PAGE 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended September 30, 1994
Commission file number 1-8022
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF
CSX CORPORATION
AND AFFILIATED COMPANIES
CSX CORPORATION
A Virginia Corporation
IRS Employer Identification Number 62-1051971
One James Center
901 East Cary Street
Richmond, Virginia 23219
Telephone (804) 782-1400
- 1 -
PAGE 2
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
INDEX TO FINANCIAL STATEMENTS
Audited Financial Statements Page No.
Report of Ernst & Young LLP, Independent Auditors 3
Statement of Net Assets Available for Plan Benefits
- September 30, 1994 4
Statement of Net Assets Available for Plan Benefits
- September 30, 1993 5
Statement of Changes in Net Assets Available for Plan
Benefits - Fiscal Year Ended September 30, 1994 6
Statement of Changes in Net Assets Available for Plan
Benefits - Fiscal Year Ended September 30, 1993 7
Notes to Financial Statements 8-12
Supplemental Schedules
Assets Held for Investment - September 30, 1994 14-15
Transactions or Series of Transactions in
Excess of 5% of the Fair Value of
Plan Assets - Fiscal Year Ended September 30, 1994 16
Signature 17
- 2 -
PAGE 3
Report of Ernst & Young LLP, Independent Auditors
-------------------------------------------------
The Pension Committee
Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated
Companies
CSX Corporation
Richmond, Virginia
We have audited the accompanying statements of net assets available for plan
benefits of the Tax Savings Thrift Plan for Employees of CSX Corporation and
Affiliated Companies (the "Plan") as of September 30, 1994 and 1993, and the
related statements of changes in net assets available for plan benefits for
the fiscal 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 plan benefits of the Plan
at September 30, 1994 and 1993, and the changes in its net assets available
for plan benefits for the fiscal years then ended, in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental
schedules of assets held for investment as of September 30, 1994, and
transactions or series of transactions in excess of 5% of the fair value of
plan assets 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 basic financial statements. The supplemental
schedules have been subjected to the auditing procedures applied in our audit
of the 1994 basic financial statements and, in our opinion, are fairly stated
in all material respects in relation to the 1994 basic financial statements
taken as a whole.
/s/ ERNST & YOUNG LLP
---------------------
Ernst & Young LLP
Richmond, Virginia
March 24, 1995
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PAGE 4
<TABLE>
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
(Dollars in Thousands)
<CAPTION>
September 30, 1994
------------------------------------------------------------------------------------------
Stable Income S&P 500 Aggressive Int'l CSX
Interest and Index Growth Growth Equity Stock Loan
Fund Growth Fund Fund Fund Fund Fund Fund Fund Total
------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments
Guaranteed investment
contracts (cost -
$174,223) $174,223 $ --- $ --- $ --- $ --- $ --- $ --- $ --- $174,223
Mutual funds
(cost - $116,553) --- 50,907 21,145 40,023 3,461 11,231 --- --- 126,767
Common stock - CSX
Corporation (1,921,155
shares; cost -
$88,126) --- --- --- --- --- --- 131,599 --- 131,599
Collective trust fund
(cost - $4,243) 4,243 --- --- --- --- --- --- --- 4,243
Loans to participants --- --- --- --- --- --- --- 28,594 28,594
Cash and cash equivalents 2,207 18 7 14 1 4 1,268 --- 3,519
-------- ------- ------- ------- ------ ------- -------- ------- --------
180,673 50,925 21,152 40,037 3,462 11,235 132,867 28,594 468,945
Contributions receivable 1,132 487 301 443 63 151 1,209 --- 3,786
-------- ------- ------- ------- ------ ------- ------- ------- --------
TOTAL ASSETS 181,805 51,412 21,453 40,480 3,525 11,386 134,076 28,594 472,731
LIABILITIES
Accrued Expenses (75) (24) (9) (19) (2) (6) (58) --- (193)
-------- ------- ------- ------- ------- ------- -------- ------ --------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS $181,730 $51,388 $21,444 $40,461 $3,523 $11,380 $134,018 $28,594 $472,538
======== ======= ======= ======= ====== ======= ======== ======= ========
</TABLE>
See notes to financial statements.
