<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------
FORM 10-K/A
---------------
AMENDMENT NO. 1
TO
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED OCTOBER 31, 1994
Commission file number 1-4121
DEERE & COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 36-2382580
(State of incorporation) (IRS Employer Identification No.)
JOHN DEERE ROAD, MOLINE, ILLINOIS 61265 (309) 765-8000
(Address of principal executive offices) (Zip Code) (Telephone Number)
SECURITIES REGISTERED PURSUANT
TO SECTION 12(b) OF THE ACT
TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH REGISTERED
Common stock, $1 par value New York Stock Exchange
Chicago Stock Exchange
Frankfurt, Germany Stock Exchange
5-1/2% Convertible Subordinated
Debentures Due 2001 New York Stock Exchange
8-1/4% Notes Due 1996 New York Stock Exchange
9-1/8% Notes Due 1996 New York Stock Exchange
8.95% Debentures Due 2019 New York Stock Exchange
8-1/2% Debentures Due 2022 New York Stock Exchange
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT: NONE
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes X No___
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
The aggregate quoted market price of voting stock of registrant held by
nonaffiliates at December 31, 1993 was $5,717,820,664. At December 31, 1994,
86,496,272 shares of common stock, $1 par value, of the registrant were
outstanding. DOCUMENTS INCORPORATED BY REFERENCE. Portions of the proxy
statement for the annual meeting of stockholders to be held on February 22, 1995
are incorporated by reference in Part III.
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Page 1 of 47
Index to Exhibits on Page 3
<PAGE>
Pursuant to Rule 15d-21 under the Securities Exchange Act of 1934, the
undersigned registrant (the "Registrant") hereby amends the following items,
financial statements, exhibits or other portions of its Annual Report on Form
10-K for the fiscal year ended October 31, 1994 to include the information and
financial statements required by Form 11-K with respect to The John Deere
Savings and Investment Plan and The John Deere Tax Deferred Savings Plan For
Hourly and Incentive Paid Employees (the "Plans") for the year ended October 31,
1994 as set forth in the pages attached hereto:
Index to Exhibits and Exhibits revised to add Exhibits 23.2, 23.3,
99.3 and 99.4, copies of which are attached, consisting of the
Consents of the Independent Auditors, Independent Auditors' Report,
and the Audited Financial Statements, Notes to Financial Statements,
and Supplemental Schedules of the Plans.
Page 2 of 47
<PAGE>
INDEX TO EXHIBITS
EXHIBIT
3.1 Certificate of incorporation as amended (Exhibit 3.1 to Form 10-Q of
registrant for the period ended April 30, 1993*)
3.2 Certificate of Designation Preferences and Rights of Series A
Participating Preferred Stock (Exhibit 3.2 to Form 10-Q of registrant
for the period ended April 30, 1993*)
3.3 By-laws, as amended ***
4.1 Indenture dated February 15, 1991 between registrant and Citibank,
N.A., as Trustee.
(Exhibit 4.1 to Form 10-Q of registrant for the quarter ended April
30, 1993*)
4.2 Credit agreements among registrant, John Deere Capital Corporation,
various financial institutions, and Chemical Bank and Deutsche Bank,
as Managing Agents, dated as of December 15, 1993 (Exhibit 4.1 to 1993
Form 10-K of John Deere Capital Corporation, Commission file no. 1-
6458*)
4.3 Revolving evergreen credit facility REF loan agreement among John
Deere Limited, John Deere Finance Limited with a number of banks dated
March 26, 1993 and REF linked credit agreement among registrant, John
Deere Capital Corporation and a number of banks dated as of March 26,
1993. (Exhibit 4.3 to Form 10-Q of registrant for the quarter ended
April 30, 1993*)
4.4 Form common stock certificates (Exhibit 4.4 to Form 10-Q of registrant
for the quarter ended April 30, 1993*)
4.5 Rights Agreement dated as of December 9, 1987 as amended
between registrant and Morgan Shareholder Services Trust
Company (Exhibit 4.5 to Form 10-Q of registrant for the
quarter ended April 30, 1993*)
4.6 First Amendment to Rights Agreement, dated as of February 28, 1990
between registrant and First Chicago Trust Co. of New York (Exhibit
4.6 to Form 10-Q of registrant for the quarter ended April 30, 1993*)
4.7 Second Amendment to Rights Agreement, dated as of March 1, 1991
between registrant and First Chicago Trust Co. of New York (Exhibit
4.7 to Form 10-Q of registrant for the quarter ended April 30, 1993*)
Certain instruments relating to long-term debt constituting less than
10% of the registrant's total assets, are not filed as exhibits
herewith pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K. The
registrant will file copies of such instruments upon request of the
Commission.
Page 3 of 47
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EXHIBIT
9. Not applicable
10.1 Agreement dated May 11, 1993 between registrant and John Deere Capital
Corporation concerning agricultural retail notes (Exhibit 10.1 to Form
10-Q of registrant for the quarter ended April 30, 1993*)
10.2 Agreement dated May 11, 1993 between registrant and John Deere Capital
Corporation relating to lawn and grounds care retail notes (Exhibit
10.2 to Form 10-Q of registrant for the quarter ended April 30, 1993*)
10.3 Agreement dated May 11, 1993 between John Deere Industrial Equipment
Company, a wholly-owned subsidiary of registrant and John Deere
Capital Corporation concerning industrial retail notes (Exhibit 10.3
to Form 10-Q of registrant for the quarter ended April 30, 1993*)
10.4 Agreement dated January 26, 1983 between registrant and John Deere
Capital Corporation relating to agreements on retail notes with United
States sales branches (Exhibit 10.4 to Form 10-Q of registrant for the
quarter ended April 30, 1993*)
10.5 John Deere Supplemental Pension Benefit Plan, as amended May 26, 1993.
(Exhibit 10.5 to Form 10-Q of registrant for the quarter ended April
30, 1993*)**
10.6 1981 John Deere Incentive Stock Option Plan (Exhibit 10.6 to Form 10-Q
of registrant for the quarter ended April 30, 1993*)**
10.7 1986 John Deere Stock Option Plan (Exhibit 10.7 to Form 10-Q of
registrant for the quarter ended April 30, 1993*)**
10.8 1991 John Deere Stock Option Plan (Exhibit 10.8 to Form 10-Q of
registrant for the quarter ended April 30, 1993*)**
10.9 Deere & Company Voluntary Deferred Compensation Plan (Exhibit 10.9 to
Form 10-Q of registrant for the quarter ended April 30, 1993*)**
10.10 John Deere Restricted Stock Plan (Exhibit 10.10 to Form 10-Q of
registrant for the quarter ended April 30, 1993*)**
10.11 1993 Nonemployee Director Stock Ownership Plan (Exhibit to Notice and
Proxy Statement of registrant for the annual shareholder meeting on
February 24, 1993*)**
10.12 John Deere Performance Bonus Plan (Exhibit A to Notice and Proxy
Statement of registrant for the annual shareholder meeting on February
22, 1995*)**
Page 4 of 47
<PAGE>
EXHIBIT
Page
10.13 John Deere Equity Incentive Plan (Exhibit B to Notice and Proxy
Statement of registrant for the annual shareholder meeting on February
22, 1995*)**
11. Computation of net income per share***
12. Computation of ratio of earnings to fixed charges***
13. Not applicable
16. Not applicable
18. Not applicable
21. Subsidiaries***
22. Not applicable
23.1 Consent of Deloitte & Touche with respect to the Independent Audit
Report for the October 31, 1994 financial statements of Deere &
Company***
23.2 Consent of Deloitte & Touche with respect to the Independent Audit 8
Report for The John Deere Savings and Investment Plan
23.3 Consent of Deloitte & Touche with respect to the Independent Audit 9
Report for the John Deere Tax Deferred Savings Plan For Hourly and
Incentive Paid Employees
24. Not applicable
27. Financial Data Schedule***
28. Not applicable
99.1 Press Release dated December 9, 1987 announcing adoption of
Shareholder Rights Plan (Exhibit 99.1 to Form 10-Q of
registrant for the quarter ended April 30, 1993*)
99.2 Form of Letter to Shareholders dated December 10, 1987 describing
Shareholder Rights Plan (Exhibit 99.2 to Form 10-Q of registrant for
the quarter ended April 30, 1993*)
Page 5 of 47
<PAGE>
EXHIBIT
Page
99.3 John Deere Savings And Investment Plan 10
Independent Auditors' Report
Statements of Net Assets Available For Benefits as of
October 31, 1994 and 1993
Statements of Changes in Net Assets Available For Benefits
for the years ended October 31, 1994 and 1993
Notes to Financial Statements
Supplemental Schedules
99.4 John Deere Tax Deferred Savings Plan For Hourly And Incentive Paid 30
Employees
Independent Auditors' Report
Statements of Net Assets Available For Benefits as of
October 31, 1994 and 1993
Statements of Changes in Net Assets Available For Benefits
for the years ended October 31, 1994 and 1993
Notes to Financial Statements
Supplemental Schedules
*Incorporated by reference. Copies of these exhibits are available
from the Company upon request.
