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Previous: ZIONS BANCORPORATION /UT/, S-4/A, 1995-06-29 |
Next: CLARK EQUIPMENT CO /DE/, 11-K, 1995-06-29 |
<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORK 11-K
FOR ANNUAL REPORTS OF EMPLOYEE
STOCK PURCHASE, SAVINGS AND SIMILAR
PLANS PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1994.
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 1-2299
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
Bearings, Inc. 401(k) Savings Plan
B. Name of issuer of the securities held pursuant to the
plan and the address of its principal executive office:
Bearings, Inc.
3600 Euclid Avenue
Cleveland, Ohio 44115
<PAGE> 2
Financial Statements and Exhibit(s)
- -----------------------------------
Page No.
(a) Financial Statements (in this Report)
-------------------- ----------------
Independent Auditors' Report 4
Statement of Net Assets Available 5
for Benefits --
December 31, 1994 and 1993
Statement of Changes in Net Assets 6
Available for Benefits --
Year Ended December 31, 1994
Statement of Changes in Net Assets 7
Available for Benefits --
Year ended December 31, 1993
Notes to Financial Statements -- 8
Years Ended December 31,
1994 and 1993
(b) Exhibit (s)
-----------
Independent Auditors' Consent 17
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the Plan has duly caused this annual report to be
signed on its behalf by the undersigned, hereunto duly authorized.
BEARINGS, INC. 401(k) SAVINGS PLAN
By: Bearings, Inc., as Plan
Administrator
By:/s/ John C. Dannemiller
----------------------------------
Signature
John C. Dannemiller
----------------------------------
Printed Name
Chairman & Chief Executive Officer
----------------------------------
Title
Date: June 28, 1995
<PAGE> 3
BEARINGS, INC. 401-K SAVINGS PLAN
Financial Statements
for the Years Ended
December 31, 1994 and 1993,
Supplemental Schedules
for the Year Ended
December 31, 1994,
and Independent Auditors' Report
BEARINGS, INC.
<PAGE> 4
DELOITTE &
TOUCHE LLP
Suite 2500 Telephone:(216)589-1300
127 Public Square Facsimile:(216)589-1369
Cleveland, Ohio 44114-1303
INDEPENDENT AUDITORS' REPORT
Bearings, Inc. 401-K Savings Plan
We have audited the accompanying statements of net assets available for
benefits of the Bearings, Inc. 401-K Savings Plan (the "Plan") as of December
31, 1994 and 1993, and the related statements of changes in net assets
available for 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan at December 31,
1994 and 1993, and the changes in net assets available for benefits for the
years then ended in conformity with generally accepted accounting principles.
Our audits were conducted 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 as of December 31, 1994 and reportable
transactions for the year ended December 31, 1994 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 supplemental information by fund
in the statements of net assets available for benefits and the statements of
changes in net assets available for benefits is presented for the purpose of
additional analysis rather than to present the net assets available for
benefits and changes in net assets available for benefits of the individual
funds. The supplemental schedules and supplemental information by fund is the
responsibility of the Plan's management. Such supplemental schedules and
supplemental information by fund have been subjected to the auditing procedures
applied in our audits of the basic financial statements and, in our opinion,
are fairly stated in all material respects when considered in relation to the
basic financial statements taken as a whole.
