===========
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------
FORM 11-K
-------------
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [FEE REQUIRED]
For the Fiscal Year Ended December 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
---------- ---------
-------------
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC.
AND SUBSIDIARIES
-------------
Alexander & Alexander Services Inc.
1185 Avenue of the Americas
New York, New York 10036
========================
<PAGE>
INDEPENDENT AUDITORS' REPORT
Alexander & Alexander Services Inc.
and Participants in the Thrift Plan for
Employees of Alexander & Alexander
Services Inc. and Subsidiaries:
We have audited, by fund and in total, the accompanying Statements of Net
Assets Available for Plan Benefits of the Thrift Plan for Employees of
Alexander & Alexander Services Inc. and Subsidiaries (the Thrift Plan) as
of December 31, 1994 and 1993, and the related Statements of Changes in Net
Assets Available for Plan Benefits for the years then ended. These
financial statements are the responsibility of the Thrift Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, by fund and in
total, in all material respects, the net assets available for plan benefits
of the Thrift Plan at December 31, 1994 and 1993, and the changes in net
assets available for plan benefits for the years then ended in conformity
with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the
basic financial statements taken as a whole. The accompanying supplemental
schedules of (1) assets held for investment purposes as of December 31,
1994, and (2) reportable transactions for the year ended December 31, 1994,
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 Thrift Plan's management.
Such supplemental schedules have been subjected to the auditing procedures
applied in our audit of the basic 1994 financial statements and, in our
opinion, are fairly stated in all material respects when considered in
relation to such financial statements taken as a whole.
/S/ DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Baltimore, Maryland
June 23, 1995
1
<PAGE>
<TABLE><CAPTION>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
BY FUND AND IN TOTAL
December 31, 1994
INTEREST EQUITY
INCOME INCOME STOCK
TOTAL FUND FUND FUND
-------------- -------------- ------------- -------------
<S> <C> <C> <C> <C>
Investments:
Securities--at market value:
Alexander & Alexander Services Inc.
Common stock--(3,645,876 shares) $67,448,706 $67,448,706
Unaffiliated issuers:
Wachovia Bank of North Carolina,
N.A. Short Term Investment Fund 2,107,657 $513,934 $202,171 1,169,717
Dreyfus Guaranteed Investment Fund 20,206,761 20,206,761 0 0
Aetna Life Insurance Company
Group Annuity Contract 97,318,809 97,318,809 0 0
Fidelity Equity Income Fund 35,768,074 0 35,768,074 0
Fidelity Equity Index Fund 5,284,273 0 0 0
Janus Fund 18,470,725 0 0 0
Guaranteed income contracts 31,141,725 31,141,725 0 0
Participant loans 7,032,499 0 0 0
-------------- -------------- ------------- -------------
Total investments 284,779,229 149,181,229 35,970,245 68,618,423
Accrued income receivable 893,114 890,833 187 1,739
Amounts due from (to) brokers (11,784) 0 0 37,706
Transfers due from (to) participants'
accounts 0 (176,287) 134,797 150,480
-------------- -------------- ------------- -------------
Net assets available for plan benefits $285,660,559 $149,895,775 $36,105,229 $68,808,348
============== ============== ============= =============
<CAPTION>
EQUITY EQUITY
INDEX GROWTH LOAN
FUND FUND FUND
------------ ---------- ----------
<S> <C> <C> <C>
Investments:
Securities--at market value:
Alexander & Alexander Services Inc.
Common stock--(3,645,876 shares)
Unaffiliated issuers:
Wachovia Bank of North Carolina,
N.A. Short Term Investment Fund $62,618 $159,109 $108
Dreyfus Guaranteed Investment Fund 0 0 0
Aetna Life Insurance Company
Group Annuity Contract 0 0 0
Fidelity Equity Income Fund 0 0 0
Fidelity Equity Index Fund 5,284,273 0 0
Janus Fund 0 18,470,725 0
Guaranteed income contracts 0 0 0
Participant loans 0 0 7,032,499
------------ ---------- ----------
Total investments 5,346,891 18,629,834 7,032,607
Accrued income receivable 72 283 0
Amounts due from (to) brokers (66,719) 17,229 0
Transfers due from (to) participants'
accounts 60,376 (111,835) (57,531)
------------ ----------- ----------
Net assets available for plan benefits $5,340,620 $18,535,511 $6,975,076
============ =========== ==========
</TABLE>
- ---------------------------------------
See notes to financial statements.