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PAGE 5
<TABLE>
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
(Dollars in Thousands)
<CAPTION>
September 30, 1993
------------------------------------------------------------------------------------------
Stable Income S&P 500 Aggressive Int'l CSX
Interest and Index Growth Growth Equity Stock Loan
Fund Growth Fund Fund Fund Fund Fund Fund Fund Total
-----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments
Guaranteed investment
contracts (cost -
$142,917) $142,917 $ --- $ --- $ --- $--- $ --- $ --- $ --- $142,917
Mutual funds
(cost - $82,889) --- 40,841 17,450 43,335 781 1,177 --- --- 103,584
Common stock - CSX
Corporation (1,588,340
shares; cost - $59,243) --- --- --- --- --- --- 123,295 --- 123,295
Collective trust fund
(cost - $14,688) 14,688 --- --- --- --- --- --- --- 14,688
Loans to participants --- --- --- --- --- --- --- 25,550 25,550
Cash and cash equivalents 279 3 1 5 --- --- 32 --- 320
-------- ------- ------- ------- ---- ------ -------- ------- --------
157,884 40,844 17,451 43,340 781 1,177 123,327 25,550 410,354
Contributions receivable 1,139 436 301 480 14 18 974 --- 3,362
-------- ------- ------- ------- ---- ------ -------- ------- --------
TOTAL ASSETS 159,023 41,280 17,752 43,820 795 1,195 124,301 25,550 413,716
LIABILITIES
Accrued Expenses (8) (3) (1) (5) --- --- (9) --- (26)
-------- ------- ------- ------- ---- ------ -------- ------- --------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS $159,015 $41,277 $17,751 $43,815 $795 $1,195 $124,292 $25,550 $413,690
======== ======= ======= ======= ==== ====== ======== ======= ========
</TABLE>
See notes to financial statements.
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PAGE 6
<TABLE>
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
(Dollars in Thousands)
<CAPTION>
Fiscal Year Ended September 30, 1994
------------------------------------------------------------------------------------------
Stable Income S&P 500 Aggressive Int'l CSX
Interest and Index Growth Growth Equity Stock Loan
Fund Growth Fund Fund Fund Fund Fund Fund Fund Total
-----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS
Investment income
Interest and dividends $ 12,854 $ 1,641 $ 505 $ 423 $ --- $ 35 $ 3,178 $ 1,715 $ 20,351
Employer contributions --- --- --- --- --- --- 10,757 --- 10,757
Employee contributions 13,409 5,828 3,612 5,718 574 1,143 2,206 --- 32,490
Net realized and unrealized
appreciation (depreciation)
of investments --- 1,018 124 (3,569) 9 644 (19,360) --- (21,134)
Other receipts resulting
from plan mergers 10,024 5,496 2,307 1,889 1,040 1,180 14,212 --- 36,148
-------- ------- ------- ------- ------ ------ ------- ------ --------
36,287 13,983 6,548 4,461 1,623 3,002 10,993 1,715 78,612
DEDUCTIONS
Withdrawals by
participants (7,915) (1,406) (877) (1,727) (121) (236) (5,577) (1,261) (19,120)
Administrative expenses (276) (65) (27) (59) (11) (16) (190) --- (644)
-------- ------- ------- ------- ------ ------ ------- ------ --------
(8,191) (1,471) (904) (1,786) (132) (252) (5,767) (1,261) (19,764)
INTERFUND TRANSFERS (5,381) (2,401) (1,951) (6,029) 1,237 7,435 4,500 2,590 ---
-------- ------- ------- ------- ------ ------ ------------------------------
NET INCREASE (DECREASE)
IN NET ASSETS 22,715 10,111 3,693 (3,354) 2,728 10,185 9,726 3,044 58,848
Net assets available for
plan benefits at beginning
of year 159,015 41,277 17,751 43,815 795 1,195 124,292 25,550413,690
-------- ------- ------- ------- ------ ------ -------- ------ --------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS AT END OF
YEAR $181,730 $51,388 $21,444 $40,461 $3,523 $11,380 $134,018 $28,594 $472,538
======== ======= ======= ======= ====== ======= ======== ======= ========
</TABLE>
See notes to financial statements.