Deloitte & Touche LLP
June 19, 1995
<PAGE> 5
BEARINGS, INC. 401-K SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994 AND 1993
<TABLE>
<CAPTION>
------------------------- Supplemental Information by Fund--------------------------------
Company Employee Fixed American American
Stock Stock Income Fundamental Fidelity EuroPacific
December 31, 1994 Fund Fund Fund Investors Growth Growth
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments at fair value:
Bearings, Inc. common stock $6,512,964 $2,701,139
Investment funds 24,557 137,009 $4,578,588 $4,504,149 $4,177,819 $3,298,763
Loans to participants
---------- ---------- ---------- ---------- ---------- ----------
Total investments 6,537,521 2,838,148 4,578,588 4,504,149 4,177,819 3,298,763
Cash (14,150) (7,561)
Receivables:
Contributions 238,804 52,302 60,905 71,753 65,518 55,017
Other 62 743 359 112,681 2,783 84,220
---------- ---------- ---------- ---------- ---------- ----------
Total assets 6,776,387 2,891,193 4,639,852 4,674,433 4,246,120 3,430,439
LIABILITIES:
Accrued administrative expenses and
other liabilities 1,198 2,630 2,421 2,027
---------- ---------- ---------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $6,776,387 $2,891,193 $4,638,654 $4,671,803 $4,243,699 $3,428,412
========== ========== ========== ========== ========== ==========
DECEMBER 31, 1993
ASSETS:
Investments at fair value:
Bearings, Inc. common stock $4,175,495 $1,429,476
Investment funds 25,568 $5,635,961
Loans to participants
---------- ---------- ----------
Total investments 4,175,495 1,455,044 5,635,961
Cash (60,494) (46,424)
Receivables:
Contributions 280,196 70,405 190,003
Other 4,065 947
---------- ---------- ----------
Total assets 4,395,197 1,529,514 5,780,487
LIABILITIES:
Distributions payable to participants
for excess contributions 26,782 1,899 1,293
---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $4,368,415 $1,527,615 $5,779,194 $0 $0 $0
========== ========== ========== ========== ========== =========
</TABLE>
<TABLE>
<CAPTION>
-----------------------Supplemental Information by Fund----------------------------------
Income Bond Employee Money
Fund of Fund of Loan Equity Market
December 31, 1994 America America Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments at fair value:
Bearings, Inc. common stock $9,214,103
Investment funds $2,723,200 $918,585 20,362,670
Loans to participants $45,440 45,440
---------- -------- -------- ---------- ---------- ----------
Total investments 2,723,200 918,585 45,440 29,622,213
Cash (14,061) (4,927) (40,699)
Receivables:
Contributions 37,669 11,982 1,186 595,136
Other 76,271 5,336 147 282,602
---------- -------- -------- ---------- ---------- ----------
Total assets 2,823,079 930,976 46,773 30,459,252
LIABILITIES:
Accrued administrative expenses and
other liabilities 2,036 553 2,373 13,238
---------- -------- -------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $2,821,043 $930,423 $44,400 $0 $0 $30,446,014
========== ======== ======= ========== ========== ==========
DECEMBER 31, 1993
ASSETS:
Investments at fair value:
Bearings, Inc. common stock $5,604,971
Investment funds $7,719,177 $4,847,834 18,228,540
Loans to participants $12,101 12,101
---------- -------- -------- ---------- ---------- ----------
Total investments 12,101 7,719,177 4,847,834 23,845,612
Cash 3,936 (102,982)
Receivables:
Contributions 258,267 152,494 951,365
Other 3,832 14,732 23,576
---------- -------- -------- - --------- ---------- ----------
Total assets 12,101 7,985,212 5,015,060 24,717,571
LIABILITIES:
Distributions payable to participants
for excess contributions 639 657 31,270
---------- -------- -------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $0 $0 $12,101 $7,984,573 $5,014,403 $24,686,301
========== ======== ======== ========== ========== ===========
<FN>
See notes to financial statements
</TABLE>
<PAGE> 6
BEARINGS, INC. 401-K SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1994
<TABLE>
<CAPTION>
-----------------------Supplemental Information by Fund----------------------
Company Employee Fixed American American
Stock Stock Income Fundamental Fidelity EuroPacific
Fund Fund Fund Investors Growth Growth
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Contributions:
Employees $634,485 $950,485 $874,828 $826,917 $660,486
Employer:
Cash $265,811
Bearings, Inc. common stock 1,750,899
Investment income 113,014 49,535 1,579 180,835 44,592 83,266
Net appreciation in market value of investments 854,349 295,688 343,139 96,415 51,056
--------- --------- ---------- --------- --------- ---------
Total additions 2,984,073 979,708 1,295,203 1,152,078 922,565 743,752
DEDUCTIONS:
Distributions to participants 568,475 152,311 1,090,206 241,545 127,736 146,435
Net depreciation in market value of investments 11,752
Administrative expenses 7,626 3,148 11,425 12,530 10,746 9,244
--------- --------- ---------- --------- --------- ---------
