<PAGE>
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
AMENDMENT NO. 1
(Mark One)
[X]ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1996
OR
[ ]TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ___________ to ____________
Commission File Number 1-1059
CROWN CENTRAL PETROLEUM CORPORATION
(Exact name of registrant as specified in its charter)
MARYLAND 52-0550682
(State or other jurisdiction of (I.R.S. Employer incorporation
or organization Identification Number)
ONE NORTH CHARLES STREET
BALTIMORE, MARYLAND 21201
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code: (410) 539-7400
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange
Title of Each Class on which Registered
Class A Common Stock - $5 Par Value American Stock Exchange
Class B Common Stock - $5 Par Value American Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy
or information statements incorporated by reference in Part III of
this Form 10-K or any amendment to this Form 10-K. [X]
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months, and (2) has been
subject to such filing requirements for the past 90 days. YES
X NO
The aggregate market value of the voting stock held by nonaffiliates
as of December 31, 1995 was $81,532,000.
The number of shares outstanding at January 31, 1997 of the
registrant's $5 par value Class A and Class B Common Stock was
4,817,394 shares and 5,165,786 shares, respectively.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Proxy Statement for the Annual Meeting of Stockholders
on April 24, 1997 are incorporated by reference into Items 10 through
13, Part III.
<PAGE>
This Amendment to the Annual Report on Form 10-K for the fiscal
year ended December 31, 1996 is being filed by Crown Central
Petroleum Corporation in order to amend the following:
Item 14 Exhibits, Financial Statement Schedules, and Reports on
Form 8-K (a)(3) and (c) List of Exhibits
Exhibit
Number
99 FORM 11-K
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.
CROWN CENTRAL PETROLEUM CORPORATION
Jan L. Ries
Jan L. Ries
Controller, Chief Accounting Officer
and Duly Authorized Officer
Date : June 27, 1997
<PAGE>
EXHIBIT 99
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 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
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to ___________
Commission File Number 1-1059
CROWN CENTRAL EMPLOYEES SAVINGS PLAN
(Title of Plan)
CROWN CENTRAL PETROLEUM CORPORATION
One North Charles Street
Baltimore, Maryland 21201
(Name and address of principal executive offices of issuer of the
securities)
<PAGE>
AUDITED FINANCIAL STATEMENTS
AND SCHEDULES
Crown Central Employees
Savings Plan
Years ended December 31, 1996 and 1995
with Report of Independent Auditors
<PAGE>
Disk to Kate Hill 5/5/97
Crown Central Employees Savings Plan
Audited Financial Statements
and Schedules
Years ended December 31, 1996 and 1995
Contents
Report of Independent Auditors 1
Audited Financial Statements
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4
Department of Labor Schedules
Item 27a--Schedule of Assets Held for Investment Purposes12
Item 27d--Schedule of Reportable Transactions 13
<PAGE>
Report of Independent Auditors
Crown Central Employees Savings Plan
Baltimore, Maryland
We have audited the accompanying statements of net assets available for benefits
of the Crown Central Employees Savings Plan as of December 31, 1996 and 1995,
and the related statements of changes in net assets available for benefits for
each of the three years then 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 Crown
Central Employees Savings Plan at December 31, 1996 and 1995, and the changes in
its net assets available for benefits for each of the three years then ended
December 31, 1996, in conformity with generally accepted accounting principles.
Our audits were made 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 financial statements. These supplemental schedules have been subjected
to the auditing procedures applied in our audit of the 1996 financial statements
and, in our opinion, are fairly stated in all material respects in relation to
the 1996 financial statements taken as a whole.
