,193,641) (1,426,961) (4,363,402) (392,179) (4,292,545) (248,423)
---------- ----------- ----------- ----------- ---------- ----------- ----------
Loans and net interfund transfers-
Loan withdrawals (104,188) (522,787) (348,070) (434,504) (136,249) (161,726) (42,808)
Loan principal repayments 9,212 79,975 51,726 57,094 22,455 10,903 59,519
Interfund transfers (370,176) (3,663,277) (157,912) (247,650) 2,407,392 (1,671,549) 3,113,468
---------- ----------- ----------- ----------- ---------- ----------- ----------
Total loans and net interfund
transfers (465,152) (4,106,089) (454,256) (625,060) 2,293,598 (1,822,372) 3,130,179
---------- ----------- ----------- ----------- ---------- ----------- ----------
Transfers from other plan 4,599,399 39,030,604 19,125,560 33,988,647 5,051,946 14,933,806 467,190
---------- ----------- ----------- ----------- ---------- ----------- ----------
Net increase 4,507,283 38,917,070 24,253,867 39,879,428 9,657,482 9,913,429 4,514,411
NET ASSETS AVAILABLE FOR PLAN
BENEFITS:
Beginning of year 0 0 0 0 0 0 0
---------- ----------- ----------- ----------- ---------- ----------- ----------
End of year $4,507,283 $38,917,070 $24,253,867 $39,879,428 $9,657,482 $ 9,913,429 $4,514,411
========== =========== =========== =========== ========== =========== ==========
<CAPTION>
GUARANTEED INTEREST CONTRACTS
----------------------------------
OTHER PRINCIPAL PRINCIPAL PRINCIPAL
STOCK TWO-YEAR FIVE-YEAR SEVEN-YEAR PARTICIPANT ACCRUED
FUNDS TERM TERM TERM LOANS RECEIVABLES TOTAL
----------- --------- --------- ---------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C>
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 717,907 $ 39,890 $ 29,485 $ 303,972 $ 37,657 $ 0 $ 8,250,343
Net appreciation on investments 184,656 0 0 0 0 0 17,505,812
----------- --------- -------- ---------- ---------- ---------- ------------
Total net investment income 902,563 39,890 29,485 303,972 37,657 0 25,756,155
----------- --------- -------- ---------- ---------- ---------- ------------
Contributions-
Participants 1,044,628 0 0 0 0 24,268 6,115,166
Company 431,074 0 0 0 0 4,116,476 7,011,851
----------- --------- -------- ---------- ---------- ---------- ------------
Total contributions 1,475,702 0 0 0 0 4,140,744 13,127,017
----------- --------- -------- ---------- ---------- ---------- ------------
Deductions-
Distributions paid to participants (736,525) (46,762) (14,778) (281,376) 0 0 (16,532,309)
Administrative expenses (786) (452) (121) (918) 0 0 (7,598)
----------- --------- -------- ---------- ---------- ---------- ------------
Total deductions (737,311) (47,214) (14,899) (282,294) 0 0 (16,539,907)
----------- --------- -------- ---------- ---------- ---------- ------------
Loans and net interfund transfers-
Loan withdrawals (167,131) (44,621) (10,452) (111,666) 2,192,393 0 108,191
Loan principal repayments 34,727 0 0 0 (433,802) 0 (108,191)
Interfund transfers 1,707,523 (902,753) (10,102) (195,965) (8,999) 0 0
----------- --------- -------- ---------- ---------- ---------- ------------
Total loans and net interfund
transfers 1,575,119 (947,374) (20,554) (307,631) 1,749,592 0 0
----------- --------- -------- ---------- ---------- ---------- ------------
Transfers from other plan 8,990,198 954,698 446,102 4,450,545 0 0 132,038,695
----------- --------- -------- ---------- ---------- ---------- ------------
Net increase 12,206,271 0 440,134 4,164,592 1,787,249 4,140,744 154,381,960
NET ASSETS AVAILABLE FOR PLAN
BENEFITS:
Beginning of year 0 0 0 0 0 0 0
----------- --------- -------- ---------- ---------- ---------- ------------
End of year $12,206,271 $ 0 $440,134 $4,164,592 $1,787,249 $4,140,744 $154,381,960
=========== ========= ======== ========== ========== ========== ============
</TABLE>
The accompanying notes to financial statements and supplemental schedules are
an integral part of this statement.
<PAGE> 5
CHICAGO BRIDGE & IRON
SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
DECEMBER 31, 1997
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
1. DESCRIPTION OF THE PLAN AND INVESTMENT PROGRAM
The following describes the major provisions of the Chicago Bridge & Iron
Savings Plan (the "Plan") and provides only general information.
Participants should refer to the Plan document for a more complete
description of the Plan's provisions.