2
<PAGE>
<TABLE><CAPTION>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
BY FUND AND IN TOTAL
December 31, 1993
INTEREST EQUITY
INCOME INCOME STOCK
TOTAL FUND FUND FUND
-------------- -------------- ------------- -------------
<S> <C> <C> <C> <C>
Investments:
Securities--at market value:
Alexander & Alexander Services Inc.
Common stock--(3,146,822 shares) $61,363,029 $61,363,029
Unaffiliated issuers:
Wachovia Bank of North Carolina,
N.A. Short Term Investment Fund 1,441,941 $314,698 $14,400 1,094,546
Dreyfus Guaranteed Investment Fund 35,056,901 35,056,901 0 0
Aetna Life Insurance Company
Group Annuity Contract 59,860,744 59,860,744 0 0
Fidelity Equity Income Fund 34,682,506 0 34,682,506 0
Fidelity Equity Index Fund 4,159,136 0 0 0
Janus Fund 16,108,361 0 0 0
Guaranteed income contracts 59,617,966 59,617,966 0 0
Participant loans 7,490,085 0 0 0
-------------- -------------- ------------- -------------
Total investments 279,780,669 154,850,309 34,696,906 62,457,575
Amounts due from (to) employer 724,542 (15,945) (56,736) 827,144
Accrued income receivable 898,261 897,463 4 787
Transfers due from (to) participants'
accounts 0 (850,370) 207,612 445,492
-------------- -------------- ------------- -------------
Net assets available for plan benefits $281,403,472 $154,881,457 $34,847,786 $63,730,998
============== ============== ============= =============
<CAPTION>
EQUITY EQUITY
INDEX GROWTH LOAN
FUND FUND FUND
------------ ------------ ----------
<S> <C> <C> <C>
Investments:
Securities--at market value:
Alexander & Alexander Services Inc.
Common stock--(3,146,822 shares)
Unaffiliated issuers:
Wachovia Bank of North Carolina,
N.A. Short Term Investment Fund $3,500 $14,700 $97
Dreyfus Guaranteed Investment Fund 0 0 0
Aetna Life Insurance Company
Group Annuity Contract 0 0 0
Fidelity Equity Income Fund 0 0 0
Fidelity Equity Index Fund 4,159,136 0 0
Janus Fund 0 16,108,361 0
Guaranteed income contracts 0 0 0
Participant loans 0 0 7,490,085
------------ ------------ ----------
Total investments 4,162,636 16,123,061 7,490,182
Amounts due from (to) employer (19,825) (1,626) (8,470)
Accrued income receivable 4 3 0
Transfers due from (to) participants'
accounts (28,282) 281,721 (56,173)
------------ ------------ ----------
Net assets available for plan benefits $4,114,533 $16,403,159 $7,425,539
============ ============ ==========
</TABLE>
- ---------------------------------------
See notes to financial statements.