(s) Ernst & Young LLP
June 10, 1997
Baltimore, Maryland
<PAGE>
<TABLE>
<CAPTION>
Crown Central Employees Savings Plan
Statements of Net Assets Available for Benefits
December 31
1996 1995
<S> <C> <C>
Assets
Investments, at fair value:
U.S. Savings Bonds--Series E and EE $ 951,676 $1,187,9
21
Crown Central Petroleum Corporation
Class A and Class B Common Stock 4,797,485 5,981,252
T. Rowe Price Funds:
International Stock Fund 3,106,586 2,641,902
U.S. Treasury Money Fund 14,509,462 15,568,033
U.S. Treasury Intermediate Bond Fund 1,677,754 1,991,381
Equity Income Fund 18,228,829 14,331,732
Spectrum Income Fund 4,281,539 3,716,669
Spectrum Growth Fund 7,619,897 5,937,811
Stable Value Fund 44,612 -
New Horizons Fund 329,058 -
Mid Cap Growth Fund 606,600 -
Participant loans 2,001,985 2,224,628
Total investments 58,155,483 53,581,329
Contributions receivable 340,302 487,289
Interest and dividends receivable 11,860 14,734
Cash 34,353 7,275
Net assets available for benefits $58,541,9 $54,090,
98 627
See accompanying notes.
</TABLE>
<PAGE>
[CAPTION]
<TABLE>
Crown Central Employees Savings Plan
Statements of Changes in Net Assets Available for Benefits
Year ended December 31
1996 1995 1994
<S> <C> <C> <C>
Net investment income:
Interest $ 928,642 $1,200,592 $1,126,368
Dividends 2,212,258 1,584,453 1,430,974
Net investment income 3,140,900 2,785,045 2,557,342
Contributions 4,145,580 5,145,388 5,494,168
Total additions 7,286,480 7,930,433 8,051,510
Withdrawals (4,922,304) (2,849,418) (3,136,658)
Net realized gain on sale of 601,210 123,958 50,654
investments
Net unrealized appreciation
(depreciation) in aggregate fair 1,485,985 4,651,686 (1,974,551)
value of investments
Net increase in net assets available 4,451,371 9,856,659 2,990,955
for benefits
Net assets available for benefits at
beginning of year 54,090,627 44,233,968 41,243,013
Net assets available for benefits at $58,541,998 $54,090, $
end of year 627 44,233,968
<FN>
See accompanying notes.
</TABLE>
<PAGE>
Crown Central Employees Savings Plan
Notes to Financial Statements
1. Summary of Accounting Policies
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of increases and decreases in net assets during the period.
Actual results could differ from those estimates.
Investments
Investments in Crown Central Petroleum Corporation Class A and Class B Common
Stock are reported at fair value, based on published market prices. U.S.
Savings Bonds and T. Rowe Price Funds are reported at current redemption value.
Participant loans represent the outstanding principal balances of the loans and
are valued at cost, which approximates current value.
The change in the difference between cost and market value is reflected in the
statements of changes in net assets available for benefits as unrealized
appreciation (depreciation) in the aggregate fair value of investments. The
realized gain or loss on investments is the difference between the proceeds and
the specific cost of the investments.
Benefit Payments
Benefits are recorded when paid.
Reclassifications
Prior year balances were reclassified to conform to current year presentation.
2. Plan Description
The Crown Central Employees Savings Plan (the "Plan") was adopted on January 1,
1955 by Crown Central Petroleum Corporation (the "Corporation"). The
participating companies ("participating companies") in the Plan are Crown
Central Petroleum Corporation, La Gloria Oil & Gas Company, McMurrey Pipeline
Company, Crown Central Pipe Line Company, Crown-Rancho Pipe Line Corporation and
Coronet Security Systems, Inc., including service station and convenience store
employees. The purpose of the Plan is to encourage employees to save regularly
and to provide additional funds upon retirement. An employee is eligible to
participate in the Plan upon attaining 21 years of age and having completed one
year of service with at least 1,000 hours worked.
