SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934 (NO FEE REQUIRED) for the fiscal year ended December 31, 1998,
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (NO FEE REQUIRED) for the transition period from
____________________ to ____________________.
Commission file number ..........................................0-7282
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
Computer Horizons Corp. Employee Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the address
of its principle executive office:
Computer Horizons Corp.
49 Old Bloomfield Avenue
Mountain Lakes, New Jersey 07046-1495
<PAGE>
FINANCIAL STATEMENTS AND REPORT OF
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
COMPUTER HORIZONS CORP.
EMPLOYEE SAVINGS PLAN
December 31, 1998 and 1997
<PAGE>
C O N T E N T S
<TABLE>
<CAPTION>
Page
----
<S> <C>
Report of Independent Certified Public Accountants 3
Financial Statements
Statements of Net Assets Available for Benefits 4
Statements of Changes in Net Assets Available for Benefits 5
Notes to Financial Statements 7 - 13
Supplemental Schedules
Report of Independent Certified Public Accountants on
Supplementary Information 15
Item 27a - Schedule of Assets Held for Investment Purposes 16
Item 27d - Schedule of Reportable Transactions 17
</TABLE>
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Board of Trustees
Computer Horizons Corp. Employee Savings Plan
We have audited the accompanying statements of net assets available for benefits
of Computer Horizons Corp. Employee Savings Plan (the "Plan") as of December 31,
1998 and 1997, 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, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1998 and 1997 and changes in net assets available for benefits for
the years then ended, in conformity with generally accepted accounting
principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The fund information in the statements of
changes in net assets available for benefits is presented for purposes of
additional analysis rather than to present the changes in net assets available
for benefits of each fund. The fund information has been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/s/Grant Thornton LLP
Parsippany, New Jersey
June 18, 1999
-3-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
STATEMENTS OF NET ASSETS AVAILABLE
FOR BENEFITS
December 31,
<TABLE>
<CAPTION>
1998 1997
----------- -----------
<S> <C> <C>
ASSETS
Investments (Notes B and C)
Guaranteed Fund $ 2,061,129 $ 5,158,873
Mutual Funds 27,152,768 14,002,139
Common Stock - Computer Horizons Corp. 2,745,574 2,766,254
----------- -----------
31,959,471 21,927,266
Contributions receivable (Note A)
Employee 339,040 209,880
Employer 28,271 23,446
Participant loans (Note A) 645,133 459,920
------------ ------------
Net assets available for benefits $32,971,915 $22,620,512
========== ==========
</TABLE>
The accompanying notes are an integral part of these statements.
-4-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
WITH FUND INFORMATION
Year ended December 31, 1998
<TABLE>
<CAPTION>
20th
Century Fidelity Vanguard Vanguard
Guaranteed Investors Magellan Index Wellington
Funds Funds Fund Fund Fund
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Additions
Conversions in
Employees' contributions
Employer's contributions
Interest/dividend income $ 123,374
Loan repayment
Realized gain (loss)
Unrealized (depreciation)
appreciation
in market value of
investments
----------- ----------- ----------- ----------- -----------
123,374
Deductions
Conversions out (2,617,852) (2,200,898) (5,835,650) (3,694,706) (2,270,885)
Participants' withdrawals (256,576)
Expense adjustments (168)
Loans issued
Transfers
(346,522)
----------- ----------- ----------- ----------- -----------
(3,221,118) (2,200,898) (5,835,650) (3,694,706) (2,270,885)
NET INCREASE (DECREASE)
IN ASSETS AVAILABLE
FOR BENEFITS (3,097,744) (2,200,898) (5,835,650) (3,694,706) (2,270,885)
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits
