<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, 1998
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 21, 1999
CHICAGO BRIDGE & IRON SAVINGS PLAN
By: /s/ Robert G. Douglass
<PAGE> 2
CHICAGO BRIDGE & IRON
SAVINGS PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
AS OF DECEMBER 31, 1998 AND 1997
TOGETHER WITH AUDITORS' REPORT
EMPLOYER IDENTIFICATION NUMBER 06-1477022
PLAN NUMBER 001
<PAGE> 3
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of the
Chicago Bridge & Iron Savings Plan:
We have audited the accompanying statements of net assets available for Plan
benefits of the CHICAGO BRIDGE & IRON SAVINGS PLAN as of December 31, 1998 and
1997, and the related statement of changes in net assets available for Plan
benefits for the year ended December 31, 1998. These financial statements and
supplemental schedules referred to below are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements and supplemental schedules based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
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 as of
December 31, 1998 and 1997, and the changes in net assets available for Plan
benefits for the year ended December 31, 1998, 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, 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 Plan 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 audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
ARTHUR ANDERSEN LLP
ARTHUR ANDERSEN LLP
Chicago, Illinois
June 21, 1999
<PAGE> 4
CHICAGO BRIDGE & IRON
SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AS OF DECEMBER 31, 1998 AND 1997
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
<TABLE>
<CAPTION>
1998 1997
---- ----
<S> <C> <C>
ASSETS:
Investments at fair value-
T. Rowe Price Mutual Funds-
Spectrum Income Fund $ 5,314,994 $ 4,507,283
Balanced Fund 43,049,171 38,917,070
Blue Chip Growth Fund 32,055,012 24,253,867
Equity Income Fund 38,337,194 39,879,428
Equity Index 500 Fund 17,846,877 9,657,482
Prime Reserve Fund 11,233,505 9,913,429
Other Stock Funds 21,607,688 16,720,682
Chicago Bridge & Iron Stock Fund 912,346 0
Guaranteed Interest Contracts-
Principal Five-Year Guaranteed Interest Contract 0 440,134
Principal Seven-Year Guaranteed Interest Contract 3,743,776 4,164,592
Participant loans--Loan Fund 2,227,249 1,787,249
------------ ------------
Total investments 176,327,812 150,241,216
------------ ------------
Receivables-
Company contributions 4,638,071 4,116,476
Participant contributions 22,818 24,268
------------ ------------
Total receivables 4,660,889 4,140,744
------------ ------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $180,988,701 $154,381,960
============ ============
</TABLE>
The accompanying notes to financial statements and supplemental schedules are an
integral part of these statements.
<PAGE> 5
CHICAGO BRIDGE & IRON
SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
DECEMBER 31, 1998 AND 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 designated employees of
Chicago Bridge & Iron Company and certain of 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 CBI 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. 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. The record
keeper for the Plan, under a contract with the Company, is T. Rowe Price
Retirement Plan Services, Inc ("RPS"). All of the investment options are
managed by T. Rowe Price Associates, Inc. ("Associates"), 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 the Trustee, an affiliate of Associates. The
International Stock Fund is managed by Rowe Price-Fleming International,
Inc., a joint venture between Associates and Robert Fleming Holdings Ltd.
of London.
PARTICIPANT AND COMPANY CONTRIBUTIONS
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, 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
<PAGE> 6
-2-
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 that 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.
OTHER STOCK FUNDS-
INTERNATIONAL STOCK FUND seeks high 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.
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. It is not a
mutual fund, but a common trust fund under Maryland banking
law.
CHICAGO BRIDGE & IRON STOCK FUND ("CB&I Stock 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> 7
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GUARANTEED INTEREST CONTRACTS
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 contributions
and the Company contribution of $1.00 per hour for 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 $1,064 as of December 31, 1998, 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
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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.
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 RPS.
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 1998, fees
paid to the Trustee were $6,300.
<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 Internal Revenue Service has determined and informed the Company by a
letter dated July 14, 1995, that the Plan and related trust are designed
in accordance with applicable sections of the Internal Revenue Code (the
"Code"). The Plan was amended and restated as of January 1, 1997,
subsequent to receiving the determination letter. However, the Plan
administrator believes the Plan to be a qualified plan under Section
401(a) of the Code, and the related trust to be exempt from federal income
tax under Section 501(a) of the Code. The plan administrator intends to
file for a favorable determination letter with the Internal Revenue
Service during 1999.