**Compensation plan or arrangement filed as an exhibit pursuant to
Item 14(c) of Form 10-K.
***Copies of these exhibits were filed with the Commission with the
original Annual Report of the Company on Form 10-K for the fiscal year
ended October 31, 1994.
Page 6 of 47
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this amendment to its Annual Report on Form 10-K
to be signed on its behalf by the undersigned, thereunto duly authorized.
DEERE & COMPANY
By: /s/ M. S. Plunkett
--------------------
M. S. Plunkett
Senior Vice President
Date: APRIL 25, 1995
Page 7 of 47
<PAGE>
Exhibit 23.2
DELOITTE &
TOUCHE LLP
Two Prudential Plaza
180 North Stetson Avenue
Chicago, Illinois 60601-6779
INDEPENDENT AUDITORS' CONSENT
Deere & Company:
We consent to the incorporation by reference in Registration Statements No. 2-
76637, 2-90384, 33-55551, 33-24397, 33-49762, 33-55549 and 33-49740 of Deere &
Company on Form S-8 of our report dated April 17, 1995 relating to the John
Deere Savings and Investment Plan, appearing in this Annual Report on Form 10-K
of Deere & Company for the year ended October 31, 1994.
/s/ DELOITTE & TOUCHE LLP
- - -------------------------
DELOITTE & TOUCHE LLP
Chicago, Illinois
April 17, 1995
Page 8 of 47
<PAGE>
Exhibit 23.3
DELOITTE &
TOUCHE LLP
Two Prudential Plaza
180 North Stetson Avenue
Chicago, Illinois 60601-6779
INDEPENDENT AUDITORS' CONSENT
Deere & Company:
We consent to the incorporation by reference in Registration Statements No. 33-
15949 and 33-49740 of Deere & Company on Form S-8 of our report dated April 17,
1995 relating to the John Deere Tax Deferred Savings Plan for Hourly and
Incentive Paid Employees, appearing in this Annual Report on Form 10-K of Deere
& Company for the year ended October 31, 1994.
/s/ DELOITTE & TOUCHE LLP
- - -------------------------
DELOITTE & TOUCHE LLP
Chicago, Illinois
April 17, 1995
Page 9 of 47
<PAGE>
Exhibit 99.3
JOHN DEERE SAVINGS AND INVESTMENT PLAN
FINANCIAL STATEMENTS
FOR THE YEARS ENDED OCTOBER 31, 1994 AND 1993
AND
SUPPLEMENTAL SCHEDULES FOR THE YEAR ENDED OCTOBER 31, 1994
AND
INDEPENDENT AUDITORS' REPORT
* * * * * * * * * * * *
Page 10 of 47
<PAGE>
JOHN DEERE SAVINGS AND INVESTMENT PLAN
TABLE OF CONTENTS
Page
----
Independent Auditors' Report. . . . . . . . . . . . . . . . . . . . 2
Financial Statements for the Years Ended
October 31, 1994 and 1993:
Statements of Net Assets Available for Benefits. . . . . . . . 3
Statements of Changes in Net Assets Available
for Benefits . . . . . . . . . . . . . . . . . . . . . . . . 4
Notes to Financial Statements. . . . . . . . . . . . . . . . . 5
Supplemental Schedules:. . . . . . . . . . . . . . . . . . . . 14
Item 27a - Schedule of Assets Held for Investment Purposes
at October 31, 1994
Item 27d - Schedule of Reportable Transactions for the
Year Ended October 31, 1994
Supplemental Schedules Omitted As Not Applicable:
Item 27a - Schedule of Assets Held for Investment Purposes
(Investment Assets Which Were Acquired and
Disposed of Within the Plan Year)
Item 27b - Schedule of Loans or Fixed Income Obligations
Item 27c - Schedule of Leases in Default or Classified
as Uncollectible
Item 27e - Schedule of Nonexempt Transactions
Page 11 of 47
<PAGE>
Deloitte &
Touche LLP
Two Prudential Plaza Telephone: (312) 946-3000
180 North Stetson Avenue Facsimile: (312) 946-2600
Chicago, Illinois 60601-6779
INDEPENDENT AUDITORS' REPORT
Deere & Company:
We have audited the accompanying statements of net assets available for benefits
of the John Deere Savings and Investment Plan as of October 31, 1994 and 1993
and the related statements of changes in net assets available for 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 disclosure 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of October 31,
1994 and 1993 and the changes in net assets available for benefits for the years
then ended in conformity with generally accepted accounting principles.
As discussed in Note 5 to the financial statements, in 1993 the Plan changed its
accounting for benefits payable to participants who have withdrawn from
participation from the Plan.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed on
page 1 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. These schedules are the responsibility of the Plan's management. Such
schedules have been subjected to the auditing procedures applied in the audits
of the basic 1994 financial statements and, in our opinion, are fairly stated in
all material respects when considered in relation to the basic 1994 financial
statements taken as a whole.
Deloitte & Touche LLP
Chicago, Illinois
April 17, 1995
Page 12 of 47
<PAGE>
JOHN DEERE SAVINGS AND INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1994 AND 1993
(IN THOUSANDS OF DOLLARS)
<TABLE>
<CAPTION>
- - --------------------------------------------------------------------------------
1994 1993
ASSETS ---- ----
<S> <C> <C>
Investments - at fair value:
Deere & Company Common Stock Fund $ 51,645 $ 32,597
Blended Interest Fund 297,558 306,489
Fixed Interest Fund 1,777
Fidelity U.S. Equity Index Portfolio 79,684 84,173
Fidelity Puritan Fund 41,000 31,479
Fidelity Intermediate Bond Fund 1,511 1,335
Fidelity Magellan Fund 88,044 74,603
Fidelity Overseas Equity Fund 20,468 11,238
Fidelity Retirement Money Market Portfolio 4,766 4,770
Fidelity Equity Income Fund 2,216
Fidelity Growth Company Fund 2,886
Fidelity OTC Portfolio 2,091
Fidelity Asset Manager Fund 8,343
Fidelity Asset Manager: Growth Fund 12,188
Fidelity Asset Manager: Income Fund 1,721
Fidelity U.S. Government Reserve Pool 27,637 14,322
Loans to participants 17,048 15,930
-------- --------
Total 658,806 578,713
Due from brokers 677
-------- --------
Total Assets 658,806 579,390
-------- --------
LIABILITIES
Due to brokers 366
-------- --------
Net Assets Available for Benefits $658,440 $579,390
-------- --------
-------- --------
- - --------------------------------------------------------------------------------
</TABLE>
See Notes to Financial Statements.
Page 13 of 47
<PAGE>
JOHN DEERE SAVINGS AND INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED OCTOBER 31, 1994 AND 1993
(IN THOUSANDS OF DOLLARS)
<TABLE>
<CAPTION>
- - --------------------------------------------------------------------------------
Year Ended Year Ended
October 31, 1994 October 31, 1993
---------------- ----------------
<S> <C> <C>
ADDITIONS
Investment income:
Dividends $ 15,187 $ 11,079
Interest 23,584 24,487
--------- ---------
Total 38,771 35,566
--------- ---------
Net appreciation (depreciation)
in fair value of
investments (9,920) 41,270
--------- ---------
Contributions:
Employee 45,643 42,429
Employer 11,159 7,322
--------- ---------
Total 56,802 49,751
--------- ---------
Total 85,653 126,587
--------- ---------
DEDUCTIONS
Withdrawals 6,418 8,847
Loan cancellations 185 241
--------- ---------
Total 6,603 9,088
--------- ---------
Excess of additions
over deductions 79,050 117,499
Net Assets Available
for Benefits:
Beginning of year 579,390 461,891
--------- ---------
End of year $658,440 $579,390
--------- ---------
--------- ---------
- - --------------------------------------------------------------------------------
</TABLE>
See Notes to Financial Statements.
