SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT 1
(Mark One) [X] Annual Report Pursuant To Section 13 Or 15(d) Of The
Securities Exchange Act of 1934 For the fiscal year ended July 27, 1996.
OR
[ ] Transition Report Pursuant To Section 13 or 15(d) Of The Securities
Exchange Act of 1934 For the transition period from _______ to _______
Commission file number 1-7636
DATAPOINT CORPORATION
(Exact name of registrant as specified in charter)
Delaware 74-16015174
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
4 rue d'Aguesseau 75008, Paris, France
8410 Datapoint Drive, San Antonio, Texas 78229-8500
(Address of principal executive offices and zip code)
(33-1) 40 07 37 37
(210) 593-7000
(Registrant's telephone number, including area code)
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
Datapoint Corporation
(Registrant)
By /s/ Phillip P. Krumb___
Phillip P. Krumb
Date: June 27, 1997 Chief Financial Officer
<PAGE>
INDEX TO EXHIBITS
Sequentially
Exhibit Numbered
Number Description of Exhibits Pages
(28) Annual Report on Form 11-K for the years ended December
31, 1996 and 1995 for the Datapoint Corporation Profit
Sharing/Employee Savings Plan.
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
___________
FORM 11-K
___________
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For The Year Ended December 31, 1996
___________
THE DATAPOINT CORPORATION PROFIT SHARING/EMPLOYEE SAVINGS PLAN
Datapoint Corporation
8410 Datapoint Drive
San Antonio, Texas 78229-8500
<PAGE>
Item 1. Changes in the Plan.
None.
Item 2. Changes in Investment Policy.
None.
Item 3. Contributions Under the Plan.
During 1996 and 1995, Datapoint Corporation (the "Company") made no
discretionary contributions to the Datapoint Corporation Profit Sharing/Employee
Savings Plan (the "Plan").
Item 4. Participating Employees.
There were 84 employees who were participants in the Plan December 31, 1996.
Item 5. Administration of the Plan.
(a) The following is a list of the names, addresses and positions or
offices held with Datapoint Corporation of all persons who are members of the
Committee which administers the Plan:
Positions or Offices Held
Name and Address with Datapoint Corporation
Gerald N. Agranoff Vice President, General
8410 Datapoint Drive Counsel and Corporate
San Antonio, Texas 78229 Secretary
Patrick J. Dossey Plan Administrator
8410 Datapoint Drive
San Antonio, Texas 78229
(b) None of the above administrators received any compensation for services
from the Plan during the year ended December 31, 1996.
Item 6. Custodian of Investments.
(a) Fidelity Management Trust Company ("FMTC") acts as manager of all
securities, except Datapoint Common Stock, and investments of the Plan
transferred to it by Frost National Bank. Funds are invested in accounts allowed
by the Plan and as directed by the participants. FMTC, a subsidiary of Fidelity
Investments, a Massachusetts investment company (located at 82 Devonshire
Street, Boston, Massachusetts 02109), offers various trust services to corporate
and personal trust account customers.
<PAGE>
Frost National Bank, as Trustee, acts as a carrier between Datapoint and
FMTC for funds related to the Plan. Frost is custodian for the Datapoint Common
Stock. Frost is responsible for investing any daily cash balances not
transferred to FMTC. Frost National Bank, a Texas banking corporation (located
at 100 West Houston St., San Antonio, Texas 78296), offers various trust
services to corporate and personal trust account customers.
(b) For the year ending December 31, 1996, Frost National Bank received
compensation of approximately $12,155 from the Plan.
(c) FMTC is required by Section 17(g) of the Investment Company Act of 1940
to maintain a bond covering it against larceny and embezzlement by its officers
and employees. FMTC also maintains insurance coverage against losses resulting
from errors and omissions by its employees, officers and trustees and for losses
resulting from electronic and computer crime. Coverage under these policies is
more than adequate to cover any potential losses incurred by the Plan. Frost
National Bank is also covered by an error and omission bond and collateral asset
program which is more than adequate to cover any potential losses incurred by
the Plan.
Item 7. Reports to Participating Employees.
