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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, 1994
OR
TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to
Commission file number 33-48052
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
DIBRELL BROTHERS, INCORPORATED PERSONAL ACCOUNT PLAN
B. Name of issuer of the securities held pursuant to the
plan and the address of its principal executive office:
DIBRELL BROTHERS, INCORPORATED
512 Bridge Street
Danville, Virginia 24541
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REQUIRED INFORMATION
The following financial statements are furnished for the plan:
INDEX
Page
Signature 3
Report of Independent Auditors 4
Statement of Asset and Liability as of
December 31, 1994 and 1993 5
Statement of Changes in Plan Liability Accounts -
Years Ended December 31, 1994 and 1993 and the
six months ended December 31, 1992 6
Notes to Financial Statements 7-8
Exhibit 24 9
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Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the
administrative committee has duly caused this annual report to be signed by
the undersigned thereunto duly authorized.
DIBRELL BROTHERS, INCORPORATED
Personal Account Plan
By /s/ John O. Hunnicutt, III
John O. Hunnicutt, III
Administrator
Date: March 29, 1995
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REPORT OF INDEPENDENT AUDITORS
To the Plan Administrator
Dibrell Brothers, Incorporated Personal Account Plan
We have audited the accompanying statements of asset and liability of the
Dibrell Brothers, Incorporated Personal Account Plan as of December 31, 1994
and 1993, and the related statements of changes in plan liability accounts for
the years ended December 31, 1994 and 1993 and the six months ended December
31, 1992. 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 asset and liability of the Dibrell Brothers,
Incorporated Personal Account Plan at December 31, 1994 and 1993 and the
changes in plan liability accounts for the years ended December 31, 1994 and
1993 and the six months ended December 31, 1992 in conformity with generally
accepted accounting principles.
/s/ Ernst & Young LLP
_____________________________
Ernst & Young LLP
Winston-Salem, North Carolina
March 2, 1995
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<TABLE>
<CAPTION>
DIBRELL BROTHERS, INCORPORATED PERSONAL ACCOUNT PLAN
STATEMENTS OF ASSET AND LIABILITY
December 31, 1994 and 1993
1994 1993
<S> <C> <C>
ASSET
Receivable from Dibrell Brothers, Incorporated
(Cost $13,466,090, 1994 and $13,598,113, 1993) $13,466,090 $13,598,113
LIABILITY
Plan liability accounts $13,466,090 $13,598,113
See notes to financial statements
</TABLE>
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<TABLE>
<CAPTION>
DIBRELL BROTHERS, INCORPORATED PERSONAL ACCOUNT PLAN
STATEMENTS OF CHANGES IN PLAN LIABILITY ACCOUNTS
Periods Ended December 31, 1994 and 1993, 1993 and 1992
Six Months
Year Ended Year Ended Ended
1994 1993 1992
<S> <C> <C> <C>
ADDITIONS
Beginning of year amount $13,598,113 $13,517,667 $13,578,177
Interest income 764,265 654,008 344,251
Participant contributions 3,916,412 7,016,251 3,295,667
18,278,790 21,187,926 17,218,095
DEDUCTIONS
Participant withdrawals 4,812,700 7,589,813 3,700,428
Plan liability accounts at end of period $13,466,090 $13,598,113 $13,517,667
See notes to financial statements
</TABLE>
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NOTES TO FINANCIAL STATEMENTS
DIBRELL BROTHERS, INCORPORATED PERSONAL ACCOUNT PLAN
NOTE A - SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING - The accounting records of the Plan are maintained on the
accrual basis.
VALUATION OF INVESTMENT - The receivable from Dibrell Brothers, Incorporated
is valued at fair value. Fair value represents contributions, plus interest
at the announced rate, less payments in satisfaction of withdrawals.
NOTE B - DESCRIPTION OF THE PLAN - The following description of the Dibrell
Brothers, Incorporated Personal Account Plan (the "Plan") is provided for
general information purposes only. Participants should refer to the Plan
agreement for more complete information.