Page 14 of 47
<PAGE>
JOHN DEERE SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED OCTOBER 31, 1994 AND 1993
- - --------------------------------------------------------------------------------
(1) DESCRIPTION OF PLAN
The following is a general description of the John Deere Savings and
Investment Plan (the Plan). This description applies to each of the years
for which financial statements are presented. For a more complete
description of the Plan's provisions, participants should refer to the Plan
agreement.
GENERAL
The Plan was established July 1, 1984 by Deere & Company (the Company) for
eligible employees of the Company and its subsidiaries. The purpose of the
Plan is to encourage those employees to provide for their financial
security through regular savings and to assist them through matching
contributions from the Company's profits. It is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (ERISA). Expenses
of the Plan are paid by the Company.
ELIGIBILITY
Employees are eligible to participate in the Plan if they are salaried
employees on the United States payrolls of the Company or its participating
subsidiaries.
CONTRIBUTIONS
An eligible employee may elect to enter into a written Salary Deferral
Agreement (the Agreement) with the Company and agree to accept a reduction
in compensation equal to any whole percentage of such compensation per
payroll period, not to exceed 15 percent, up to a maximum amount
established by the Internal Revenue Service. The maximum amount for the
1994 calendar year was $9,240. Employees may amend or revoke their
Agreements as of the first day of any payroll period by completing a form
established for that purpose.
An amendment or revocation becomes effective with the first payroll period
of the calendar month following receipt of the form by the administrator of
the Plan.
The Company's matching contributions to the Plan, which are made on a
calendar-year basis, are determined by multiplying the participating
employee's salary deferrals, up to a maximum of six percent of the
employee's earnings, by a percentage determined in accordance with the Plan
agreement. This percentage is based on the profitability of the
Page 15 of 47
<PAGE>
Company in the preceding fiscal year ended October 31. The percentages
applicable to the 1994 and 1993 calendar years were 45 percent and 30
percent respectively.
Contributions are sent to the Plan Trustee on each payroll period ending
date, or the last working day prior to that date if the latter is an
unscheduled working day. Contributions are invested by the Trustee in the
appropriate funds as soon as practicable following receipt. Monies may be
held and invested by the Trustee in short-term investment funds until
designated investments have been purchased.
Each participant's account is credited with contributions by the
participant together with earnings allocated daily among participants based
on the ratio of their respective account balances as of the preceding day.
Participants are immediately vested in their contributions plus allocated
earnings and Company matching contributions.
The salary deferrals and Company contributions are considered tax deferred
under sections 401(a) and 401(k) of the Internal Revenue Code.
FUND ELECTIONS
Eligible employees enrolled in the Plan may elect to invest a percentage of
their contributions, together with the matching contribution by the
Company, in one or more funds in multiples of 10 percent.
A description of the primary investments in each fund follows:
The Deere & Company Common Stock Fund is invested in common stock of the
Company.
The Blended Interest Fund is invested in investment contracts issued by
banks and insurance companies.
The Fixed Interest Fund is invested in zero coupon bonds and high-
quality fixed interest investments.
The Fidelity U.S. Equity Index Portfolio is invested in the common
stocks of the 500 companies that make up the Standard & Poor's 500 Stock
Index.
The Fidelity Puritan Fund is invested in dividend-paying common stocks,
preferred stocks and bonds of all types and qualities paying interest.
The Fidelity Intermediate Bond Fund is invested in bonds rated BBB or
better with an average maturity of between three and ten years.
The Fidelity Magellan Fund is invested in a wide range of U.S. and
foreign common stocks of all types of companies with growth potential.
Page 16 of 47
<PAGE>
The Fidelity Overseas Equity Fund is invested in securities of companies
located in the Americas (other than the U. S.), the Far East and Pacific
Basin, and Western Europe.
The Fidelity Retirement Money Market Portfolio is invested in debt
instruments maturing in one year or less, including high-quality
commercial paper, certificates of deposit, repurchase agreements and
bankers' acceptances.
The Fidelity Equity Income Fund is invested in income-producing equity
securities and seeks to exceed the yield of common stocks of the 500
companies that make up the Standard & Poor's Stock Index.
The Fidelity Growth Company Fund is invested primarily in common stocks
and convertibles of emerging growth companies.
The Fidelity OTC Portfolio is invested primarily in common stocks of
smaller companies that are traded in the over-the-counter securities
market.
The Fidelity Asset Manager Fund is invested in stocks, bonds and short-
term instruments.
The Fidelity Asset Manager: Growth Fund is invested in a higher level of
income-producing equity securities and seeks to exceed the yield of
common stocks of the 500 companies that make up the Standard & Poor's
500 Stock Index.
The Fidelity Asset Manager: Income Fund is invested in stocks, bonds,
short-term instruments and other investments.
A listing of the funds and the number of participants in each fund at
October 31, 1994 and 1993 follows. The number of participants shown below
includes both active participants and former employees who have elected
deferred distributions.
Name of Fund Number of Participants
------------ ----------------------
1994 1993
---- ----
Deere & Company Common Stock Fund 4,252 3,703
Blended Interest Fund 9,113 9,641
Fixed Interest Fund 109
Fidelity U.S. Equity Index Portfolio 4,093 4,446
Fidelity Puritan Fund 3,239 2,773
Fidelity Intermediate Bond Fund 307 223
Fidelity Magellan Fund 5,142 4,444
Fidelity Overseas Equity Fund 1,881 942
Fidelity Retirement Money Market Portfolio 534 575
Fidelity Equity Income Fund 290
Fidelity Growth Company Fund 453
Fidelity OTC Portfolio 346
Page 17 of 47
<PAGE>
Fidelity Asset Manager Fund 716
Fidelity Asset Manager: Growth Fund 966
Fidelity Asset Manager: Income Fund 174
LOANS
Employees who participate in the Plan are eligible to borrow against the
balances in their accounts. Loans must amount to at least $1,000 and are
limited to the lesser of $50,000 (reduced by the participant's highest
outstanding loan balance during the immediately preceding one year period)
or 50 percent of their account balances on the effective dates of the
loans, may not exceed 54 months in duration and are disbursed to applicants
monthly. Repayment is intended to be made via semi-monthly payroll
deductions. Interest is assessed at a rate which is determined after
reviewing the published prime interest rate, the 5-year consumers' savings
rate and the current yield of the Blended Interest Fund. Loans outstanding
at October 31, 1994 have maturities ranging from November 1994 through
October 1999 and bear interest at rates ranging from 7.0 percent to 11.0
percent per annum. There are no loans in default.
DISTRIBUTIONS
All distributions under the Plan are lump-sum. Distributions are not
permitted while the participants are employed by the Company unless a
distribution is required to meet legal requirements. Participants who have
terminated employment with the Company or retired may elect an immediate
distribution or may defer this distribution up to age 70 1/2. The
beneficiary of a participant who died may elect a deferred distribution
payable not later than five years after the participant's death.
Distributions from the Deere & Company Common Stock Fund may be in cash or
whole shares and residual cash. Distributions from all of the other funds
are in cash.
ADMINISTRATION
The Company is Administrator of the Plan. Fidelity Management Trust
Company (Fidelity), Boston, Massachusetts, is the Plan Trustee, Investment
Manager and Recordkeeper.
(2) AMENDMENTS
Effective May 1, 1992, the Plan was amended to permit participation by
eligible salaried employees of Funk Manufacturing Company (Funk), a
subsidiary of the Company. Previously, Funk maintained the Funk Savings
Plan which covered certain salaried and hourly employees. As of May 1,
1992, the Funk Savings Plan was split into two separate plans: (a) the Funk
Savings Plan for Salaried Employees and (b) the Funk Savings Plan for
Hourly Employees. Following adoption of the Plan by Funk and its approval
for merger of the Funk Savings Plan for Salaried Employees with the Plan,
the assets and liabilities of the salaried employees participating in the
Funk Savings Plan for Salaried Employees were transferred into the Plan.
Page 18 of 47
<PAGE>
As of January 1, 1993, the Plan was amended to allow participants to invest
their contributions in two additional Fidelity mutual funds - the Fidelity
Intermediate Bond Fund and the Fidelity Overseas Equity Fund.