3
<PAGE>
<TABLE><CAPTION>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
BY FUND AND IN TOTAL
For the Year Ended December 31, 1994
INTEREST EQUITY
INCOME INCOME STOCK
TOTAL FUND FUND FUND
-------------- -------------- ------------- -------------
<S> <C> <C> <C> <C>
Investment earnings:
Net realized gain (loss) on security
sales $(10,626) $(13,115) $3,826
Net (depreciation) in fair value of
investments (7,005,197) (3,305,665) (3,046,004)
Net investment income 16,324,324 $10,464,540 3,485,010 1,242,729
-------------- -------------- ------------- -------------
Net investment earnings (loss) 9,308,501 10,464,540 166,230 (1,799,449)
Contributions:
Participants 20,869,513 9,815,753 4,238,862 1,666,709
Employer (less forfeitures of
$1,098,117) 9,869,807 0 0 9,869,807
Withdrawals by participants (35,790,734) (22,984,024) (4,310,913) (5,395,110)
Inter-fund transfers by participants 0 (2,281,951) 1,163,264 735,393
-------------- -------------- ------------- -------------
Increase (decrease) in net assets
available for plan benefits 4,257,087 (4,985,682) 1,257,443 5,077,350
Net assets available for plan benefits,
January 1, 1994 281,403,472 154,881,457 34,847,786 63,730,998
-------------- -------------- ------------- -------------
Net assets available for plan benefits,
December 31, 1994 $285,660,559 $149,895,775 $36,105,229 $68,808,348
============== ============== ============= =============
<CAPTION>
EQUITY EQUITY
INDEX GROWTH LOAN
FUND FUND FUND
------------ ------------ ----------
<S> <C> <C> <C>
Investment earnings:
Net realized gain (loss) on security
sales $1,872 $(3,209)
Net (depreciation) in fair value of
investments (88,027) (565,501)
Net investment income 178,108 398,552 $555,385
------------ ------------ ----------
Net investment earnings (loss) 91,953 (170,158) 555,385
Contributions:
Participants 1,292,884 3,855,305 0
Employer (less forfeitures of
$1,098,117) 0 0 0
Withdrawals by participants (517,257) (1,915,730) (667,700)
Inter-fund transfers by participants 358,507 362,935 (338,148)
------------ ------------ ----------
Increase (decrease) in net assets
available for plan benefits 1,226,087 2,132,352 (450,463)
Net assets available for plan benefits,
January 1, 1994 4,114,533 16,403,159 7,425,539
------------ ------------ ----------
Net assets available for plan benefits,
December 31, 1994 $5,340,620 $18,535,511 $6,975,076
============ ============ ==========
</TABLE>
- ---------------------------------------
See notes to financial statements.
4
<PAGE>
<TABLE><CAPTION>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
BY FUND AND IN TOTAL
For the Year Ended December 31, 1993
INTEREST EQUITY
INCOME INCOME STOCK
TOTAL FUND FUND FUND
-------------- -------------- ------------- -------------
<S> <C> <C> <C> <C>
Investment earnings:
Net realized gain (loss) on security
sales $146,003 $141,723 $(23,820)
Net appreciation (depreciation) in fair
value of investments (17,049,244) 4,237,927 (21,794,603)
Net investment income 17,211,994 $11,163,098 1,198,185 3,113,557
-------------- -------------- ------------- -------------
Net investment earnings (loss) 308,753 11,163,098 5,577,835 (18,704,866)
Contributions:
Participants 22,200,846 12,180,537 3,949,251 1,362,364
Employer (less forfeitures of
$1,114,685) 10,333,101 0 0 10,337,276
Withdrawals by participants (21,619,079) (11,196,552) (2,062,097) (5,810,521)
Inter-fund transfers by participants 0 (1,536,572) 3,046,132 (4,071,619)
-------------- -------------- ------------- -------------
Increase (decrease) in net assets
available for plan benefits 11,223,621 10,610,511 10,511,121 (16,887,366)
Net assets available for plan benefits,
January 1, 1993 270,179,851 144,270,946 24,336,665 80,618,364
-------------- -------------- ------------- -------------
Net assets available for plan benefits,
December 31, 1993 $281,403,472 $154,881,457 $34,847,786 $63,730,997
============== ============== ============= =============
<CAPTION>
EQUITY EQUITY
INDEX GROWTH LOAN
FUND FUND FUND
------------ ------------ ----------
<S> <C> <C> <C>
Investment earnings:
Net realized gain (loss) on security
sales $2,975 $25,125
Net appreciation (depreciation) in fair
value of investments 150,012 357,420
Net investment income 137,484 1,023,776 $575,894
------------ ------------ ----------
Net investment earnings (loss) 290,471 1,406,321 575,894
Contributions:
Participants 1,043,346 3,665,348 0
Employer (less forfeitures of
$1,114,685) 0 (4,175) 0
Withdrawals by participants (137,971) (1,904,698) (507,240)
Inter-fund transfers by participants 421,561 1,670,454 470,044
------------ ------------ ----------
Increase (decrease) in net assets
available for plan benefits 1,617,407 4,833,250 538,698
Net assets available for plan benefits,
January 1, 1993 2,497,126 11,569,909 6,886,841
------------ ------------ ----------
Net assets available for plan benefits,
December 31, 1993 $4,114,533 $16,403,159 $7,425,539
============ ============ ===========
</TABLE>
- ---------------------------------------
See notes to financial statements.