Total deductions 576,101 155,459 1,101,631 254,075 138,482 167,431
INTERFUND TRANSFERS 539,329 (1,334,112) 3,773,800 3,459,616 2,852,091
--------- --------- ---------- --------- --------- ---------
INCREASE (DECREASE) IN NET ASSETS
FOR THE YEAR 2,407,972 1,363,578 (1,140,540) 4,671,803 4,243,699 3,428,412
NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1993 4,368,415 1,527,615 5,779,194 0 0 0
--------- --------- ---------- --------- --------- ---------
NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1994 $6,776,387 $2,891,193 $4,638,654 $4,671,803 $4,243,699 $3,428,412
========= ======== ========== ========== ========== ==========
-----------------------Supplemental Information by Fund----------------------
Income Bond Employee Money
Fund of Fund of Loan Equity Market
America America Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Contributions:
Employees $477,437 $179,244 $48,766 $357,081 $185,287 $5,195,016
Employer:
Cash 265,811
Bearings, Inc. common stock 1,750,899
Investment income 94,033 36,463 2,683 39,218 43,266 688,484
Net appreciation in market value of investments 1,640,647
--------- --------- ---------- --------- --------- ---------
Total additions 571,470 215,707 51,449 396,299 228,553 9,540,857
DEDUCTIONS:
Distributions to participants 185,458 125,699 2,316 281,216 286,681 3,208,078
Net depreciation in market value of investments 55,056 48,801 392,124 507,733
Administrative expenses 8,058 2,556 65,333
--------- --------- ---------- --------- --------- ---------
Total deductions 248,572 177,056 2,316 673,340 286,681 3,781,144
INTERFUND TRANSFERS 2,498,145 891,772 (16,834) (7,707,532) (4,956,275)
--------- --------- ---------- --------- --------- ---------
INCREASE (DECREASE) IN NET ASSETS
FOR THE YEAR 2,821,043 930,423 32,299 (7,984,573) (5,014,403) 5,759,713
NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1993 0 0 12,101 7,984,573 5,014,403 24,686,301
--------- --------- ---------- --------- --------- ----------
NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1994 $2,821,043 $930,423 $44,400 $0 $0 $30,446,014
========= ======== ========== ========= ========= ==========
</TABLE>
See notes to financial statements.
<PAGE> 7
BEARINGS, INC. 401-K SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1993
<TABLE>
<CAPTION>
---------------------------Supplemental Information by Fund--------------------------
Company Employee Fixed Employee Money
Stock Stock Income Loan Equity Market
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Contributions:
Employees $286,851 $1,035,636 $1,343,613 $832,275 $3,498,375
Employer:
Cash $26,525 26,525
Bearings, Inc. common stock 1,251,979 1,251,979
Investment income 79,588 12,978 827 $2,438 161,794 164,437 422,062
Net appreciation in market value of investments 774,914 284,505 317,539 559,400 1,936,358
-----------------------------------------------------------------------------------
Total additions 2,133,006 584,334 1,354,002 2,438 2,064,807 996,712 7,135,299
DEDUCTIONS - Distributions to participants 199,661 86,249 510,210 542,913 566,093 1,905,126
INTERFUND TRANSFERS 236,055 145,630 (17,926) (65,505) (298,254)
-----------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS
FOR THE YEAR 1,933,345 734,140 989,422 (15,488) 1,456,389 132,365 5,230,173
NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1992 2,435,070 793,475 4,789,772 27,589 6,528,184 4,882,038 19,456,128
-----------------------------------------------------------------------------------
NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1993 $4,368,415 $1,527,615 $5,779,194 $12,101 $7,984,573 $5,014,403 $24,686,301
===================================================================================
</TABLE>
See notes to financial statements.
<PAGE> 8
BEARINGS, INC. 401-K SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1994 AND 1993
- -------------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
The following description of the Bearings, Inc. 401-K Savings Plan
(the "Plan") is provided for general information purposes only.
Participants and users of the financial statements should refer to the
Plan document for more complete information.
GENERAL - The Plan was established by Bearings, Inc. and its
subsidiaries (the "Company") for the purpose of encouraging and
assisting employees to provide long-term, tax-deferred savings for
retirement. The Plan is subject to the reporting and disclosure
requirements, the minimum participation and vesting standards, and the
fiduciary responsibility requirements of the Employee Retirement
Income Security Act of 1974.
ADMINISTRATION - The Plan is administered by the Company. The
Company's powers and duties relate to making employee and employer
contributions to the Trustee, establishing investment objectives,
authorizing disbursements from the Trust, and resolving any questions
of Plan interpretation.