Effective January 1, 1994, the Plan was amended again to allow participants
to invest their contributions in six additional investment funds. The new
investment options are:
Fidelity Equity Income Fund
Fidelity Growth Company Fund
Fidelity OTC Portfolio
Fidelity Asset Manager Fund
Fidelity Asset Manager: Growth Fund
Fidelity Asset Manager: Income Fund
Also, due to the lack of participation in the Fixed Interest Fund since the
original offering in February 1991, the Plan Administrator has discontinued
that investment option. The zero coupon bond, which represented the assets
of the fund, matured on February 1, 1994.
Effective March 1, 1994, the one year of service eligibility requirement to
participate in the Plan was removed. Employees who desire to participate
may do so in the month following employment.
(3) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Plan's financial statements have been prepared on the accrual basis.
Investments in the Deere & Company Common Stock Fund, are stated at fair
value based on the closing sales prices reported on recognized securities
exchanges on the last business day of the year. The twelve Fidelity mutual
funds are valued at quoted market prices which represent the net asset
values of shares held by the Plan at year-end. The fixed rate bank and
investment contracts and short-term investment funds are stated at cost
plus accrued interest, which approximates fair value. Loans to
participants are stated at cost plus accrued interest which approximates
fair value.
Interest on bank and insurance contracts and short-term investment funds is
accrued daily and credited to the funds at the end of each month. Dividends
are accrued in the Deere & Company Common Stock Fund as of the record date
and are reflected as an increase in the fund's net asset value on that day
but are reported separately as dividends. Dividends in other funds are
recorded on the day that they are declared (which is also the date of
record) and are allocated to participants' accounts on that day. Earnings,
including unrealized appreciation or depreciation in market value of
investments, are allocated daily among participants based on the ratio of
their respective account balances as of the close of the preceding day.
Page 19 of 47
<PAGE>
(4) BY FUND DISCLOSURE
Contributions, withdrawals, investment income and net appreciation
(depreciation) in fair value of investments are provided by fund for the
years ended October 31, 1994 and 1993 (in thousands of dollars):
<TABLE>
<CAPTION>
Employee and Employer Contributions: 1994 1993
---- ----
<S> <C> <C>
Deere & Company Common Stock Fund $ 1,854 $ 1,765
Blended Interest Fund 26,093 27,405
Fixed Interest Fund -- --
Fidelity U.S. Equity Index Portfolio 7,111 7,958
Fidelity Puritan Fund 4,827 3,459
Fidelity Intermediate Bond Fund 258 91
Fidelity Magellan Fund 10,696 7,899
Fidelity Overseas Equity Fund 2,102 465
Fidelity Retirement Money Market Portfolio 655 709
Fidelity Equity Income Fund 213 --
Fidelity Growth Company Fund 377 --
Fidelity OTC Portfolio 205 --
Fidelity Asset Manager Fund 884 --
Fidelity Asset Manager: Growth Fund 1,381 --
Fidelity Asset Manager: Income Fund 146 --
-------- --------
Total contributions $ 56,802 $ 49,751
-------- --------
-------- --------
Withdrawals: 1994 1993
---- ----
Deere & Company Common Stock Fund $ 353 $ 382
Blended Interest Fund 3,436 6,134
Fixed Interest Fund -- 8
Fidelity U.S. Equity Index Portfolio 722 1,303
Fidelity Puritan Fund 359 87
Fidelity Intermediate Bond Fund -- --
Fidelity Magellan Fund 818 753
Fidelity Overseas Equity Fund 93 2
Fidelity Retirement Money Market Portfolio 332 178
Fidelity Equity Income Fund 17 --
Fidelity Growth Company Fund 1 --
Fidelity OTC Portfolio 1 --
Fidelity Asset Manager Fund 145 --
Fidelity Asset Manager: Growth Fund 79 --
Fidelity Asset Manager: Income Fund 62 --
Loan Fund 185 241
-------- --------
Total withdrawals $ 6,603 $ 9,088
-------- ---------
-------- ---------
Page 20 of 47
<PAGE>
Investment Income: 1994 1993
-------- --------
Deere & Company Common Stock Fund $ 453 $ 42
Blended Interest Fund 23,011 23,813
Fixed Interest Fund - -
Fidelity U.S. Equity Index Portfolio 3,168 2,764
Fidelity Puritan Fund 3,505 3,011
Fidelity Intermediate Bond Fund 115 47
Fidelity Magellan Fund 7,785 5,727
Fidelity Overseas Equity Fund 210 8
Fidelity Retirement Money Market Portfolio 181 154
Fidelity Equity Income Fund 72 -
Fidelity Growth Company Fund 6 -
Fidelity OTC Portfolio 3 -
Fidelity Asset Manager Fund 189 -
Fidelity Asset Manager: Growth Fund 19 -
Fidelity Asset Manager: Income Fund 54 -
-------- --------
Total investment income $ 38,771 $ 35,566
-------- --------
-------- --------
Net appreciation (depreciation) in 1994 1993
fair value of investments: ------- -------
Deere & Company Common Stock Fund $ (2,300) $ 21,362
Blended Interest Fund - -
Fixed Interest Fund 17 75
Fidelity U.S. Equity Index Portfolio (268) 8,360
Fidelity Puritan Fund (1,526) 1,871
Fidelity Intermediate Bond Fund (150) 30
Fidelity Magellan Fund (5,816) 8,516
Fidelity Overseas Equity Fund 1,021 1,056
Fidelity Retirement Money Market Portfolio - -
Fidelity Equity Income Fund (28) -
Fidelity Growth Company Fund 29 -
Fidelity OTC Portfolio 1 -
Fidelity Asset Manager Fund (505) -
Fidelity Asset Manager: Growth Fund (327) -
Fidelity Asset Manager: Income Fund (68) -
-------- --------
Net appreciation (depreciation) in
fair value of investments $ (9,920) $ 41,270
-------- --------
-------- --------
</TABLE>
Page 21 of 47
<PAGE>
(5) BENEFITS PAYABLE TO TERMINATED EMPLOYEES
In 1993, the Company changed its method of accounting for benefits payable
to terminated employees to conform with recently issued guidance for
accounting and reporting for defined contribution plans as promulgated by
the 1993 AICPA Audit and Accounting Guide - "Audits of Employee Benefit
Plans." The new guidance requires that benefits payable to persons who
have withdrawn from participation in a defined contribution plan be
disclosed in the footnotes to the financial statements rather than recorded
as a liability of the Plan. Amounts payable to such participants, included
in net assets available for benefits at October 31, 1994 and 1993 were
$1,906,529 and $192,035, respectively.
(6) RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per
the financial statements to the Form 5500 (in thousands of dollars):
<TABLE>
<CAPTION>
October 31, 1994
----------------
<S> <C>
Net assets available for benefits per
the financial statements $658,440
Amounts allocated to withdrawing participants 1,907
--------
Net assets available for benefits per the Form 5500 $656,533
--------
--------
</TABLE>
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500 (in thousands of dollars):
<TABLE>
<CAPTION>
Year Ended
October 31, 1994
----------------
<S> <C>
Benefits paid to participants per the
financial statements $6,603
Add: Amounts allocated to withdrawing
participants at October 31, 1994 1,907
-------
Benefits paid to participants per the Form 5500 $8,510
-------
-------
</TABLE>
Page 22 of 47
<PAGE>
(7) TAX STATUS
The Internal Revenue Service has issued a determination letter dated March
10, 1987 indicating that the Plan is qualified under the Internal Revenue
Code. The Plan has been amended since receiving this determination letter.
The Plan's management believes the Plan is currently designed and being
operated in accordance with applicable rules and regulations of the
Internal Revenue Code and, thus, is exempt from federal income taxes.
Employees participating in the Plan are subject to federal income taxes on
the balances in their accounts for the calendar year in which distributions
are made by the Trustee.
(8) PLAN TERMINATION
Although it has not expressed any intention to do so, the Company has the
right to discontinue contributions at any time and to terminate the Plan
subject to the provisions set forth in ERISA. In the event of termination
of the Plan, account balances would be distributed to participants.
