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, 1995
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
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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 Independent Auditors 3
Statement of Net Assets Available for Plan Benefits
- September 30, 1995 4
Statement of Net Assets Available for Plan Benefits
- September 30, 1994 5
Statement of Changes in Net Assets Available for Plan
Benefits - Fiscal Year Ended September 30, 1995 6
Statement of Changes in Net Assets Available for Plan
Benefits - Fiscal Year Ended September 30, 1994 7
Notes to Financial Statements 8-13
Supplemental Schedules
Assets Held for Investment Purposes - September 30, 1995 15-16
Transactions or Series of Transactions in
Excess of 5% of the Current Value of
Plan Assets - Fiscal Year Ended September 30, 1995 17
Signature 18
- 2 -
PAGE 3
Report of 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, 1995 and 1994, 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, 1995 and 1994, 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 performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes as of September 30, 1995, and transactions or
series of transactions in excess of 5% of the current value of plan assets for
the fiscal year then ended, 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 are the responsibility of
the Plan's management. 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.
/s/ ERNST & YOUNG LLP
---------------------
Ernst & Young LLP
Jacksonville, Florida
March 18, 1996
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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
SEPTEMBER 30, 1995
(Thousands of Dollars)
<CAPTION>
Non-
Participant
Participant Directed Directed
--------------------------------------------------------------------- ----------- ----------------
Stable Income S&P 500 Aggressive Int'l CSX CSX
Interest and Index Growth Growth Equity Stock Stock Loan
Fund Growth Fund Fund Fund Fund Fund Fund Fund Fund Total
--------------------------------------------------------------------- ----------- ----------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments
Guaranteed
Investment
Contracts $184,708 $ --- $ --- $ --- $ --- $ --- $ --- $ --- $ --- $184,708
Mutual Funds --- 62,968 39,079 46,549 17,043 9,954 --- --- --- 175,593
Common Stock of
CSX Corporation --- --- --- --- --- --- 20,950 150,184 --- 171,134
Collective
Trust Fund 1,260 --- --- --- --- --- --- --- --- 1,260
Loans to
Participants --- --- --- --- --- --- --- --- 27,782 27,782
Cash and Cash
Equivalents 12,658 471 373 393 194 121 334 2,355 --- 16,899
-------- ------- ------- ------- ------- ------- ------- -------- ------- --------
TOTAL ASSETS 198,626 63,439 39,452 46,942 17,237 10,075 21,284 152,539 27,782 577,376
LIABILITIES
Accrued Expenses 68 24 15 18 7 4 8 52 --- 196
-------- ------- ------- ------- ------- ------- ------- -------- ------- --------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $198,558 $63,415 $39,437 $46,924 $17,230 $10,071 $21,276 $152,487 $27,782 $577,180
======== ======= ======= ======= ======= ======= ======= ======== ======= ========
</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
SEPTEMBER 30, 1994
(Thousands of Dollars)
<CAPTION>
Non-
Participant
Participant Directed Directed
--------------------------------------------------------------------- ----------- ----------------
Stable Income S&P 500 Aggressive Int'l CSX CSX
Interest and Index Growth Growth Equity Stock Stock Loan
Fund Growth Fund Fund Fund Fund Fund Fund Fund Fund Total
--------------------------------------------------------------------- ----------- ----------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments
Guaranteed
Investment
Contracts $174,223 $ --- $ --- $ --- $ --- $ --- $ --- $ --- $ --- $174,223
Mutual Funds --- 50,907 21,145 40,023 3,461 11,231 --- --- --- 126,767
Common Stock of
CSX Corporation --- --- --- --- --- --- 15,271 116,328 --- 131,599
Collective
Trust Fund 4,243 --- --- --- --- --- --- --- --- 4,243
Loans to
Participants --- --- --- --- --- --- --- --- 28,594 28,594
Cash and Cash
Equivalents 2,207 18 7 14 1 4 148 1,120 --- 3,519
-------- ------- ------- ------- ------ ------- ------- -------- ------- --------
180,673 50,925 21,152 40,037 3,462 11,235 15,419 117,448 28,594 468,945
Contributions
receivable 1,132 487 301 443 63 151 210 999 --- 3,786