<PAGE>
Crown Central Employees Savings Plan
Notes to Financial Statements (continued)
2. Plan Description (continued)
Employees contribute to the Plan through payroll deduction, up to a maximum of
12% of their base pay. The Corporation's contribution for all participating
companies is equal to 50% of the employees' contributions up to a maximum of 8%
(7% during first five years of service) of their base pay. Contributions to the
Plan are invested in the available investment options in accordance with the
participants' election. A terminating member of the Plan is paid the current
value of their contributions to the Plan reduced by any outstanding loan
balances, but unless the member is fully vested, as defined, they must forfeit
the current value of the employer's contribution to their account. In
accordance with the terms of the Plan, such forfeitures are applied to reduce
future contributions required of the employer.
At December 31, 1996, the available investment options offered were Crown Class
B Common Stock, T. Rowe Price U.S. Treasury Money Fund, T. Rowe Price Equity
Income Fund, T. Rowe Price Spectrum Growth Fund, T. Rowe Price Spectrum Income
Fund, T. Rowe Price International Stock Fund, T. Rowe Price Stable Value Fund,
T. Rowe Price New Horizons Fund, and T. Rowe Price Mid Cap Growth Fund. Those
investments in Crown Class A Common Stock, U.S. Savings Bonds, and T. Rowe Price
U.S. Treasury Intermediate Bond Fund remain in the Plan as frozen options which
can be liquidated at the participant's discretion.
Participants have the option to borrow from the vested portion of their account.
The maximum loan permitted is the lesser of (1) $50,000 or (2) 50% of the
nonforfeitable value of the account determined on the most recent valuation
available to the Administrator prior to the date of the loan, as adjusted for
distributions or contributions. The minimum loan permitted is $1,000. The term
of each loan shall be for a minimum of one year and a maximum of five years and
shall bear interest equal to the prime rate on the last day of the prior month
in which the loan request is signed.
The participating companies have the right to terminate the Plan at any time.
In the event of termination of the Plan, the individual participants,
beneficiaries or legal representatives of deceased participants are to be paid,
at their option, the balance in their accounts including non-vested employer
contributions, reduced by any outstanding loan balances, in cash or in kind.
All costs and expenses incurred in connection with the administration of the
Plan are paid by the participating companies.
Information about the Plan Agreement is contained in the pamphlets Summary Plan
Description and Prospectus and Description of Available Investments. Copies of
these pamphlets are available from the Corporation's Human Resources Department.
<PAGE>
<TABLE>
<CAPTION>
Crown Central Employees Savings Plan
Notes to Financial Statements (continued)
3. Investments
The fair value of individual investments that represent 5% or more of the Plan's
net assets available for benefits is as follows:
December 31
1996 1995
<S> <C> <C>
Crown Central Petroleum Corporation
Class A $3,051,988 $4,181,2
Common Stock 04
T. Rowe Price Funds:
U.S. Treasury Money Fund 14,509,462 15,568,033
Equity Income Fund 18,228,829 14,331,732
Spectrum Income Fund 4,281,539 3,716,669
Spectrum Growth Fund 7,619,897 5,937,811
International Stock Fund 3,106,586 -
</TABLE>
<TABLE>
<CAPTION>
4. Employee and Company Contributions
Employee and Company contributions made to the Plan for the years ended December
31 were as follows:
1996 1995 1994
<S> <C> <C> <C> <C> <C>
Employee Company Employee Company Employee Company
$2,914,612 $1,230,96 $3,605,7 $1,539,6 $3,898,664 $1,595,504
8 44 44
</TABLE>
5. Federal Income Taxes
TThe Internal Revenue Service has ruleddetermined and informed the Corporation,
that the Plan as amended isis qualified and the the trust established under the
Plan is tax-exempt from Federal income tax, under the appropriate sections of
the Internal Revenue Code (IRC). Once qualified, the Plan is required to
operate in conformity with the IRC to maintain its qualification. The Pension
Administrative Committee is not aware of any course of action or series of
events that have occurred that might adversely affect the Plan's qualified
status.The Plan has been amended since receiving the determination letter. In
1996, the Plan filed with the IRS a request for a new determination of the Plan,
incorporating all amendments since the prior determination, and has received
acknowledgment from the IRS that the Plan is currently being reviewed. The Plan
administrator believes that the Plan is currently designed and being operated in
compliance with the applicable requirements of the Code. Therefore, they
believe that the Plan was qualified and the related trust was tax-exempt as of
the financial statement date.