At the end of each calendar quarter, each participant receives an
individual participant statement disclosing the status of their account during
the preceding quarter (including the opening and closing totals, and a breakdown
of withdrawals, contributions, and other allocations to or from the account). As
the Plan is modified, each participant receives a copy of the updated prospectus
relating to the Plan. Each participant also receives the annual report of the
Plan which includes financial statements of the Plan. Employees also receive
quarterly and annual reports of the Company as they are applicable to the Plan.
Item 8. Investment of Funds.
There were no commissions paid during the year ended December 31, 1996 and 1995.
Item 9. Financial Statements and Exhibits.
(a) Financial Statements Page No.
Report of Independent Auditors F-1
Statement of Net Assets Available for Benefits with Fund Information -
December 31, 1996 F-2
Statement of Net Assets Available for Benefits with Fund Information-
December 31, 1995 F-3
Statement of Changes in Net Assets Available for Benefits with Fund
Information- December 31, 1996 F-4
<PAGE>
(b) Notes to Financial Statements F-5
(c) Schedules:
Schedules I, II and III have been omitted because the required information
is shown in the financial statements.
<PAGE>
DATAPOINT CORPORATION
PROFIT SHARING/EMPLOYEE SAVINGS PLAN
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
DECEMBER 31, 1996 AND 1995
WITH
REPORT OF INDEPENDENT AUDITORS
<PAGE>
CONTENTS
Report of Independent Auditors
Audited Financial Statements
Statements of Net Assets Available for Benefits with Fund Information -
December 31, 1996 and 1995
Statements of Changes in Net Assets Available for Benefits with Fund
Information - Year Ended December 31, 1996
Notes to Financial Statements
Supplemental Schedules
Line 27a - Schedule of Assets Held for Investment Purposes
Line 27d - Schedule of Reportable Transactions
A schedule of party-in-interest transactions has not been presented because
there were no transactions which are prohibited by ERISA Section 406 and for
which there is no statutory or administrative exemption.
<PAGE>
Report of Independent Auditors
Trust Committee
Datapoint Corporation
Profit Sharing/Employee Savings Plan
We have audited the accompanying statements of net assets available for
benefits of the Datapoint Corporation Profit Sharing/Employee Savings Plan, (the
Plan), as of December 31, 1996 and 1995, and the related statements of changes
in net assets available for benefits for the year ended December 31, 1996. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits of the Plan as
of December 31, 1996 and 1995, and the changes in its net assets available for
benefits for the year ended December 31, 1996, in conformity with generally
accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the
financial statements taken as a whole. The accompanying supplemental schedules
of assets held for investment purposes as of December 31, 1996, and reportable
transactions for the year then ended, are presented for purposes of complying
with the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974, and are
not a required part of the 1996 financial statements. The Fund Information in
the statement of net assets available for benefits and the statement of changes
in net assets available for benefits is presented for purposes of additional
analysis rather than to present the net assets available for benefits and
changes in net assets available for benefits of each fund. The supplemental
schedules and Fund Information have been subjected to the auditing procedures
applied in our audits of the financial statements and, in our opinion, are
fairly stated in all material respects in relation to the financial statements
taken as a whole.
Ernst & Young LLP
Dallas, Texas
April 18, 1997
<PAGE>
Datapoint Corporation 401(k) Plan
Statement of Net Assets Available for Benefits with Fund Information
<TABLE>
<CAPTION>
December 31, 1996
Inter-
national Managed Datapoint
Equity Growth & Income Cash Common Asset
Magellan Income Income Portfolio Reserves Stock Manager Total
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
Cash and cash equivalents $ 3,771 $ 1,769 $ 1,233 $ 1,985 $ 1,816 $ 1,013 $ 1,315 $ 12,902
Investments, at fair value 938,998 424,956 70,872 665,767 503,277 195,442 151,165 2,950,477
Total Investments 942,769 426,725 72,105 667,752 505,093 196,455 152,480 2,963,379
Receivables:
Interest Receivable - - - 31 29 - - 60
Dividends Receivable - 8 - - - - 2,733 2,741
Employer's Contribution - 735 1,225 - - - 2,832 4,792
Total receivables - 743 1,225 31 29 - 5,565 7,593
Liabilities:
Administration Fee Payable 7,327 2,594 828 4,580 3,880 72 1,219 20,500
Other Liabilities 2,573 - - 813 7,500 161 - 11,047
Total Liabilities 9,900 2,594 828 5,393 11,380 233 1,219 31,547
Net assets available for benefits $ 932,869 $424,874 $ 72,502 $662,390 $493,742 $196,222 $156,826 $2,939,425
</TABLE>
The accompanying notes are an integral part of these statements.