-------- ------- ------- ------- ------ ------- ------- -------- ------- --------
TOTAL ASSETS 181,805 51,412 21,453 40,480 3,525 11,386 15,629 118,447 28,594 472,731
LIABILITIES
Accrued Expenses 75 24 9 19 2 6 7 51 --- 193
-------- ------- ------- ------- ------ ------- ------- -------- ------- --------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS $181,730 $51,388 $21,444 $40,461 $3,523 $11,380 $15,622 $118,396 $28,594 $472,538
======== ======= ======= ======= ====== ======= ======= ======== ======= ========
</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
FISCAL YEAR ENDED SEPTEMBER 30, 1995
(Thousands of Dollars)
<CAPTION>
Non-
Participant
Participant Directed Directed
--------------------------------------------------------------------- ----------- ----------------
Stable Income S&P 500 Aggressive Int'l CSX CSX
Interest and Index Growth Growth Equity Stock Stock Loan
Fund Growth Fund Fund Fund Fund Fund Fund Fund Fund Total
--------------------------------------------------------------------- ----------- ----------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS
Investment Income:
Dividends and
Interest $ 13,005 $ 1,685 $ 666 $ 300 $ 1 $ --- $ 468 $ 3,161 $ 1,868 $ 21,154
Employer
Contributions --- --- --- --- --- --- --- 10,963 --- 10,963
Participant
Contributions 13,684 5,677 4,131 4,913 1,584 1,864 2,973 --- --- 34,826
Net Realized and
Unrealized
Appreciation in
Fair Value of
Investments 222 9,403 6,956 7,155 3,833 947 4,441 27,686 --- 60,643
-------- ------- ------- ------- ------- ------- ------- -------- ------- --------
26,911 16,765 11,753 12,368 5,418 2,811 7,882 41,810 1,868 127,586
DEDUCTIONS
Distributions to
Participants 10,487 2,046 884 1,429 202 312 1,044 4,854 1,113 22,371
Fees and Expenses 221 61 35 45 19 18 22 152 --- 573
-------- ------- ------- ------- ------- ------- ------- -------- ------- --------
10,708 2,107 919 1,474 221 330 1,066 5,006 1,113 22,944
INTERFUND TRANSFERS 625 (2,631) 7,159 (4,431) 8,510 (3,790) (1,162) (2,713) (1,567) ---
-------- ------- ------- ------- ------- ------- ------- -------- ------- --------
NET INCREASE
(DECREASE) IN NET
ASSETS 16,828 12,027 17,993 6,463 13,707 (1,309) 5,654 34,091 (812) 104,642
Net Assets Available
for Plan Benefits
at Beginning of Year181,730 51,388 21,444 40,461 3,523 11,380 15,622 118,396 28,594 472,538
-------- ------- ------- ------- ------- ------- ------- -------- ------- --------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS
AT END OF YEAR $198,558 $63,415 $39,437 $46,924 $17,230 $10,071 $21,276 $152,487 $27,782 $577,180
======== ======= ======= ======= ======= ======= ======= ======== ======= ========
</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
FISCAL YEAR ENDED SEPTEMBER 30, 1994
(Thousands of Dollars)
<CAPTION>
Non-
Participant
Participant Directed Directed
--------------------------------------------------------------------- ----------- ----------------
Stable Income S&P 500 Aggressive Int'l CSX CSX
Interest and Index Growth Growth Equity Stock Stock Loan
Fund Growth Fund Fund Fund Fund Fund Fund Fund Fund Total
--------------------------------------------------------------------- ----------- ----------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS
Investment Income:
Dividends and
Interest $ 12,854 $ 1,641 $ 505 $ 423 $ --- $ 35 $ 318 $ 2,860 $ 1,715 $ 20,351
Employer
Contributions --- --- --- --- --- --- --- 10,757 --- 10,757
Participant
Contributions 13,409 5,828 3,612 5,718 574 1,143 2,206 --- --- 32,490
Net Realized and
Unrealized
Appreciation
(Depreciation) in
Fair Value of
Investments --- 1,018 124 (3,569) 9 644 (10,853) (8,507) --- (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 5,883 5,110 1,715 78,612
DEDUCTIONS
Distributions to
Participants 7,915 1,406 877 1,727 121 236 540 5,037 1,261 19,120
Fees and Expenses 276 65 27 59 11 16 22 168 --- 644
-------- ------- ------- ------- ------ ------- ------- -------- ------- --------
8,191 1,471 904 1,786 132 252 562 5,205 1,261 19,764
INTERFUND TRANSFERS (5,381) (2,401) (1,951) (6,029) 1,237 7,435 5,141 (641) 2,590 ---
-------- ------- ------- ------- ------ ------- ------- -------- ------- --------
NET INCREASE
(DECREASE) IN NET
ASSETS 22,715 10,111 3,693 (3,354) 2,728 10,185 10,462 (736) 3,044 58,848
Net Assets Available
for Plan Benefits
at Beginning of Year159,015 41,277 17,751 43,815 795 1,195 5,160 119,132 25,550 413,690
