<PAGE> 1
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 [FEE REQUIRED]
For the fiscal year ended: December 31, 1994
OR
[ ] TRANSACTION 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: 33-34004
___________________
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
ANALYSIS & TECHNOLOGY, INC.
ROUTE 2, P.O. BOX 220
NORTH STONINGTON, CONNECTICUT 06359
<PAGE> 2
REQUIRED INFORMATION
The following documents, which are attached hereto as Appendices, are
hereby furnished for the Analysis & Technology, Inc. Savings and Investment
Plan (the "Plan").
1. Independent auditors' report.
2. Audited statements of net assets available for Plan benefits
as of December 31, 1994 and 1993.
3. Audited statements of changes in net assets available for Plan
benefits for the years ended December 31, 1994 and 1993.
4. Notes to financial statements.
5. Consent of KPMG Peat Marwick LLP
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
By: /s/ Thomas M. Downie
------------------------------------
Thomas M. Downie
Member, Analysis & Technology, Inc.
Savings and Investment Plan Committee
Date: June 21, 1995
<PAGE> 4
[LETTERHEAD FOR KPMG The Global Leader]
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 1994 AND 1993
(WITH INDEPENDENT AUDITORS' REPORT THEREON)
<PAGE> 5
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Table of Contents
<TABLE>
<CAPTION>
Page
----
<S> <C>
Independent Auditors' Report 1
Statements of Net Assets Available for Plan Benefits 2
Statements of Changes in Net Assets Available for Plan Benefits 3
Notes to Financial Statements 4-9
Schedule 1 - Item 27a - Schedule of Assets Held for Investment Purposes 10
Schedule 2 - Item 27d - Schedule of Reportable Transactions 11
</TABLE>
Note: Schedules regarding party-in-interest transactions, nonexempt
transactions, loans or fixed income obligations, leases in default or
classified as uncollectible, and assets held for investment purposes
which were both acquired and disposed of within the plan year, as
required by Section 103(c)(5) of the Employee Retirement Income
Security Act of 1974, have not been included herein as the information
is not applicable.
<PAGE> 6
(LETTERHEAD FOR KPMG PEAT MARWICK LLP)
Independent Auditors' Report
The Savings and Investment Plan Committee
Analysis & Technology, Inc.:
We have audited the accompanying statements of net assets available for plan
benefits of the Analysis & Technology, Inc. Savings and Investment Plan as of
December 31, 1994 and 1993, and the related statements of changes in net
assets available for plan benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the
Analysis & Technology, Inc. Savings and Investment Plan as of December 31,
1994 and 1993, and the changes in net assets available for plan benefits for
the 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 supplemental schedules of assets
held for investment purposes and reportable transactions are presented for
the purpose of additional analysis and are not a required part of the basic
financial statements, but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. The supplemental
schedules have been subjected to the auditing procedures applied in the audit
of the basic financial statements as of and for the year ended December 31,
1994 and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
KPMG Peat Marwick LLP
March 24, 1995
<PAGE> 7
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Statements of Net Assets Available for Plan Benefits
December 31, 1994 and 1993
<TABLE>
<CAPTION>
1994 1993
---- ----
<S> <C> <C>
Investments in T. Rowe Price Group funds (note 3):
Prime Reserve Fund $ 4,328,666 4,169,826
Prime Reserve Fund - Insurance 11,139 11,998
New Era Fund 5,861,522 5,708,905
New Income Fund 3,997,392 4,413,546
Equity Income Fund 9,802,005 8,920,835
Spectrum Income Fund 1,097,317 1,311,556
Spectrum Growth Fund 2,665,174 2,139,596
International Stock Fund 2,186,525 1,180,842
Stable Value Common Trust Fund (note 5) 5,727,427 5,094,745
Small-Cap Value Fund 780,173 450,549
Growth and Income Fund 945,164 747,932
Science and Technology Fund 2,875,700 1,354,916
----------- ----------
40,278,204 35,505,246
Analysis & Technology, Inc. common stock (note 3) 548,184 511,725
----------- ----------
Total investments 40,826,388 36,016,971
Loans to participants [note 1(d)] 2,538,587 2,306,559
----------- ----------
Net assets available for plan benefits $43,364,975 38,323,530
=========== ==========
</TABLE>
See accompanying notes to financial statements.
