SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K/A
Amendment No. 1
X Annual Report Pursuant to Section 15(d) of the Securities
_____ Exchange Act of 1934
For the fiscal year ended December 31, 1999
OR
_____ Transition Report Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
A. Full title of the plan and the address of the plan, if
different from the issuer named below:
Aon Savings Plan
B. Name of the issuer of the securities held pursuant to the
plan and the address of its principal executive office:
Aon Corporation
123 N. Wacker Drive
Chicago, Illinois 60606
<PAGE>
S I G N A T U R E S
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan,
by the Plan Administrator, the Committee, has caused this annual report to be
signed on its behalf by the undersigned, thereunto duly authorized, in the
County of Cook and the State of Illinois on the 15th day of June, 2000.
AON SAVINGS PLAN
BY THE COMMITTEE
/s/ THOMAS STACHURA /s/ JOHN A. RESCHKE
------------------------------- --------------------------------
Thomas Stachura John A. Reschke
/s/ NANCY GROSS /s/ ROBERT S. Hurwitz
------------------------------- --------------------------------
Nancy Gross Robert S. Hurwitz
/s/ ELIZABETH WHITTLE
-------------------------------
Elizabeth Whittle
- 2 -
<PAGE>
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
AON SAVINGS PLAN
Years Ended December 31, 1999 and 1998
With Report of Independent Auditors
Employer Identification Number 36-3051915
Plan # 020
<PAGE>
AON SAVINGS PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
Years ended December 31, 1999 and 1998
CONTENTS
Report of Independent Auditors 1
Financial Statements
Statement of Net Assets Available for Benefits
at December 31, 1999 2
Statement of Net Assets Available for Benefits
at December 31, 1998 3
Statement of Changes in Net Assets Available for Benefits
for the year ended December 31, 1999 4
Statement of Changes in Net Assets Available for Benefits
for the year ended December 31, 1998 5
Notes to Financial Statements 6
Supplemental Schedule:
Schedule H, Line 4i - Schedule of Assets Held for Investment
Purposes At End of Year 13
<PAGE>
Report of Independent Auditors
The Participants and Administrative Committee
Aon Savings Plan
We have audited the accompanying statements of net assets available for benefits
of Aon Savings Plan as of December 31, 1999 and 1998, 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 auditing standards generally accepted
in the United States. 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 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 benefits of the Plan at
December 31, 1999 and 1998, and the changes in its net assets available for
benefits for the years then ended, in conformity with accounting principles
generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedule of
assets held for investment purposes at end of year as of December 31, 1999, is
presented for purposes of additional analysis and is not a required part of the
financial statements, but is 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. This supplemental schedule
is the responsibility of the Plan's management. The supplemental schedule has
been subjected to the auditing procedures applied in our audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
ERNST & YOUNG LLP
June 9, 2000
<PAGE>
Employer Plan Identification # 36-3051915
Plan # 020
AON SAVINGS PLAN
Statement of Net Assets Available for Benefits
December 31, 1999
(in thousands)
--------------------------------------
ESOP
SAVINGS ALLOCATED
ASSETS: PLAN ACCOUNT TOTAL
------- ----------- ----------- ---------
Investments, at Fair Value:
Aon Corporation Common Stock $ 368,186 $ 221,192 $ 589,378
Investments held in Mutual Funds:
Aon Money Market Fund 247,776 - 247,776
Aon Government Securities Fund 41,530 - 41,530
Aon Asset Allocation Fund 174,280 - 174,280
IRT 500 Index Fund 317,869 - 317,869
Aon REIT Index Fund 16,635 - 16,635
IRT International Equity Fund 41,402 - 41,402
Participant Loans 17,017 - 17,017
----------- ----------- ---------
1,224,695 221,192 1,445,887
Company Contribution Receivable 23,500 14,123 37,623
----------- ----------- ---------
TOTAL NET ASSETS AVAILABLE FOR BENEFITS $ 1,248,195 $ 235,315 $ 1,483,510
=========== =========== =========
See notes to financial statements.