Crown Central Employees Savings Plan
Notes to Financial Statements (continued)
Note 6. Statement of Net Assets Available for Benefits With Fund Information
Crown Central Employees Savings Plan
Notes to Financial Statements (continued)
Note 7. Statement of Changes in Net Assets Available for Benefits With Fund
Information
Crown Central Employees Savings Plan
Notes to Financial Statements (continued)
Note 7. Statement of Changes in Net Assets Available for Benefits With Fund
Information
<PAGE>
<TABLE>
<CAPTION>
Crown Central Employee Savings Plan
Notes to Financial Statements (continued)
Note 6. Statement of Net Assets Available for Benefits With Fund Information
December 31, 1996
<S> <C> <C> <C> <C> <C> <C> <C>
T. Rowe T. Rowe
Price Price T. Rowe T. Rowe T. Rowe
U.S. U.S. Price Price Price
Treasu Treasur Equity Spectru Spectr
ry y m um
Money Interme Income Growth Income
Crown Saving diate
s
Fund Bond Fu Fund Fund Fund
Stock Bonds nd
Assets
Investments, at $ 4,79 $ 951,676$14,509 $ 1,677 $18,228, $ 7,619 $ 4,281
fair value 7,485 ,462 ,754 829 ,897 ,539
Contributions 28,036 55,568 104,251 55,303 55,377
receivable
Interest and
dividends
receivable
Cash 34,353
Net assets $ 4,82 $ 951,676$14,59 $ 1,677 $18,333, $ 7,675 $ 4,336
available for 5,521 9,383 ,754 080 ,200 ,916
benefits
</TABLE>
<TABLE>
<CAPTION>
December 31, 1996
<S> <C> <C> <C> <C> <C> <C>
T. Row
e
Price T. Rowe T. Rowe
T.
Rowe
Intern Price Price
at- Price
New Mid Cap
ional Stable
Horizo Growth Loan
Stock Value ns
Fund Fund Fund Total
Fund Fund
Assets
Investments, at $ 3,10 $ 44,612$ 3 $ 606 $ 2,001, $58,155
fair value 6,586 29,058 ,600 985 ,483
Contributions 25,226 496 6,284 9,761 340,302
receivable
Interest and 11,860 11,860
dividends
receivable
Cash 34,353
Net assets $ 3,13 $ 45,108$335,3 $ 616 $ 2,013, $58,541
available for 1,812 42 ,361 845 ,998
benefits
</TABLE>
<TABLE>
<CAPTION>
December 31, 1995
<S> <C> <C> <C> <C> <C> <C> <C>
T. Rowe T. Rowe
Price Price T. Rowe T. Rowe T. Rowe
U.S. U.S. Price Price Price
Treasu Treasur Equity Spectru Spectr
ry y m um
Money Interme Income Growth Income
Crown Saving diate
s
Fund Bond Fu Fund Fund Fund
Stock Bonds nd
Assets
Investments, at $ 5,98 $ 1,187,921$15,568 $ 1,991 $14,331, $ 5,937 $ 3,716
fair value 1,252 ,033 ,381 732 ,811 ,669
Contributions 64,271 87,676 144,789 70,611 85,336
receivable
Interest and
dividends
receivable
Cash 7,275
Net assets $ 6,04 $ 1,187,921$15,66 $ 1,991 $14,476, $ 6,008 $ 3,802
available for 5,523 2,984 ,381 521 ,422 ,005
benefits
</TABLE>
<TABLE>
<CAPTION>
December 31, 1995
<S> <C> <C> <C> <C> <C> <C>
T. Row
e
Price T. Rowe T. Rowe
T.