Page 23 of 47
<PAGE>
SUPPLEMENTAL SCHEDULES
Page 24 of 47
<PAGE>
JOHN DEERE SAVINGS AND INVESTMENT PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT OCTOBER 31, 1994
<TABLE>
<CAPTION>
(000's Omitted)
Shares/
Units Cost Market
------- -------- --------
<S> <C> <C> <C>
Deere & Company Common Stock Fund 721,013 $ 54,113 $ 51,645
-------- --------
Blended Interest Fund
Fixed rate bank and investment
contracts with:
Metropolitan Life Insurance Company
at 9.75%, Maturing on June 30, 1995 6,887 6,887 6,887
Allstate Insurance Company at 8.54%,
Maturing 50% on December 30, 1994
and 50% on April 30, 1995 7,882 7,882 7,882
Confederation Life Insurance Company
at 9.19%, Maturing on
December 31, 1994 8,409 8,409 8,409
Principal Mutual Life Insurance Company
at 9.36%, Maturing on March 31, 1995 7,766 7,766 7,766
Aetna Life Insurance Company at 8.80%,
Maturing 50% on June 3, 1996 and 50%
on July 1, 1996 10,399 10,399 10,399
Aetna Life Insurance Company at 7.49%,
Maturing 50% on February 1, 1996
and 50% on April 1, 1996 21,063 21,063 21,063
Peoples Security Life at 8.60%,
Maturing 50% on March 1, 1996
and 50% on May 1, 1996 19,087 19,087 19,087
Sun Life of Canada at 7.62%,
Maturing 50% on June 1, 1996
and 50% on September 1, 1996 22,392 22,392 22,392
Sun Life of Canada at 8.70%,
Maturing 50% on June 1, 1996
and 50% on July 1, 1996 9,805 9,805 9,805
</TABLE>
Page 25 of 47
<PAGE>
<TABLE>
<CAPTION>
(000's Omitted)
Shares/
Units Cost Market
------- -------- --------
<S> <C> <C> <C>
Hartford Life Insurance Company
at 8.45%, Maturing 50% on August 1,
1995 and 50% on December 31, 1995 15,254 15,254 15,254
Massachusetts Mutual Life Insurance
Company at 9.02%, Maturing on
October 2, 1995 13,475 13,475 13,475
Provident National Assurance Company,
at 7.10%, Maturing 50% on October 1,
1996 and 50% on November 1, 1996 12,072 12,072 12,072
Prudential Insurance Company of
America, at 7.61%, Maturing on
February 1, 1997 9,657 9,657 9,657
Provident National Assurance Company,
at 7.68%, Maturing 50% on November 1,
1996 and 50% on April 1, 1997 13,067 13,067 13,067
Lincoln National Life Insurance Company,
at 6.34%, Maturing 50% on March 1,
1997 and 50% on May 1, 1997 9,141 9,141 9,141
Bankers Trust Company, at 5.36%,
Maturing on June 25, 1996 8,111 8,111 8,111
CIGNA, at 7.91%, Open maturity 15,184 15,184 15,184
Confederation Life Insurance Company
at 6.27%, Maturing December 31, 1997 5,205 5,205 5,205
Sun Life of Canada at 6.07%, Maturing
September 1, 1997 5,527 5,527 5,527
Lincoln National Life Insurance Company
at 6.17%, Maturing 50% on September 1,
1997 and 50% on December 31, 1997 8,851 8,851 8,851
Pacific Mutual Life Insurance Company
at 5.67%, Maturing 50% on June 1, 1997
and 50% on October 31, 1997 7,997 7,997 7,997
</TABLE>
Page 26 of 47
<PAGE>
<TABLE>
<CAPTION>
(000's Omitted)
Shares/
Units Cost Market
------- -------- --------
<S> <C> <C> <C>
Bankers Trust Company at 5.43%,
Maturing May 15, 1998 10,159 10,159 10,159
Lincoln National Life Insurance
Company at 5.17%, Maturing 50% on
January 2, 1997 and 50% on
July 2, 1997 10,154 10,154 10,154
Sun Life Insurance of America at 5.37%,
Maturing 50% on January 1, 1997 and
50% on February 1, 1998 10,585 10,585 10,585
Prudential Life Insurance Company of
America at 5.26%, Maturing 50% on
June 30, 1998 and 50% on
September 30, 1998 10,572 10,572 10,572
Sun Life Insurance of America at 6.95%,
Maturing December 31, 1998 7,276 7,276 7,276
Bankers Trust Company at 7.70%,
Maturing September 15, 2001 11,581 11,581 11,581
-------- --------
Total 297,558 297,558
-------- --------
Fidelity U. S. Equity Index Portfolio 4,558,613 79,569 79,684
-------- --------
Fidelity Puritan Fund 2,640,030 42,366 41,000
-------- --------
Fidelity Intermediate Bond Fund 152,771 1,629 1,511
-------- --------
Fidelity Magellan Fund 1,263,363 91,945 88,044
-------- --------
Fidelity Overseas Equity Fund 701,688 19,757 20,468
-------- --------
Fidelity Retirement Money Market
Portfolio 4,766,215 4,766 4,766
-------- --------
Fidelity Equity Income Fund 66,468 2,234 2,216
-------- --------
Fidelity Growth Company Fund 98,591 2,848 2,886
-------- --------
</TABLE>
Page 27 of 47
<PAGE>
<TABLE>
<CAPTION>
(000's Omitted)
Shares/
Units Cost Market
------- -------- --------
<S> <C> <C> <C>
Fidelity OTC Portfolio 86,629 2,076 2,091
-------- --------
Fidelity Asset Manager Fund 569,640 8,719 8,343
-------- --------
Fidelity Asset Manager: Growth Fund 873,731 12,436 12,188
-------- --------
Fidelity Asset Manager: Income Fund 161,261 1,773 1,721
-------- --------
Fidelity U.S. Government Reserve Pool 27,636,365 27,637 27,637
-------- --------
Loans to participants at 7.00% to 11.00%,
Maturing November 1994 through
October 1999 17,048 17,048
-------- --------
Total investments $666,474 $658,806
-------- --------
-------- --------
</TABLE>
The trustee maintains shares for the fixed rate bank and investment contracts at
one dollar per share. For report presentation, shares for fixed rate contracts
have been rounded to thousands.
Page 28 of 47
<PAGE>
JOHN DEERE SAVINGS AND INVESTMENT PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED OCTOBER 31,
1994
<TABLE>
<CAPTION>
TRANSACTION BY FUND TOTAL TOTAL NUMBER OF NUMBER OF REALIZED
OR CARRIER PURCHASES SALES PURCHASES SALES GAIN (LOSS)
-------------------------- --------- ----- --------- ----- -----------
<S> <C> <C> <C> <C> <C>
DEERE & COMPANY
COMMON STOCK FUND $ 75,628,072 $ 54,805,285 253 234 $2,771,949
BLENDED INTEREST FUND 117,170,243 113,304,199 255 253
FIDELITY U. S. EQUITY
INDEX PORTFOLIO 14,016,765 18,237,172 242 234 2,805,760
FIDELITY MAGELLAN FUND 43,796,488 24,539,879 252 241 341,324
</TABLE>
There have been no transactions with the same person involving property other
than securities and no transactions with respect to securities with a person.
Page 29 of 47
<PAGE>
Exhibit 99.4
JOHN DEERE TAX DEFERRED SAVINGS PLAN
FOR HOURLY AND INCENTIVE PAID EMPLOYEES
FINANCIAL STATEMENTS
FOR THE YEARS ENDED OCTOBER 31, 1994 AND 1993
AND
SUPPLEMENTAL SCHEDULES FOR THE YEAR ENDED OCTOBER 31, 1994
AND
INDEPENDENT AUDITORS' REPORT
* * * * * * * * * * * *
Page 30 of 47
<PAGE>
JOHN DEERE TAX DEFERRED SAVINGS PLAN
FOR HOURLY AND INCENTIVE PAID EMPLOYEES
TABLE OF CONTENTS
PAGE
Independent Auditors' Report..................................... 2
Financial Statements for the Years Ended
October 31, 1994 and 1993:
Statements of Net Assets Available for Benefits............... 3
Statements of Changes in Net Assets Available
for Benefits................................................ 4
Notes to Financial Statements............................... 5
Supplemental Schedules .......................................... 13
Item 27a - Schedule of Assets Held for Investment Purposes
at October 31, 1994
Item 27d - Schedule of Reportable Transactions for the
Year Ended October 31, 1994
Supplemental Schedules Omitted As Not Applicable:
Item 27a - Schedule of Assets Held for Investment Purposes
(Investment Assets Which Were Acquired and
Disposed of Within the Plan Year)
Item 27b - Schedule of Loans or Fixed Income Obligations
Item 27c - Schedule of Leases in Default or Classified
as Uncollectible
Item 27e - Schedule of Nonexempt Transactions
Page 31 of 47
<PAGE>
Deloitte &
Touche LLP
Two Prudential Plaza Telephone: (312) 946-3000
180 North Stetson Avenue Facsimile: (312) 946-2600
Chicago, Illinois 60601-6779
INDEPENDENT AUDITORS' REPORT
Deere & Company:
We have audited the accompanying statements of net assets available for benefits
of the John Deere Tax Deferred Savings Plan for Hourly and Incentive Paid
Employees as of October 31, 1994 and 1993 and the related statements of changes
in net assets available for 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 disclosure 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of October 31,
1994 and 1993 and the changes in net assets available for benefits for the years
then ended in conformity with generally accepted accounting principles.