<PAGE>
<TABLE>
<CAPTION>
Employer Plan Identification # 36-3051915
Plan # 020
AON SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1998
(IN THOUSANDS)
------------------------------------------------------
ESOP ESOP
SAVINGS ALLOCATED UNALLOCATED
ASSETS: PLAN ACCOUNT ACCOUNT TOTAL
------- --------------- ---------------- ---------------- ---------------
<S> <C> <C> <C>
Investments, at Fair Value:
United States Government and
Government Agency Securities $ 92,425 $ 92,425
Common Stocks:
Aon Corporation 368,496 $ 219,601 588,097
Investments held in Mutual Funds:
Aon Money Market Fund 133,933 - 133,933
Aon Government Securities Fund 49,186 - 49,186
Aon Asset Allocation Fund 164,318 - 164,318
Aon S&P 500 Index Fund 251,594 - 251,594
Aon REIT Index Fund 19,603 - 19,603
Aon International Equity Fund 27,014 - 27,014
Other Long-Term Investments 5 - 5
Short-Term Investments 23,705 2,324 $ 677 26,706
Participant Loans 13,161 - - 13,161
--------------- ---------------- ---------------- ---------------
1,143,440 221,925 677 1,366,042
Unallocated Guaranteed Insurance Contracts
at Contract Value 11,455 - - 11,455
--------------- ---------------- ---------------- ---------------
Total Investments 1,154,895 221,925 677 1,377,497
Receivables:
Company Contribution 21,476 - 15,625 37,101
Participant Contribution 1,890 - - 1,890
Accrued Dividends and Income 2,061 12 3 2,076
Due from Broker 68 - - 68
Fund Transfers - (1,825) 1,825 -
--------------- ---------------- ---------------- ---------------
Total Receivables 25,495 (1,813) 17,453 41,135
--------------- ---------------- ---------------- ---------------
TOTAL ASSETS 1,180,390 220,112 18,130 1,418,632
LIABILITIES:
------------
Accrued Administrative Expenses Payable 389 115 2 506
Accrued Interest Expense - - 61 61
Notes Payable - - 17,500 17,500
Due to Broker 200 - - 200
--------------- ---------------- ---------------- ---------------
TOTAL LIABILITIES 589 115 17,563 18,267
--------------- ---------------- ---------------- ---------------
------------------------------------------------------------------------
TOTAL NET ASSETS AVAILABLE FOR BENEFITS $ 1,179,801 219,997 567 1,400,365
=============== ================ ================ ===============
</TABLE>
See notes to financial statements.
- 3 -
<PAGE>
<TABLE>
<CAPTION>
Employer Plan Identification # 36-3051915
Plan # 020
AON SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 1999
(in thousands)
------------------------------------------------------------------------
ESOP ESOP
SAVINGS ALLOCATED UNALLOCATED
PLAN ACCOUNT ACCOUNT TOTAL
--------------- --------------- -------------- --------------
<S> <C> <C> <C> <C>
NET INVESTMENT INCOME
Interest and Income from Unallocated
Guaranteed Insurance Contracts $ 3,432 $ 65 $ 210 $ 3,707
Net Realized and Unrealized Appreciation
(Depreciation) in Fair Value of Investments 104,923 18,169 - 123,092
Aon Corporation Dividends 7,920 4,680 - 12,600
Other Dividends 18,434 - - 18,434
Interest Expense - - (670) (670)
Management and Administrative fees (1,595) (342) (4) (1,941)
--------------- --------------- -------------- --------------
TOTAL NET INVESTMENT INCOME 133,114 22,572 (464) 155,222
CONTRIBUTIONS
Company 23,500 14,123 - 37,623
Participants 65,040 - - 65,040
--------------- --------------- -------------- --------------
TOTAL CONTRIBUTIONS 88,540 14,123 - 102,663
ALLOCATIONS
ESOP Diversification 1,015 (1,015) - -
--------------- --------------- -------------- --------------
TOTAL ALLOCATIONS 1,015 (1,015) - -
OTHER CHANGES
Benefit Payments (154,275) (20,465) - (174,740)
Interfund Transfers - 103 (103) -
--------------- --------------- -------------- --------------
TOTAL OTHER CHANGES (154,275) (20,362) (103) (174,740)
--------------- --------------- -------------- --------------
NET INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS 68,394 15,318 (567) 83,145
NET ASSETS AVAILABLE FOR
BENEFITS AT BEGINNING OF YEAR 1,179,801 219,997 567 1,400,365
--------------- --------------- -------------- --------------
NET ASSETS AVAILABLE FOR BENEFITS
AT END OF YEAR $ 1,248,195 $ 235,315 $ - $ 1,483,510
=============== =============== ============== ==============
</TABLE>
See notes to financial statements
- 4 -
<PAGE>
<TABLE>
<CAPTION>
Employer Plan Identification # 36-3051915
Plan # 020
AON SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1998
(IN THOUSANDS)