GENERAL
The Plan is a defined contribution plan in which employees of the Chicago
Bridge & Iron Company and its wholly owned subsidiaries (the "Company") are
eligible to participate in the Plan. The Plan is an amendment and
restatement, effective January 1, 1997, of the CBI 401(k) Pay Deferral Plan,
sponsored prior to that date by Chicago Bridge Holdings, Inc., a former
affiliate of the Company. Effective January 1, 1997, that prior plan was
merged with the CBI Hourly Employees' Savings Plan, a plan covering certain
hourly paid employees of the Company and its subsidiaries. The merged plan
was renamed and restated, and became sponsored by the Company. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of
1974 ("ERISA").
T. Rowe Price Trust Company (the "Trustee") serves as trustee. Record
keeper for the Plan, under a contract with the Company, is T. Rowe Price
Retirement Plan Services, Inc. All of the investment options are managed by
T. Rowe Price Associates, Inc., except for the Stable Value Fund and the
International Stock Fund, and certain guaranteed interest contracts
("GIC's") held for the former CBI Hourly Employees' Savings Plan. Those
GIC's are held and managed by Principal Mutual Life Insurance Company, or
one of its affiliates, pursuant to the GIC which was the underlying
investment arrangement of that plan. (See the notes below on the Plan's
investment options.) The Stable Value fund, a common trust fund, is managed
by T. Rowe Price Trust Company, an affiliate of T. Rowe Price Associates,
Inc. The International Stock Fund is managed by Rowe Price-Fleming
International, Inc., a joint venture between T. Rowe Price Associates, Inc.,
and Robert Fleming Holdings Ltd. of London.
PARTICIPANT AND COMPANY CONTRIBUTIONS
Effective January 1, 1997, the CBI Hourly Employees' Savings Plan was merged
into the Plan. Substantially all of the assets were merged on January 6,
1997. The merged assets of the new Plan totaled $132,038,695.
The Plan is a combination profit-sharing/401(k) voluntary salary deferral
plan. The Company automatically contributes 5% of considered compensation,
up to IRS limits on compensation,
<PAGE> 6
-2-
for each eligible participant following the end of the Plan year for which
the contribution is made, or, for certain defined eligible hourly employees,
$1.00 per hour worked, contributed at the time of each payroll for such
employees throughout the year. Participants may contribute amounts on a
pretax deferred basis from a minimum of 1% to a maximum percent of
compensation subject to the dollar limits set by the IRS, or lower
percentage limits set by the Company in advance of a given Plan year.
Participants may elect to change their contribution percentages at any time
in advance of the next payroll period.
The Company contributes a dollar-for-dollar match of the participants'
annual 401(k) savings, up to the first 3% of the compensation the
participant elects to contribute.
INVESTMENT OPTIONS
The investment fund options are as follows:
SPECTRUM INCOME FUND takes a diversified approach to high income. It
may invest in five T. Rowe Price domestic bond funds, two international
bond funds, a money market fund, and an income-oriented stock fund.
BALANCED FUND seeks long-term growth and income. It invests
approximately 60% in stocks and 40% in bonds.
BLUE CHIP GROWTH FUND seeks long-term growth. It invests in large and
medium sized blue chip growth companies.
EQUITY INCOME FUND seeks high income and long-term growth. It invests
in stocks that pay above-average dividends.
EQUITY INDEX 500 FUND seeks long-term growth and income. It invests in
the 500 stocks that make up the S&P 500 Index.
PRIME RESERVE FUND invests in high-quality money market securities,
including U.S. Treasury bills. This fund is neither insured nor
guaranteed by the U.S. Government.
STABLE VALUE FUND invests in investment contracts issued by high-quality
insurance companies and banks. It is neither insured nor guaranteed by
the U.S. Government.
OTHER STOCK FUNDS:
INTERNATIONAL STOCK FUND seeks long-term growth by investing in
established non-U.S. companies.
SPECTRUM GROWTH FUND takes a diversified approach to long-term
growth and income. It may invest in seven T. Rowe Price U.S. stock
funds, one international stock fund, and one money market fund.
NEW HORIZONS FUND is an aggressive fund that seeks high long-term
growth. It invests in small-company stocks and takes a growth
approach to investing.
LOAN FUND maintains the balance of participant loans outstanding.
<PAGE> 7
-3-
GIC's
Amounts that were invested, prior to January 1, 1997, in GIC's at
Principal Mutual under the former CBI Hourly Employees' Savings Plan
will remain so invested until the GIC matures or all of the respective
participants elect to exchange GIC amounts for one of the above funds.
No new contributions or transfers of account balances may be reinvested
in GIC's.
VESTING
Participants' interest in their accounts are fully vested at all times with
regard to their voluntary deferrals, Company matching and the Company
contribution of $1.00 per hour those affected hourly employees.