The assets of the Plan are maintained and administered by Society
National Bank acting as Trustee. The Trustee is responsible for the
custody of assets.
PARTICIPATION AND CONTRIBUTIONS - All employees are eligible to
participate in the Plan on the first day of the month following their
hire.
Eligible employees may elect to make Salary Savings Contributions to
the Plan ranging from 1% to 10% of compensation. The Company makes a
Matching Employer Contribution to the Plan equal to a percentage of
the Salary Savings Contributions not in excess of 6% of the
participant's compensation. Effective July 1, 1993, Matching Employer
Contributions are determined based upon the Company's earnings per
share for the immediately preceding calendar-year quarter and the
participants' investment elections. The Employer Matching
Contribution is updated annually and is currently determined using the
following schedule:
<TABLE>
<CAPTION>
CORPORATE EARNINGS PER QUARTERLY MATCHING
SHARE FOR IMMEDIATELY CONTRIBUTION
PRECEDING QUARTER EMPLOYEE STOCK FUND OTHER FUNDS
<S> <C> <C>
$.43 or less 35% 25%
$.44 to $.48 45% 35%
$.49 to $.56 60% 50%
$.57 to $.66 85% 75%
$.67 and above 110% 100%
</TABLE>
<PAGE> 9
Prior to July 1, 1993, the matching percentage was fixed annually by
the Company. The employer match on participant contributions to other
funds was 35%, 35%, 100%, and 25% for the four 1994 quarters, and 25%,
25%, 75%, and 35% for the four 1993 quarters, respectively.
Matching Employer Contributions are made primarily in shares of
Bearings, Inc. common stock.
Contributions are excluded from participants' taxable income until
such amounts are received by them as a distribution from the Plan.
The Plan provides for Rollover Contributions (amounts previously
distributed to the participants from certain other tax-qualified
plans) and Transfer Contributions (assets transferred from certain
other tax-qualified plans) by or on behalf of an employee in
accordance with procedures established by the Company.
INVESTMENT OF CONTRIBUTIONS - Participants elect investment of their
Salary Savings Contributions in 10% increments in the Plan's Fixed
Income Fund, American Fundamental Investors Fund, Fidelity Advisor
Growth Fund, American EuroPacific Growth Fund, Income Fund of America,
Bond Fund of America or the Employee Stock Fund. All Matching
Employer Contributions are invested in the Company Stock Fund.
Participants may elect to change their investment elections as to
future contributions and may also elect to reallocate a portion or all
of their account balances among the investment funds in increments of
10% of the total amount to be reallocated. All such elections are
filed with the Trustee and become effective daily.
The value of the Funds and the interest of individual participants
under each Fund, are calculated daily (Daily Valuation).
VESTING AND DISTRIBUTIONS - Each participant is immediately and fully
vested in all Salary Savings Contributions and earnings thereon.
Participants vest in Matching Employer Contributions at a rate of 25%
for each year of eligible service, becoming completely vested after
four years, or at death, termination of employment due to permanent
and total disability, or normal or early retirement as defined in the
Plan.
Participants may apply for hardship withdrawals from their
contributions, subject to adherence to Internal Revenue Service
regulations and approval by the Company. Participants may receive
lump sum distributions of their vested account balances no later than
60 days after the end of the Plan year in which they terminate
employment with the Company. Distributions upon retirement may be
received as a lump sum or as installments in accordance with the
participant's election.
Forfeitures of nonvested amounts are applied to reduce future Matching
Employer Contributions.
LOANS - The Plan does not currently allow participants to borrow from
the Plan; however, loans originating from merged plans (the King
Bearing Profit Sharing and Savings Plan and the IBT 401k Plan) are
reflected in the separate Employee Loan Fund in the Plan's financial
statements. These loans are to be repaid to the Plan in accordance
with their original terms. The loans are secured by the balance in
the participant's account and bear interest at rates prevailing at the
time the loans were made. Principal and interest are paid ratably
through bi-weekly payroll deductions. Investments in participant
loans are stated at estimated fair value based on amounts estimated to
be recoverable.
<PAGE> 10
PLAN TERMINATION - The Plan was adopted with the expectation that it
will continue indefinitely. The Company may, however, terminate the
Plan at any time and may amend the Plan from time to time. In the
event of termination of the Plan, all participants will immediately
become fully vested in the value of all Matching Employer
Contributions made on their behalf.