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PAGE 7
<TABLE>
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
(Dollars in Thousands)
<CAPTION>
Fiscal Year Ended September 30, 1993
-------------------------------------------------------------------------------------------
Stable Income S&P 500 Aggressive Int'l CSX
Interest and Index Growth Growth Equity Stock Loan
Fund Growth Fund Fund Fund Fund Fund Fund Fund Total
------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS
Investment income
Interest and dividends $ 11,724 $ 1,089 $ 374 $ 420 $--- $ --- $ 2,399 $ 1,661 $ 17,667
Employer contributions 1,991 381 195 431 --- --- 9,775 --- 12,773
Employee contributions 13,911 4,848 3,332 5,894 14 18 1,065 --- 29,082
Net realized and unrealized
appreciation (depreciation)
of investments --- 6,489 1,372 7,236 44 (10) 28,420 --- 43,551
-------- ------- ------- ------- ---- ------ -------- ------- --------
27,626 12,807 5,273 13,981 58 8 41,659 1,661 103,073
DEDUCTIONS
Withdrawals by participants (8,210) (1,241) (543) (1,495) --- --- (4,907) (1,060) (17,456)
Administrative expenses (233) (42) (20) (50) --- --- (93) --- (438)
-------- ------- ------- ------- ---- ------ -------- ------- --------
(8,443) (1,283) (563) (1,545) --- --- (5,000) (1,060) (17,894)
INTERFUND TRANSFERS (2,590) 843 574 (3,481) 737 1,187 (508) 3,238 ---
-------- ------- ------- ------- ---- ------ -------- ------ --------
NET INCREASE IN NET ASSETS 16,593 12,367 5,284 8,955 795 1,195 36,151 3,839 85,179
Net assets available for
plan benefits at beginning
of year 142,422 28,910 12,467 34,860 --- --- 88,141 21,711 328,511
-------- ------- ------- ------- ---- ------ -------- ------- --------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS AT END
OF YEAR $159,015 $41,277 $17,751 $43,815 $795 $1,195 $124,292 $25,550 $413,690
======== ======= ======= ======= ==== ====== ======== ======= ========
</TABLE>
See notes to financial statements.
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PAGE 8
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS
September 30, 1994
(Dollars in Thousands)
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES
The accounting records of the Tax Savings Thrift Plan for Employees of CSX
Corporation and Affiliated Companies ("the Plan") are maintained on the
accrual basis. All security transactions are recorded as of the trade date.
Investments in guaranteed investment contracts are reported at cost plus
accrued income. Investments in mutual funds and CSX Corporation ("CSX")
common stock are valued at the last reported sales price on the last business
day of the Plan year. Investments in collective trust fund participation
units are reported at values determined by the fund manager and are based on
the current market values of the underlying assets of the fund. Investments
in loans to participants are carried at their outstanding principal balances.
Such loans bear interest at the prime rate in effect at the beginning of the
quarter in which each loan originated.
Cash and cash equivalents are net of overdrafts which are funded from Plan
receipts and proceeds from investments sold.
Certain amounts in the 1993 financial statements have been reclassified to
conform to the 1994 presentation.
NOTE 2--DESCRIPTION OF THE PLAN
A complete description of Plan provisions, including those relating to
contributions, vesting, withdrawals, loans and distributions, is contained in
the Summary Plan Description and the Plan document. The prospectus relating
to the Plan, which includes the Summary Plan Description, was filed with the
Securities and Exchange Commission. Copies of these documents are available
from the CSX Benefits Department. The following summary should be read in
conjunction with the aforementioned documents.