Participants' interest in the Company's 5% annual contributions vest 100%
after five years of service with the Company, which includes service prior
to January 1, 1997. Participants who terminate their participation in the
Plan due to retirement, disability, death or work-force reduction are
granted full vesting in Company contributions.
PARTICIPANT LOANS
Participants may borrow up to 50% of their vested account balance, up to
$50,000, with a minimum loan amount of $1,000, from the vested portion of
their accounts. No more than one loan may be outstanding from a
participant's account at any time. Loans bear interest at the prime rate
plus 1% and are repayable over a period not to exceed five years; fifteen
years for a principal residence loan. Any amount borrowed is deducted from
the participant's total account balance, pro rata from the other funds in
which the account is invested, and repayments of principal and interest are
credited accordingly when and as repaid in the funds in which the
participant's then-voluntary deferrals, if any, are being invested.
BENEFITS
Upon termination of employment, participants may receive a lump-sum payment
of their account balances, subject to the vesting provisions described
above. Additional optional payment forms, including a qualified joint and
survivor annuity, are available at the election of the participant.
FORFEITURES
Forfeitures, representing the unvested portion of the Company's
contributions, amounting to $2,968 as of December 31, 1997, will be used to
reduce future Company contributions pursuant to the terms of the Plan.
2. SUMMARY OF ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The accompanying financial statements of the Plan were prepared on the
accrual basis of accounting.
<PAGE> 8
-4-
USE OF ESTIMATES
The preparation of 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 revenues and expenses during the
reporting period. Actual results could differ from those estimates.
INVESTMENT VALUATION AND INCOME RECOGNITION
Investments are reported at fair values based on quoted market prices of the
underlying securities in which each fund invests. Investments in Guaranteed
Investment Contracts are also reported at fair value, as required by AICPA
Statement of Position 94-4.
Purchases and sales of securities are recorded on a trade date basis.
Interest income is recorded on an accrual basis. Dividend income is
recorded on the ex-dividend date.
NET APPRECIATION/DEPRECIATION
Net appreciation/depreciation on investments is based on the value of the
assets at the beginning of the year or at the date of purchase during the
year, rather than the original cost at the time of purchase. The total
realized appreciation on investments sold during 1997 was $2,361,171. The
total unrealized appreciation on investments during 1997 was $15,144,109.
3. ADMINISTRATION
All funds are deposited with and held for safekeeping by the Trustee under a
trust agreement with the Company. The trust agreement provides, among other
things, that the Trustee shall keep accounts of all trust transactions and
report them periodically to the Company. Investment decisions, within the
guidelines of the investment funds, are made by the Trustee and investment
managers. The Trustee may use an independent agent to effect purchases and
sales of common stock of the Company for the CB&I Stock Fund. Other
administrative services, such as participant record keeping, are performed
by the Trustee.
4. ADMINISTRATIVE EXPENSES
Investment management fees, trustee fees, agent fees and brokerage
commissions are paid by the Plan. Other outside professional and
administrative services are paid or provided by the Company.
5. PARTY-IN-INTEREST TRANSACTIONS
The Trustee is a party-in-interest according to Section 3(14) of ERISA. The
Trustee serves as Plan fiduciary, investment manager and custodian to the
Plan. As defined by ERISA, any person or organization which provides these
services to the Plan is a related party-in-interest. In 1997, fees paid to
the Trustee were $7,598.
<PAGE> 9
-5-
6. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate
the Plan subject to the provisions of ERISA. In the event of Plan
termination, participants will become 100% vested in their accounts
regardless of the period of service.
7. TAX STATUS
The Plan administrator intends to file with the Internal Revenue Service for
favorable determination letter during 1998. The Plan administrator believes
the Plan to be a qualified plan under Section 401(a) of the Internal Revenue
Code (the "Code"), and the trust is intended to be exempt from federal
income tax under Section 501(a) of the Code.
8. SUBSEQUENT EVENTS
The Plan has offered its participants the option to invest in the CB&I Stock
Fund beginning in 1998. This fund is invested solely in the publicly traded
common stock of the Company's parent company, Chicago Bridge & Iron Company
N.V., a Dutch holding company.
