<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended DECEMBER 31, 1999
Commission file number: 1-5256
VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
(Full title of plan)
628 GREEN VALLEY ROAD, SUITE 500
GREENSBORO, NC 27408
(Address of principal executive offices)
(336) 547-6000
(Registrant's telephone number, including area code)
1
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Item 1. Changes in the Plan
Effective September 1, 1999: nonhighly compensated participants may contribute
from 2% to 15% of their compensation to the Plan (however, for highly
compensated employees, the limit will remain at 10%); the one year wait for plan
entry was eliminated, employees are now eligible to participate immediately
after being hired; and participants will provide investment direction by
telephone by using the voice response system, participant services
representative or by the internet.
Item 2. Changes in Investment Policy
Effective September 1, 1999, VF Corporation (the Corporation) appointed Fidelity
Institutional Retirement Services Company as Plan Recordkeeper. The Plan offers
10 core investment options and a Mutual Fund Window administered by Fidelity.
Item 3. Contributions Under the Plan
Contributions made by the Corporation are measured by reference to the
employees' contributions and are not discretionary.
Item 4. Participating Employees
There were approximately 8,273 enrolled participants in the Plan as of December
31, 1999, out of approximately 10,832 eligible employees.
Item 5. Administration of the Plan
(a) The Plan provides that a Committee of three persons be appointed to
administer the Plan. The Committee, the VF Corporation Pension Plan
Committee, is comprised of the following officers of the Corporation:
Candace Cummings, Vice President - Administration, General Counsel &
Secretary; Frank C. Pickard III, Vice President - Treasurer; and Louis
J. Fecile, Vice President - Employee Benefits. All committee persons
are located at the Corporation's headquarters: 628 Green Valley Road,
Suite 500, Greensboro, NC 27408. Each of these individuals is an
employee of the Corporation. The Committee has the power to adopt rules
and regulations for carrying out and administering the Plan and has the
full authority and power to construe, interpret and administer the
Plan. Committee members receive no compensation from the Plan.
(b) All expenses of administration of the Plan, including Trustee fees, are
paid by the Corporation.
Item 6. Custodian of Investments
(a) The Corporation has entered into a Trust Agreement under which Fidelity
Management Trust Company, 300 Puritan Way, Marlboro, MA 01752, has been
appointed as Trustee under the Plan. Under the terms of the Trustee
Agreement, Fidelity Management Trust Company holds and invests all
assets of the Plan with the exception of the Fixed Income Fund trusteed
by UMB Bank, n.a., subject to the direction of each of the participants
of the Plan regarding the investment fund or funds for existing account
balances and future contribution elections.
(b) The custodian's compensation is paid by the Corporation.
(c) No bond was furnished or is required to be furnished by the Trustee.
2
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Item 7. Reports to Participating Employees
Each participant receives a quarterly statement showing the amounts contributed
by him/her to each of the funds during the calendar quarter and the market
values of investments as of the end of each quarter. The statement also shows
the Corporation's matching contributions allocated to the participant through
the Employee Stock Ownership Plan, which are invested in VF Corporation Series B
Preferred Stock (ESOP Preferred Stock), and the fair values based on the
preferred stock's stated redemption price of $30.875 per share or 160% of the
market value of the Corporation's Common Stock, whichever is greater.
Item 8. Investment of Funds
Each participant by using the Fidelity Voice Response System or their internet
site may direct Fidelity to invest his/her own contributions in one or more of
the following funds:
- - Money Market Fund
- - Fixed Income Fund
- - Balanced Fund
- - Equity Growth & Income Fund
- - Index 500 Fund
- - Dividend Growth Fund
- - Small-Cap Value Fund
- - Small-Cap Growth Fund
- - Foreign Fund
- - VF Corporation Common Stock Fund (investing in common stock of the
Corporation)
- - Mutual Fund Window
The Corporation's matching contributions go solely to the ESOP. These
contributions are allocated to participants who receive full value in the form
of ESOP Preferred Stock and are used by the ESOP to pay principal and debt
service on a loan from the Corporation.
Brokerage commissions of $6,514, $6,579 and $4,233 for the years ended December
31, 1999, 1998 and 1997 were paid by the Trustee to acquire and sell the
Corporation's common stock for the Plan.
3
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Item 9. Financial Statements and Exhibits
(a) Financial Statements Page No.