General: The Plan is a defined contribution plan subject to the provisions of
the Employee Retirement Income Security Act of 1974, as amended ("ERISA").
The Plan qualifies as a "cash or deferred" arrangement under Section 401(k) of
the Internal Revenue Code of 1986, as amended ("IRC"). Plan participation is
voluntary and is limited to full-time salaried employees and certain non-union
hourly employees of CSX Corporation and adopting affiliated companies (the
"Employer"). The total number of participants in the Plan as of September 30,
1994 and 1993 was 10,344 and 10,299, respectively.
Plan Mergers: Effective January 1, 1994, the American Commercial Lines, Inc.
Thrift Plan was merged into the Plan. The merger resulted in a transfer of
$33,984 of net assets to the Plan.
Effective January 1, 1994, the Customized Transportation, Inc. Employee
Savings Plan was merged into the Plan. The merger resulted in a transfer of
$2,164 of net assets to the Plan.
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PAGE 9
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS
September 30, 1994
(Dollars in Thousands)
NOTE 2--DESCRIPTION OF THE PLAN--Continued
Investment Alternatives: Participant contributions may be invested in one or
more of the following investment funds: (1) the Stable Interest Fund,
consisting primarily of guaranteed investment contracts issued by highly-rated
insurance companies; (2) the Income and Growth Fund, consisting of a mutual
fund that invests in various securities selected primarily for a combination
of income and capital growth potential; (3) the S&P 500 Index Fund, consisting
of a mutual fund that invests in common and capital stocks selected primarily
to duplicate the performance of the stock market as a whole; (4) the Growth
Fund, consisting of a mutual fund that invests in various securities selected
primarily for capital growth potential; (5) the Aggressive Growth Fund,
consisting of a mutual fund that invests in the common stocks of small to
medium-sized companies selected primarily for capital growth over time; (6)
the International Equity Fund, consisting of a mutual fund that invests in the
stocks of companies located outside the United States selected primarily to
achieve long-term growth by participating in the growth of foreign economies;
and (7) the CSX Stock Fund, consisting of investments in CSX Corporation
common stock.
Amounts allocated to any of these funds may be temporarily retained as cash or
invested in cash equivalents to facilitate the investment or reinvestment of
Plan assets and the distribution of account balances to participants.
Participant Contributions: A participant may contribute from 1% to 15% of his
or her base compensation, in 1% multiples, to the Plan (the "basic
contributions"). In addition, the Plan permits participants to contribute up
to 20% of any incentive compensation to the Plan. All participant
contributions may be made on a before- or after-tax basis within the limits
imposed by the IRC and may be invested in any combination of the seven
investment alternatives. Investment direction may be revised by participants
as often as twelve times per calendar year.
Subject to certain limitations, a participant may also reinvest distributions
received from another qualified plan into the Plan.
Employer Contributions: The Employer matches a participant's basic
contributions in an amount equal to the lesser of 50% of those contributions
or 3% of his or her base compensation. Employer matching contributions are
made in the form of cash deposits to the CSX Stock Fund. A participant's
incentive compensation contributions are not matched.
Through the fiscal year ended September 30, 1993, the Employer was also
permitted to make annual contributions of up to an additional 3% of each
participating employee's compensation. Such contributions were made by cash
deposits to one or more of the investment funds, as determined by the
individual employee's election. If no employee election was in effect, the
contributions were made to the Stable Interest Fund. During the fiscal year
ended September 30, 1993, the Employer made additional contributions of
$3,063.
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PAGE 10
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS
September 30, 1994
(Dollars in Thousands)
NOTE 2--DESCRIPTION OF THE PLAN--Continued
Vesting, Withdrawals, Loans and Distributions: Participants are immediately
vested in all contributions made to their accounts plus investment earnings
thereon.