<PAGE> 10
SCHEDULE I
CHICAGO BRIDGE & IRON SAVINGS PLAN
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
<TABLE>
<CAPTION>
IDENTITY OF ISSUER, BORROWER, CURRENT
LESSOR OR SIMILAR PARTY DESCRIPTION OF INVESTMENT COST VALUE
- ----------------------------- --------------------------------- ------------ ------------
<S> <C> <C> <C>
Principal Mutual Life
Insurance Company Guaranteed Interest Fund--5 year $ 440,134 $ 440,134
Principal Mutual Life
Insurance Company Guaranteed Interest Fund--7 year 4,164,492 4,164,592
*T. Rowe Price Pooled Separate Account--Spectrum
Income Fund 4,360,298 4,507,283
*T. Rowe Price Pooled Separate Account--Balanced
Fund 34,368,721 38,917,070
*T. Rowe Price Pooled Separate Account--Blue
Chip Growth Fund 19,711,801 24,253,867
*T. Rowe Price Pooled Separate Account--Equity
Income Fund 35,453,679 39,879,428
*T. Rowe Price Pooled Separate Account--Equity
Index 500 Fund 8,118,701 9,657,482
*T. Rowe Price Pooled Separate Account--Prime
Reserve Fund 9,913,429 9,913,429
*T. Rowe Price Pooled Separate Account--Stable
Value Fund 4,514,411 4,514,411
*T. Rowe Price Pooled Separate Account--
International Stock Fund 7,145,066 6,898,707
*T. Rowe Price Pooled Separate Account--Spectrum
Growth Fund 2,701,756 2,761,016
*T. Rowe Price Pooled Separate Account--New
Horizons Fund 2,417,271 2,546,548
Participant loans Interest rate: 7.5%-12.5% 0 1,787,249
------------ ------------
Total $133,309,759 $150,241,216
============ ============
</TABLE>
*Represents a party in interest.
The accompanying notes to financial statements and supplemental
schedules are an integral part of this schedule.
<PAGE> 11
SCHEDULE II
CHICAGO BRIDGE & IRON
SAVINGS PLAN
ITEM 27b--SCHEDULE OF LOANS OR FIXED INCOME OBLIGATIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
<TABLE>
<CAPTION>
AMOUNT RECEIVED DETAILED DESCRIPTION OF THE LOAN INCLUDING
DURING THE DATES OF MAKING AND MATURITY, INTEREST
ORIGINAL REPORTING YEAR UNPAID RATE, THE TYPE AND VALUE OF COLLATERAL, ANY
IDENTITY AND ADDRESS AMOUNT ------------------- BALANCE AT RENEGOTIATION OF THE LOAN AND THE TERMS OF
OF OBLIGOR OF LOAN PRINCIPAL INTEREST DEC.31,1997 THE RENEGOTIATION AND OTHER MATERIAL ITEMS
- ----------------------------- -------- --------- -------- ----------- ---------------------------------------------
<S> <C> <C> <C> <C> <C>
Dean E. Heffelfinger
410 Heritage Lane
Nazareth, Pennsylvania 18064 $4,155 $0 $0 $4,155 Interest rate--10%; maturity date--12/15/00
Milton E. Smith
2416 Jewett Drive
Richmond, Virginia 23228 5,672 0 0 5,672 Interest rate--10%; maturity date--09/15/00
Geneva I. Williams-Street
367 North Avers Interest rates--7.5%-10.5%; maturity dates--
Chicago, Illinois 60624 6,559 0 0 6,559 10/15/97-05/15/01
John Lopez
6110 Viceroy Way
Citrus Heights, California 95610 5,331 0 0 5,331 Interest rate--8.75%; maturity date--01/15/00
======== ========= ======== =========== =============================================
<CAPTION>
AMOUNT OVERDUE
IDENTITY AND ADDRESS -------------------
OF OBLIGOR PRINCIPAL INTEREST
- ------------------------------ --------- --------
<S> <C> <C>
Dean E. Heffelfinger
410 Heritage Lane
Nazareth, Pennsylvania 18064 $4,155 $0
Milton E. Smith
2416 Jewett Drive
Richmond, Virginia 23228 5,672 0
Geneva I. Williams-Street
367 North Avers
Chicago, Illinois 60624 6,559 0
John Lopez
6110 Viceroy Way
Citrus Heights, California 95610 5,331 0
========= ========
</TABLE>
*Indicates a party in interest.
The accompanying notes to financial statements and supplemental schedules are
an integral part of this schedule.
<PAGE> 12
SCHEDULE III
CHICAGO BRIDGE & IRON
SAVINGS PLAN
ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
<TABLE>
<CAPTION>
AGGREGATE PURCHASES AGGREGATE SALES
----------------------- ---------------------------------------
NUMBER OF NUMBER OF
DESCRIPTION TRANSACTIONS AMOUNT TRANSACTIONS PROCEEDS COST GAIN
- --------------------- ------------ ------ ------------ -------- ------ ------
<S> <C> <C> <C> <C> <C> <C>
None
</TABLE>
The accompanying notes to financial statements and supplemental schedules are
an integral part of this schedule.
<PAGE> 1
EXHIBIT 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the use of our report
included in this registration statement and to the incorporation by reference in
this registration statement of our report dated June 24, 1998, included in the
Chicago Bridge & Iron Savings Plan's Form 11-K for the year ended December 31,
1997, and to all references to our firm included in this registration statement.
ARTHUR ANDERSEN LLP
Chicago, Illinois
June 24, 1998