2
<PAGE> 8
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Statements of Changes in Net Assets Available for Plan Benefits
For the years ended December 31, 1994 and 1993
<TABLE>
<CAPTION>
1994 1993
---- ----
<S> <C> <C>
Additions to net assets available for plan benefits attributed to:
Investment income:
Interest $ 159,924 160,202
Dividends 2,484,749 2,153,599
Net (depreciation) appreciation in fair market value of investments (1,115,576) 1,840,476
----------- ----------
1,529,097 4,154,277
----------- ----------
Contributions:
Employee 4,585,432 4,095,901
Employer 1,292,207 1,282,541
Rollovers 99,637 188,351
----------- ----------
5,977,276 5,566,793
----------- ----------
Total additions 7,506,373 9,721,070
----------- ----------
Deductions from net assets attributed to:
Benefits paid 2,452,194 1,781,829
Insurance premiums 11,874 11,785
(Increase)/decrease in settlement account (565) 101
Administrative fees - loan origination 1,425 390
----------- ---------
Total deductions 2,464,928 1,794,105
----------- ----------
Net increase in net assets available for plan benefits (note 4) 5,041,445 7,926,965
Net assets available for plan benefits:
Beginning of year 38,323,530 30,396,565
----------- ----------
End of year $43,364,975 38,323,530
=========== ==========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE> 9
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
December 31, 1994 and 1993
(1) Description of Plan
The following brief description of the Analysis & Technology, Inc. Savings
and Investment Plan (the "Plan") provides only general information.
Participants should refer to the Plan agreement for a more complete
description of the Plan's provisions.
(a) General
The Plan is a qualified defined contribution plan covering Analysis
& Technology, Inc. employees 21 years of age or older who are
full-time employees or who have completed at least 1,000 hours of
service during the 12-consecutive-month period commencing with
their employment date with Analysis & Technology, Inc. (the
"Company"). The Plan covers all employees working in all cost
centers in the Analysis & Technology segment, Engineering
Technology Center ("ETC") segment, Fleet Support Center ("FSC")
segment, Interactive Multimedia Training Division ("IMTD"), as well
as employees of Continental Dynamics, Inc. ("CDI"), General Systems
Solutions, Inc. ("GSS"), Integrated Performance Decisions, Inc.
("IPD") and Automation Software, Inc. ("ASI"). The Plan is subject
to the provisions of the Employee Retirement Income Security Act of
1974 ("ERISA").
(b) Contributions
Effective April 1, 1990, the maximum salary savings (pre-tax)
contribution that an employee may elect to contribute to the Plan
was increased from 15% of annual gross compensation to 16%.
Depending on the particular cost center, segment or subsidiary, the
Company may match this salary savings contribution at a rate of
50%, up to a specified percentage of the participant's annual gross
compensation. The Company may also make discretionary
profit-sharing contributions to employees working for certain cost
centers, segments or subsidiaries.
(c) Vesting
Participants are fully vested to the extent of their salary savings
contributions and earnings on those contributions.
Participants in all cost centers, segments and subsidiaries,
excluding ETC, vest in Company contributions and the related
earnings based on the following schedule:
<TABLE>
<CAPTION>
Years of Percentage of vesting
credited service in employer contributions
---------------- -------------------------
<S> <C>
Less than three years 0%
Three years 20%
Four years 40%
Five years 60%
Six years 80%
Seven years or more 100%
</TABLE>
4
<PAGE> 10
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
Participants at ETC vest as follows:
<TABLE>
<CAPTION>
Years of Percentage of vesting
credited service in employer contributions
---------------- -------------------------
<S> <C>
Less than one year 0%
One year 33-1/3%
Two years 66-2/3%
Three years 100%
</TABLE>
Participants who were employed by the Company at the inception date
of the Plan were given credit for prior years of service.
(d) Loans to Participants
Participants may borrow from their vested account balance under
certain circumstances as provided in the Plan agreement. Interest
on loans is charged at the "local prevailing commercial interest
rate," with a repayment term not to exceed five years. This term
can be extended if the loan is used for the purchase of the
participant's primary residence. Loans may be granted to any
participant no more than twice in any 12-month period and only 2
loans may remain outstanding at any time.
(e) Payment of Benefits
Upon termination of service, a participant receives a lump sum
amount equal to the value of the vested accrued benefits in his or
her account.