F - 2
<PAGE>
Datapoint Corporation 401(k) Plan
Statement of Net Assets Available for Benefits with Fund Information
<TABLE>
<CAPTION>
December 31, 1995
Inter-
national Managed Datapoint
Equity Growth & Income Cash Common Asset
Magellan Income Income Portfolio Reserves Stock Manager Total
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
Cash and cash equivalents $ 1,507 $ 42 $ 42 $ 171 $ - $ 512 $ - $ 2,274
Investments, at fair value 1,389,852 492,648 157,173 869,377 753,375 13,063 229,036 3,904,524
Total Investments 1,391,359 492,690 157,215 869,548 753,375 13,575 229,036 3,906,798
Receivables:
Interest Receivable - - - 30 30 - - 60
Dividends Receivable - 8 - - - - 2,733 2,741
Employer's Contribution - 2,066 1,914 - - - 2,949 6,929
Total Receivables - 2,074 1,914 30 30 - 5,682 9,730
Liabilities:
Administration Fee Payable 7,328 2,594 828 4,580 3,880 72 1,220 20,502
Other Liabilities 1,126 - - 261 6,380 151 - 7,918
Total Liabilities 8,454 2,594 828 4,841 10,260 223 1,220 28,420
Net assets available
for benefits $1,382,905 $492,170 $158,301 $864,737 $743,145 $13,352 $233,498 $3,888,108
</TABLE>
The accompanying notes are an integral part of these statements.
F - 3
<PAGE>
Datapoint Company 401 (k) Plan
Statement of Changes in Net Assets Available for Benefits with Fund Information
<TABLE>
<CAPTION>
Year Ended December 31, 1996
Inter-
national Managed Datapoint
Equity Growth & Income Cash Common Asset
Magellan Income Income Portfolio Reserves Stock Manager Total
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets
attributed to:
Investment Income:
Interest Income $ 1,036 $ 315 $ 406 $ 738 $ 229 $ - $ 241 $ 2,965
Dividend Income 188,595 30,037 84 47,279 32,531 407 14,610 313,543
Net appreciation (depreciation)
in fair value of investments (61,890) 64,006 21,999 (1,274) (45) (893) 9,761 31,664
------- ------ ------ ------ --- ---- ----- ------
127,741 94,358 22,489 46,743 32,715 (486) 24,612 348,172
------- ------ ------ ------ ------ ---- ------ -------
Contributions:
Participant's 90,370 39,351 17,610 29,938 28,774 8,921 25,920 240,884
Employer's 15,344 6,714 3,352 5,626 7,538 1,334 4,324 44,232
------ ----- ----- ----- ----- ----- ----- ------
105,714 46,065 20,962 35,564 36,312 10,255 30,244 285,116
------- ------ ------ ------ ------ ------ ------ -------
Total additions 233,455 140,423 43,451 82,307 69,027 9,769 54,856 633,288
Deductions
Deductions from net assets
attributed to:
Benefits paid to participants 621,855 197,093 50,809 417,167 224,046 4,288 41,292 1,556,550
Administrative expenses 6,873 2,695 941 4,098 3,297 761 1,491 20,156
Forfeitures 1,447 1,331 689 552 1,120 10 116 5,265
----- ----- --- --- ----- -- --- -----
Total deductions 630,175 201,119 52,439 421,817 228,463 5,059 42,899 1,581,971
Net increase (decrease) prior
to interfund transfers (396,720) (60,696) (8,988) (339,510) (159,436) 4,710 11,957 (948,683)
Interfund transfers 53,316 6,600 76,811 (137,163) 89,967 (178,160) 88,629 0
------ ----- ------ -------- ------ -------- ------ -
Net increase (decrease) (450,036) (67,296) (85,799) (202,347) (249,403) 182,870 (76,672) (948,683)
Net assets available for benefits:
Beginning of year 1,382,905 492,170 158,301 864,737 743,145 13,352 233,498 3,888,108
End of year $ 932,869 $424,874 $ 72,502 $662,390 $493,742 $196,222 $156,826 $2,939,425
========== ======== ======== ======== ======== ======== ======== ==========
</TABLE>
The accompanying notes are an integral part of these statements.