5
<PAGE>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS
1. SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
The financial statements of the Thrift Plan for Employees of Alexander &
Alexander Services Inc. and Subsidiaries (the "Thrift Plan") are prepared
in accordance with generally accepted accounting principles. Certain prior
period amounts have been reclassified to conform with the current year
presentation.
Investments
Temporary investments are valued at cost which approximates fair market
value. Other securities are valued at quoted market prices. Securities
transactions are accounted for on the trade dates. Guaranteed income
contracts are recorded at contract value. Participant loans represent the
balance currently outstanding.
Realized and Unrealized Gains (Losses)
Realized gains and losses from securities transactions are computed
using an adjusted cost basis as prescribed by the Department of Labor's
Rules and Regulations for Reporting and Disclosure. The adjusted cost is
the fair value of the security at the beginning of the year, or cost if the
asset was acquired since that date. Unrealized gains and losses on
securities held for investment are likewise computed on the basis of fair
value to adjusted cost.
2. DESCRIPTION OF THE PLAN
General
Under the Thrift Plan, eligible employees may contribute amounts from 1%
to 16% of current earnings, as defined, for investment in one or more of
the five investment funds described in Note 3. In addition, employees may
make catch up contributions as provided under the terms of the Thrift Plan.
The Tax Saver Option available under Section 401 (k) of the Internal
Revenue Code permits participants to make contributions to the Thrift Plan
of up to 16% of their pre-tax earnings. For 1994, the annual Tax Saver
contribution for an individual participant was limited to $9,240. In
compliance with the Tax Reform Act of 1986, earnings on Tax Saver
contributions made after December 31, 1988, cannot be withdrawn while the
participant is an employee of Alexander & Alexander Services Inc. and
Subsidiaries (the "Company") and the ability to withdraw any of a
participant's Tax Saver contributions and any amounts earned on those
contributions before January 1, 1989 is restricted in accordance with
applicable federal law.
The employer contribution rate is 75% of the first 6% of each
participant's contribution. Employer contributions vest generally 33 1/3%
after three years of participation and an additional 33 1/3% each year
thereafter until 100% vested. That portion of a participant's employer
contributions, including earnings thereon, that are not fully vested at the
time the participant withdraws from the Thrift Plan are forfeited.
Forfeitures are used to reduce future employer contributions to the Thrift
Plan.
6
<PAGE>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS - (Continued)
2. DESCRIPTION OF THE PLAN - (Continued)
General - (Continued)
The overall limit on the combined sum of the participant's and
employer's contribution is the lesser of 25% of compensation or $30,000
(subject to a cost of living adjustment for future years). In addition,
the Internal Revenue Code limited the amount of salary on which an employee
may make contributions to $150,000 and $235,840 in 1994 and 1993,
respectively.
Loan Provision
Under the loan provisions of the Thrift Plan, each participant is
permitted one loan per year 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. Each loan bears interest at a rate
fixed by the administrator of the Thrift Plan in accordance with applicable
rules and regulations. The rates in effect at December 31, 1994 and 1993
were 9.5% and 7.0%, respectively.