at beginning of year 5,158,873 2,200,898 5,835,650 3,694,706 2,270,885
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits
at end of year $ 2,061,129 $ $ $ $
=========== =========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
(continued)
<PAGE>
<TABLE>
<CAPTION>
ML ML
Retirement International ML Small ML Global
Preservation Equity ML S&P 500 Cap Index Allocation
Trust Fund Index Fund Fund Fund
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Additions
Conversions in $ 2,617,852 $ 3,694,706
Employees' contributions 996,237 212,092 2,126,242 304,631 248,138
Employer's contributions 82,800 8,394 144,593 24,704 13,005
Interest/dividend income 202,940 5,334 323,531 46,276 27,553
Loan repayment 28,290 918 30,054 955 1,951
Realized gain (loss) (1,584) 68,295 (9,751) (1,893)
Unrealized (depreciation)
appreciation
in market value of
investments (1,166) 831,980 (36,502) (26,756)
----------- ----------- ----------- ----------- -----------
3,928,119 223,988 7,219,401 330,313 261,998
Deductions
Conversions out
Participants' withdrawals (254,304) (6,919) (370,958) (44,926) (16,044)
Expense adjustments (199) (62) (457) (36) (42)
Loans issued (24,137) (14,814) (111,655) (8,665) (4,787)
Transfers 314,028 59,995 (81,859) 74,651 48,171
----------- ----------- ----------- ----------- -----------
35,388 38,200 (564,929) 21,024 27,298
NET INCREASE (DECREASE)
IN ASSETS AVAILABLE
FOR BENEFITS 3,963,507 262,188 6,654,472 351,337 289,296
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits
at beginning of year
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits
at end of year $ 3,963,507 $ 262,188 $ 6,654,472 $ 351,337 $ 289,296
=========== =========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
(continued)
<PAGE>
<TABLE>
<CAPTION>
ML Computer
Intermediate Horizons
Mass. MFS ML Corporate Corp.
Investors Research Capital Bond Common Stock
Trust Fund Fund Fund Fund
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Additions
Conversions in $ 8,036,548 $ $ 2,270,885
Employees' contributions 2,151,397 590,977 1,396,982 234,024 $ 1,505,580
Employer's contributions 161,849 26,799 78,376 11,519 151,983
Interest/dividend income 638,978 28,209 207,001 9,104 15,571
Loan repayment 39,724 1,371 17,847 3,610 73,772
Realized gain (loss) 63,753 (2,386) (11,489) 240 15,309
Unrealized (depreciation)
appreciation
in market value of
investments 1,074,515 48,143 (24,164) 1,220 (1,480,712)
----------- ----------- ----------- ----------- -----------
12,166,764 693,113 3,935,438 259,717 281,503
Deductions
Conversions out
Participants' withdrawals (1,008,680) (39,553) (221,406) (8,741) (141,897)
Expense adjustments (549) (80) (244) (40) (523)
Loans issued (123,000) (11,739) (40,503) (3,202) (56,626)
Transfers (10,636) 114,616 (143,714) 74,407 (103,137)
----------- ----------- ----------- ----------- -----------
(1,142,865) 63,244 (405,867) 62,424 (302,183)
NET INCREASE (DECREASE)
IN ASSETS AVAILABLE
FOR BENEFITS 11,023,899 756,357 3,529,571 322,141 (20,680)
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits
at beginning of year 2,766,254
----------- ----------- ----------- ----------- -----------
Net assets available for
benefits
at end of year $11,023,899 $ 756,357 $ 3,529,571 $ 322,141 $ 2,745,574
=========== =========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
(continued)
<PAGE>
<TABLE>
<CAPTION>
Loan Other, Total fund
Fund net balance
----------- ----------- -----------
<S> <C> <C> <C>
Additions
Conversions in $16,619,991
Employees' contributions 138,460 9,904,760
Employer's contributions 4,825 708,847
Interest/dividend income 1,627,871
Loan repayment $ (198,492)
Realized gain (loss) 120,494
Unrealized (depreciation)
appreciation
in market value of
investments 386,558
----------- ----------- -----------
(198,492) 143,285 29,368,521
Deductions
Conversions out (16,619,991)
Participants' withdrawals (24,723) (2,394,727)
Expense adjustments (2,400)
Loans issued 408,428 (9,300)
Transfers
----------- ----------- -----------
383,705 (9,300) (19,017,118)
NET INCREASE (DECREASE)