F - 4
<PAGE>
DATAPOINT CORPORATION PROFIT SHARING/EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 1996 and 1995
DESCRIPTION OF THE PLAN
The Datapoint Corporation Profit Sharing/Employee Savings Plan (the "Plan")
was adopted effective January 1, 1988, to provide retirement and other benefits
for employees of Datapoint Corporation (the "Company") and certain of its
subsidiaries. The Plan contains a cash or deferred arrangement pursuant to
Section 401(k) of the Internal Revenue Code of 1986 (the "Code").
The following brief descriptions of the Plans provided for general
informational purposes only. Participants should refer to the Plan agreement for
more complete information.
ERISA - The Plan is generally subject to the provisions of Titles I
(Protection of Employee Benefit Rights), II (Amendments to the Internal Revenue
Code Relating to Retirement Plans) and III (Jurisdiction, Administration,
Enforcement) of the Employee Retirement Income Security Act of 1974, as amended
("ERISA"). However, the Plan, as a defined contribution plan, is not subject to
Part 3 of Title I of ERISA (Funding) nor the Title IV of ERISA (Plan Termination
Insurance).
Plan administration - The Plan is administered by a plan administrator,
which is currently the Company.
Participation - All United States employees of the Company are eligible to
participate in the Plan provided that the employee has been employed for at
least 12 months by the Company, and has attained 21 years of age.
Contributions - The Plan is funded by the following contributions:
1. Basic Contributions - These are voluntary pre-tax contributions to the
Plan and are made by a participant's election to reduce his compensation by an
amount measured in whole percentages ranging between 1 percent and 8 percent.
"Compensation" means the salary, wages and commissions paid by the Company to an
employee while he is a participant in the Plan, including the basic
contributions, but excluding all other employer contributions to the benefit
plans and all other forms of compensation.
F-5
<PAGE>
DESCRIPTION OF THE PLAN (continued)
Contributions (continued)
The Plan places a fixed dollar limit per year on each employee's basic
contribution. The 1996 dollar limit was $9,500 as established by treasury
regulations and will be adjusted for inflation pursuant to treasury regulations.
Basic contributions are subject to certain tests established by the
Internal Revenue Service (the "IRS") which are intended to prevent
discrimination against lower paid employees, commonly referred to as the actual
deferral percentage ("ADP") test. The ADP test imposes ceilings on the amounts
that can be contributed as basic contributions by certain "highly compensated
employees," as specified by the Code.
2. Additional Basic Contributions - For any given Plan year in which the
Plan fails to meet the ADP test, the Company may elect to make additional basic
contributions to the account of each non-highly compensated employee in amounts
necessary to cause the Plan, after such contributions are made, to meet the
test. The additional basic contribution made to each non-highly compensated
employee is to be a uniform percentage of such participant's annual
compensation. During 1996 and 1995, there were no additional basic
contributions.
3. Discretionary Contributions - At the discretion of the Board of
Directors (the "Board") of the Company, the Company may contribute to the Plan,
as of the Plan Year, an amount in addition to the matching contribution (see
below). This contribution will be allocated to each eligible employee based on
the percentage each eligible employee's Plan compensation is to the total
covered Plan compensation. The Company anticipates that its discretionary
contribution will be made annually contingent upon the Company meeting financial
goals established annually by the Board. During the years ended December 31,
1996 and 1995, the Company made no discretionary contributions to the Plan.
4. Matching Contributions - During the years ended December 31, 1996 and
1995, the Company contributed $.25 for each $1.00 of basic contribution (limited
to the first 5 percent) contributed per participant. The matching contribution
is made on the same frequency as the basic contribution and deposited to the
Plan at the same time as the basic contribution.