TAX STATUS OF THE PLAN - The Plan obtained its latest determination
letter dated May 24, 1989, in which the Internal Revenue Service
stated that the Plan, as then designed, was in compliance with the
applicable requirements of the Internal Revenue Code. The Plan has
been amended since receiving this determination letter. The Company
believes that the Plan is currently designed and being operated in
compliance with the applicable requirements of the Internal Revenue
Code. Therefore, no provision for income taxes has been included in
the Plan's financial statements.
2. DESCRIPTION OF THE SEPARATE FUNDS
Effective April 1994, the Plan's investment options were changed to
provide seven separate investment funds. The Trustee maintains
separate accounts for each Plan participant and invests such
participant's contributions, as directed by the participant, in one or
more of the following funds:
- Employee Stock Fund consists of investments in the common
stock of Bearings, Inc. and temporary investments in the
Trustee's EB Money Market Fund.
- The Fixed Income Fund consists of units of the Society MaGIC
Fund, which invests in a combination of guaranteed investment
contracts and cash equivalents, and temporary investments in
the Trustee's EB Money Market Fund.
- The American Fundamental Investors Fund consists of shares of
Fundamental Investors, Inc. common stock, which invest in
mature stocks designed with the objective of growth from price
appreciation and income from dividends.
- The Fidelity Growth Fund consists of shares of Fidelity Fund
Advisor Institutional Equity Growth Fund, which invests in
growth stocks with the objective of capital appreciation.
- The American EuroPacific Growth Fund consists of shares of the
EuroPacific Growth Fund, which invests in growth stocks from
companies located outside the U. S. with the objective of
capital appreciation.
- The Income Fund of America Fund consists of shares of Income
Fund of America, which invests in stocks and bonds with the
objective of maximizing current income from dividends and
interest.
- The Bond Fund of America Fund consists of shares of the Bond
Fund of America, which invests in government and corporate
bonds.
<PAGE> 11
The following funds were closed during the year:
* The Equity Fund consisted of units of the Society Diversified
Stock Fund, a broadly diversified portfolio consisting
primarily of the common stocks of high quality companies and
temporary investments in the Trustee's EB Money Market Fund.
The Trustee is not the administrator of the Society
Diversified Stock Fund but is the investment advisor.
* The Money Market Fund consisted of units of the Trustee's EB
Money Market Fund, a managed money market fund investing in
high quality, short-term investments emphasizing liquidity.
Company contributions are invested in the Company Stock Fund which
consists of investments in the common stock of Bearings, Inc., limited
to a maximum of one million shares, and temporary investments in the
Trustee's EB Money Market Fund.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING - Each fund of the Trust is accounted for
separately. The accounts of these funds are maintained, and the
accompanying financial statements have been prepared, on the accrual
basis of accounting.
VALUATION OF INVESTMENTS - Investments are accounted for at cost on
the trade-date and are reported in the Statement of Net Assets
Available for Benefits at market value. The investment in Bearings,
Inc. common stock is valued using the year-end closing price listed by
the New York Stock Exchange. Investment funds are stated at values
using year-end closing price for each of the funds or quoted market
prices.
BENEFITS PAYABLE - Benefits are recorded by the Plan when payments are
made. At December 31, 1994 and 1993, benefits of $1,066,000 and
$980,000, respectively, were due to participants who have withdrawn
from participation in the Plan.
ADMINISTRATIVE EXPENSES - Certain administrative expenses of the Plan
for 1994 were paid by the Plan. All administrative expenses for 1993
were paid by the Company.
4. INVESTMENTS
The Plan provides that, in accordance with the investment objectives
established by the Company, the Trustee of the Plan shall hold,
invest, reinvest, manage and administer all assets of the Plan as a
trust fund for the exclusive benefit of participants and their
beneficiaries.