IN ASSETS AVAILABLE
FOR BENEFITS 185,213 133,985 10,351,403
----------- ----------- -----------
Net assets available for
benefits
at beginning of year 459,920 233,326 22,620,512
----------- ----------- -----------
Net assets available for
benefits
at end of year $ 645,133 $ 367,311 $32,971,915
=========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
-5-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS WITH
FUND INFORMATION
Year ended December 31, 1997
<TABLE>
<CAPTION>
20th Century
Growth Fidelity Vanguard
Guaranteed Investors Magellan Index
Fund Fund Fund Fund
------------- ------------- ----------- ------------
<S> <C> <C> <C> <C>
Additions
Employees' contributions (Note A) $1,037,617 $ 431,675 $ 705,726 $ 774,612
Employer's contributions (Note A) 56,065 47,623 78,814 67,578
Interest/dividend income 293,717 320,642 386,978 74,251
Unrealized/realized appreciation
in market value of investments (Note C) 151,907 947,590 788,865
Loan repayments (Note A) 43,447 10,241 32,184 19,710
----------- ----------- ------------ -----------
1,430,846 962,088 2,151,292 1,725,016
--------- ---------- ---------- ---------
Deductions
Withdrawals (Note A) (952,758) (267,644) (1,268,809) (439,556)
Expenses (Note A) (13,289) (1,870) (5,631) (8,603)
Transfers 165,941 (19,720) (61,444) 115,351
Loans issued (Note A) (170,750) (17,213) (54,840) (28,060)
---------- ----------- ------------ -----------
(970,856) (306,447) (1,390,724) (360,868)
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 459,990 655,641 760,568 1,364,148
---------- ---------- ---------- ---------
Net assets available for benefits at
beginning of year 4,698,883 1,545,257 5,075,082 2,330,558
---------- --------- --------- ---------
Net assets available for benefits at
end of year $5,158,873 $2,200,898 $ 5,835,650 $3,694,706
========= ========= ========== =========
</TABLE>
The accompanying notes are an integral part of this statement.
(continued)
<PAGE>
<TABLE>
<CAPTION>
Computer
Horizons
Corp.
Vanguard Common Total
Wellington Stock Loan Contribution fund
Fund Fund Fund receivable balance
----------- ------------ ---------- -------------- ----------
<S> <C> <C> <C> <C> <C>
Additions
Employees' contributions (Note A) $ 452,042 $ 847,005 $209,880 $ 4,458,557
Employer's contributions (Note A) 44,916 92,006 23,446 410,448
Interest/dividend income 190,667 1,266,255
Unrealized/realized appreciation
in market value of investments (Note C) 233,801 1,181,840 3,304,003
Loan repayments (Note A) 14,280 44,668 $(164,530)
----------- ----------- -------- ------- -----------
935,706 2,165,519 (164,530) 233,326 9,439,263
---------- --------- -------- ------- -----------
Deductions
Withdrawals (Note A) (288,598) (188,598) (3,405,963)
Expenses (Note A) (2,044) (31,437)
Transfers (89,195) (110,933)
Loans issued (Note A) (41,175) (23,562) 335,600
----------- ----------- -------- ------- ------------
(421,012) (323,093) 335,600 (3,437,400)
NET INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 514,694 1,842,426 171,070 233,326 6,001,863
---------- --------- -------- ------- -----------
Net assets available for benefits at
beginning of year 1,756,191 923,828 288,850 - 16,618,649
--------- ---------- -------- -------- ----------
Net assets available for benefits at
end of year $2,270,885 $2,766,254 $ 459,920 $233,326 $22,620,512
========= ========= ======== ======= ==========
</TABLE>
The accompanying notes are an integral part of this statement.
-6-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS
December 31, 1998 and 1997
NOTE A - DESCRIPTION OF THE PLAN
The following description of Computer Horizons Corp. Employee Savings Plan
(the "Plan") provides only general information. Participants should refer
to the Plan Agreement for a more complete description of the Plan's
provisions.
General
The Plan is a defined contribution employee profit-sharing plan, covering
all full-time employees of the Company who have completed at least one year
of service and a minimum of one thousand (1,000) hours of service.