Report of Independent Accountants 6
Statements of Net Assets Available for Benefits
December 31, 1999 and 1998 7
Statements of Changes in Net Assets Available for Benefits -
For the Years Ended December 31, 1999, 1998 and 1997 8
Notes to Financial Statements 9
Supplemental Schedules*:
Line 27a - Schedule of Assets Held for Investment Purposes 19
Line 27d - Schedule of Reportable Transactions 20
* - Other schedules required by Section 2520.103-10 of
the Department of Labor Rules and Regulations for
Reporting and Disclosure under ERISA have been
omitted because they are not applicable.
(b) Exhibits
Exhibit 23.1 - Consent of Independent Accountants 21
4
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the VF
Corporation Pension Plan Committee has duly caused this annual report to be
signed by the undersigned thereunto duly authorized.
VF Corporation Tax-Advantaged Savings Plan
for Salaried Employees
By: /s/ Louis J. Fecile
-----------------------------------
Louis J. Fecile
Vice President - Employee Benefits
VF Corporation
Date: April 24, 2000
5
<PAGE> 6
Report of Independent Accountants
---------------------------------
VF Corporation Pension Plan Committee
VF Corporation Tax-Advantaged Savings Plan for Salaried Employees
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the VF Corporation Tax-Advantaged Savings Plan for Salaried Employees (the
"Plan") at December 31, 1999 and December 31, 1998, and the changes in net
assets available for benefits for the three years ended December 31, 1999 in
conformity with accounting principles generally accepted in the United States.
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 of these statements in accordance with
auditing standards generally accepted in the United States which 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, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for the opinion expressed above.
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 and of reportable transactions are presented for the
purposes of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedules
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/ PricewaterhouseCoopers LLP
Greensboro, North Carolina
March 28, 2000
6
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
<TABLE>
<CAPTION>
December 31
ASSETS 1999 1998
- ------ ---- ----
<S> <C> <C>
Investments, at fair value
VF Corporation Common Stock -
653,116 shares in 1999
713,263 shares in 1998 $ 19,593,480 $ 33,434,203
VF Corporation ESOP Preferred Stock -
1,669,444 shares in 1999
1,760,119 shares in 1998 80,133,315 132,008,899
United States government obligations 0 23,642,357
Other securities 214,123,308 163,179,051
------------ ------------
Total investments 313,850,103 352,264,510
Dividends and interest receivable 0 412,438
Loans receivable from participants 11,260,552 10,779,465
------------ ------------
TOTAL ASSETS 325,110,655 363,456,413
------------ ------------
LIABILITIES
Employee Stock Ownership
Plan obligation - payable to VF
Corporation 21,140,274 29,023,961
------------ ------------
TOTAL LIABILITIES 21,140,274 29,023,961
------------ ------------
Net assets available for benefits $303,970,381 $334,432,452
============ ============
</TABLE>
See notes to financial statements.
7
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
<TABLE>
<CAPTION>
Year Ended December 31
1999 1998 1997
---- ---- ----
<S> <C> <C> <C>
Investment income
Dividends on VF Corporation ESOP
Preferred Stock $ 3,548,108 $ 3,717,516 $ 3,847,891
Interest 766,141 1,772,472 1,232,836
Income from VF Corporation Common Stock,
mutual funds and bank common trust funds 8,751,829 8,425,985 7,312,037
------------- ------------- -------------
13,066,078 13,915,973 12,392,764
------------- ------------- -------------
Contributions
Interest on loan repayments 819,721 800,338 710,447
Transfer from Bassett-Walker Thrift Plan 0 16,229,453 0
Participants 18,853,409 17,745,275 15,431,933
VF Corporation 6,907,055 6,412,929 5,665,204
------------- ------------- -------------
26,580,185 41,187,995 21,807,584
------------- ------------- -------------
Withdrawals (26,465,797) (16,589,990) (14,085,336)
Forfeitures that reduce
VF Corporation contributions (194,398) (210,581) (218,609)
Interest paid to VF Corporation on Employee
Stock Ownership Plan obligation (2,553,867) (3,265,449) (3,865,833)
Net realized and unrealized appreciation
(depreciation) in fair value of investments (40,894,272) 22,062,543 62,461,957
------------- ------------- -------------
Net increase (decrease) (30,462,071) 57,100,491 78,492,527
Net assets available for benefits
at beginning of year 334,432,452 277,331,961 198,839,434
------------- ------------- -------------
Net assets available for benefits
at end of year $ 303,970,381 $ 334,432,452 $ 277,331,961
============= ============= =============
</TABLE>
See notes to financial statements
8
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
NOTE A -- DESCRIPTION OF THE PLAN
VF Corporation (the Corporation) sponsors the VF Corporation Tax-Advantaged
Savings Plan for Salaried Employees (the Plan), which is a cash or deferred plan
under Section 401(k) of the Internal Revenue Code. Under the Plan, certain
salaried employees of specified subsidiaries may elect to contribute between 2%
and 15% of their compensation to the Plan (highly compensated employees are
limited to 10%). The Corporation matches employee contributions by 50% for up to
6% of compensation contributed by the employee. Employees remain fully vested in
their contributions to the Plan. The Corporation's matching contributions are
vested monthly on a pro rata basis, with full vesting after five years of
service or upon normal retirement, disability or death.