<PAGE> 12
Plan investments are detailed in the supplemental
schedule of assets held for investment purposes which is attached to
these financial statements. Plan investments exceeding 5% of net
assets available for benefits as of December 31, 1994 and 1993 were as
follows:
<TABLE>
<CAPTION>
Description of
Investment 1994 1993
<S> <C> <C>
Bearings, Inc. Common Stock $ 9,214,103 $ 5,604,971
Society MaGIC Fund $ 4,578,486 $ 5,635,961
American Fundamental Investors $ 4,504,149
Fidelity Advisors Growth Fund $ 4,177,792
American EuroPacific Growth Fund $ 3,298,763
Income Fund of America $ 2,723,200
Society EB Money Market Fund $ 5,746,379
The Society Diversified Stock Fund $ 6,846,200
</TABLE>
******
<PAGE> 13
BEARINGS, INC. 401-K SAVINGS PLAN
<TABLE>
<CAPTION>
ITEM 27A - SCHEDULE OF ASSET HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1994
- ---------------------------------------------------------------------------------
(a) (b) (c) (d) (e)
Identity of Issuer, Borrower, Description of Investment Cost Current
Lessor or Similar Party Value
<S> <C> <C> <C>
COMPANY STOCK FUND
------------------
* Bearings, Inc. Common Stock - 195,145 shares $ 4,809,654 $ 6,512,964
* Society National Bank EB Money Market Fund - 24,557 units 24,557 24,557
------------- ------------
4,834,211 6,537,521
EMPLOYEE STOCK FUND
-------------------
* Bearings, Inc. Common Stock - 80,933 shares 2.044.048 2,701,139
* Society National Bank EB Money Market Fund - 137,009
units 137,009 137,009
------------- ------------
2,181,057 2,838,148
FIXED INCOME FUND
-----------------
* Society National Bank Society MaGIC Fund - 452,437 units 4,525,243 4,578,486
* Society National Bank EB Money Market Fund - 102 units 102 102
------------ ------------
4,525,345 4,578,588
AMERICAN FUNDAMENTAL INVESTORS
------------------------------
Fundamental Investors, Inc. Common Stock - 257,379 shares 4,504,342 4,504,149
FIDELITY ADVISOR GROWTH FUND
----------------------------
Fidelity Advisors Advisors Instl. Equity Growth Fund -
146,230 shares 4,158,854 4,177,792
* Society National Bank EB Money Market Fund - 27 units 27 27
-------------- -------------
4,158,881 4,177,819
AMERICAN EUROPACIFIC GROWTH FUND
--------------------------------
American EuroPacific EuroPacific Growth Fund - 156,177
shares 3,395,031 3,298,763
INCOME FUND OF AMERICA
----------------------
Income Fund of America Income Fund of America - 207,245
units 2,778,158 2,723,200
BOND FUND OF AMERICA
--------------------
Bond Fund of America Bond Fund of America - 72,386
shares 962,857 918,585
EMPLOYEE LOAN FUND Participant Loans (with interest rates
------------------
* Various Plan Participants ranging from 7.78 to 11.5% and
maturity dates ranging from January
1995 to June 1998) 45,440 45,440
-------------- -------------
TOTAL INVESTMENTS $27,385,322 $29,622,213
=========== ===========
* Represents a party-in-interest.
</TABLE>
<PAGE> 14
<TABLE>
BEARINGS, INC., 401-K SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
<CAPTION>
(a) (b) (c) (d) (e) (f)
Expense
Incurred
Identity of Purchase Selling Lease With
Party Involved Description of Asset Price Price Rental Transaction
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
COMPANY STOCK FUND
- ------------------
Society National Bank EB Money Market Fund
(Series of Transactions) $ 240,899 None
(Series of Transactions) $ 216,342 None
EMPLOYEE STOCK FUND
- -------------------
Society National Bank EB Money Market Fund
(Series of Transactions) 994,363 None
(Series of Transactions) 882,923 None
FIXED INCOME FUND
- -----------------
Society National Bank EB Money Market Fund
(Series of Transactions) 4,848,141 None
(Single Transaction) 1,245,524 None
(Series of Transactions) 4,848,039 None
Society National Bank EB MaGIC Fund
(Single Transaction) 4,810,606 None
(Series of Transactions) 6,722,042 None
(Single Transaction) 4,810,606 None