------------------------------------------------------------------------
ESOP ESOP
SAVINGS ALLOCATED UNALLOCATED
PLAN ACCOUNT ACCOUNT TOTAL
--------------- --------------- -------------- --------------
<S> <C> <C> <C> <C>
NET INVESTMENT INCOME
Interest and Income from Unallocated
Guaranteed Insurance Contracts $ 6,891 $ 138 $ 423 $ 7,452
Net Realized and Unrealized Appreciation
(Depreciation) in Fair Value of Investments 33,694 21,204 (30,333) 24,565
Aon Corporation Dividends 7,479 3,767 807 12,053
Other Dividends 19,860 - - 19,860
Interest Expense - - (2,384) (2,384)
Management and Administrative fees (1,244) (371) (17) (1,632)
--------------- --------------- -------------- --------------
TOTAL NET INVESTMENT INCOME 66,680 24,738 (31,504) 59,914
CONTRIBUTIONS
Company 21,476 - 15,625 37,101
Participants 58,388 - - 58,388
--------------- --------------- -------------- --------------
TOTAL CONTRIBUTIONS 79,864 - 15,625 95,489
ALLOCATIONS
Leveraged ESOP Allocation - 8,558 (8,558) -
ESOP Diversification 235 (235) - -
--------------- --------------- -------------- --------------
TOTAL ALLOCATIONS 235 8,323 (8,558) -
OTHER CHANGES
Benefit Payments (106,738) (15,714) - (122,452)
Plan Mergers 269,345 202,650 25,004 496,999
--------------- --------------- -------------- --------------
TOTAL OTHER CHANGES 162,607 186,936 25,004 374,547
--------------- --------------- -------------- --------------
NET INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS 309,386 219,997 567 529,950
NET ASSETS AVAILABLE FOR
BENEFITS AT BEGINNING OF YEAR 870,415 - - 870,415
--------------- --------------- -------------- --------------
NET ASSETS AVAILABLE FOR BENEFITS
AT END OF YEAR $ 1,179,801 $ 219,997 $ 567 $ 1,400,365
=============== =============== ============== ==============
</TABLE>
See notes to financial statements
- 5 -
<PAGE>
Employer Plan Identification # 36-3051915
Plan # 020
AON SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
Years Ended December 31, 1999 and 1998
1. DESCRIPTION OF PLAN
GENERAL
The Aon Savings Plan (the Plan) was authorized by the Board of Directors
of Aon Corporation (the Company or Plan Sponsor). The Plan is subject to
the provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
Effective January 15, 1997, Aon Corporation acquired Alexander and
Alexander Services, Inc., the plan sponsor of the Thrift Plan for
Employees of Alexander and Alexander Services, Inc. and Subsidiaries.
On January 1, 1998, the Thrift Plan for Employees of Alexander and
Alexander Services, Inc. and Subsidiaries was merged into the Plan.
Also on January 1, 1998, the Aon Employees Stock Ownership Plan (ESOP) was
merged into the Plan. The ESOP was a non-contributory, defined
contribution plan covering all employees of the Company except for
employees covered by a collective bargaining agreement. Features of the
ESOP carried over to the Plan.
Certain Plan assets are held by the Aon Funds, an affiliated, open-end
management investment company. The assets of the ESOP portion of the Plan
are invested primarily in common stock of the Company. Additionally,
certain assets are invested by the Trustees as deemed advisable in order
for the Plan to meet its cash flow needs. The acquisition of the Company
common stock for the ESOP was financed by loans obtained from various
lenders.
The following description of the Plan provides only general information.
Participants of the Plan should refer to the Summary Plan Description for
a more complete description of the Plan.
- 6 -
<PAGE>
1. DESCRIPTION OF PLAN (CONTINUED)
ELIGIBILITY AND PARTICIPATION
Participation is limited to employees who have completed one year of
service, attained the age of 21 and worked 1,000 or more hours in a
calendar year or employees who were eligible under another plan that was
merged into the Aon Savings Plan. An employee must be employed in the
United States on a permanent basis in order to participate.
CONTRIBUTIONS
PARTICIPANT - Participant contributions are made by means of regular
payroll deductions. Non-highly compensated Participants, as defined by the
Internal Revenue Code (IRC), may elect to make contributions between 1%
and 16% of their compensation, as defined by the Plan. Highly compensated
Participants, as defined by the IRC, may elect to make contributions
between 1% and 8% of their compensation, as defined by the Plan.