(f) Hardship Withdrawal
The Plan provides for hardship withdrawals, as defined by the Plan,
of the participant's salary savings, additional contributions, and
the vested portion of the employer matching contributions.
(g) Forfeitures
Nonvested employer contributions shall be forfeited by a
participant who terminates employment and shall be used to reduce
subsequent employer contributions under the Plan.
(2) Summary of Significant Accounting Policies
(a) Basis of Presentation
The accompanying financial statements of the Plan have been
prepared using the accrual basis of accounting in accordance with
generally accepted accounting principles.
5
<PAGE> 11
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
(b) Investments
Investments are stated at aggregate fair market values, which are
based principally on published market prices, except for the Stable
Value Common Trust Fund. The Stable Value Common Trust Fund invests
primarily in investment contracts whose value is determined based
on contribution plus interest accrued at the contract rate, less
withdrawals, as a reasonable approximation of fair value.
(c) Expenses
All expenses of the Plan and Trust are paid by the Company in
accordance with the Plan agreement, except participants who request
a second loan from the Plan must pay a $15 loan origination fee.
(3) Investments in T. Rowe Price Group Funds
The Plan's investments are held in trust and managed by T. Rowe Price
Trust Company ("T. Rowe Price"). The following table summarizes the
investments held by T. Rowe Price on December 31:
<TABLE>
<CAPTION>
1994 1993
----------------------------- -----------------------------
Fair market/ Fair market/
Number of contract Number of contract
shares value shares value
------ ----- ------ -----
<S> <C> <C> <C> <C>
Prime Reserve Fund 4,328,666 $ 4,328,666 4,169,826 $ 4,169,826
Prime Reserve Fund - Insurance 11,139 11,139 11,998 11,998
New Era Fund 290,894 5,861,522 280,536 5,708,905
New Income Fund 476,448 3,997,392 477,657 4,413,546
Equity Income Fund 613,392 9,802,005 535,786 8,920,835
Spectrum Income Fund 108,538 1,097,317 118,052 1,311,556
Spectrum Growth Fund 239,458 2,665,174 180,252 2,139,596
International Stock Fund 193,156 2,186,525 97,109 1,180,842
Stable Value Common Trust Fund 5,727,426 5,727,427 5,094,745 5,094,745
Small-Cap Value Fund 58,222 780,173 30,691 450,549
Growth and Income Fund 60,471 945,164 45,138 747,932
Science and Technology Fund 132,889 2,875,700 71,500 1,354,916
----------- -----------
$40,278,204 $35,505,246
=========== ===========
</TABLE>
6
<PAGE> 12
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
Effective April 1, 1991, Analysis & Technology, Inc. common stock was
offered to Plan participants as an additional investment option. T. Rowe
Price purchases the shares in the open market at the time contributions
are received. The timing of all stock transactions is subject to the
availability of Analysis & Technology, Inc. stock on the open market, and
prices are set by the market. The market price per share and number of
shares held by the Trust at December 31, 1994 and 1993 were as follows:
<TABLE>
<CAPTION>
1994 1993
---------------------------- --------------------------
Number of Market price Number of Market price
shares per share shares per share
------ --------- ------ ---------
<S> <C> <C> <C>
35,367 $15.50 28,628 $17.875
</TABLE>
Investment income is recognized when earned, and purchases and sales of
securities are recorded on a trade-date basis.