5. Rollover Contributions - A participant, with the approval of the Plan
administrator, may rollover to the Plan amounts distributed directly from a
qualified plan maintained, or formerly maintained, by a current or former
employer. Any amount so transferred will become subject to all the terms of the
Plan and will be deposited in a rollover account. The aggregate of all
contributions made to the Plan (other than rollover contributions) may not
exceed the lesser of $30,000 or 25 percent of any participant's compensation for
any one year.
F - 6
<PAGE>
DESCRIPTION OF THE PLAN (continued)
Transfers - The Plan allows participants to transfer their account balances
from one fund to another once each quarter.
Withdrawals - Under Section 401(k) of the Code, participants' contributions
may be withdrawn upon attainment of age 59 1/2 or to satisfy a financial
hardship as defined by the IRS regulations. Distributions under the Plan
generally must commence no later than April 1 of the calendar year following the
calendar year in which the participant attains age 70 1/2 or retires, whichever
is later. If a participant demonstrates to the Plan administrator that they have
a financial hardship as defined by the IRS regulations, they may request a
withdrawal from their rollover and/or basic contribution account an amount
sufficient to meet the financial need. Such withdrawal is restricted to their
rollover contribution (including earnings) and their basic contribution
(excluding earnings).
Forfeitures - Nonvested amounts in terminating participants' accounts will
be forfeited and used to (1) reinstate previously forfeited account balances of
former participants that have returned to the Company and (2) reduce the
Company's obligation to contribute to the Plan. The forfeitures will be taken
from the participants' accounts at the time final distributions are made to the
employee(s) and may be utilized by the Company at the next quarterly valuation
date.
Distributions - A participant who ceases to be an employee is entitled to
receive their vested interest in the Plan, which is their total vested
participant account balance as of the quarterly valuation date coinciding with
or immediate following their termination of employment. If a discretionary
contribution is made at the end of the year in which the participant's
employment terminates, a participant whose employment terminates as a result of
retirement, disability or death will receive an additional distribution equal to
their pro rata share of the discretionary contribution.
Vesting - Participants are vested in the Plan at the rate of 25 percent per
year. A participant is 100 percent vested in any contributions that they make to
the Plan and earnings on those contributions.
Termination - While the Company has not expressed any intent to discontinue
the Plan, the Board may terminate it upon notice to and approval by the
appropriate governmental agencies having jurisdiction of such termination under
ERISA. All of the participants' benefits under the Plan, accrued as of the
termination date, will become 100% vested.
F - 7
<PAGE>
DESCRIPTION OF THE PLAN (continued)
Federal Income Tax Consequences - The contributions to the Plan will have
the following tax consequences:
1. Basic contributions reduce the participant's taxable income by the
amount of such contributions. The participant is not taxed when such
contributions are made and neither the contributions nor earnings thereon are
taxed while such amounts remain in the Plan. Basic contributions are generally
subject to withholding of social security taxes on such amounts.
2. Additional basic contributions are not taxable to the participant when
such contributions are made and neither the contributions nor the earnings
thereon are taxed while such amounts remain in the Plan.
3. Participants are not taxed on matching contributions when such
contributions are made and neither the contributions nor earnings thereon are
taxed while such amounts remain in the Plan.
4. The earnings on rollover contributions are not taxed while such amounts
remain in the Plan.
The distributions of participant accounts will have the following federal
income tax consequences:
1. Basic contributions, matching contributions, additional basic
contributions and discretionary contributions and earnings accrued thereon
(other than unrealized appreciation in stock value) are taxed at ordinary income
rates (subject to lump sum distribution rules) upon withdrawal.
2. Distributions of "excess contributions" under the ADP rules (and any
income relating thereto) are taxable to participants at ordinary income rates as
of the calendar year in which the employee would have received the contribution
as cash (but for the deferral elections). Distributions of excess matching
distributions (and any income relating thereto) are taxable at ordinary rates as
of the calendar year on behalf of which the contributions were made.
F - 8
<PAGE>
DESCRIPTION OF THE PLAN (continued)
Federal Income Tax Consequences (continued)
3. Amounts received as the result of a hardship withdrawal are taxable at
ordinary income rates in the year of receipt and will be subject to a 10 percent
penalty if the participant is under age 59 1/2.