Other Information
Administrative services were provided by the Company without cost to the
Thrift Plan.
Employer contributions, which are initially invested solely in the Stock
Fund (see Note 3), may be in the form of cash or shares of the Company's
common stock. Amounts due from the Company, representing the employer
matching contributions, net of available forfeitures, at December 31, 1993
were $935,165. There were no employer matching contributions receivable at
December 31, 1994 as the Company made its required contribution to the
Thrift Plan prior to December 31, 1994.
Beginning in 1993, participants who are fully vested may transfer up to
one-ninth of the employer contribution, including income thereon, credited
to their account after January 1, 1990, to any of the Thrift Plan
investment funds.
Effective January 1, 1993, Thrift Plan participants may change the
investment mix of their contributions once each month rather than once each
quarter, as previously provided. Also as of that date, transfers between
investment funds may be in 1% increments of the participant's account
balance, rather than the 25% increments previously required.
7
<PAGE>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS - (Continued)
2. DESCRIPTION OF THE PLAN - (Continued)
Other Information -- (Continued)
There were 7,002 and 7,417 participants in the Thrift Plan at December
31, 1994 and 1993, respectively. The number of participants' accounts in
each of the Thrift Plan funds at December 31, was as follows:
FUND 1994 1993
Interest Income Fund 5,527 6,101
Equity Income Fund 2,952 2,777
Stock Fund 6,600 6,950
Equity Index Fund 1,085 839
Equity Growth Fund 2,236 1,979
Loan Fund 1,172 1,254
3. DESCRIPTION OF FUNDS
Investment Funds
Participants may elect to have their contributions invested in one or
more of the following investment funds:
Interest Income Fund - invests primarily in traditional and synthetic
guaranteed income contracts with insurance companies and other short term
investments. The weighted average interest rate for the fund's investment
was 7.29% as of December 31, 1994.
The Dreyfus fund had a yield of 6.10% at December 31, 1994 and is due on
demand. At December 31, 1994, the Plan held a 6.92%, due on demand, group
annuity contract with Aetna Life Insurance Company. The group annuity contract
is invested in Aetna's Separate Account Number 362, an individually managed
separate account which invests primarily in U.S. government backed securities.
The Interest Income Fund also held the following guaranteed income contracts at
December 31, 1994: Massachusetts Mutual Life Insurance Company, 9.17%, due on
demand, $21,081,848; Travelers Insurance Company, 9.65%, due March 31, 1995,
$3,747,286; and Travelers Insurance Company, 9.21%, due April 1, 1995,
$6,312,591.
Equity Income Fund - invests primarily in the Fidelity Equity Income
Fund, a mutual fund. At December 31, 1994, the mutual fund invested
approximately 92% of its total assets in income-producing equity
securities, including common or preferred stock and debt securities
convertible into common stock. The balance of this mutual fund's
investments were in bonds and cash.
8
<PAGE>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
NOTES TO FINANCIAL STATEMENTS - (Continued)
3. DESCRIPTION OF FUNDS - (Continued)
Stock Fund - invests primarily in the Company's common stock purchased
in the open market or contributed by the Company.
Equity Index Fund - invests primarily in the Fidelity Equity Index Fund,
a mutual fund. The Fidelity Equity Index Fund invests primarily in the
common stock of companies comprising the Standard & Poor's 500 index.
Equity Growth Fund - invests primarily in the Janus Fund, a mutual fund.
The Janus Fund invests in a diversified portfolio of common stocks which
includes large well-established companies and smaller emerging growth
companies. The Fund also invests in international equity securities which
comprised approximately 10% of the portfolio at December 31, 1994.
Loan Fund
The Loan Fund consists of interest-earning loan balances due from
participants. The Loan Fund does not accept participant contributions.