7
<PAGE> 13
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
(4) Detailed Changes in Net Assets
Changes in net assets for the year ended December 31, 1994 were:
<TABLE>
<CAPTION>
Prime
Prime Reserve New New Equity Spectrum Spectrum
Reserve Fund - Era Income Income Income Growth
Year ended December 31, 1994 Fund Insurance Fund Fund Fund Fund Fund
---------------------------- ---- --------- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
Interest and dividends $ 166,719 398 364,806 319,259 830,002 91,751 210,413
Net realized gains (losses) -- -- 25,261 (52,738) (7,665) (26,288) (6,132)
Net unrealized gains (losses) -- -- (85,305) (346,266) (384,733) (85,629) (170,815)
---------- ------- --------- --------- --------- --------- ---------
166,719 398 304,762 (79,745) 437,604 (20,166) 33,466
Employer and employee contributions 443,679 11,449 664,784 569,270 1,419,083 361,582 778,714
Net transfers between funds (10,315) (745) (292,098) (514,175) (202,232) (406,528) (69,222)
Benefits paid (341,360) (87) (335,741) (287,181) (463,280) (103,895) (116,972)
Net loan repayments (borrowings) (99,809) -- (188,906) (104,457) (309,925) (45,176) (100,319)
Miscellaneous adjustment 105 -- -- 260 263 2 18
Insurance premiums -- (11,874) -- -- -- -- --
Administrative expense (179) -- (184) (126) (343) (58) (107)
---------- ------- --------- --------- --------- --------- ---------
Net increase (decrease)
in fund balance 158,840 (859) 152,617 (416,154) 881,170 (214,239) 525,578
Fund balance, beginning of year 4,169,826 11,998 5,708,905 4,413,546 8,920,835 1,311,556 2,139,596
---------- ------- --------- --------- --------- --------- ---------
Fund balance, end of year $4,328,666 11,139 5,861,522 3,997,392 9,802,005 1,097,317 2,665,174
========== ======= ========= ========= ========= ========= =========
<CAPTION>
Value
International Common Small-Cap Growth & Science & Loans
Stock Trust Value Income Technology to A&T
Year ended December 31, 1994 Fund Fund Fund Fund Fund participants stock Total
---------------------------- ---- ---- --------- -------- ---- ------------ ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Interest and dividends 146,271 336,919 60,631 55,475 53,204 -- 8,825 2,644,673
Net realized gains (losses) (947) -- (417) (1,413) 11,579 -- (11,346) (70,106)
Net unrealized gains (losses) (174,214) -- (68,139) (49,202) 297,448 -- 21,385 (1,045,470)
--------- --------- ------- ------- --------- --------- -------- ----------
(28,890) 336,919 (7,925) 4,860 362,231 -- 18,864 1,529,097
Employer and employee
contributions 597,269 706,844 223,866 197,846 589,783 (809,892) 222,999 5,977,276
Net transfers between funds 536,912 194,158 157,626 44,432 722,268 -- (160,081) --
Benefits paid (35,216) (472,727) (26,873) (15,208) (69,517) (138,814) (45,323) (2,452,194)
Net loan repayments (borrowings) (64,319) (132,193) (17,061) (34,691) (83,878) 1,180,734 -- --
Miscellaneous adjustment -- (83) -- -- -- -- -- 565
Insurance premiums -- -- -- -- -- -- -- (11,874)
Administrative expense (73) (236) (9) (7) (103) -- -- (1,425)
--------- --------- ------- ------- --------- --------- -------- ----------
Net increase (decrease)
in fund balance 1,005,683 632,682 329,624 197,232 1,520,784 232,028 (36,459) 5,041,445
Fund balance, beginning of year 1,180,842 5,094,745 450,549 747,932 1,354,916 2,306,559 511,725 38,323,530
--------- --------- ------- ------- --------- --------- -------- ----------
Fund balance, end of year 2,186,525 5,727,427 780,173 945,164 2,875,700 2,538,587 548,184 43,364,975
========= ========= ======= ======= ========= ========= ======== ==========
</TABLE>
Changes in net assets for the year ended December 31, 1993 were:
<TABLE>
<CAPTION>
Prime
Prime Reserve New New Equity Spectrum Spectrum
Reserve Fund - Era Income Income Income Growth
Year ended December 31, 1993 Fund Insurance Fund Fund Fund Fund Fund
---------------------------- ---- --------- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
Interest and dividends $ 130,615 310 396,643 301,838 672,730 93,063 155,475
Net realized gains -- -- 31,591 44,972 174,330 8,893 32,827
Net unrealized gains (losses) -- -- 394,416 59,581 318,549 20,300 158,980
------- --------- --------- --------- --------- ---------
130,615 310 822,650 406,391 1,165,609 122,256 347,282
Employer and employee contributions 531,571 12,132 681,865 623,596 1,373,521 334,659 444,823
Net transfers between funds (773,838) (188) (726,816) (301,660) (290,091) 77,707 44,755