Participant contributions are limited to amounts allowed by the Internal
Revenue Service (IRS). Accordingly, the maximum Participant contribution
was $10,000 in 1999 and 1998.
COMPANY - The Company will contribute an amount equal to 100% of the first
3% of a Participant's compensation that a Participant chooses to
contribute to the Plan. The Company will make a further contribution to
the ESOP portion of the Plan equal to 75% of the next 3% of compensation
that is contributed to the Plan. The Plan requires that a Participant be
actively employed and contributing to the Plan as of the last day of the
Plan year in order to receive a Company contribution.
Contributions to the ESOP portion of the Plan are automatically invested
in common stock of the Company.
ALLOCATION OF ESOP SHARES TO PARTICIPANTS
The common stock of the Company allocated to Participants as a result of
debt service paid by allocated share dividend monies is based on account
balance. The common stock of the Company allocated to Participants as a
result of debt service paid by Participants' cash balances is based on
cash balance. The common stock of the Company allocated to Participants as
a result of all other debt service is based on eligible compensation. A
Participant's eligible compensation is limited to amounts allowed under
the Tax Reform Act of 1986. Accordingly, the maximum Participants'
eligible compensation was $160,000 for 1999 and 1998.
- 7 -
<PAGE>
1. DESCRIPTION OF PLAN (CONTINUED)
INVESTMENT OPTIONS
Contributions to the Plan, other than for the ESOP portion, may be
invested in any of the seven investment alternatives offered by the Plan
in any whole percentages.
PARTICIPANT ACCOUNTS
Each Participant's account is credited with the Participant's contribution
and a) an allocation of the Company's contributions, b) an allocation of
Plan earnings, and c) an allocation of Forfeitures of terminated
Participants' non-vested accounts. The benefit to which a Participant is
entitled is the benefit that can be provided from the Participant's
account.
VESTING
For the ESOP portion of the Plan, a Participant vests in 20% increments
and becomes 100% vested after completion of five years of Plan Service.
Forfeitures of non-vested accounts are allocated to the remaining
Participants. The amount of forfeitures allocated to Participants was
$815,000 and $1,954,000 of the Company's common stock in 1999 and 1998,
respectively.
For the non-ESOP portion of the Plan, Participants are fully vested in
their contributions plus actual earnings thereon. Participants become 100%
vested in the remainder of their account balance after five years of Plan
Service, according to a graded schedule. Forfeitures of non-vested
accounts are allocated to the remaining Participants. The amount of
forfeitures allocated to Participants was $456,000 and $821,000 for 1999
and 1998, respectively.
BENEFIT PAYMENTS
For the ESOP portion of the Plan, a Participant's entire account shall be
paid to him or his beneficiary in a lump sum upon his normal retirement,
permanent disability or death. The Participant may elect payment in the
form of shares or cash.
For the non-ESOP portion, on termination of service, a Participant may
elect to receive either a lump sum amount equal to the value of his or her
account and/or monthly installments over a period not to exceed ten years.
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 100% vested in their accounts.
- 8 -
<PAGE>
1. DESCRIPTION OF PLAN (CONTINUED)
PARTICIPANT LOANS
Under the loan provision of the Plan, each Participant is permitted one
loan in a twelve month period and the outstanding balance of all loans
made to a Participant may not exceed the lesser of $50,000 or 50% of the
vested portion of the Participant's account excluding the ESOP portion of
the account. The interest rate for each loan is equal to 1% plus the prime
rate as quoted in The Wall Street Journal for the last day of the month
preceding the loan request. Loans are made for a period of up to five
years, except for residential loans which have a fixed repayment period of
ten years.
2. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The financial statements of the Plan are prepared on an accrual basis in
accordance with generally accepted accounting principles.
INVESTMENT VALUATION
Investments, except for unallocated guaranteed insurance contracts, are
carried at fair value, which for marketable securities is based on
quotations obtained from national securities exchanges and various other
sources. Investments in unallocated guaranteed insurance contracts are
valued at contract value, which represents contributions made under the
contract, plus interest at the contract rate, less any withdrawals and
administrative expenses. Participant loans are valued at cost which
approximates fair value.
Interest income is recorded as earned. Dividend income is recorded on the
ex-dividend date. Realized gains or losses on investments are the
difference between the proceeds received and the cost of investments sold
as determined on a first-in, first-out basis. The change in the difference
between fair value and the cost of investments is reported as unrealized
appreciation or depreciation of investments.