Rowe
Intern Price Price
at- Price
New Mid Cap
ional Stable
Horizo Growth Loan
Stock Value ns
Fund Fund Fund Total
Fund Fund
Assets
Investments, at $ 2,64 $ 2,224, $53,581
fair value 1,902 628 ,329
Contributions 34,606 487,289
receivable
Interest and 14,734 14,734
dividends
receivable
Cash 7,275
Net assets $ 2,76 $ 2,239, $54,090
available for ,508 362 ,627
benefits
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Crown Central Employee Savings Plan
Notes to Financial Statements (continued)
Note 7. Statement of Changes in Net Assets Available for Benefits With Fund
Information
Year Ended December 31, 1996
<S> <C> <C> <C> <C> <C> <C> <C>
T. Rowe T. Rowe
Price Price T. Rowe T. Rowe T. Rowe
U.S. U.S. Price Price Price
Treasu Treasur Equity Spectru Spectr
ry y m um
Money Interme Income Growth Income
Crown Saving diate
s
Fund Bond Fu Fund Fund Fund
Stock Bonds nd
Net investment
income:
Interest $ 80 $ 700
,861 ,650
Dividends $ 111, $ 1,136 $ 523, $312,7
837 ,181 829 11
Net investment 80,861 700,650 111,837 1,136,1 523,82 312,711
income 81 9
Contributions $ 369 718,600 1,272,1 664,70 744,457
,691 52 6
Total Additions 369,69 80,861 1,419, 111,837 2,408,3 1,188, 1,057,
1 250 33 535 168
Withdrawals (448,6 (2,888) (2,248 (91,179 (724,03 (493,1 (248,2
13 ) ,705) ) 5 ) 90 ) 34 )
Net realized gain
(loss) on
sale of 2,147 (8,858 362,448 166,81 12,934
investments ) 8
Net unrealized
(depreciation)
appreciation in
fair value of
investments (804,8 (65,189 1,527,4 568,54 (24,177
15 ) ) 04 2 )
Interfund (338,4 (314,2 (234,1 (260,23 282,409 236,07 (262,7
transfers 12 ) 18) 46 ) 8 ) 3 80 )
Net (decrease) (1,220 (236,2 (1,063 (313,62 3,856,5 1,666, 534,911
increase ,002) 45 ) ,601) 7 ) 59 778
Net assets
available for
benefits
at beginning of 6,045, 1,187, 15,662 1,991,3 14,476, 6,008, 3,802,
year 523 921 ,984 81 521 422 005
Net assets
available for
benefits
at end of year $4,825 $ 951 $14,59 $1,677, $18,333 $7,675 $4,336
,521 ,676 9,383 574 ,080 ,200 ,916
</TABLE>
<TABLE>
<CAPTION>
Year Ended December 31, 1996
<S> <C> <C> <C> <C> <C> <C>
T. Row
e
Price T. Row T. Rowe T. Rowe
e
Intern Price Price
at- Price
New Mid Cap
ional Stable
Horizo Growth Loan
Stock Value ns
Fund Fund Fund Total
Fund Fund
Net investment
income:
Interest $ 147 $ 92
,131 8,642
Dividends $ 80 $ $ 30 $ 16, 2,212,25
,594 413 ,037 656 8
Net investment 80,594 413 30,037 16,656 147,131 3,140,90
income 0
Contributions 318,19 1,743 23,059 32,976 4,145,58
6 0
Total Additions 398,79 2,156 53,096 49,632 147,131 7,286,48
0 0
Withdrawals (256,8 (31) (31) (63 (408,53 (4,922,3
03 ) ) 2 ) 04 )
Net realized gain
(loss) on
sale of 65,649 63 9 601,210
investments
Net unrealized
(depreciation)
appreciation in
fair value of
investments 290,56 (23,376 17,036 1,485,98
0 ) 5
Interfund (42,89 42,983 305,590 549,747 35,884
transfers 2 )
Net (decrease) 455,30 45,108 335,342 616,361 (225,51 4,451,37
increase 4 7 ) 1
Net assets
available for