Benefits paid (346,514) (240) (285,278) (189,750) (502,031) (83,075) (49,873)
Net loan repayments (borrowings) (153,480) -- (72,653) (117,873) (62,883) (2,057) (37,476)
Miscellaneous adjustment (35) -- (61) (186) (75) (11) (13)
Insurance premiums -- (11,785) -- -- -- --
---------- ------- --------- --------- --------- --------- ---------
Net increase (decrease)
in fund balance (611,681) 229 419,707 420,518 1,684,050 449,479 749,498
Fund balance, beginning of year 4,781,507 11,769 5,289,198 3,993,028 7,236,785 862,077 1,390,098
---------- ------- --------- --------- --------- --------- ---------
Fund balance, end of year $4,169,826 11,998 5,708,905 4,413,546 8,920,835 1,311,556 2,139,596
========== ======= ========= ========= ========= ========= =========
<CAPTION>
Stable
Value
International Common Small-Cap Growth & Science & Loans
Stock Trust Value Income Technology to A&T
Year ended December 31, 1993 Fund Fund* Fund Fund Fund participants stock Total
---------------------------- ---- ---- ---- ---- ---- ------------ ----- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Interest and dividends 35,335 307,180 15,558 37,561 158,728 -- 8,765 2,313,801
Net realized gains 14,774 -- 2,014 2,435 7,797 -- 161,819 481,452
Net unrealized gains (losses) 190,934 -- 26,891 1,342 (54,174) -- 242,205 1,359,024
------- ------- --------- --------- ------- ---------
241,043 307,180 44,463 41,338 112,351 -- 412,789 4,154,277
Employer and employee
contributions 206,917 716,654 81,101 166,362 141,045 -- 252,547 5,566,793
Net transfers between funds 370,518 (81,381) 322,714 535,277 1,110,828 -- (287,825) --
Benefits paid (9,634) (238,334) (419) -- (1,592) (69,395) (5,694) (1,781,829)
Net loan repayments (borrowings) (296) (72,138) 2,692 4,956 (7,714) 520,757 (1,835) --
Miscellaneous adjustment (13) (92) (2) (1) (2) -- -- (491)
Insurance premiums -- -- -- -- -- -- -- (11,785)
--------- --------- --------- --------- -------- ----------
Net increase (decrease)
in fund balance 808,535 631,889 450,549 747,932 1,354,916 451,362 369,982 7,926,965
Fund balance, beginning of year 372,307 4,462,856 -- -- -- 1,855,197 141,743 30,396,565
--------- --------- ------- ------- --------- --------- -------- ----------
Fund balance, end of year 1,180,842 5,094,745 450,549 747,932 1,354,916 2,306,559 511,725 38,323,530
========= ========= ======= ======= ========= ========= ======== ==========
</TABLE>
*Formerly Guaranteed Interest Contract Funds
8
<PAGE> 14
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Notes to Financial Statements
(5) Guaranteed Interest Contract ("GIC") Funds
Beginning April 1, 1990, all contributions to the GIC Fund were invested
in the T. Rowe Price Stable Value Common Trust Fund (formerly the Managed
GIC Common Trust Fund). The Stable Value Common Trust Fund invests in
several types of GICs with varying maturity periods from a number of
insurance companies and other stable value contracts.
(6) Plan Termination
Although it has not expressed any intent to do so, the Company 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
Plan termination, participants will become fully vested in their accounts.
(7) Tax Status
The Plan has received a tax determination letter from the Internal Revenue
Service indicating that the Plan qualifies under the provisions of
Sections 401(k) and 501(a) of the Internal Revenue Code ("IRC") and is,
therefore, exempt from federal income taxes. Once qualified, the Plan is
required to operate in conformity with the IRC to maintain its
qualification. 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 qualified status.
(8) Contributions
For purposes of Form 5500 filings, the contributions to the plan are
reported in an alternative manner to the financial statement presentation.
Employer contributions on the Form 5500 represent actual employer
contributions as well as employee contributions made via salary deferrals.
Employee contributions represent rollover contributions from employees'
previous employers. These two amounts total $5,877,639 and $99,637,
respectively, for the plan year ended December 31, 1994 and $5,378,442 and
$188,351, respectively, for the plan year ended December 31, 1993.
(9) Plan Amendment
Effective January 1, 1995, the Applied Science Associates, Inc. ("ASA")
401(k) Retirement Savings Plan was merged into the Analysis & Technology,
Inc. Savings and Investment Plan. ASA is a subsidiary of A&T.