ADMINISTRATIVE EXPENSES
Administrative expenses of the Plan, including expenses of the Trustees,
are paid from the Plan assets, except to the extent that the Company, at
its discretion, may decide to pay such expenses. The Company did not pay
any Plan expenses in 1999 and 1998. Administrative expenses include
$595,000 and $1,444,000 in 1999 and 1998, respectively, paid to
subsidiaries of the Company.
- 9 -
<PAGE>
2. SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
RECLASSIFICATIONS
Certain amounts in the 1998 financial statements have been reclassified to
conform to the 1999 presentation.
USE OF ESTIMATES
The preparation of the financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements
and accompanying notes. Actual results could differ from those estimates.
3. ALLOCATION OF ESOP SHARES TO PARTICIPANTS
Prior to the 1999 final payoff of the Notes Payable (note 5), all ESOP
shares were held by the Plan in a suspense account and were allocated to
the Participants on an annual basis as interest and principal payments
were made. The common stock allocated each year equaled the number of
unallocated shares immediately before such allocation multiplied by the
ratio of interest and principal paid on the notes during the current Plan
year to the sum of the current year payments plus principal and interest
to be paid in future years. There were no shares allocated to Participant
accounts in 1999 and 733,941 shares allocated to Participant accounts in
1998.
Because the allocation to Participants is based on estimates, the ultimate
allocation may vary from the estimate. The variances, which were not
material, were adjusted in the following year.
4. INVESTMENTS
For 1998, The Northern Trust Company was custodian of the Plan assets and
Trustee for the Aon Common Stock Fund. For the remaining funds, members of
the Company's management were the trustees. For 1999, Institutional Trust
Company (ITC) is custodian of the Plan assets and Trustee for all Plan
assets except the ESOP shares. For the ESOP shares, members of the
Company's management are the trustees. The Trustees are named fiduciaries
under ERISA. As used herein, Trustee refers to The Northern Trust Company,
the Institutional Trust Company and Company's management individually and
collectively.
<PAGE>
4. INVESTMENTS (CONTINUED)
During 1999 and 1998 the Plan's investments (including investments bought,
sold and held during the year) appreciated (depreciated) in fair value as
follows (in thousands):
December 31
1999 1998
---------------------------------------------------
Net Realized Net Realized
and Unrealized and Unrealized
Appreciation Appreciation
(Depreciation) (Depreciation)
in Fair Value in Fair Value
of Investments of Investments
Fair During Fair During
Value the Year Value the Year
---------------------------------------------------
Investments, at fair value:
United States Government And
Agency Issues $ - $ 438 $ 92,425 $ 927
Other Investments - - 5 -
Common Stock:
Aon Corporation 589,378 47,564 588,097 (30,126)
Investments in Mutual Funds:
Aon Money Market Fund 247,776 - 133,933 -
Aon Government Securities Fund 41,530 (5,637) 49,186 1,971
Aon Asset Allocation Fund 174,280 19,266 164,318 3,453
Aon S&P 500 Index Fund - 23,268 251,594 51,162
Aon REIT Index Fund 16,635 (2,625) 19,603 (5,855)
Aon International Equity Fund - 2,358 27,014 3,035
IRT 500 Index Fund 317,869 31,775 - -
IRT International Equity 41,402 6,685 - -
Fund
Unallocated Guaranteed Insurance
Contracts, at contract value:
Combined Ins. Co. of America - - 5,438 -
Protective Life Insurance Co. - - 5,406 -
Travelers Insurance Company - - 611 -
Short-Term Investment Funds - - 26,706 (2)
----------------------------------------------
Total $ 1,428,870 $ 123,092 $ 1,364,33 $ 24,565
----------------------------------------------
- 11 -
<PAGE>
4. INVESTMENTS (CONTINUED)
The fair value of individual investments that represent 5% or more of the
Plan's net assets is as follows (in thousands):
December 31
1999 1998
---- ----
Aon Corporation, Common Stock $ 589,378* $ 588,097*
Investments held in Mutual Funds:
Aon Money Market Fund 247,776 133,933
Aon Asset Allocation Fund 174,280 164,318
Aon S&P 500 Index Fund - 251,594
IRT 500 Index Fund 317,869 -
*Includes $221,192 and $219,601 of nonparticipant directed investments in
1999 and 1998, respectively.