benefits
at beginning of 2,676, 2,239,3 54,090,6
year 508 62 27
Net assets
available for
benefits
at end of year $3,131 $ 45 $ 335 $ 616, $2,013, $ 58,541
,812 ,108 ,342 361 845 ,998
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Crown Central Employee Savings Plan
Notes to Financial Statements (continued)
Note 7. Statement of Changes in Net Assets Available for Benefits With Fund
Information
Year Ended December 31, 1995
<S> <C> <C> <C> <C> <C> <C> <C>
T. Rowe T. Rowe
Price Price T. Rowe T. Rowe T. Rowe
U.S. U.S. Price Price Price
Treasu Treasu Equity Spectru Spectr
ry ry m um
Money Interm Income Growth Income
Crown Saving ediate
s
Fund Bond F Fund Fund Fund
Stock Bonds und
Net investment
income:
Interest $ 54 $ 625
,142 ,577
Dividends $ 2,7 $ 124 $ 768 $ 399, $ 209
04 ,458 ,734 438 ,263
Net investment 2,704 54,142 625,577 124,458 768,734 399,43 209,263
income 8
Contributions 652,65 918,937 1,492, 717,16 940,768
0 909 7
Total Additions 655,35 54,142 1,544, 124,458 2,261, 1,116, 1,150,
4 514 643 605 031
Withdrawals (245,4 (7,057) (1,065 (146,3 (628,2 (195,5 (162,1
61 ) ,605) 24 ) 56 ) 53 ) 46 )
Net realized gain
(loss) on
sale of (4,412 (9,913) 163,763 38,374 (3,637)
investments )
Net unrealized
(depreciation)
appreciation in
fair value of
investments 872,89 179,645 2,326, 769,67 293,329
9 178 9
Interfund 184,36 (81,05 4,923, (163,2 1,160, 482,33 234,749
transfers 9 8 ) 451 27 ) 938 9
Net (decrease) 1,462, (33,97 5,402, (15,361 5,284, 2,211, 1,512,
increase 749 3 ) 360 ) 266 444 326
Net assets
available for
benefits
at beginning of 4,582, 1,221, 10,260 2,006, 9,192, 3,796, 2,289,
year 774 894 ,624 742 255 978 679
Net assets
available for
benefits
at end of year $6,045 $1,187 $15,66 $1,991 $14,47 $6,008 $3,802
,523 ,921 2,984 ,381 6,521 ,422 ,005
</TABLE>
<TABLE>
<CAPTION>
Year Ended December 31, 1995
<S> <C> <C> <C> <C>
T. Row
e
Price
Intern
at- Guarant
eed
ional Fixed
Loan
Stock Income
Fund Total
Fund Funds
Net investment
income:
Interest $ 387 $ 133 $1,200,5
,054 ,819 92
Dividends $ 79 1,584,453
,856
Net investment 79,856 387,054 133,819 2,785,045
income
Contributions 422,95 5,145,388
7
Total Additions 502,81 387,054 133,819 7,930,433
3
Withdrawals (66,49 (197,7 (134,8 (2,849,4
8 ) 02 ) 16 ) 18 )
Net realized gain
(loss) on
sale of (60,21 132,958
investments 7 )
Net unrealized
(depreciation)
appreciation in
fair value of
investments 209,95 4,651,686
6
Interfund (352,1 (6,456 67,077
transfers 66 ) ,472)
Net (decrease) 233,88 (6,267 66,080 9,856,659
increase 8 ,120)
Net assets
available for
benefits
at beginning of 2,442, 6,267, 2,173, 44,233,9
year 620 120 282 68
Net assets
available for
benefits
at end of year $2,676 $ $ 2,23 $ 54,09
,508 9,362 0,627
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Crown Central Employee Savings Plan
Notes to Financial Statements (continued)
Note 7. Statement of Changes in Net Assets Available for Benefits With Fund
Information