The Plan includes an Employee Stock Ownership Plan (ESOP). In 1990, the ESOP
purchased 2,105,263 shares of VF Corporation 6.75% Series B ESOP Convertible
Preferred Stock (ESOP Preferred Stock) for $65.0 million. Each share of ESOP
Preferred Stock, which has a redemption value of $30.875 plus cumulative accrued
dividends, is convertible into 1.6 shares of VF Corporation Common Stock and is
entitled to two votes. The trustee for the ESOP may convert the ESOP Preferred
Stock to Common Stock at any time or may cause the Corporation to redeem the
ESOP Preferred Stock under certain circumstances. The ESOP Preferred Stock also
has preference in liquidation over all other stock issues. The Corporation's
matching contributions, all of which go into the ESOP, are allocated to
employees in shares of ESOP Preferred Stock. Of the shares of ESOP Preferred
Stock owned by the ESOP, 1,207,391 shares in 1999 and 1,099,474 shares in 1998
have been allocated to employees.
The ESOP's purchase of the ESOP Preferred Stock was funded by a loan of $65.0
million from the Corporation that bears interest at 9.8%. The loan will be
repaid in increasing installments through 2002 from future minimum Corporation
matching contributions to the ESOP and dividends on the ESOP Preferred Stock.
The Corporation's minimum required matching contributions and dividends are $9.3
million in 2000, $9.6 million in 2001 and $5.0 million in 2002.
9
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE A -- DESCRIPTION OF THE PLAN (Continued)
Employee contributions are invested at the direction of the employee in one or
more of the funds administered by the Plan's trustees. All Plan assets are
trusteed by Fidelity Management Trust Company with the exception of the Fixed
Income Fund which is trusteed by UMB Bank, n.a. The investment programs of the
Plan are as follows:
(a) Money Market Fund: Monies are invested in a money market fund.
(b) Fixed Income Fund: Monies are invested in investments that
provide a fixed rate of return.
(c) Balanced Fund: Monies are invested in investments to obtain as
much income as possible, consistent with the preservation and
conservation of capital.
(d) Equity Growth & Income Fund: Monies are invested in
investments that are currently paying dividends and/or offer
prospects for growth of capital and future income, with
emphasis on capital appreciation.
(e) Index 500 Fund: Monies are invested in the 500 stocks that
make up the S&P 500 Stock Price Index.
(f) Dividend Growth Fund: Monies are invested in stocks of
companies that have the potential to increase the amount of
their dividends or begin paying them if none are being paid
now.
(g) Small-Cap Value Fund: Monies are invested in U.S. common
stocks of small companies whose price is undervalued.
(h) Small-Cap Growth Fund: Monies invested in small and medium
size companies with undervalued assets or favorable growth
prospects.
(i) Foreign Fund: Monies are invested in stocks and debt
obligations of companies and governments outside the United
States.
(j) VF Corporation Common Stock Fund: Monies are invested in
Common Stock of the Corporation purchased at prevailing prices
on the New York Stock Exchange on the date of purchase.
Employees can direct no more than 50% of their contributions
to the VF Corporation Common Stock Fund.
(k) Mutual Fund Window: The option allows participants to select
from over 160 mutual funds offered through Fidelity
Investments Funds Net Program and additional Fidelity Fund
options.