-------- ------- ------- ------- ------ ------- ------- -------- ------- --------
NET ASSETS
AVAILABLE FOR
PLAN BENEFITS
AT END OF YEAR $181,730 $51,388 $21,444 $40,461 $3,523 $11,380 $15,622 $118,396 $28,594 $472,538
======== ======= ======= ======= ====== ======= ======= ======== ======= ========
</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, 1995
(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 securities transactions of the Plan are recorded as of the
trade date.
Investments in guaranteed investment contracts are reported at cost plus
accrued income, which is contract value. Investments in mutual funds and CSX
Corporation ("CSX") common stock are presented at fair value. Fair value is
based upon the last reported sales price on the last business day of the Plan
year. Investments in collective trust fund participation units are carried at
cost plus accrued interest, which approximates contract value. Investments in
loans to participants are carried at their outstanding principal balances,
which approximates fair value. Such loans bear interest at the prime rate in
effect at the beginning of the quarter in which each loan originated.
Effective October 1, 1995, CSX will adopt the American Institute of Certified
Public Accountants Statement of Position 94-4, "Reporting of Investment
Contracts Held by Health and Welfare Benefit Plans and Defined Contribution
Pension Plans". This statement specifies the accounting for investment
contracts issued by either an insurance enterprise or other entity. The
financial impact of adopting Statement of Position 94-4 is not expected to be
significant.
Certain amounts in the financial statements for the fiscal year ended
September 30, 1994 have been reclassified to be consistent with the
presentation of the related current year amounts.
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").
- 8 -
PAGE 9
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS,CONTINUED
(Dollars in Thousands)
NOTE 2--DESCRIPTION OF THE PLAN--Continued
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.
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, including amounts contributed
to the Plan may be revised by participants as often as twelve times per
calendar year; effective January 1, 1996, participants may redirect account
balances within investment options under the Plan without limitation.
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, which are reported in
- 9 -
PAGE 10
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS, CONTINUED
(Dollars in Thousands)
NOTE 2--DESCRIPTION OF THE PLAN--Continued
the non-participant directed portion of the CSX Stock Fund in the accompanying
financial statements. A participant's incentive compensation contributions
are not matched. Effective January 1, 1994, profit-sharing contributions may
be made at the discretion of the Board of Directors of CSX. Participants of
the Plan who have attained age 55 may reallocate in multiples of 10% to other
investment alternatives offered under the Plan their interest in the CSX Stock
Fund.
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 1995 and 1994.
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 American Express Trust Collective Income
Fund, a collective trust fund which invests primarily in guaranteed investment
contracts issued by insurance companies. The collective trust fund is managed
by American Express Financial Services. At September 30, 1995 and 1994, there
were no individual investment contracts that represented 5% or more of the
Plan's net assets, available for plan benefits.
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PAGE 11
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS, CONTINUED
(Dollars in Thousands)
NOTE 3--INVESTMENTS--Continued
Mutual Funds: Substantially all of the assets held in the Income and Growth
Fund at September 30, 1995 and 1994, are invested in the Fidelity
Equity-Income Fund, a mutual fund managed by Fidelity Management & Research
Company.
Substantially all of the assets held in the S&P 500 Index Fund at September
30, 1995 and 1994, 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, 1995
and 1994, 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, 1995 and 1994, 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, 1995 and 1994, 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, 1995 and 1994, are invested in CSX common stock.