4. Distributions attributable to basic contributions, matching
contributions and the earnings thereon, which are paid in a lump sum to the
recipient in one taxable year and which constitute the balance to the credit of
such participant, may be eligible for five-year (and in limited circumstances,
ten-year) averaging under Section 402(d) of the Code.
5. Any taxable distribution will be subject to an additional 10 percent
penalty if it was not made as a result of death, disability, separation of
service after age 55, or an in-service distribution after age 59 1/2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Investments are valued at market value for those investments having readily
available market quotations and fair value for other investments as of December
31, 1996 and 1995. Cost of investments sold is determined based on the average
cost method.
The Company is reimbursed by the Plan for certain fees and expenses
incurred for administration of the Plan.
An IRS determination letter dated October 8, 1994, has been received
stating that the Plan qualifies under Section 401(a) and 401(k) of the Code and
the related trust is therefore exempt from federal income tax under Section
501(a). The Plan administrator and the Plan's tax counsel believe that the Plan
is designed and is currently being operated in compliance with the applicable
requirements of the IRS.
On January 1, 1988, the Company entered into an agreement with Frost
National Bank (the "Trustee") and established the "Datapoint Corporation Profit
Sharing/Employee Savings Plan Trust" (the "Trust") to carry out the purposes of
the Plan.
The financial statements are prepared in accordance with generally accepted
accounting principles (GAAP) on the accrual method of accounting. The
preparation of the financial statements and accompanying notes in conformity
with GAAP requires management to make certain estimates and assumptions that
effect the amounts reported. Actual results could differ from these estimates.
F - 9
<PAGE>
The Trustee maintains the contributions in accordance with participants'
instructions in one or more of the investment options. The first six investment
options are sponsored by Fidelity Investments. The seven investment options are:
1. Managed Income Portfolio Fund This fund invests in short-and long-term
investment contracts with blended interest rates issued by insurance companies,
banks, or other approved financial institutions. The fund also invests in money
market instruments for liquidity. The goal of the fund is to maintain a stable
$1/share price, but the yield will fluctuate.
2. Cash Reserves Fund This fund invests exclusively in Fidelity Investments
Cash Reserves Mutual Fund which is a money market fund that seeks to maintain
the principal's value at a stable level. This fund invests in high-quality U.S.
dollar denominated money market instruments of domestic and foreign issuers. The
dividend yield fluctuates daily in response to changes in short-term interest
rates.
3. Equity-Income Fund This fund invests exclusively in Fidelity Investments
Equity-Income Mutual Fund which is a growth and income fund. It seeks a
reasonable income by investing primarily in income-producing equity securities.
The fund normally invests at least 80 percent of assets in income-producing
common or preferred stock, bonds and convertible securities.
4. Magellan Fund This fund invests exclusively in Fidelity Investments
Magellan Mutual Fund which is an aggressive growth fund and seeks appreciation
by investing primarily in common stocks and securities convertible into common
stocks.
5. International Growth and Income Fund This fund seeks capital growth and
current income consistent with reasonable investment risk by investing
principally in foreign securities.
F - 10
<PAGE>
6. Asset Manager Account This fund allocates its assets among and across
domestic and foreign equities, bonds and short-term instruments. The fund's
assets are gradually shifted to take advantage of market conditions.
7. Datapoint Common Stock Fund This fund invests exclusively in the
Company's common stock. Purchases of common stock for this fund will be made by
the Trustee either on the open market or directly from the Company. The purchase
price of common stock purchased directly from the Company shall be equal to the
simple average of the high and low price of the common stock, as published in
the Wall Street Journal on the trading day the date the common stock is
purchased for this Fund. In addition, no fees or commissions will be payable in
connection with the stock purchase from the Company. Any fees, commissions or
other charges associated with the purchase or sale of the common stock on the
open market are paid by the Common Stock Fund.
There were 84 employees who were participants in the Plan at December 31,
1996. The number of participants in each fund was:
Managed Income Portfolio Fund 29
Cash Reserves Fund 42
Equity-Income Fund 35
Magellan Fund 50
Datapoint Common Stock Fund 7
International Growth & Income Fund 17
Asset Manager Account 23
The total number of participants in the Plan was less than the sum of the
number of participants shown above because many were participating in more than
one fund.