10
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE A -- DESCRIPTION OF THE PLAN (Continued)
Individual accounts are maintained for each participant; each account includes
the individual's contributions, Corporation matching contributions and
investment funds' earnings. Accounts become payable upon retirement, disability,
death or termination of employment. Participants may also withdraw all or a
portion of their accounts by filing a written request that demonstrates
financial hardship. Participants may elect to receive distributions in a lump
sum or in an annuity, or accounts may be rolled over into another IRS-approved
tax deferral vehicle. Forfeitures are used to reduce VF Corporation's obligation
to pay plan expenses.
The transfer of applicable participant balances from the Bassett-Walker Thrift
Plan, which was terminated effective April 1, 1998, has been disclosed
seperately in the Statements of Changes in Net Assets Available for Benefits.
Participants may borrow from their individual account. Participants are charged
interest at the Morgan Guaranty "Published" prime rate at the time of the loan
and repay the principal within 60 months, or 120 months if the loan is for the
purchase of their primary residence. Participants may borrow up to 50% of the
participant's total vested account balance, but may not borrow from the
Corporation matching portion. Payment in full is required at termination of
employment. There were 2,758 loans outstanding at December 31, 1999.
Although it has no intent to do so, the Corporation may terminate the Plan in
whole or in part at any time. In the event of termination, participants become
fully vested in their accounts.
The number of participants in each fund was as follows:
Year Ended December 31
----------------------
1999 1998
---- ----
Money Market Fund 3,502 3,232
Fixed Income Fund 3,281 3,516
Balanced Fund 2,079 2,035
Equity Growth & Income Fund 5,725 5,712
Index 500 Fund 4,550 4,369
Dividend Growth Fund 121 --
Small-Cap Value Fund 1,104 921
Small-Cap Growth Fund 1,563 1,245
Foreign Fund 1,301 1,281
VF Corporation Common Stock Fund 4,259 4,598
Employee Stock Ownership Plan 8,072 7,557
The total number of participants in the Plan was less than the sum of
participants shown above because many were participating in more than one fund.
11
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE B -- SIGNIFICANT ACCOUNTING POLICIES
Investments are stated at fair value. Securities traded on a national securities
exchange are valued at the last reported sales price on the last business day of
the plan year. The ESOP Preferred Stock is stated at fair value, based on the
greater of 160% of the fair value of the Corporation's Common Stock or the
preferred stock's stated redemption price of $30.875 per share. For commercial
notes and United States government obligations, UMB Bank, n.a. has established a
fair value based on yields currently available on comparable instruments. The
fair value of the participation units owned by the Plan in mutual funds and bank
common trust funds is based on quoted redemption values on the last business day
of the Plan year. Purchases and sales of securities, including gains and losses
thereon, are recorded as of the trade date. Dividends are recorded on the
ex-dividend date.
The Plan presents in the statement of changes in net assets available for
benefits the net appreciation (depreciation) in the fair value of its
investments, which consists of the realized gains or losses and unrealized
appreciation or depreciation on those investments. Realized gains or losses are
calculated on an average cost basis.
Administrative expenses consisting primarily of fees for legal, accounting and
other services are paid by the Corporation in accordance with the Plan Agreement
and are based on customary and reasonable rates for such services.
Payment of Benefits: Benefits are recorded when paid.
Use of Estimates: In preparing financial statements in accordance with generally
accepted accounting principles, management makes estimates and assumptions that
affect amounts reported in the financial statements and accompanying notes.
Actual results may differ from those estimates.
New Accounting Pronouncements: The Company has adopted the provision of SOP
99-3, "Accounting for a Reporting of Certain Employee Benefit Plan Investments
and Other Disclosure Matters." The statement states that a defined contribution
pension plan that provides participant-directed investment programs is no longer
required to disclose amounts relating to those individual programs as a separate
fund in the financial statements in columnar form, or in the related
disclosures, or by separate financial statements for each program as required by
Practice Bulletin 12, "Reporting Separate Investment Fund Option Information of
Defined Contribution Pension Plans." Additionally, defined contribution pension
plans are no longer required to present participant-directed plan investments in
the statement of net assets available for benefits by general type.
Reclassifications: Certain amounts included in the prior year financial
statements have been reclassified to conform to current year presentation.
12
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NOTE C -- INCOME TAX STATUS
The Internal Revenue Service has issued a Favorable Determination Letter dated
January 16, 1996 stating that the Plan qualifies under the appropriate sections
of the Internal Revenue Code (IRC) and is, therefore, not subject to tax under
present income tax law. Once qualified, the Plan is required to operate in
conformity with the IRC to maintain its qualification. The Pension Plan
Committee is not aware of any action or series of events that have occurred that
might adversely affect the Plan's qualified status. The Plan has been amended
since receiving the determination letter. However, the Plan administrator and
the Plan's tax counsel believe that the Plan is currently designed and is
currently being operated in compliance with the applicable requirements of the
IRC.