As discussed in Note 5 to the financial statements, in 1993 the Plan changed its
accounting for benefits payable to participants who have withdrawn from
participation from the Plan.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed on
page 1 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. These schedules are the responsibility of the Plan's management. Such
schedules have been subjected to the auditing procedures applied in the audits
of the basic 1994 financial statements and, in our opinion, are fairly stated in
all material respects when considered in relation to the basic 1994 financial
statements taken as a whole.
Deloitte & Touche LLP
Chicago, Illinois
April 17, 1995
Page 32 of 47
<PAGE>
JOHN DEERE TAX DEFERRED SAVINGS PLAN
FOR HOURLY AND INCENTIVE PAID EMPLOYEES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1994 AND 1993
(IN THOUSANDS OF DOLLARS)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1994 1993
---- ----
ASSETS
<S> <C> <C>
Investments - at fair value:
Deere & Company Common Stock Fund $ 19,537 $ 16,891
Blended Interest Fund 55,148 52,602
Fixed Interest Fund 173
Fidelity U.S. Equity Index Portfolio 17,208 16,748
Fidelity Puritan Fund 8,025 5,679
Fidelity Intermediate Bond Fund 229 204
Fidelity Magellan Fund 17,444 13,435
Fidelity Overseas Equity Fund 4,172 2,228
Fidelity Retirement Money Market Portfolio 2,358 1,986
Fidelity Equity Income Fund 339
Fidelity Growth Company Fund 359
Fidelity OTC Portfolio 323
Fidelity Asset Manager Fund 1,216
Fidelity Asset Manager: Growth Fund 1,674
Fidelity Asset Manager: Income Fund 178
Fidelity U.S. Government Reserve Pool 7,958 1,940
Loans to participants 95 164
- - ----------------------------- --------- --------
Total 136,263 112,050
Contributions receivable 408 382
Due from brokers 351
- - ----------------------------- --------- --------
Total Assets 136,671 112,783
--------- --------
LIABILITIES
Due To brokers 139
--------- --------
Net Assets Available for Benefits $136,532 $112,783
--------- --------
--------- --------
</TABLE>
- - ----------------------------------------
See Notes to Financial Statements.
Page 33 of 47
<PAGE>
JOHN DEERE TAX DEFERRED SAVINGS PLAN
FOR HOURLY AND INCENTIVE PAID EMPLOYEES
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED OCTOBER 31, 1994 AND 1993
(IN THOUSANDS OF DOLLARS)
- - --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Year Ended Year Ended
October 31, 1994 October 31, 1993
---------------- ----------------
ADDITIONS
<S> <C> <C>
Investment income:
Dividends $ 3,020 $ 1,892
Interest 4,060 3,731
---------- ----------
Total 7,080 5,623
---------- ----------
Net appreciation (depreciation)
in fair value of investments (2,417) 13,398
---------- ---------
Contributions:
Employee 22,005 18,543
Employer 62 60
------------ -----------
Total 22,067 18,603
---------- ---------
Total 26,730 37,624
---------- ---------
DEDUCTIONS
Withdrawals 2,978 2,140
Loan cancellations 3 10
----------- -----------
Total 2,981 2,150
--------- ----------
Excess of additions over deductions 23,749 35,474
Net Assets Available for Benefits:
Beginning of year 112,783 77,309
--------- --------
End of year $136,532 $112,783
-------- --------
-------- --------
</TABLE>
- - --------------------------------------------------------------------------------
See Notes to Financial Statements.
Page 34 of 47
<PAGE>
JOHN DEERE TAX DEFERRED SAVINGS PLAN
FOR HOURLY AND INCENTIVE PAID EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED OCTOBER 31, 1994 AND 1993
(1) DESCRIPTION OF PLAN
The following is a general description of the John Deere Tax Deferred
Savings Plan for Hourly and Incentive Paid Employees (the Plan). This
description applies to each of the years for which financial statements are
presented. For a more complete description of the Plan's provisions,
participants should refer to the Plan agreement.
GENERAL
The Plan was established September 1, 1987 by Deere & Company (the Company)
for certain eligible employees of the Company or its participating
subsidiaries. The purpose of the Plan is to provide employees a tax
deferred method of savings and investment. It is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (ERISA). Expenses
of the Plan are paid by the Company.
ELIGIBILITY
Employees are eligible to participate in the Plan if they are residents or
citizens of the United States, are regular, full time employees covered by
a collective bargaining agreement (or in a group to whom this Plan has been
extended) and have completed at least one year of service.
CONTRIBUTIONS
An eligible employee may elect to become a participant under the Plan by
filing a Tax Deferred Agreement (the Agreement) with the Company
authorizing it to reduce the participant's compensation during the period
of the employee's participation. The reduction in compensation must be not
less than $10.00 nor more than $179.00 for each payroll period.
Participants may amend or revoke their Agreements as of the first payroll
period of the month subsequent to the filing of the appropriate forms. In
addition, in a year in which there exists consolidated prebonus, pretax
income of the Company, a Profit Sharing Contribution may be payable to a
participant. In such event, a participant may elect to defer all or part
of their share of such contributions (in 25 percent increments) and direct
that the deferred portion be deposited to the participant's plan account at
the time such profit sharing contribution is paid to the participant.
Contributions are sent to the Plan Trustee as soon as practicable following
each payroll period and are invested by the Trustee in the appropriate
funds as specified by the participants. Monies may be held and invested by
the Trustee in short-term investment funds until designated investments
have been purchased.
Page 35 of 47
<PAGE>
Each participant's account is credited with contributions by the
participant together with earnings allocated daily among participants based
on the ratio of their respective account balances as of the preceding day.
Participants are immediately vested in their contributions plus allocated
earnings and Company profit sharing contributions.
All contributions are considered tax deferred under sections 401(a) and
401(k) of the Internal Revenue Code.
FUND ELECTIONS
An eligible employee enrolled in the Plan may elect to invest the
contributions in one or more investment funds.
A description of the primary investments in each fund follows:
The Deere & Company Common Stock Fund is invested in common stock of the
Company.
The Blended Interest Fund is invested in investment contracts issued by
banks and insurance companies.
The Fixed Interest Fund is invested in zero coupon bonds and high-
quality fixed interest investments.
The Fidelity U.S. Equity Index Portfolio is invested in the common
stocks of the 500 companies that make up the Standard & Poor's 500 Stock
Index.
The Fidelity Puritan Fund is invested in dividend-paying common stock,
preferred stock and bonds of all types and qualities paying interest.
The Fidelity Intermediate Bond Fund is invested in bonds rated BBB or
better with an average maturity of between three and ten years.
The Fidelity Magellan Fund is invested in a wide range of U.S. and
foreign common stocks of all types of companies with growth potential.
The Fidelity Overseas Equity Fund is invested in securities of companies
located in the Americas (other than the U. S.), the Far East and Pacific
Basin, and Western Europe.
The Fidelity Retirement Money Market Portfolio is invested in debt
instruments maturing in one year or less, including high-quality
commercial paper, certificates of deposit, repurchase agreements and
bankers' acceptances.
The Fidelity Equity Income Fund is invested in income-producing equity
securities and seeks to exceed the yield of common stocks of the 500
companies that make up the Standard & Poor's 500 Stock Index.
Page 36 of 47
<PAGE>
The Fidelity Growth Company Fund is invested primarily in common stocks
and convertibles of emerging growth companies.
The Fidelity OTC Portfolio is invested primarily in common stocks of
smaller companies that are traded in the over-the counter securities
market.
The Fidelity Asset Manager Fund is invested in stocks, bonds and short-
term instruments.
The Fidelity Asset Manager: Growth Fund is invested in a higher level
of income-producing equity securities and seeks to exceed the yield of
common stocks of the 500 companies that make up the Standard & Poor's
500 Stock Index.
The Fidelity Asset Manager: Income Fund is invested in stocks, bonds,
short-term instruments and other investments.