Loan Fund: Substantially all of the assets held in this fund at September 30,
1995 and 1994, consist of loans made to Plan participants from their accounts.
NOTE 4--INCOME TAX STATUS
The Internal Revenue Service ruled April 6, 1988, that the Plan qualifies
under Sections 401(a) and 401(k) of the Internal Revenue Code ("IRC") and,
therefore is not subject to tax under present income tax law. Once qualified,
the Plan is required to operate in conformity with the IRC to maintain its
qualification (see Note 6). Therefore, no provision for income taxes has been
included in the Plan's financial statements.
NOTE 5--RELATED PARTY TRANSACTIONS
CSX and CSX Financial Management, Inc. provide the Plan with certain
management and accounting services. During fiscal 1995, the Plan reimbursed
CSX and CSX Financial Management approximately $73 and $18, respectively, for
those services. During fiscal 1994, the Plan reimbursed CSX approximately $84
for those services. During the fiscal years ended September 30, 1995 and
1994, the Plan received $3,574 and $3,138, respectively, representing cash
dividends from CSX common stock.
- 11 -
PAGE 12
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS, CONTINUED
(Thousands of Dollars)
NOTE 5--RELATED PARTY TRANSACTIONS--Continued
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, 1995, transactions involving this account
included 314 purchases with a total cost of $190,861 and 348 sales with a fair
value of $181,788. 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.
NOTE 6.--PLAN AMENDMENT
The Plan was amended and restated in 1995, retroactive to January 1, 1989, to
conform to the provisions of the Tax Reform Act of 1986, as amended and
subsequent statutory and regulatory changes. There was no significant impact
on the Plan due to these changes and amendments. The Plan is intended to meet
all of the requirements of the Internal Revenue Code of 1986, as amended and
the Employee Retirement Income Security Act of 1974, as amended.
In September 1995, the Plan filed a request for determination on the continued
qualified status of the Plan under Section 401(a) of the Internal Revenue Code
of 1986, as amended. The Plan Administrator is not aware of any course of
action or series of events that have occurred that might adversely affect the
Plan's continued qualified status.
NOTE 7--COMPARISON TO FORM 5500
Form 5500 requires the recording of a liability for participant distributions
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, 1995
------------------
Net assets available for plan
benefits per the financial statements $577,180
Distributions due but unpaid (265)
--------
Net assets available for plan benefits
per the Form 5500 $576,915
========
-12-
PAGE 13
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
NOTES TO FINANCIAL STATEMENTS, CONTINUED
(Thousands of Dollars)
NOTE 7--COMPARISON TO FORM 5500--Continued
The following is a reconciliation of distributions made by participants per
the financial statements to the Form 5500:
Fiscal Year Ended
September 30, 1995
------------------
Distributions by participants per the
financial statements $22,371
Add: Distributions due but unpaid
at September 30, 1995 265
-------
Distributions by participants per the
Form 5500 $22,636
=======
NOTE 8--SUBSEQUENT EVENTS
On October 11, 1995, CSX's board of directors declared a 2-for-1 common stock
split distributed on December 21, 1995, to shareholders of record at the close
of business on December 4, 1995.