13
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE D -- INVESTMENTS
Net realized and unrealized appreciation (depreciation) in fair value of
investments included in Plan equity includes the following:
<TABLE>
<CAPTION>
Net Realized & Unrealized
Appreciation (Depreciation) in Fair Value
Fair Value for the Year Ended December 31 At December 31
-------------------------------------------------------------------------------------------------
1999 1998 1997 1999 1998 1997
------------ ----------- ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Fair value as determined by
quoted market or stated
redemption price:
VF Corporation Common Stock $(10,872,959) $ 358,149 $ 8,601,707 $ 19,593,480 $ 33,434,203 $ 33,557,236
ESOP Preferred Stock (45,661,526) 1,122,167 38,076,668 80,133,315 132,008,899 135,766,589
Mutual funds and
Bank common trust funds 15,225,411 20,443,009 15,742,224 181,162,053 155,111,146 112,283,636
------------ ----------- ------------ ------------ ------------ ------------
(41,309,074) 21,923,325 62,420,599 280,888,848 320,554,248 281,607,461
------------ ----------- ------------ ------------ ------------ ------------
Fair value as determined by
Plan trustee:
United States government
obligations (148,152) 0 0 0 23,642,357 17,022,422
Commercial notes (20,392) 139,218 41,358 0 852,848 501,345
Mutual funds and
Bank common trust funds 583,346 0 0 32,961,255 7,215,057 3,559,948
------------ ----------- ------------ ------------ ------------ ------------
414,802 139,218 41,358 32,961,255 31,710,262 21,083,715
------------ ----------- ------------ ------------ ------------ ------------
$(40,894,272) $22,062,543 $ 62,461,957 $313,850,103 $352,264,510 $302,691,176
============ =========== ============ ============ ============ ============
</TABLE>
14
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE D -- INVESTMENTS (Continued)
The fair value of individual investments that represent 5% or more of the Plan's
net assets at December 31, 1999 and 1998 are as follows:
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
ESOP Preferred Stock $80,133,315 $132,008,899
(1,669,444 and 1,760,119 shares)
Fidelity Growth & Income Fund 70,818,636 73,627,154
(1,501,667 and 1,606,177 shares)
VF Corporation Common Stock 20,103,699 33,434,203
(653,116 and 713,263 shares)
Vanguard Institutional Index Fund 0 41,538,627
(368,087 shares)
Fidelity US Equity Index Pool 50,724,675 0
(1,206,007 shares)
Fixed Income Fund 32,961,255 0
(3,234,666 shares)
</TABLE>
15
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
NOTE E -- NONPARTICIPANT DIRECTED ACCOUNTS
Information about the net assets and the significant components of the changes
in net assets relating to the nonparticipant directed investments is as follows:
<TABLE>
<CAPTION>
Employee Stock Ownership Plan
December 31
1999 1998
---- ----
<S> <C> <C>
ASSETS
VF Corporation ESOP
Preferred Stock
1,669,444 shares in 1999
1,760,118 shares in 1998 $80,133,315 $132,008,899
Other securities 318,291 497,609
----------- ------------
Total investments 80,451,606 132,506,508
----------- ------------
Dividends and interest receivable 0 2,312
----------- ------------
TOTAL ASSETS 80,451,606 132,508,820
----------- ------------
LIABILITIES
Employee Stock Ownership
Plan obligation - payable to VF
Corporation 21,140,274 29,023,961
----------- ------------
TOTAL LIABILITIES 21,140,274 29,023,961
----------- ------------
Net assets available for benefits $59,311,332 $103,484,859
=========== ============
</TABLE>
16
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
NOTE E -- NONPARTICIPANT DIRECTED ACCOUNTS (continued)
<TABLE>
<CAPTION>
CHANGES IN NET ASSETS Year Ended December 31
1999 1998 1997
------------- ------------- -------------
<S> <C> <C> <C>
Investment income
Dividends on ESOP Preferred Stock $ 3,548,108 $ 3,717,516 $ 3,847,891
Income from mutual funds and
bank common trust funds 17,013 26,771 26,008
------------- ------------- -------------
3,565,121 3,744,287 3,873,899
Contributions
VF Corporation 6,907,055 6,412,929 5,665,204
------------- ------------- -------------