A listing of the funds and the number of participants in each fund at
October 31, 1994 and 1993 follows. The number of participants shown below
includes both active participants and former employees who have elected
deferred distributions.
<TABLE>
<CAPTION>
Name of Fund Number of Participants
------------ ----------------------
1994 1993
---- ----
<S> <C> <C>
Deere & Company Common Stock Fund 4,717 4,625
Blended Interest Fund 4,812 4,751
Fixed Interest Fund 40
Fidelity U.S. Equity Index Portfolio 2,041 2,156
Fidelity Puritan Fund 1,544 1,267
Fidelity Intermediate Bond Fund 119 97
Fidelity Magellan Fund 2,515 2,025
Fidelity Overseas Equity Fund 829 436
Fidelity Retirement Money Market Portfolio 502 507
Fidelity Equity Income Fund 92
Fidelity Growth Company Fund 130
Fidelity OTC Portfolio 102
Fidelity Asset Manager Fund 221
Fidelity Asset Manager: Growth Fund 351
Fidelity Asset Manager: Income Fund 44
</TABLE>
LOANS
Loans outstanding at October 31, 1994 are due from participants in the
former Funk Savings Plan for Hourly Employees which was merged with the
Plan on May 1, 1992. Those loans have maturities ranging from November
1994 through April 1997 and bear interest at rates ranging from 9.5 percent
to 11.25 percent per annum. There are no loans in default. The Plan has
added a loan provision for participants effective June 1, 1995.
Page 37 of 47
<PAGE>
DISTRIBUTIONS
All distributions under the Plan are lump-sum. Distributions are not
permitted while the participants are employed by the Company unless a
distribution is required to meet legal requirements. Participants who have
terminated employment with the Company or retired may elect an immediate
distribution or may defer this distribution up to age 70 1/2. The
beneficiary of a participant who died may elect a deferred distribution
payable not later than five years after the participant's death.
Distributions from the Deere & Company Common Stock Fund may be in cash or
whole shares and residual cash. Distributions from all of the other funds
are in cash.
HARDSHIP WITHDRAWALS
Participants in the Plan, under Internal Revenue Service guidelines, may
request hardship withdrawals for heavy and immediate financial needs which
cannot be reasonably met from other resources of the participant.
ADMINISTRATION
The Company is Administrator of the Plan. Fidelity Management Trust
Company (Fidelity), Boston, Massachusetts, is the Plan Trustee, Investment
Manager and Recordkeeper.
(2) AMENDMENTS
Effective May 1, 1992, the Plan was amended to permit participation by
eligible hourly employees of Funk Manufacturing Company (Funk), a
subsidiary of the Company. Previously, Funk maintained the Funk Savings
Plan which covered certain salaried and hourly employees. As of May 1,
1992, the Funk Savings Plan was split into two separate plans: (a) the Funk
Savings Plan for Salaried Employees and (b) the Funk Savings Plan for
Hourly Employees. Following adoption of the Plan by Funk and its approval
for merger of the Funk Savings Plan for Hourly Employees with the Plan, the
assets and liabilities of the hourly employees participating in the Funk
Savings Plan for Hourly Employees were transferred into the Plan.
As of January 1, 1993, the Plan was amended to allow participants to invest
their contributions in two additional Fidelity mutual funds - the Fidelity
Intermediate Bond Fund and the Fidelity Overseas Equity Fund.
Effective January 1, 1994, the Plan was amended again to allow participants
to invest their contributions in six additional investment funds. The new
investment options are:
Fidelity Equity Income Fund
Fidelity Growth Company Fund
Fidelity OTC Portfolio
Fidelity Asset Manager Fund
Fidelity Asset Manager: Growth Fund
Page 38 of 47
<PAGE>
Fidelity Asset Manager: Income Fund
Also, due to the lack of participation in the Fixed Interest Fund since the
original offering in February 1991, the Plan Administrator has discontinued
that investment option. The zero coupon bond, which represented the assets
of the fund, matured on February 1, 1994.
(3) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Plan's financial statements have been prepared on the accrual basis.
Investments in the Deere & Company Common Stock Fund are stated at fair
value based on the closing sales prices reported on recognized securities
exchanges on the last business day of the year. The twelve Fidelity mutual
funds are valued at quoted market prices which represent the net asset
values of shares held by the Plan at year-end. The fixed rate bank and
investment contracts and short-term investment funds are stated at cost
plus accrued interest, which approximates fair value. Loans to
participants are stated at cost plus accrued interest which approximates
fair value.
Interest on bank and insurance contracts and short-term investment funds is
accrued and credited to the funds at the end of each month. Dividends are
accrued in the Deere & Company Common Stock Fund as of the record date and
are reflected as an increase in the fund's net asset value on that day but
are reported separately as dividends. Dividends in other funds are
recorded on the day that they are declared (which is also the date of
record) and are allocated to participants' accounts on that day. Earnings,
including unrealized appreciation or depreciation in market value of
investments, are allocated daily among participants based on the ratio of
their respective account balances as of the close of the preceding day.
(4) BY FUND DISCLOSURE
Contributions, withdrawals, investment income and net appreciation
(depreciation) in fair value of investments are provided by fund for the
years ended October 31, 1994 and 1993 (in thousands of dollars):
<TABLE>
<CAPTION>
Employee and Employer Contributions: 1994 1993
------- -------
<S> <C> <C>
Deere & Company Common Stock Fund $ 1,337 $ 1,179
Blended Interest Fund 9,714 9,615
Fixed Interest Fund - -
Fidelity U.S. Equity Index Portfolio 2,567 2,846
Fidelity Puritan Fund 2,031 1,330
Fidelity Intermediate Bond Fund 129 49
Fidelity Magellan Fund 3,970 2,751
Fidelity Overseas Equity Fund 905 202
Fidelity Retirement Money Market Portfolio 572 507
Fidelity Equity Income Fund 46 -
Fidelity Growth Company Fund 90 -
Fidelity OTC Portfolio 67 -
Page 39 of 47
<PAGE>
Fidelity Asset Manager Fund 230 -
Fidelity Asset Manager: Growth Fund 337 -
Fidelity Asset Manager: Income Fund 46 -
Other 26 124
------- -------
Total contributions $22,067 $18,603
------- -------
------- -------
Withdrawals: 1994 1993
------- -------
Deere & Company Common Stock Fund $ 290 $ 233
Blended Interest Fund 1,824 1,290
Fixed Interest Fund 5 14
Fidelity U.S. Equity Index Portfolio 283 288
Fidelity Puritan Fund 65 63
Fidelity Intermediate Bond Fund 7 --
Fidelity Magellan Fund 230 98
Fidelity Overseas Equity Fund 25 2
Fidelity Retirement Money Market Portfolio 219 152
Fidelity Equity Income Fund 4 --
Fidelity Growth Company Fund 10 --
Fidelity OTC Portfolio 12 --
Fidelity Asset Manager Fund -- --
Fidelity Asset Manager: Growth Fund 4 --
Fidelity Asset Manager: Income Fund
Loan Fund 3 10
------- -------
Total withdrawals $ 2,981 $ 2,150
------- -------
------- -------
Investment Income: 1994 1993
------- -------
Deere & Company Common Stock Fund $ 147 $ 1
Blended Interest Fund 4,052 3,655
Fixed Interest Fund - -
Fidelity U.S. Equity Index Portfolio 622 494
Fidelity Puritan Fund 653 493
Fidelity Intermediate Bond Fund 19 8
Fidelity Magellan Fund 1,431 916
Fidelity Overseas Equity Fund 39 --
Fidelity Retirement Money Market Portfolio 82 56
Fidelity Equity Income Fund 6 --
Fidelity Growth Company Fund -- --
Fidelity OTC Portfolio -- --
Fidelity Asset Manager Fund 23 --
Fidelity Asset Manager: Growth Fund -- --
Fidelity Asset Manager: Income Fund 6 --
------- -------
Total investment income $ 7,080 $ 5,623
------- -------
------- -------
Page 40 of 47
<PAGE>
Net appreciation (depreciation) in 1994 1993
fair value of investments: ------ ------
Deere & Company Common Stock Fund $ (1,139) $ 9,778
Blended Interest Fund - -
Fixed Interest Fund (1) 8
Fidelity U.S. Equity Index Portfolio (19) 1,628
Fidelity Puritan Fund (290) 268
Fidelity Intermediate Bond Fund (25) 7
Fidelity Magellan Fund (1,026) 1,495
Fidelity Overseas Equity Fund 216 214
Fidelity Retirement Money Market Portfolio -- --
Fidelity Equity Income Fund 1 --
Fidelity Growth Company Fund 1 --
Fidelity OTC Portfolio (1) --
Fidelity Asset Manager Fund (71) --
Fidelity Asset Manager: Growth Fund (55) --
Fidelity Asset Manager: Income Fund (8) --
--------- ---------
Net appreciation (depreciation) in
fair value of investments $ (2,417) $ 13,398
-------- ---------
-------- ---------
</TABLE>
(5) BENEFITS PAYABLE TO TERMINATED EMPLOYEES
In 1993, the Plan changed its method of accounting for benefits payable to
terminated employees to conform with recently issued guidance for
accounting and reporting for defined contribution plans as promulgated by
the 1993 AICPA Audit and Accounting Guide - "Audits of Employee Benefit
Plans." The new guidance requires that benefits payable to persons who
have withdrawn from participation in a defined contribution plan be
disclosed in the footnotes to the financial statements rather than recorded
as a liability of the Plan. Amounts payable to such participants included
in net assets available for benefits at October 31, 1994 and 1993 were
$196,591 and $154,755, respectively.