The Plan was established effective April 1, 1983, and amended as of January
1, 1984 and May 31, 1989, to be a qualified profit sharing plan under
Internal Revenue Code Section 401(a), with a qualified cash or deferred
arrangement under Internal Revenue Code Section 401(k).
The Plan was further amended and restated effective January 1, 1990 to
comply with the requirements of the Tax Reform Act of 1986 and all
applicable Federal laws subsequently enacted and relating thereto. A
favorable determination letter dated September 1995 was received from the
Internal Revenue Service.
On January 1, 1998, the Plan was further amended to reflect the appointment
of Merrill Lynch as Plan Trustee. Merrill Lynch also acts as the
recordkeeper. Other modifications to the Plan include: (1) a reduction in
the eligibility service period from one year to six months, (2) a change in
the vesting period from 25% after three years of service and 100% after
five years to 100% after three years, (3) a change in investment options.
Contributions
Each year, participants may contribute up to 15 percent of pretax annual
compensation, defined as base pay (regular earnings plus overtime) plus
commissions. Participants may also contribute amounts representing
distributions from other qualified defined-benefit or contribution plans.
The Company contributes 25 percent of the first 4 percent of base
compensation that a participant contributes to the Plan.
-7-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE A (continued)
Participant Accounts and Vesting
Separate accounts are maintained for each participant's contributions and
earnings thereon. The participant may direct that the account be invested
in one or more Funds permitted by the Plan (Note C). Upon termination of
employment, a participant is entitled to 100% of the value of his Salary
Deferral account balance (pretax contributions of three to fifteen percent
of compensation not to exceed maximum as specified in agreement), and
Rollover Account balance (participants' qualifying rollover distributions),
plus a specified percentage of their Employer Matching account balance
(participants' share of employer matching contributions) based upon the
vesting provisions of the Plan (100% vested after three years of service).
Forfeitures resulting from application of the vesting provisions are
maintained separately by the Plan and are used to pay plan expenses or
future employer contributions. Plan forfeitures approximate $189,000 and
$147,000 for 1998 and 1997, respectively.
Withdrawals and Distributions Upon
Termination of Employment
Upon termination of employment for any reason, a participant's account
balance or periodic payments thereof will be distributed to the participant
or designated beneficiary, at his or her option. However, if the value of a
participant's account is greater than $5,000, the participant's account
will not be distributed before his normal retirement date without the
written election of the participant. A participant may modify an election
thereafter.
Loans to Participants
The Plan provides for loans to participants to a maximum of the lesser of
(1) $50,000 or (2) 50% of the participant's account balance (a minimum
$1,000 vested balance required). The loans are payable over a maximum of
five years unless the loan is used to acquire a principal residence, in
which case the maximum term is fifteen years with interest as specified in
the Plan.
Termination
Although it has not expressed any intent to do so, the Company reserves the
right to terminate the Plan at any time. Termination of the Plan shall
result in discontinuance of all future Plan contributions and in full and
immediate vesting for each participant of the entire amount standing to his
or her credit; there shall not be any forfeitures with respect to any
participant for any reason.
-8-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE A (continued)
Administrative Expense
All administrative expenses, charged by the Plan's Recordkeeper, Merrill
Lynch, are borne by the Plan. Any expense not covered by the forfeitures is
allocated to each participant's account.
Use of Estimates in Financial Statements
In preparing financial statements in conformity with generally accepted
accounting principles, management is required to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the
financial statements, as well as the reported amounts of revenues and
expenses during the reporting period. Actual results could differ from
those estimates.
NOTE B - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Plan have been prepared on the accrual
basis of accounting in accordance with generally accepted accounting
principles as applied to profit sharing plans and in accordance with the
terms of the trust agreement. The assets of the Plan are valued at quoted
market value, at close on the last trade date of the year, except for the
Guaranteed Fund which is valued at contract value, which approximates fair
value. Dividends are recorded on the ex-dividend date. The Plan is subject
to certain provisions of the Employee Retirement Income Security Act of
1974 ("ERISA").