Voting - Prior to the distribution of the shares of common stock to a
participant, the Trustee will exercise all voting rights of the Company's common
stock allocated to a participant's account.
F - 11
<PAGE>
8. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for benefits per
the financial statements to the Form 5500:
1996 1995
Net assets available for benefits per the
financial statements $2,939,425 $3,888,108
Amounts allocated to withdrawing participants (9,773) (576,547)
Net assets available for benefits per the Form 5500 $2,929,652 $3,311,561
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500:
Year ended
December 31, 1996
Benefits paid to participants per the financial statements $ 1,556,550
Add: Amounts allocated to withdrawing participants
at December 31, 1996 9,773
Less: Amounts allocated to withdrawing participants
at December 31, 1995 (576,547)
Benefits paid to participants per the Form 5500 $ 989,776
Amounts allocated to withdrawing participants are recorded on the Form 5500
for benefit claims that have been processed and approved for payment prior to
December 31 but not yet paid as of that date.
F - 12
<PAGE>
DATAPOINT CORPORATION
PROFIT SHARING EMPLOYEE/SAVINGS PLAN
Line 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
Year Ended December 31, 1996
(b) Identity (c) Description (e) Current
(a) of Issue of Investment (d) Cost Value
*Fidelity Investments Cash and Cash
Equivalents $12,902 $12,902
*Fidelity Investments Managed Income Portfolio Fund
665,767 units $666,857 $665,767
*Fidelity Investments Cash Reserves Fund
503,277 units $503,277 $503,277
*Fidelity Investments Equity-Income Fund
9,922 units $306,465 $424,956
*Fidelity Investments Magellan Fund
11,643 units $791,164 $938,998
*Datapoint Corporation Common Stock
173,726 shares $203,407 $195,442
*Fidelity Investments International Growth & Income Fund
3,625 units $55,293 $70,872
*Fidelity Investments Asset Manager Account
9,183 units $137,673 $151,165
$2,677,038 $2,963,379
* Denotes party in interest
F - 13
<PAGE>
PROFIT SHARING/EMPLOYEE SAVINGS PLAN
LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
(h)
(c)& (d) Current Value of (i)
(a) (b) Purchase (g) Asset on Net Gain or
Identity of Party Involved Description of Assets (Sales) Price Cost of Asset Transaction Date (Loss)
Category (i) - Single Transactions
<S> <C> <C> <C> <C> <C>
*Fidelity Investments Managed Income Portfolio Fund $ 256,464 $256,464 $256,464 $-
*Fidelity Investments Managed Income Portfolio Fund $(256,464) $256,464 $256,464 $-
<CAPTION>
Category (iii) - Series of securities transactions
<S> <C> <C> <C> <C> <C>
*Fidelity Investments Managed Income Portfolio Fund $ 215,049 $215,049 $215,049 $-
*Fidelity Investments Managed Income Portfolio Fund $(417,385) $417,569 $417,385 $(184)
*Fidelity Investments Cash Reserves Fund $ 62,403 $ 62,403 $ 62,403 $-
*Fidelity Investments Cash Reserves Fund $(312,456) $312,501 $312,456 $(45)
*Fidelity Investments Magellan Fund $ 293,238 $293,238 $293,238 $-
*Fidelity Investments Magellan Fund $(682,202) $561,456 $682,202 $120,746
*Fidelity Investments Equity-Income Fund $ 76,306 $ 76,306 $ 76,306 $-
*Fidelity Investments Equity-Income Fund $(208,004) $147,236 $208,004 $60,768
*Fidelity Investments Common Stock $ 187,591 $187,591 $187,591 $-
*Fidelity Investments Common Stock $ (4,319) $ 4,465 $ 4,319 $(146)
*Fidelity Investments International Growth Fund $ 32,985 $ 32,985 $ 32,985 $-
*Fidelity Investments International Growth Fund $(141,285) $128,779 $141,285 $12,506
*Fidelity Investments Asset Manager Fund $ 48,330 $ 48,330 $ 48,330 $-
*Fidelity Investments Asset Manager Fund $(135,962) $119,573 $135,962 $16,389
</TABLE>
*Party-in-interest
Columns (e) and (f) are not applicable.
F-14