Year Ended December 31, 1994
<S> <C> <C> <C> <C> <C> <C> <C>
T. Rowe T. Rowe
Price Price T. Rowe T. Rowe T. Rowe
U.S. U.S. Price Price Price
Treasu Treasu Equity Spectru Spectr
ry ry m um
Money Interm Income Growth Income
Crown Saving ediate
s
Fund Bond F Fund Fund Fund
Stock Bonds und
Net investment
income:
Interest $ 98 $ 352
,972 ,115
Dividends $ 152 $ 720 $ 278, $ 131
,537 ,487 867 ,946
Net investment 98,972 352,115 152,537 720,487 278,86 131,946
income 7
Contributions $ 711 964,115 1,569, 726,48 1,074,
,552 823 8 056
Total Additions 711,55 98,972 1,316, 152,537 2,290, 1,005, 1,206,
2 230 310 355 002
Withdrawals (307,5 (15,06 (1,286 (227,6 (515,5 (188,5 (90,222
20 ) 2 ) ,487) 86 ) 02 ) 70 ) )
Net realized gain
(loss) on
sale of 54,595 (31,754 31,806 13,841 (17,070
investments ) )
Net unrealized
(depreciation)
appreciation in
fair value of
investments (813,1 (177,0 (393,6 (255,7 (138,1
67 ) 75 ) 24 ) 24 ) 04 )
Interfund (465,0 (77,81 (516,5 (881,5 185,907 584,41 211,684
transfers 38 ) 1 ) 70 ) 06 ) 9
Net (decrease) (819,5 6,099 (486,8 (1,165 1,598, 1,159, 1,172,
increase 78 ) 27 ) ,484) 897 321 290
Net assets
available for
benefits
at beginning of 5,402, 1,215, 10,747 3,172, 7,593, 2,637, 1,117,
year 352 795 ,451 226 358 657 389
Net assets
available for
benefits
at end of year $4,582 $1,221 $10,26 $2,006 $9,19 $3,796 $2,289
,774 ,894 0,624 ,7442 2,255 ,978 ,679
</TABLE>
<TABLE>
<CAPTION>
Year Ended December 31, 1994
<S> <C> <C> <C> <C>
T. Row
e
Price
Intern
at- Guarant
eed
ional Fixed
Loan
Stock Income
Fund Total
Fund Funds
Net investment
income:
Interest $ 545 $ 129 $1,126,3
,637 ,644 68
Dividends $ 14 1,430,74
7,137
Net investment 147,13 545,637 129,644 2,557,342
income 7
Contributions 448,13 5,494,168
4
Total Additions 595,27 545,637 129,644 8,051,510
1
Withdrawals (70,16 (334,1 (101,3 (3,136,6
6 ) 34 ) 09 ) 58 )
Net realized gain
(loss) on
sale of (764 50,654
investments )
Net unrealized
(depreciation)
appreciation in
fair value of
investments (196,8 (1,974,5
57 ) 51 )
Interfund 1,222, (201,5 (61,904
transfers 414 95 ) )
Net (decrease) 1,549, 9,908 (33,569 2,990,955
increase 898 )
Net assets
available for
benefits
at beginning of 892,72 6,257, 2,206, 41,243,0
year 2 212 851 13
Net assets
available for
benefits
at end of year $2,442 $6,267 $ 2,17 $ 44,23
,620 ,120 3,282 3,968
</TABLE>
<PAGE>
Crown Central Employees Savings Plan
Notes to Financial Statements (continued)
8. Reconciliation to Form 5500
Total investments income, as reported on lines 32 b (1) through (10) of Form
5500, is reported as net investment income, net realized gains (losses) on
investments and net unrealized appreciation (depreciation) in aggregate fair
value of investments on the financial statements.The following differences were
noted in comparing the Form 5500 for the year ended December 31, 1996 to the
accompanying financial statement:
<PAGE>
Department of Labor Schedules
<PAGE>