Withdrawals, loans and distributions are controlled in accordance with the
provisions of the Plan.
Participant Accounts: Each participant's account is credited or charged with
the participant's contributions, the employer's contributions, and an
allocation of the Plan's earnings, losses and administrative expenses. The
benefit to which a participant is entitled is the benefit that can be provided
from his or her account.
Plan Termination: Although it has not expressed any intent to do so, the
Employer has the right under the Plan to discontinue its contributions at any
time and to terminate the Plan subject to the provisions of ERISA. In the
event of termination or partial termination, the total amount in each
participant's account will be distributed to the participant or continue to be
held in trust for his or her benefit.
Administrative Expenses: The administrative expenses of the Plan are paid by
CSX or from Plan funds as the Plan Administrative Committee from time to time
directs. CSX paid a portion of the administrative expenses of the Plan in
fiscal years 1994 and 1993.
NOTE 3--INVESTMENTS
The Plan's investments are held by a bank administered trust fund. These
investments are more fully described below:
Guaranteed Investment Contracts: Substantially all of the assets held in the
Stable Interest Fund are invested in guaranteed investment contracts issued by
various insurance companies. These contracts contain provisions which may
impose penalties for withdrawals prior to the scheduled maturity dates. In
addition, this Fund invests in the IDS Trust Income Fund, a collective trust
fund which invests primarily in guaranteed investment contracts issued by
insurance companies. The collective trust fund is managed by Investors
Diversified Services ("IDS"). At September 30, 1994 and 1993, there were no
individual investment contracts that represented 5% or more of the Plan's net
assets.
Mutual Funds: Substantially all of the assets held in the Income and Growth
Fund at September 30, 1994 and 1993, are invested in the Fidelity
Equity-Income Fund, a mutual fund managed by Fidelity Management & Research
Company.
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PAGE 11
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS
September 30, 1994
(Dollars in Thousands)
NOTE 3--INVESTMENTS--Continued
Substantially all of the assets held in the S&P 500 Index Fund at September
30, 1994 and 1993, are invested in the Vanguard Index Trust-500 Portfolio, a
mutual fund managed by the Vanguard Group.
Substantially all of the assets held in the Growth Fund at September 30, 1994
and 1993, are invested in the Twentieth Century Select Investors Fund, a
mutual fund managed by Twentieth Century Investors, Inc.
Substantially all of the assets held in the Aggressive Growth Fund at
September 30, 1994 and 1993, are invested in the Twentieth Century Vista Fund,
a mutual fund managed by Twentieth Century Investors, Inc.
Substantially all of the assets held in the International Equity Fund at
September 30, 1994 and 1993, are invested in the Morgan Stanley International
Equity Fund, a mutual fund managed by Morgan Stanley.
CSX Stock Fund: Substantially all of the assets held in this fund at
September 30, 1994 and 1993, are invested in CSX common stock.
Loan Fund: Substantially all of the assets held in this fund at September 30,
1994 and 1993, consist of loans made to Plan participants from their accounts.
NOTE 4--INCOME TAX STATUS
The Plan qualifies under Sections 401(a) and 401(k) of the Internal Revenue
Code ("IRC") and is therefore exempt from taxation under IRC Section 501(a).
Once qualified, the Plan is required to operate in conformity with the IRC to
maintain its qualification. The Plan Administrative Committee is not aware of
any course of action taken or series of events which have occurred that might
adversely affect the Plan's qualified status.
NOTE 5--RELATED PARTY TRANSACTIONS
CSX Corporation provides the Plan with certain management and accounting
services for which no fees are charged. During the fiscal years ended
September 30, 1994 and 1993, the Plan received $3,138 and $2,343,
respectively, representing cash dividends from CSX Corporation common stock.
The trustee, The Northern Trust Company, routinely invests Plan assets in the
Collective Short-Term Investment Fund of The Northern Trust Company. For the
fiscal year ended September 30, 1994, transactions involving this account
included 381 purchases with a total cost of $175,647 and 342 sales with a fair
value of $167,686. For the fiscal year ended September 30, 1993, transactions
involving this account included 270 purchases with a total cost of $82,624 and
284 sales with a fair value of $82,307.