6,907,055 6,412,929 5,665,204
------------- ------------- -------------
Withdrawals (6,246,284) (4,330,554) (3,648,224)
Forfeitures that reduce
VF Corporation contributions (184,026) (202,527) (218,609)
Interest paid to VF Corporation on Employee
Stock Ownership Plan obligation (2,553,867) (3,265,449) (3,865,833)
Net realized and unrealized appreciation
(depreciation)in fair value of investments (45,661,526) 1,122,167 38,076,668
------------- ------------- -------------
Net increase (decrease) (44,173,527) 3,480,853 39,883,105
------------- ------------- -------------
Net assets available for benefits
Beginning of year 103,484,859 100,004,006 60,120,901
------------- ------------- -------------
End of year $ 59,311,332 $ 103,484,859 $ 100,004,006
============= ============= =============
</TABLE>
17
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VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS (Continued)
NOTE F -- RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements to Form 5500:
<TABLE>
<CAPTION>
1999 1998
---- ----
<S> <C> <C>
Net assets available for benefits per the financial statements $303,970,381 $334,432,452
Amounts allocated to withdrawing participants 0 3,538,200
------------ ------------
Net assets available for benefits per Form 5500 $303,970,381 $330,894,252
============ ============
</TABLE>
The following is a reconciliation of withdrawals paid to participants per the
financial statements to Form 5500:
<TABLE>
<CAPTION>
1999
----
<S> <C>
Withdrawals paid to participants and forfeitures
per the financial statements $26,465,797
Add amounts allocated to withdrawing participants at December 31, 1999 0
Less amounts allocated to withdrawing participants at December 31, 1998 (3,538,200)
-----------
Withdrawals paid to participants and forfeitures per Form 5500 $22,927,597
===========
</TABLE>
Amounts allocated to withdrawing participants are recorded on Form 5500 as
withdrawal claims that have been processed and approved for payment prior to
December 31 but not yet paid as of that date.
18
<PAGE> 19
VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN
FOR SALARIED EMPLOYEES
LINE 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1999
<TABLE>
<CAPTION>
INVESTMENTS HELD AT DECEMBER 31, 1999
IDENTITY OF ISSUE, BORROWER, NUMBER OF CURRENT
LESSOR, OR SIMILAR PARTY SHARES COST VALUE
- ------------------------ ------ ---- -----
<S> <C> <C> <C>
Fidelity Puritan Fund 639,873 $ 11,569,478 $ 12,176,778
Fidelity Growth & Income Fund 1,501,667 41,126,613 70,818,637
Fidelity Diversified International Fund 278,788 803,520 7,142,567
Fidelity Dividend Growth Fund 26,524 734,262 768,946
Fidelity Retirement Money Market Portfolio 12,840,738 12,840,738 12,840,738
Fidelity U.S. Equity Index Commingled Pool 1,206,007 45,537,520 50,724,675
Baron Asset Fund 143,844 7,126,763 8,453,729
Longleaf Small Cap Fund 204,153 4,551,753 4,123,894
ProCapp Fixed Income Fund 3,234,667 32,377,909 32,961,255
VF Corporation Common Stock 653,116 16,136,696 19,593,480
VF Corporation ESOP Preferred Stock 1,669,444 53,108,837 80,133,315
Mutual Fund Window N/A 12,735,871 14,112,089
------------ ------------
$238,649,960 $313,850,103
============ ============
</TABLE>
19
<PAGE> 20
VF CORPORATION TAX-ADVANTAGED SAVINGS PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
Line 27(d) - Schedule of Reportable Transactions Year Ended December, 31, 1999
No transactions required to be reported.
20
<PAGE> 1
Consent of Independent Accountants for Form 11-K
We hereby consent to the incorporation by reference in (1) Post-Effective
Amendment No. 1 to Registration Statement No. 33-33621 on Form S-8, which
constitutes Post-Effective Amendment No. 2 to Registration Statement No. 2-99945
on Form S-8; and (2) Registration Statement No. 333-59727 on Form S-8 of VF
Corporation of our report dated March 28, 2000 relating to the financial
statements of the VF Corporation Tax-Advantaged Savings Plan for Salaried
Employees, which appears in this Form 11-K.
/s/ PricewaterhouseCoopersLLP
Greensboro, North Carolina
March 28, 2000
21