NOTE C - INVESTMENT OF FUNDS
All contributions are remitted to the respective fund managers and
invested, at the election of the participant, in one or a combination of
funds. The funds available to participants are the Guaranteed Fund, various
mutual funds and the Computer Horizons Corp. Common Stock Fund. The
following is a brief description of the funds available.
Guaranteed Fund
The Guaranteed Fund is intended to provide fixed income with minimal risk.
Contributions to the Guaranteed Fund are invested primarily under
guaranteed investment contracts or contracts with one or more insurance
companies guaranteeing an annual effective interest rate for specified
periods.
-9-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE C (continued)
The guaranteed investment contracts are included in the financial
statements at contract value, which approximates fair value, as reported to
the Plan by the insurance companies. The interest rate is guaranteed for
the life of the contract. The initial contract term ranges from 3 to 5
years. There have been no new contracts purchased during 1998. The average
yield and crediting interest rates were 7.79% for ITT Hartford Life
Insurance Company for 1997 and range from 4.72% to 5.60% and 4.72% to 6.76%
for The Travelers Insurance Company for 1998 and 1997, respectively. The
amounts remitted to insurance companies for guaranteed income contracts
become the assets of those companies, which, in turn, assume an obligation
to fulfill the contract terms. The ultimate ability to repay principal and
interest is dependent upon the financial stability of the insurance
companies.
Guaranteed investment contracts at December 31 consist of the following:
<TABLE>
<CAPTION>
1998 1997
--------- ---------
<S> <C> <C>
ITT Hartford Life Insurance Company $ - $2,260,768*
The Travelers Insurance Company 2,061,129* 2,898,105*
--------- ---------
$2,061,129 $5,158,873
========= =========
</TABLE>
* Denotes investments which exceed 5% of net assets available for Plan
benefits.
Mutual Funds
The Merrill Lynch Retirement Preservation Trust is a low risk fund which
provides preservation of capital, liquidity and current income at levels
that are typically higher than those provided by money market funds.
The Merrill Lynch International Equity Fund is a stock fund that seeks
capital appreciation and income through investment primarily in a
diversified portfolio of stocks located in countries other than the United
States.
The Merrill Lynch S&P 500 Index Fund is a stock fund that invests in
individual stocks corresponding with the Standard & Poor's 500 Index.
The Merrill Lynch Small Cap Index Fund is a stock fund that includes
smaller capitalization stocks from various industrial sectors.
The Merrill Lynch Global Allocation Fund is a growth and income fund which
seeks high total investment return consistent with prudent risk.
-10-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE C (continued)
The Massachusetts Investors Trust is a conservative growth and income fund
which invests primarily in stocks and seeks reasonable current income and
long-term growth of income and capital.
The MFS Research Fund is a moderate growth fund which primarily invests in
stocks and seeks long-term growth of capital and future income.
The Merrill Lynch Capital Fund is a growth and income fund which seeks the
highest total investment return consistent with prudent risk.
The Merrill Lynch Intermediate Corporate Bond Fund is an income fund which
invests over 80% in domestic bonds and seeks a high level of current
income.
The Fidelity Magellan Fund is a high risk stock fund emphasizing capital
appreciation through investments in companies with high growth potential.
The 20th Century Growth Investors Fund is a stock fund that invests in
large, established companies that exhibit accelerating growth.
The Vanguard Index Trust 500 Portfolio is a stock fund that invests in
individual stocks corresponding with the Standard & Poor's 500 Index.
The Vanguard Wellington Fund during 1997 invested approximately 65% of its
assets in individual stocks corresponding with the Standard & Poor's 500
Index and approximately 35% of its assets in long-term corporate bonds with
an AA or better Bond Index.