GENERAL - The Plan is a voluntary employee plan through which any eligible
participant can loan funds to Dibrell Brothers, Incorporated for an indefinite
period, in exchange for the Company's obligation to pay the participant
interest on these funds until the loan is repaid upon demand. The funds may
be used by the Company for any corporate purpose and will be classified as
general obligations of Dibrell Brothers, Incorporated. The funds are not held
in trust and are subject to forfeiture should the Company be unable to repay
its obligations.
The purpose of the Plan is to encourage participating individuals to save
funds and to provide participants an opportunity to accumulate capital for
their future economic security. The Plan is not subject to the provisions of
the Employee Retirement Income Security Act of 1974 ("ERISA").
PARTICIPATION - Eligible employees and certain other persons may participate
in the Plan. Eligibility is determined by the administrator of the Plan.
PARTICIPANT CONTRIBUTIONS - Participants may contribute any amount to the
Plan. Limitations, however, may be announced as to the total of future
contributions which can be made by the participants.
INVESTMENTS - Upon receipt of the participants' contributions, amounts are
invested with Dibrell Brothers, Incorporated as a general creditor with
interest earned at announced rates. The average announced rate was 5.875%
per annum (based on a range of 5% to 6.75%) during the year ended December 31,
1994 (1993 - 5%, and 1992 - 5% to 5 1/2%).
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PARTICIPANT WITHDRAWALS - Participants may withdraw funds from the Plan at
anytime upon notification to the Plan administrator or his designee. Amounts
in participant accounts must be distributed when the participant is no longer
eligible to participate in the Plan.
PLAN LIABILITY ACCOUNTS - A plan liability account is a bookkeeping record
that is used to reflect the participant's entitlement under the Plan. Each
plan liability account represents a claim on the assets of Dibrell Brothers,
Incorporated.
VESTING - Each participant will at all times have a 100% vested
(nonforfeitable) interest in the receivable from Dibrell Brothers,
Incorporated as to their respective balances of their contributions, net of
withdrawals, with earned interest.
PLAN EXPENSES - All expenses of administering the Plan shall be paid by
Dibrell Brothers, Incorporated.
PLAN TERMINATION - The Plan may be modified or terminated at any time upon
written notice to the participants. In the event the Plan terminates, the
Administrator must distribute assets to satisfy all Dibrell Brothers,
Incorporated obligations to the Plan.
NOTE C - PLAN PARTICIPANTS - The number of participants at December 31, 1994
was 484 (1993 - 473 and 1992 - 475).
NOTE D - INCOME TAX STATUS - The Plan is not, and is not intended to be,
qualified under Section 401 of the Internal Revenue Code. Consequently, an
application for a favorable determination will not be filed with the Internal
Revenue Service.
The Plan is not intended to be funded for federal income tax purposes, that
is, no funds or other assets are segregated for the purpose of paying benefits
under the Plan. All interest paid or credited to participant accounts is
taxable to the participant for both Federal and State purposes, if applicable.
NOTE E - DIBRELL BROTHERS AND MONK-AUSTIN MERGER - On October 23, 1994,
Dibrell Brothers, Incorporated and Monk-Austin, Inc. announced a definitive
Agreement and Plan of Reorganization pursuant to which the businesses of
Dibrell and Monk-Austin will be combined. Completion of the transaction will
be subject to shareholder approval and other customary conditions. The
parties expect the reorganization to be consummated April 1, 1995. As a
result of the reorganization, Dibrell and Monk-Austin will be merged into a
newly formed company, DiMon Incorporated.
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Exhibit 24
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement
(Form S-8 No. 33-48052) pertaining to the Dibrell Brothers, Incorporated
Personal Account Plan of our report dated March 2, 1995, with respect to the
financial statements of the Dibrell Brothers, Incorporated Personnel Account
Plan included in this Annual Report (Form 11-K) for the year ended December
31, 1994.
/s/ Ernst & Young LLP
_____________________________
Ernst & Young LLP
Winston-Salem, North Carolina
March 28, 1995
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