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PAGE 12
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS
September 30, 1994
(Thousands of Dollars)
NOTE 6--COMPARISON TO FORM 5500
Form 5500 requires the recording of a liability for participant withdrawals
processed prior to year-end but not yet paid. In financial statements
prepared in accordance with generally accepted accounting principles, such
amounts remain net assets available for plan benefits until paid.
The following is a reconciliation of net assets available for plan benefits
per the financial statements to the Form 5500:
September 30,
1994 1993
-------- --------
Net assets available for plan
benefits per the financial statements $472,538 $413,690
Withdrawals due but unpaid (129) (147)
-------- --------
Net assets available for plan benefits
per the Form 5500 $472,409 $413,543
======== ========
The following is a reconciliation of withdrawals made by participants per the
financial statements to the Form 5500:
September 30, 1994
------------------
Withdrawals by participants per the
financial statements $19,120
Add: Withdrawals due but unpaid
at September 30, 1994 129
Less: Withdrawals due but unpaid
at September 30, 1993 (147)
-------
Withdrawals by participants per the
Form 5500 $19,102
=======
-12-
PAGE 13
SUPPLEMENTAL SCHEDULES
- 13 -
PAGE 14
<TABLE>
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
ASSETS HELD FOR INVESTMENT
September 30, 1994
(Dollars in Thousands)
<CAPTION>
Issuer Description Cost Value
------------------------------------ ------------ -------- --------
Guaranteed Investment Contracts
-------------------------------
<S> <S> <C> <C>
Allstate Life Insurance Co. GA-5116 Guaranteed
Investment Contract $ 14,444 $ 14,444
Allstate Life Insurance Co. GA-5547 Guaranteed
Investment Contract 6,150 6,150
CNA Life Insurance Co. GP-12458 Guaranteed
Investment Contract 4,442 4,442
Commonwealth Life Insurance Co. ADA-00602-FR Guaranteed
Investment Contract 5,538 5,538
Commonwealth Life Insurance Co. ADA-00614-FR Guaranteed
Investment Contract 4,096 4,096
Commonwealth Life Insurance Co. ADA-00645-FR Guaranteed
Investment Contract 8,101 8,101
Confederation Life Insurance Co. 61895 Guaranteed
Investment Contract 5,443 5,443
Confederation Life Insurance Co. 62210 Guaranteed
Investment Contract 5,070 5,070
John Hancock Mutual Life 5711 Guaranteed
Insurance Co. Investment Contract 10,310 10,310
Hartford Life Insurance Co. GA-9445 Guaranteed
Investment Contract 1,978 1,978
Hartford Life Insurance Co. GA-10131 Guaranteed
Investment Contract 8,105 8,105
Manufacturers Life Insurance Co. GD #38327 Guaranteed
Investment Contract 4,086 4,086
Metropolitan Life Insurance Co. 12668 Guaranteed
Investment Contract 18,683 18,683
Nationwide Life Insurance Co. GA-P4142 Guaranteed
Investment Contract 8,891 8,891
Nationwide Life Insurance Co. GA-P4854 Guaranteed
Investment Contract 5,426 5,426
Nationwide Life Insurance Co. GA-P5065 Guaranteed
Investment Contract 3,968 3,968
New York Life Insurance Co. GA-06365 Guaranteed
Investment Contract 3,930 3,930
New York Life Insurance Co. GA-06699 Guaranteed
Investment Contract 19,645 19,645
Provident Life Insurance Co. GC-627-05491-01A Guaranteed
Investment Contract 10,757 10,757
</TABLE>
- 14 -
PAGE 15
<TABLE>
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
ASSETS HELD FOR INVESTMENT--Continued
(Dollars in Thousands)
<CAPTION>
Fair
Issuer Description Cost Value
------------------------------------ ------------ -------- --------
<S> <S> <C>
<C>
Prudential Life Insurance Co. GA #6497-500 Guaranteed
Investment Contract $ 5,697 $ 5,697