-11-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE C (continued)
Investments in mutual funds are valued at quoted market value and at
December 31 consist of the following:
<TABLE>
<CAPTION>
1998 1997
---------- ----------
<S> <C> <C>
Merrill Lynch Retirement Preservation Trust $ 3,963,507 * $ -
Merrill Lynch International Equity Fund 262,188 -
Merrill Lynch S&P 500 Index Fund 6,654,472 * -
Merrill Lynch Small Cap Index Fund 351,337 -
Merrill Lynch Global Allocation Fund 289,296 -
Massachusetts Investors Trust 11,023,899 * -
MFS Research Fund 756,357 -
Merrill Lynch Capital Fund 3,529,571 * -
Merrill Lynch Intermediate Corporate Bond Fund 322,141 -
Fidelity Magellan Fund 5,835,650*
20th Century Growth Investors Fund 2,200,898*
Vanguard Index Trust 500 Portfolio 3,694,706*
Vanguard Wellington Fund 2,270,885*
---------- ----------
$27,152,768 $14,002,139
========== ==========
</TABLE>
*Denotes investments which exceed 5% of net assets available for Plan benefits.
Computer Horizons Corp. Common Stock Fund
Effective January 1, 1996, participants are able to invest contributions
in the Computer Horizons Corp. Common Stock Fund, which invests in the
common stock of the Plan Sponsor, Computer Horizons Corp. Merrill Lynch,
as an independent agent, invests in the Company shares that are obtained
by Merrill Lynch directly from the Company out of its authorized but
unissued shares of common stock, out of its treasury shares, or on the
open market. Total value of investments in Computer Horizons Corp. common
stock at December 31, 1998 and 1997 valued at quoted market value is
$2,745,574* and $2,766,254*, respectively.
-12-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
NOTES TO FINANCIAL STATEMENTS (continued)
December 31, 1998 and 1997
NOTE D - TAX STATUS OF PLAN
The Internal Revenue Service has determined and informed the Company by a
letter dated September 1995, that the Plan and related trust are designed
in accordance with applicable sections of the Internal Revenue Code
("IRC"). 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 designed and is currently being operated in compliance
with the applicable requirements of the IRC.
-13-
<PAGE>
SUPPLEMENTAL SCHEDULES
-14-
<PAGE>
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
ON SUPPLEMENTARY INFORMATION
Board of Trustees
Computer Horizons Corp. Employee Savings Plan
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes and schedule of reportable transactions are presented
for the purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The 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.
The schedule of assets held for investment purposes and the schedule of
reportable transactions that accompany the Plan's financial statements do not
disclose the historical cost of plan assets held by the Plan's Recordkeeper, as
such costs are not provided by the Recordkeeper. Disclosure of this information
is required by the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974.
/s/ Grant Thornton LLP
Parsippany, New Jersey
June 18, 1999
-15-
<PAGE>
Computer Horizons Corp. Employee Savings Plan
EIN: 13-2638902, Plan # 001
Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1998
<TABLE>
<CAPTION>
(a) (b) Identity of issuer,
borrower, lessor or similar party (c) Description of investment (d) Cost (e) Current value
--------------------------------- ----------------------------- ------------ -----------------
<S> <S> <C> <C>
Group Annuity Contracts, Provide a guaranteed interest rate
at contract value for a specified period of time.
The Travelers Insurance Co.
5.39% $ 413,534 $ 413,534
4.72% 500,525 500,525
5.60% 1,147,070 1,147,070
------------ -----------
$ 2,061,129 $ 2,061,129
=========== ===========
Mutual Funds
ML Retirement Preservation A low risk fund which provides preservation of
Trust capital, liquidity and current income at levels
3,963,507.24 shares that are typically higher than those provided
by money market funds. $ 3,963,507 $ 3,963,507
ML International Equity Fund A stock fund that seeks capital
29.998.62 shares appreciation and income through
investment primarily in stocks located in
countries other than the United States. 263,354 262,188
ML S&P 500 Index Fund A stock fund that invests in individual stocks
434,932.78 shares corresponding with the Standard & Poor's 500 5,823,642 6,654,472
Index.
ML Small Cap Index Fund A stock fund that includes smaller
34,209.99 shares capitalization stocks from various industrial 386,086 351,337
sectors.
ML Global Allocation Fund A growth and income fund which seeks high total
22,941.77 shares investment return consistent with prudent risk. 315,932 289,296
Massachusetts Investors Trust A conservative growth and income fund which
544,390.09 shares invests primarily in stocks and seeks reasonable
current income and long-term growth of income
and capital. 9,949,384 11,023,899
MFS Research Fund A moderate growth fund which primarily invests
30,073.82 shares in stocks and seeks long-term growth of capital 708,213 756,357
and future income.