(6) RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per
the financial statements to the Form 5500 (in thousands of dollars):
Page 41 of 47
<PAGE>
<TABLE>
<CAPTION>
October 31, 1994
----------------
<S> <C>
Net assets available for benefits per
the financial statements $136,532
Amounts allocated to withdrawing participants 197
--------
Net assets available for benefits per the Form 5500 $136,335
--------
--------
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500 (in thousands of dollars):
Year Ended
October 31, 1994
----------------
Benefits paid to participants per the
financial statements $2,981
Add: Amounts allocated to withdrawing
participants at October 31, 1994 197
--------
Benefits paid to participants per the Form 5500 $3,178
--------
--------
</TABLE>
(7) TAX STATUS
The Internal Revenue Service has issued a determination letter indicating
that the Plan, as adopted on February 1, 1987 and effective as of September
1, 1987, is qualified under the Internal Revenue Code. The Plan has been
amended since receiving this determination letter. The Plan's management
believes that the Plan is currently designed and being operated in
accordance with applicable rules and regulations of the Internal Revenue
Code and, thus, is exempt from federal income tax.
Employees participating in the Plan are subject to federal income taxes on
the balances in their accounts for the calendar year in which distributions
are made by the Trustee.
(8) PLAN TERMINATION
Although it has not expressed any intention to do so, the Company has the
right to discontinue contributions at any time and to terminate the Plan
subject to the provisions set forth in ERISA. In the event of termination
of the Plan, account balances would be distributed to participants.
Page 42 of 47
<PAGE>
SUPPLEMENTAL SCHEDULES
Page 43 of 47
<PAGE>
JOHN DEERE TAX DEFERRED SAVINGS PLAN
FOR HOURLY AND INCENTIVE PAID EMPLOYEES
ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT OCTOBER 31, 1994
<TABLE>
<CAPTION>
(000's Omitted)
---------------
Shares/
Units Cost Market
----- ---- ------
<S> <C> <C> <C>
Deere & Company
Common Stock Fund 272,750 $ 20,718 $ 19,537
-------- --------
Blended Interest Fund
Fixed rate bank and investment
contracts with:
Metropolitan Life Insurance Company
at 9.75%, Maturing on June 30, 1995 1,170 1,170 1,170
Principal Mutual Life Insurance Company
at 9.36%, Maturing on March 31, 1995 1,990 1,990 1,990
Aetna Life Insurance Company at
7.47%, Maturing 50% on February 1,
1996 and 50% on April 1, 1996 3,675 3,675 3,675
Aetna Life Insurance Company at
8.80%, Maturing 50% on June 3,
1996 and 50% on July 1, 1996 2,640 2,640 2,640
Peoples Security Life at 8.60%,
Maturing 50% on March 1, 1996 and
50% on May 1, 1996 1,974 1,974 1,974
Sun Life of Canada at 8.70%,
Maturing 50% on June 1, 1996 and
50% on July 1, 1996 3,342 3,342 3,342
The Hartford Life Insurance Company
at 8.45%, Maturing 50% on August 1,
1995 and 50% on December 31, 1995 3,573 3,573 3,573
Massachusetts Mutual Life Insurance
Company at 9.02%, Maturing October 2,
1995 3,564 3,564 3,564
Page 44 of 47
<PAGE>
(000's Omitted)
---------------
Shares/
Units Cost Market
----- ---- ------
Lincoln National Life Insurance
Company at 6.34%, Maturing 50% on
March 1, 1997 and 50% on May 1, 1997 4,581 4,581 4,581
CIGNA at 7.72%, Open maturity 1,751 1,751 1,751
Provident National Life Insurance
Company at 7.10%, Maturing 50%
on October 1, 1996 and 50% on
November 1, 1996 3,604 3,604 3,604
Provident National Life Insurance
Company at 7.68%, Maturing 50% on
November 1, 1996 and 50% on April 1,
1997 3,572 3,572 3,572
Lincoln National Life Insurance
Company at 6.17%, Maturing 50% on
September 1, 1997 and 50% on
December 31, 1997 4,429 4,429 4,429
Pacific Mutual Life Insurance
Company at 5.67%, Maturing 50%
on June 1, 1997 and 50% on
October 31, 1997 5,060 5,060 5,060
Prudential Insurance Company of
America at 5.26%, Maturing 50%
on June 30, 1998 and 50% on
September 30, 1998 4,226 4,226 4,226
Bankers Trust Company at 7.70%,
Maturing on September 15, 2001 2,879 2,879 2,879
Sun Life Insurance Company of
America at 6.95%, Maturing on
December 31, 1998 3,118 3,118 3,118
-------- --------
Total 55,148 55,148
-------- ---------
Fidelity U. S. Equity Index Portfolio 984,422 17,160 17,208
--------- ---------
Page 45 of 47
<PAGE>
(000's Omitted)
---------------
Shares/
Units Cost Market
------- ---- --------
Fidelity Puritan Fund 516,742 8,277 8,025
------- -------
Fidelity Intermediate Bond Fund 23,194 244 229
------- -------
Fidelity Magellan Fund 250,304 18,122 17,444
------- -------
Fidelity Overseas Equity Fund 143,024 4,027 4,172
------- -------
Fidelity Retirement
Money Market Portfolio 2,358,202 2,358 2,358
------- -------
Fidelity Equity Income Fund 10,177 338 339
------- -------
Fidelity Growth Company Fund 12,255 356 359
------- -------
Fidelity OTC Portfolio 13,385 322 323
------- -------
Fidelity Asset Manager Fund 82,990 1,268 1,216
------- -------
Fidelity Asset Manager: Growth Fund 119,975 1,711 1,674
------- -------
Fidelity Asset Manager: Income Fund 16,690 184 178
------- -------
Fidelity U. S. Government Reserve Pool 7,957,775 7,958 7,958
------- -------
Loans to participants at 9.50% to
11.25%, Maturing November 1994
through April 1997 95 95
------- -------
Total investments $138,286 $136,263
------- -------
------- -------
</TABLE>
The trustee maintains shares for the fixed rate bank and investment contracts at
one dollar per share. For report presentation, shares for fixed rate contracts
have been rounded to thousands.
Page 46 of 47
<PAGE>
JOHN DEERE TAX DEFERRED SAVINGS PLAN FOR HOURLY AND INCENTIVE PAID EMPLOYEES
<TABLE>
<CAPTION>
ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED OCTOBER 31, 1994
TRANSACTION BY FUND TOTAL TOTAL NUMBER OF NUMBER OF REALIZED
OR CARRIER PURCHASES SALES PURCHASES SALES GAIN (LOSS)
- - ------------------- --------- ----- --------- ----- ----------
<S> <C> <C> <C> <C> <C>
DEERE & COMPANY
COMMON STOCK FUND $17,049,448 $13,562,465 302 211 $1,108,207
BLENDED INTEREST FUND 28,648,387 20,288,911 311 241
FIDELITY U. S. EQUITY
INDEX PORTFOLIO 3,659,555 3,194,734 247 168 449,676
FIDELITY PURITAN FUND 4,347,104 1,731,338 272 151 6,015
FIDELITY MAGELLAN FUND 9,162,219 4,153,664 296 182 51,460
</TABLE>
There have been no transactions with the same person involving property other
than securities and no transactions with respect to securities with a person.
Page 47 of 47