9
<PAGE> 15
Schedule 1
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1994 and 1993
<TABLE>
<CAPTION>
1994 1993
--------------------------- ---------------------------
Carrying Carrying
value Cost value Cost
----- ---- ----- ----
<S> <C> <C> <C> <C>
Investments in T. Rowe Price
Group funds:
Prime Reserve Fund $ 4,328,666 4,328,666 4,169,826 4,169,826
Prime Reserve Fund - Insurance 11,139 11,139 11,998 11,998
New Era Fund 5,861,522 5,868,596 5,708,905 5,617,956
New Income Fund 3,997,392 4,163,884 4,413,546 4,188,426
Equity Income Fund 9,802,005 9,411,344 8,920,835 8,028,411
Spectrum Income Fund 1,097,317 1,172,329 1,311,556 1,290,512
Spectrum Growth Fund 2,665,174 2,706,449 2,139,596 1,976,711
International Stock Fund 2,186,525 2,218,570 1,180,842 1,013,289
Stable Value Common Trust Fund 5,727,427 5,727,427 5,094,745 5,094,745
Small-Cap Value Fund 780,173 824,382 450,549 423,658
Growth and Income Fund 945,164 993,516 747,932 746,591
Science and Technology Fund 2,875,700 2,616,109 1,354,916 1,409,091
----------- ---------- ---------- ----------
40,278,204 40,042,411 35,505,246 33,971,214
Analysis & Technology, Inc.
common stock 548,184 380,138 511,725 258,606
----------- ---------- ---------- ----------
Total investments 40,826,388 40,422,549 36,016,971 34,229,820
Loans to participants 2,538,587 2,538,586 2,292,185 2,292,185
----------- ---------- ---------- ----------
Net assets available for plan benefits $43,364,975 42,961,135 38,309,156 36,522,005
=========== ========== ========== ==========
</TABLE>
10
<PAGE> 16
Schedule 2
ANALYSIS & TECHNOLOGY, INC.
SAVINGS AND INVESTMENT PLAN
Item 27d - Schedule of Reportable Transactions
Year ended December 31, 1994
<TABLE>
<CAPTION>
Current
value of
Identity of asset on
party Purchase Selling Cost of transaction
involved Description of asset price price asset date Net gain
-------- -------------------- ----- ----- ----- ---- --------
<S> <C> <C> <C> <C> <C> <C>
TSVF GIC $1,896,125 - 1,896,125 1,896,125 -
TSVF GIC 1,263,443 1,263,443 1,263,443 1,263,443 -
ISF Mutual Fund 1,622,264 - 1,622,264 1,622,264 -
ISF Mutual Fund 416,984 441,420 416,984 441,420 24,436
NIF Mutual Fund 991,867 - 991,867 991,867 -
NIF Mutual Fund 1,016,405 1,009,013 1,016,405 1,009,013 (7,392)
PRF Mutual Fund 1,615,388 - 1,615,388 1,615,388 -
PRF Mutual Fund 1,458,644 1,458,644 1,458,644 1,458,644 -
SCV Mutual Fund 1,801,966 - 1,801,966 1,801,966 -
SCV Mutual Fund 594,948 590,209 594,948 590,209 (4,739)
EIF Mutual Fund 2,729,046 - 2,729,046 2,729,046 -
EIF Mutual Fund 1,344,113 1,455,479 1,344,113 1,455,479 111,366
SPG Mutual Fund 1,396,283 - 1,396,283 1,396,283 -
SPG Mutual Fund 666,545 693,758 666,545 693,758 27,213
</TABLE>
11
<PAGE> 17
[LETTERHEAD OF KPMG PEAT MARWICK LLP]
Independent Auditors' Consent
The Board of Directors
Analysis & Technology, Inc.:
We consent to incorporation by reference in Registration Statements (Nos.
33-34004 and 33-86666) on Form S-8 of the Analysis & Technology, Inc. Savings
and Investment Plan of our report dated March 24, 1995 relating to the
statements of net assets available for plan benefits of the Analysis &
Technology, Inc. Savings and Investment Plan as of December 31, 1994 and 1993,
and the related statements of changes in net assets available for plan benefits
for the years then ended, and the related supplementary schedules, which report
appears in the December 31, 1994 annual report on Form 11-K of the Analysis &
Technology, Inc. Savings and Investment Plan.
KPMG PEAT MARWICK LLP
June 28, 1995