5. NOTES PAYABLE
The Plan originally borrowed $90,000,000 from various financial
institutions to purchase 5,383,326 shares of the Company's common stock.
The notes were unconditionally guaranteed by the Company. During 1999 and
1998, the interest rate on the notes was 8.35%. The notes were segregated
into two series, Series A and Series B. During 1999 and 1998, interest
paid was approximately $670,000 and $2,384,000, respectively.
The Series A note allowed the Plan to borrow up to $43,900,000. Final
payment was made on June 15, 1996.
The Series B note allowed the Plan to borrow up to $46,100,000. Principal
payments are scheduled to be repaid annually beginning September 15, 1997.
Interest is paid semi-annually. The final principal payment of $17,500,000
was paid on June 15, 1999.
6. Income Tax Status
The IRS ruled on April 10, 1995 that the Plan qualified under Section
401(a) and (k) of the IRC and therefore, the related trust is not subject
to tax under present income tax law. Once qualified, the Plan is required
to operate in conformity with the IRC to maintain its qualification. The
Plan Administrative Committee believes the Plan is qualified under the
relevant sections of the Code and is not aware of any course of action or
series of events that have occurred that might adversely affect the Plan's
qualified status.
- 12 -
<PAGE>
<TABLE>
<CAPTION>
Employer Identification # 36-3051915
Plan # 020
AON SAVINGS PLAN
Schedule H, Line 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
December 31, 1999
Number of Shares
---------------- Current Value
Identity of Issuer Principal Amount (thousands)
-------------------------------------------------------------------------------------------
<S> <C> <C>
Aon COMMON STOCK
----------------
COMMON STOCK
Aon Corporation
Common Stock, 1.00 par* 9,204,641 $ 368,186
==================
MONEY MARKET FUND
-----------------
MUTUAL FUND
Investments held in the Aon
Money Market Fund* 47,775,788 $ 247,776
==================
GOVERNMENT SECURITIES FUND
--------------------------
MUTUAL FUND
Investments held in the Aon
Government Securities Fund* 4,348,755 $ 41,530
==================
TOTAL RETURN FUND
-----------------
MUTUAL FUND
Investments held in the Aon
Asset Allocation Fund* 10,454,733 $ 174,280
==================
COMMON STOCK INDEX FUND
-----------------------
MUTUAL FUND
Investments held in the IRT
500 Index Fund 9,113,233 $ 317,869
==================
REAL ESTATE SECURITIES FUND
---------------------------
MUTUAL FUND
Investments held in the Aon
REIT Index Fund* 1,822,052 $ 16,635
==================
INTERNATIONAL EQUITY FUND
-------------------------
MUTUAL FUND
Investments held in the IRT
International Equity Fund 1,780,739 $ 41,402
==================
- 13 -
<PAGE>
Employer Identification # 36-3051915
Plan # 020
AON SAVINGS PLAN
Schedule H, Line 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT END OF YEAR
December 31, 1999
(continued)
Number of Shares
---------------- Cost Current Value
Identity of Issuer Principal Amount (thousands) (thousands)
-------------------------------------------------------------------------------------------
ESOP ALLOCATED FUND
--------------------
COMMON STOCK
Aon Corporation
Common Stock, 1.00 par* 5,529,793 $ 65,532 $ 221,192
=========== ==================
Participant Loans (7%-11%) - - 17,017
$ 1,445,887
==================
<FN>
* Party in interest transaction not prohibited by ERISA.
</FN>
</TABLE>
- 14 -
<PAGE>
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statements
(Form S-8 No. 33-27894) pertaining to the Aon Savings Plan of Aon Corporation of
our report dated June 9, 2000, with respect to the financial statements and
schedules of the Aon Savings Plan included in this annual report (Form 11-K) for
the year ended December 31, 1999.
ERNST & YOUNG LLP
Chicago, Illinois
June 9, 2000
<PAGE>
June 15, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: Report on Form 11-K for the Aon Savings Plan
Registrant: Aon Corporation
Commission File No.: 1-7933
Gentlemen and Ladies:
Enclosed with this EDGAR transmission is the above referenced Form 11-K
for the Aon Savings Plan.
Pursuant to Securities Act Release No. 33-7331, no filing fee is being
paid herewith as it was eliminated effective October 7, 1996.
Please contact the undersigned at 312/701-3835 if you have any questions.
Very truly yours,
/S/ JEROME S. HANNER
Jerome S. Hanner
Senior Counsel
JSH/ks Enclosures