Prudential Life Insurance Co. GA #6497-501 Guaranteed
Investment Contract 6,470 6,470
Prudential Life Insurance Co. GA #6497-502 Guaranteed
Investment Contract 7,850 7,850
Prudential Life Insurance Co. GA #6497-502 Guaranteed
Investment Contract 5,143 5,143
-------- --------
174,223 174,223
Mutual Funds
------------
Fidelity Equity-Income Fund 1,541,221 shares 44,880 50,907
Vanguard Index Trust-500 Portfolio 484,761 shares 18,589 21,145
Twentieth Century Select Investors Fund 1,073,576 shares 38,867 40,023
Twentieth Century Vista Fund 334,697 shares 3,507 3,461
Morgan Stanley International Equity Fund 734,541 shares 10,710 11,231
-------- --------
116,553 126,767
Common Stock
------------
CSX Corporation 1,921,155 shares 88,126 131,599
Collective Trust Fund
---------------------
IDS Trust Collective Income Fund 115,323 units 4,243 4,243
Loans to Participants
---------------------
Tax Savings Thrift Plan for Employees Loans, bearing interest at
of CSX Corporation and Affiliated the prime rate in effect at
Companies the beginning of the quarter
in which each loan originated 28,594 28,594
Cash Equivalents
----------------
Collective Short-Term Investment Fund
of The Northern Trust Company 8,278,503 shares 8,279 8,279
</TABLE>
- 15 -
PAGE 16
<TABLE>
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
TRANSACTIONS OR SERIES OF TRANSACTIONS IN EXCESS OF 5%
OF THE FAIR VALUE OF PLAN ASSETS
Fiscal Year Ended September 30, 1994
(Dollars in Thousands)
<CAPTION>
Purchases Sales
or Advances or Repayments
----------------- ----------------------------------------------
Value of Cost Net
Assets Sold on of Gain
Description of Asset Number Cost Number Transaction Date Asset (Loss)
-------------------- ------ ------ ------ ---------------- ----- ------
<S> <C> <C> <C> <C> <C> <C>
Category (iii) -- series of securities transactions in excess of 5% of plan assets
----------------------------------------------------------------------------------
CSX Corporation Common Stock Fund 22 $ 16,253 7 $ 2,410 $ 1,357 $1,053
Fidelity Equity-Income Fund 105 19,054 157 10,000 7,366 2,634
Twentieth Century Select Investors Fund 57 15,262 198 15,000 9,833 5,167
Collective Short-Term Investment Fund
of The Northern Trust Company 381 175,645 342 167,686 167,686 ---
Loan Fund 28 14,410 16 10,105 10,105 ---
There were no category (i), (ii) or (iv) transactions during the fiscal year ended September 30, 1994.
</TABLE>
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PAGE 17
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
administrative committee members have duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES
OF CSX CORPORATION AND AFFILIATED
COMPANIES
By: /s/ GREGORY R. WEBER
----------------------------------------
Gregory R. Weber
Vice President, Controller and Treasurer
CSX Corporation
(Plan Sponsor)
Date: March 29, 1995
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PAGE 1
EXHIBIT 23
Consent of Ernst & Young LLP, Independent Auditors
--------------------------------------------------
We consent to the incorporation by reference in the Registration
Statement (Form S-8 No. 33-41735) pertaining to the Tax Savings Thrift Plan
for Employees of CSX Corporation and Affiliated Companies of our report dated
March 24, 1995, with respect to the financial statements and schedules of the
Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated
Companies included in this Annual Report (Form 11-K) for the fiscal year ended
September 30, 1994.
/s/ ERNST & YOUNG LLP
----------------------
Ernst & Young LLP
Richmond, Virginia
March 24, 1995
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