(Series of Transactions) 8,122,656 None
AMERICAN FUNDAMENTAL INVESTORS FUND
- -----------------------------------
Society National Bank EB Money Market Fund
(Single Transaction) 3,624,574 None
(Series of Transactions) 4,109,425 None
(Single Transaction) 3,624,574 None
(Series of Transactions) 4,109,425 None
<CAPTION>
(a) (b) (g) (h) (i)
Cost Current Value
Identity of of of Asset on Net Gain
Party Involved Description of Asset Assets Transaction Date or (Loss)
- --------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
COMPANY STOCK FUND
- ------------------
Society National Bank EB Money Market Fund
(Series of Transactions) $ 240,899 $ 240,899 N/A
(Series of Transactions) 216,342 216,342 None
EMPLOYEE STOCK FUND
- -------------------
Society National Bank EB Money Market Fund
(Series of Transactions) 994,363 994,363 N/A
(Series of Transactions) 882,923 882,923 None
FIXED INCOME FUND
- -----------------
Society National Bank EB Money Market Fund
(Series of Transactions) 4,848,141 4,848,141 N/A
(Single Transaction) 1,245,524 1,245,524 None
(Series of Transactions) 4,848,039 4,848,039 None
Society National Bank EB MaGIC Fund
(Single Transaction) 4,810,606 4,810,606 N/A
(Series of Transactions) 6,722,042 6,722,042 N/A
(Single Transaction) 4,575,443 4,810,606 $ 235,163
(Series of Transactions) 7,796,799 8,122,656 325,858
AMERICAN FUNDAMENTAL INVESTORS FUND
- -----------------------------------
Society National Bank EB Money Market Fund
(Single Transaction) 3,624,574 3,624,574 N/A
(Series of Transactions) 4,109,425 4,109,425 N/A
(Single Transaction) 3,624,574 3,624,574 None
(Series of Transactions) 4,109,425 4,109,425 None
</TABLE>
(Continued)
<PAGE> 15
<TABLE>
<CAPTION>
BEARINGS, INC., 401-K SAVINGS PLAN
ITEM 27d-SHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
- -----------------------------------------------------------------------------------------------------------------------------------
(a) (b) (c) (d) (e) (f)
EXPENSE
INCURRED
IDENTITY OF PURCHASE SELLING LEASE WITH
PARTY INVOLVED DESCRIPTION OF ASSET PRICE PRICE RENTAL TRANSACTION
<S> <C> <C> <C> <C> <C>
Fundamental Investors Inc. Fundamental Investors Inc. Common Stock
(Single Transaction) $ 3,624,574 None
(Series of Transactions) 4,679,003 None
FIDELITY GROWTH FUND
- --------------------
Society National Bank EB Money Market Fund
(Single Transaction) 3,307,753 None
(Single Transaction) 3,941,824 None
(Series of Transactions) 8,161,224 None
(Single Transaction) $ 3,307,753 None
(Single Transaction) 3,880,733 None
(Series of Transactions) 8,161,197 None
Fidelity Advisors Advisors Instl. Equity Growth Fund
(Single Transaction) 3,307,753 None
(Series of Transactions) 4,346,956 None
AMERICAN EUROPACIFIC GROWTH FUND
- --------------------------------
Society National Bank EB Money Market Fund
(Single Transaction) 2,584,916 None
(Series of Transactions) 3,027,283 None
(Single Transaction) 2,584,916 None
(Series of Transactions) 3,027,283 None
American EuroPacific American EuroPacific Growth Fund
(Single Transaction) 2,584,916 None
(Series of Transactions) 3,461,343 None
<CAPTION>
BEARINGS, INC., 401-K SAVINGS PLAN
ITEM 27d-SHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
- ---------------------------------------------------------------------------------------------------------------------------------
(a) (b) <g> (h) (i)
COST CURRENT VALUE
IDENTITY OF OF OF ASSET ON NET GAIN
PARTY INVOLVED DESCRIPTION OF ASSET ASSETS TRANSACTION DATE OR (LOSS)
<S> <C> <C> <C> <C>
Fundamental Investors Inc. Fundamental Investors Inc. Common Stock
(Single Transaction) $ 3,624,574 $ 3,624,574 N/A
(Series of Transactions) 4,679,003 4,679,003 N/A
FIDELITY GROWTH FUND
- --------------------
Society National Bank EB Money Market Fund
(Single Transaction) 3,307,753 3,307,753 N/A
(Single Transaction) 3,941,824 3,941,824 N/A
(Series of Transactions) 8,161,224 8,161,224 N/A