<PAGE> 10
SCHEDULE I
CHICAGO BRIDGE & IRON SAVINGS PLAN
ITEM 27A--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1998
(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--7 year $ 3,743,776 $ 3,743,776
Mutual Funds-
*T. Rowe Price Spectrum Income Fund 5,391,185 5,314,994
*T. Rowe Price Balanced Fund 38,572,318 43,049,171
*T. Rowe Price Blue Chip Growth Fund 25,962,067 32,055,012
*T. Rowe Price Equity Income Fund 38,072,517 38,337,194
*T. Rowe Price Equity Index 500 Fund 14,907,629 17,846,877
*T. Rowe Price Prime Reserve Fund 11,233,505 11,233,505
*T. Rowe Price Stable Value Fund 7,360,897 7,360,897
*T. Rowe Price International Stock Fund 6,625,582 7,275,481
*T. Rowe Price Spectrum Growth Fund 3,404,393 3,462,664
*T. Rowe Price New Horizons Fund 3,490,482 3,508,646
*Chicago Bridge & Iron Company N. V. Common Stock 828,605 912,346
*Participant loans Interest rate, 7.5%-12.5% 0 2,227,249
------------ ------------
Total $159,592,956 $176,327,812
============ ============
</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, 1998
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
<TABLE>
<CAPTION>
AMOUNT RECEIVED
ORIGINAL DURING THE UNPAID
IDENTITY AND ADDRESS AMOUNT REPORTING YEAR BALANCE AT
OF OBLIGOR OF LOAN PRINCIPAL INTEREST DEC.31,1998
---------- ------- --------- -------- -----------
<S> <C> <C> <C> <C>
Various participants $7,704 $172 $60 $7,107
DETAILED DESCRIPTION OF THE LOAN INCLUDING
DATES OF MAKING AND MATURITY, INTEREST
RATE, THE TYPE AND VALUE OF COLLATERAL, ANY
RENEGOTIATION OF THE LOAN AND THE TERMS OF AMOUNT OVERDUE
THE RENEGOTIATION AND OTHER MATERIAL ITEMS PRINCIPAL INTEREST
------------------------------------------ --------- --------
<S> <C> <C>
Interest rate--7.5% to 9.5%;
Maturity dates--11/8/99 to 5/31/01 $3,084 $691
</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
<TABLE>
<CAPTION>
AGGREGATE PURCHASES AGGREGATE SALES
------------------- ---------------
NUMBER OF NUMBER OF
DESCRIPTION TRANSACTIONS AMOUNT TRANSACTIONS PROCEEDS COST GAIN
- ----------- ------------ ------ ------------ -------- ---- ----
<S> <C> <C> <C> <C> <C> <C>
</TABLE>
None
The accompanying notes to financial statements and supplemental schedules are
an integral part of this schedule.
<PAGE> 13
CHICAGO BRIDGE & IRON
SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1998
(EMPLOYER IDENTIFICATION NUMBER 06-1477022, PLAN NUMBER 001)
<TABLE>
<CAPTION>
SPECTRUM EQUITY
INCOME BALANCED BLUE CHIP INCOME
FUND FUND FUND FUND
----------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 407,994 $ 1,328,784 $ 548,785 $ 3,024,775
Net appreciation on investments (94,561) 4,741,054 6,646,605 456,059
----------- ----------- ----------- ------------
Total net investment income 313,433 6,069,838 7,195,390 3,480,834
----------- ----------- ----------- ------------
Contributions-
Participants 304,653 983,464 1,655,593 1,369,458
Company 276,690 949,425 1,445,188 1,261,965
----------- ----------- ----------- ------------
Total contributions 581,343 1,932,889 3,100,781 2,631,423
----------- ----------- ----------- ------------
Deductions-
Distributions paid to participants (605,042) (2,033,896) (1,941,083) (1,880,256)
Administrative expenses (246) (530) (1,530) (522)
----------- ----------- ----------- ------------
Total deductions (605,288) (2,034,426) (1,942,613) (1,880,778)
----------- ----------- ----------- ------------
Loans and net interfund transfers-
Loan withdrawals (48,145) (188,684) (289,778) (157,842)
Loan principal repaymen 17,206 126,819 127,534 85,697
Interfund transfers 549,162 (1,774,335) (390,169) (5,701,568)
----------- ----------- ----------- ------------
Total loans and net interfund transfers 518,223 (1,836,200) (552,413) (5,773,713)
----------- ----------- ----------- ------------
Net increase (decrease) 807,711 4,132,101 7,801,145 (1,542,234)