<TABLE>
<CAPTION>
Crown Central Employees Savings Plan
Item 27a--Schedule of Assets Held for Investment Purposes
December 31, 1996
Description of
Identity of Issue, Investment Including Current
Borrower, Maturity Date, Rate Cost Value
Lessor or Similar of Interest, Par or
Party Maturity Value
<S> <C> <C> <C>
United States Savings
Bonds-- Series E and Various maturities $ 572,856 $951,676
EE
Crown Central 246,625 shares of
Petroleum Corporation Class A and 145,458 $7,517,045$4,797,4
Common Stock shares of Class B 85
T. Rowe Price Funds:
U.S. Treasury Money 14,509,462 shares $14,509,462$14,509,
Fund 462
U.S. Treasury
Intermediate Bond 323,891 shares 1,718,708 1,677,754
Fund
International Stock 225,115 shares 2,772,518 3,106,586
Fund
Spectrum Income Fund 382,280 shares 4,166,216 4,281,539
Equity Income Fund 808,732 shares 14,473,27 18,228,82
3 9
Spectrum Growth Fund 503,628 shares 6,418,140 7,619,897
Stable Value Fund 44,612 shares 44,612 44,612
New Horizons Fund 15,115 shares 352,434 329,058
Mid Cap Growth Fund 24,830 shares 589,564 606,600
$45,044,927$50,404,
337
Participant Loans $2,001,985
principal balance;
interest rates $2,001,985$2,001,9
from 7% to 10.0%; 85
maturities to
12/23/01
Total Investments $55,136,813$58,155,
483
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
Crown Central Employees Savings Plan
Item 27d--Schedule of Reportable Transactions
Year ended December 31, 1996
Current
Value
Identity Purcha Cost of Net
of Party Description of se Sellin of Asset Gain
Involved Assets Price g Asset on or
Price Sold Transac (Loss)
tion
Date
Category (iii)--series of securities transactions in excess of 5% of
plan assets
<S> <C> <C> <C> <C> <C> <C>
T. Rowe Spectrum Growth $2,177 $ $2,177,911 -$
Price* Fund ,911 2,177, -
911
T. Rowe Spectrum Growth $1,223,2011,072, 1,223,2 150,88
Price* Fund 316 01 5
T. Rowe Equity Income 4,420, 4,420, 4,420,9 -
Price* Fund 902 902 02
T. Rowe Equity Income 2,403, 2,084, 2,403,3 319,25
Price* Fund 375 119 75 6
T. Rowe U.S. Treasury 3,371, 3,371, 3,371,8 -
Price* Money Fund 809 809 09
T. Rowe U.S. Treasury 4,491, 4,491, 4,491,7 -
Price* Money Fund 727 727 27
</TABLE>
* Party in interest as defined by ERISA.
There were no category (i), (ii) or (iv) reportable transactions during 1996.
<PAGE>
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 33-53457) pertaining to the 1994 Long Term Incentive Plan and Employees
Savings Plan and the Registration Statement (Form S-8 No. 33-57847) pertaining
to the Employees Supplemental Savings Plan of Crown Central Petroleum
Corporation and Subsidiaries of our report dated June 10, 1997, with respect to
the financial statements and schedules of the Crown Central Employees Savings
Plan, included in this Form 10-K/A, amending Crown Central Petroleum Corporation
and Subsidiaries Annual Report (Form 10-K) for the year ended December 31, 1996.
(s) Ernst & Young LLP
Baltimore, Maryland
June 22, 1997