ML Capital Fund A growth and income fund which seeks the highest
102,573.99 shares total investment return consistent with prudent 3,553,470 3,529,571
risk.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
(a) (b) Identity of issuer,
borrower, lessor or similar party (c) Description of investment (d) Cost (e) Current value
--------------------------------- ----------------------------- ------------ -----------------
<S> <S> <C> <C>
ML Intermediate Corporate Bond An income fund which invests over 80% in
Fund 27,604.24 shares domestic bonds and seeks a high level of 320,933 322,141
current income. ------------ ------------
$25,284,521 $27,152,768
=========== ===========
Stocks
Computer Horizons Corp. Common stock $ 3,018,781 $ 2,745,574
102,924.92 shares * =========== ===========
Participant loans, with interest
which ranges from 3.69% to 9.50%
$ 645,133 $ 645,133
=========== ===========
*Party-in-interest
</TABLE>
<PAGE>
Computer Horizons Corp. Employee Savings Plan
EIN: 13-2638902, Plan # 001
Item 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
Year ended December 31, 1998
<TABLE>
<CAPTION>
(a) Identity of party (b) Description Number of (c) Purchase Number (d) Selling (g) Cost of
involved of asset purchases price of sales price * asset
------------------- --------------- ----------- ---------- --------- --------- -------
<S> <C> <C> <C> <C> <C> <C>
Computer Horizons Corp. Common Stock 222 $ 3,313,571
Computer Horizons Corp. Common Stock 168 $ 310,099 $ 294,790
ML Ret. Preservation Trust Mutual Fund 350 4,433,741
ML Ret. Preservation Trust Mutual Fund 132 470,234 470,234
Hartford Life Insurance Co. Guaranteed Annuity 1 2,289,950 2,289,950
Contract
ML S&P 500 Index Mutual Fund 292 6,601,226
ML S&P 500 Index Mutual Fund 153 818,440 750,145
Massachusetts Investors Mutual Fund 276 11,288,325
Trust
Massachusetts Investors Mutual Fund 179 1,402,694 1,338,941
Trust
ML Capital Fund Mutual Fund 240 4,061,962
ML Capital Fund Mutual Fund 151 490,027 501,516
Vanguard Wellington Fund Mutual Fund 1 2,270,885 *
Vanguard 500 Index Fund Mutual Fund 1 3,694,707 *
Fidelity Investments Mutual Fund 1 5,605,766 *
*Cost net gain (loss) information was not available, as this information is not maintained.
NOTE: Columns (e) and (f), "Lease rental" and "Expense incurred with transaction," respectively, are not applicable.
</TABLE>
(continued)
<PAGE>
<TABLE>
<CAPTION>
(h) Current
Value of
Asset
(a) Identity of party on trans- (i) Net gain
involved action date or (loss)
------------------- ----------- ---------
<S> <C> <C>
Computer Horizons Corp. $3,313,571
Computer Horizons Corp. 310,099 $ 15,309
ML Ret. Preservation Trust
ML Ret. Preservation Trust 470,234
Hartford Life Insurance Co. 2,289,950
ML S&P 500 Index
ML S&P 500 Index 818,440 68,295
Massachusetts Investors
Trust
Massachusetts Investors 1,402,694 63,753
Trust
ML Capital Fund
ML Capital Fund 490,027 (11,489)
Vanguard Wellington Fund 2,270,885 *
Vanguard 500 Index Fund 3,694,707 *
Fidelity Investments 5,605,766 *
</TABLE>
*Cost net gain (loss) information was not available, as this information is not
maintained.
NOTE: Columns (e) and (f), "Lease rental" and "Expense incurred with
transaction," respectively, are not applicable.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
Computer Horizons Corp. Employee Savings Plan
Date: June 30, 1999 /s/ William J. Murphy
---------------------------------
By: William J. Murphy
Title: Executive Vice President