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year 4,507,283 38,917,070 24,253,867 39,879,429
----------- ----------- ----------- ------------
End of year $ 5,314,994 $43,049,171 $32,055,012 $ 38,337,194
=========== =========== =========== ============
<CAPTION>
GUARANTEED
INTEREST CONTRACTS
-----------------------------
EQUITY PRIME OTHER CB&I PRINCIPAL
INDEX 500 RESERVE STOCK STOCK FIVE-YEAR
FUND FUND FUNDS FUND TERM
----------- ----------- ----------- ------------ --------
<S> <C> <C> <C> <C> <C>
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 225,798 $ 531,210 $ 1,152,775 $ 7,127 $ 27,067
Net appreciation on investments 3,160,636 0 881,503 97,429 0
----------- ----------- ----------- ------------ --------
Total net investment income 3,386,434 531,210 2,034,278 104,556 27,067
----------- ----------- ----------- ------------ --------
Contributions-
Participants 895,738 359,378 1,581,500 31,337 0
Company 696,376 321,734 2,244,529 17,287 0
----------- ----------- ----------- ------------ --------
Total contributions 1,592,114 681,112 3,826,029 48,624 0
----------- ----------- ----------- ------------ --------
Deductions-
Distributions paid to participants (732,963) (2,091,143) (1,745,319) 0 (61,219)
Administrative expenses (1,076) (619) (1,448) (50) (26)
----------- ----------- ----------- ------------ --------
Total deductions (734,039) (2,091,762) (1,746,767) (50) (61,245)
----------- ----------- ----------- ------------ --------
Loans and net interfund transfers-
Loan withdrawals (198,679) (114,153) (210,247) (1,125) (2,542)
Loan principal repayments 129,478 50,091 179,163 1,725 0
Interfund transfers 4,014,087 2,263,578 804,550 758,616 (403,414)
----------- ----------- ----------- ------------ --------
Total loans and net interfund transfers 3,944,886 2,199,516 773,466 759,216 (405,956)
----------- ----------- ----------- ------------ --------
Net increase (decrease) 8,189,395 1,320,076 4,887,006 912,346 (440,134)
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year 9,657,482 9,913,429 16,720,682 0 440,134
----------- ----------- ----------- ------------ --------
End of year $17,846,877 $11,233,505 $21,607,688 $ 912,346 $ 0
=========== =========== =========== ============ ========
<CAPTION>
PRINCIPAL
SEVEN-YEAR PARTICIPANT
TERM LOANS RECEIVABLES TOTAL
----------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
INCREASES (DECREASES):
Net investment income-
Interest and dividends $ 269,250 $ 0 $ 0 $ 7,523,565
Net appreciation on investments 0 0 0 15,888,725
----------- ----------- ----------- ------------
Total net investment income 269,250 0 23,412,290
----------- ----------- ----------- ------------
Contributions-
Participants 0 0 (1,450) 7,179,671
Company 0 0 521,595 7,734,789
----------- ----------- ----------- ------------
Total contributions 0 0 520,145 14,914,460
----------- ----------- ----------- ------------
Deductions-
Distributions paid to participants (523,554) (99,234) 0 (11,713,709)
Administrative expenses (253) 0 0 (6,300)
----------- ----------- ----------- ------------
Total deductions (523,807) (99,234) 0 (11,720,009)
----------- ----------- ----------- ------------
Loans and net interfund transfers-
Loan withdrawals (45,752) 1,256,947 0 0
Loan principal repayments 0 (717,713) 0 0
Interfund transfers (120,507) 0 0 0
----------- ----------- ----------- ------------
Total loans and net interfund transfers (166,259) 539,234 0 0
----------- ----------- ----------- ------------
Net increase (decrease) (420,816) 440,000 520,145 26,606,741
NET ASSETS AVAILABLE FOR PLAN BENEFITS:
Beginning of year 4,164,592 1,787,249 4,140,744 154,381,960
----------- ----------- ----------- ------------
End of year $ 3,743,776 $ 2,227,249 $ 4,660,889 $180,988,701
=========== =========== =========== ============
</TABLE>
The accompanying notes to financial statements and supplemental schedules are an
integral part of this statement.