-13-
PAGE 14
SUPPLEMENTAL SCHEDULES
- 14 -
PAGE 15
<TABLE>
SCHEDULE 27a
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
ASSETS HELD FOR INVESTMENT PURPOSES
September 30, 1995
(Dollars in Thousands)
<CAPTION>
Current
Issuer Description of Investment Cost Value
- ------------------------------------ ------------------------- -------- --------
Guaranteed Investment Contracts
- -------------------------------
<S> <S> <C> <C>
Allstate Life Insurance Co. GA-5116 Guaranteed
Investment Contract $ 7,809 $ 7,809
Allstate Life Insurance Co. GA-5547 Guaranteed
Investment Contract 7,522 7,522
Allstate Life Insurance Co. GA-5797 Guaranteed
Investment Contract 4,423 4,423
Commonwealth Life Insurance Co. ADA-00602-FR Guaranteed
Investment Contract 5,900 5,900
Commonwealth Life Insurance Co. ADA-00614-FR Guaranteed
Investment Contract 4,399 4,399
Commonwealth Life Insurance Co. ADA-00645-FR Guaranteed
Investment Contract 8,685 8,685
Confederation Life Insurance Co. 61895 Guaranteed
Investment Contract 5,607 5,607
Confederation Life Insurance Co. 62210 Guaranteed
Investment Contract 5,221 5.221
Hartford Life Insurance Co. GA-10131 Guaranteed
Investment Contract 8,706 8,706
Lincoln National Life Insurance Co. GA #9736 Guaranteed
Investment Contract 7,301 7,301
Metropolitan Life Insurance Co. GA #13920 Guaranteed
Investment Contract 10,664 10,664
Metropolitan Life Insurance Co. 12668 Guaranteed
Investment Contract 20,260 20,260
Nationwide Life Insurance Co. GA-P4142 Guaranteed
Investment Contract 9,667 9,667
Nationwide Life Insurance Co. GA-P4854 Guaranteed
Investment Contract 5,893 5,893
Nationwide Life Insurance Co. GA-P5065 Guaranteed
Investment Contract 4,261 4,261
New York Life Insurance Co. GA-06365 Guaranteed
Investment Contract 4,215 4,215
New York Life Insurance Co. GA-06699 Guaranteed
Investment Contract 26,114 26,114
Provident Life Insurance Co. GC-627-05491-01A Guaranteed
Investment Contract 11,391 11,391
</TABLE>
- 15 -
PAGE 16
<TABLE>
SCHEDULE 27a
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
ASSETS HELD FOR INVESTMENT PURPOSES--Continued
(Dollars in Thousands)
<CAPTION>
Current
Issuer Description of Investment Cost Value
- ------------------------------------ ------------------------- -------- --------
<S> <S> <C> <C>
Prudential Life Insurance Co. GA #6497-501 Guaranteed
Investment Contract $ 6,925 $ 6,925
Prudential Life Insurance Co. GA #6497-502 Guaranteed
Investment Contract 8,372 8,372
Prudential Life Insurance Co. GA #6497-504 Guaranteed
Investment Contract 5,868 5,868
Prudential Life Insurance Co. GA #6497-503 Guaranteed
Investment Contract 5,505 5,505
-------- --------
184,708 184,708
Mutual Funds
- ------------
Fidelity Equity-Income Fund 1,696,785 shares 50,775 62,968
Vanguard Index Trust-500 Portfolio 710,650 shares 30,168 39,079
Twentieth Century Select Investors Fund 1,150,505 shares 41,396 46,549
Twentieth Century Vista Fund 1,071,179 shares 13,435 17,043
Morgan Stanley International Equity Fund 622,928 shares 9,197 9,954
-------- --------
144,971 175,593
Common Stock
- ------------
* CSX Corporation 2,034,279 shares 91,001 171,134
Collective Trust Fund
- ---------------------
American Express Trust
Collective Income Fund 32,115 units 1,260 1,260
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 27,782 27,782
Cash Equivalents
- ----------------
* Collective Short-Term Investment Fund
of The Northern Trust Company 16,898,953 shares 16,899 16,899
-------- --------
TOTAL $466,621 $577,376
======== ========
* Parties-In-Interest
</TABLE>
- 16 -
PAGE 17
<TABLE>
SCHEDULE 27d
TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION
AND AFFILIATED COMPANIES
TRANSACTIONS OR SERIES OF TRANSACTIONS IN EXCESS OF 5%
OF THE CURRENT VALUE OF PLAN ASSETS
Fiscal Year Ended September 30, 1995
(Dollars in Thousands)
<CAPTION>
Purchases Sales
----------------- ----------------------------------------------
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 17 $ 16,686 10 $ 8,686 $ 4,716 $3,970
Collective Short-Term Investment Fund
of The Northern Trust Company 314 190,861 348 181,788 181,788 ---
There were no category (i), (ii) or (iv) transactions during the fiscal year ended September 30, 1995.
</TABLE>
- 17 -
PAGE 18
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 22, 1996
- 18 -
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 18, 1996, 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, 1995.
/s/ ERNST & YOUNG LLP
----------------------
Ernst & Young LLP
Jacksonville, Florida
March 22, 1996
- I-1 -