(Single Transaction) 3,307,753 3,307,753 None
(Single Transaction) 3,880,733 3,880,733 None
(Series of Transactions) 8,161,197 8,161,197 None
Fidelity Advisors Advisors Instl. Equity Growth Fund
(Single Transaction) 3,307,753 3,307,753 N/A
(Series of Transactions) 4,346,956 4,346,956 N/A
AMERICAN EUROPACIFIC GROWTH FUND
- --------------------------------
Society National Bank EB Money Market Fund
(Single Transaction) 2,584,916 2,584,916 N/A
(Series of Transactions) 3,027,283 3,027,283 N/A
(Single Transaction) 2,584,916 2,584,916 None
(Series of Transactions) 3,027,283 3,027,283 None
American EuroPacific American EuroPacific Growth Fund
(Single Transaction) 2,584,916 2,584,916 N/A
(Series of Transactions) 3,461,343 3,461,340 N/A
</TABLE>
(Continued)
<PAGE> 16
<TABLE>
<CAPTION>
BEARINGS, INC., 401-K SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
- ------------------------------------------------------------------------------------------------------------------------------------
(a) (b) (c) (d) (e) (f)
EXPENSE
INCURRED
IDENTITY OF PURCHASE SELLING LEASE WITH
PARTY INVOLVED DESCRIPTION OF ASSET PRICE PRICE RENTAL TRANSACTION
<S> <C> <C> <C> <C> <C>
INCOME FUND OF AMERICA
----------------------
Society National Bank EB Money Market Fund
(Single Transaction) $ 2,469,514 None
(Series of Transactions) 2,747,997 None
(Single Transaction) $ 2,469,514 None
(Series of Transactions) 2,747,997 None
Income Fund of America Income Fund of America
(Single Transaction) 2,469,514 None
(Series of Transactions) 3,032,103 None
EQUITY FUND
-----------
Society National Bank EB Money Market Fund
(Series of Transactions) 1,661,482 None
The Winsbury Co. The Society Diversified Stock Fund
(Single Transaction) 7,550,371 None
(Series of Transactions) 7,556,182 None
MONEY MARKET FUND
-----------------
Society National Bank EB Money Market Fund
(Single Transaction) 4,958,494 None
(Series of Transactions) 5,447,191 None
<CAPTION>
BEARINGS, INC., 401-K SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
- ------------------------------------------------------------------------------------------------------------------------------------
(a) (b) (g) (h) (i)
COST CURRENT VALUE
IDENTITY OF OF OF ASSET ON NET GAIN
PARTY INVOLVED DESCRIPTION OF ASSET ASSETS TRANSACTION DATE OR (LOSS)
<S> <C> <C> <C> <C>
INCOME FUND OF AMERICA
----------------------
Society National Bank EB Money Market Fund
(Single Transaction) $ 2,469,514 $ 2,469,514 N/A
(Series of Transactions) 2,747,997 2,747,997 N/A
(Single Transaction) 2,469,514 2,469,514 None
(Series of Transactions) 2,747,997 2,747,997 None
Income Fund of America Income Fund of America
(Single Transaction) 2,469,514 2,469,514 N/A
(Series of Transactions) 3,032,103 3,032,103 N/A
EQUITY FUND
-----------
Society National Bank EB Money Market Fund
(Series of Transactions) 1,661,482 1,661,482 None
The Winsbury Co. The Society Diversified Stock Fund
(Single Transaction) 7,510,592 7,550,371 $ 39,779
(Series of Transactions) 7,516,061 7,556,182 40,121
MONEY MARKET FUND
-----------------
Society National Bank EB Money Market Fund
(Single Transaction) 4,958,494 4,958,494 None
(Series of Transactions) 5,447,191 5,447,191 None
</TABLE>
NOTE - Reportable transactions are single transactions or a series of
transactions in the same issue that, when aggregated, are in excess
of 5% of the current value of plan assets at the beginning of the
plan year.
(Concluded)
<PAGE> 1
INDEPENDENT AUDITORS' CONSENT
Bearings, Inc.
We consent to the incorporation by reference in Registration Statement No.
33-42623 of Bearings, Inc. on Form S-8 of our report dated June 19, 1995,
appearing in this Annual Report on Form 11-K of the Bearings, Inc. 401-K
Savings Plan for the year ended December 31, 1994.
/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Cleveland, Ohio
June 19, 1995
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