4. TAX STATUS
The District Director of Internal Revenue in Baltimore, Maryland has
issued a letter of determination stating that the Thrift Plan qualifies
under Sections 401 (a) and (k) of the Internal Revenue Code of 1986, as
amended. Since that letter was issued, the Thrift Plan was amended to
comply with changes in the law, primarily the Tax Reform Act of 1986. The
Company filed a request in March 1995, within the period required by law,
to obtain a determination letter with respect to the Thrift Plan, as so
amended. The Company believes that the Thrift Plan, as amended, continues
to qualify as a tax-exempt defined contribution plan and that, therefore,
investment income earned by the Thrift Plan is not subject to Federal
income taxes.
An employee will not be subject to Federal income tax on employer
contributions when made or on the earnings of the employee's account when
earned. Generally, an employee will be subject to Federal income tax on
distributions or withdrawals from employee accounts reduced by the portion
of such withdrawals considered to be the employee's contributions made with
after-tax earnings.
5. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the
right under the Thrift Plan to discontinue its contributions at any time
and to terminate the Thrift Plan subject to the provisions of the Employee
Retirement Income Security Act of 1974. In the event of plan termination,
as defined under applicable provisions of the Internal Revenue Code of 1986
and regulations thereunder, participants will become 100 percent vested in
their accounts.
9
<PAGE>
<TABLE>
<CAPTION>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1994
Shares
or Historical Market
Par Value Security Description Cost Value
--------- ----------------------------- -------------- ------------
<S> <C> <C> <C>
* Alexander & Alexander Services Inc.
3,645,876 Common Stock $86,801,346 $67,448,706
* Wachovia Bank of North Carolina, N.A.
2,107,657 Short Term Investment Fund 2,107,657 2,107,657
20,206,761 Dreyfus Guaranteed Investment Fund 20,206,761 20,206,761
Aetna Life Insurance Company 14628, Dated
97,318,809 10/01/92, 6.92%, due on demand 97,318,809 97,318,809
1,165,084 Fidelity Equity Income Fund 33,486,953 35,768,074
312,494 Fidelity Equity Index Fund 5,054,157 5,284,273
983,532 Janus Equity Growth Fund 18,214,845 18,470,725
Guaranteed income contracts:
Massachusetts Mutual Life Insurance Company, 9.17%,
21,081,848 matured December 31, 1994 due on demand 21,081,848 21,081,848
Travelers Insurance Company, 9.21%,
6,312,591 due April 1, 1995 6,312,591 6,312,591
Travelers Insurance Company, 9.65%,
3,747,286 due March 31, 1995 3,747,286 3,747,286
Participant loans, 7.0% - 13.5%, various maturities; (all loan
7,032,499 agreements are in compliance with the terms of the Plan) 7,032,499 7,032,499
-------------- ------------
Total investments $301,364,752 $284,779,229
============== ============
</TABLE>
* Denotes party-in-interest
10
<PAGE>
<TABLE>
<CAPTION>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
For the Year Ended December 31, 1994
Number Number Current
of Purchase of Cost Value on Realized
Security Description Purchases Price Sales Proceeds Value Trade Date Gain (Loss)
- -------------------- --------- ---------- -------- -------- ----------- -------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
I. Single transactions in excess of
5% of fair market value of Thrift
Plan assets at January 1, 1994:
Prudential Insurance Contract 6298-211,
Dated 6/6/89, 9.1%, Matured 6/30/94 1 $18,654,865 $18,654,865 $18,654,865 $0
Aetna Life Insurance Company 14268, Dated
10/01/92, 6.92% due on demand 1 $18,654,865 18,654,865 18,654,865 N/A
II. Series of transactions in excess
of 5% of fair market value of Thrift
Plan assets at January 1, 1994:
Wachovia Bank of North Carolina, N.A.
Short Term Investment Fund 247 $36,183,033 $36,183,033 $36,183,033 $0
Wachovia Bank of North Carolina, N.A.
Short Term Investment Fund 239 $36,859,995 $36,859,995 $36,859,995 N/A
Dreyfus Guaranteed Investment Fund 22 23,205,358 23,205,358 23,205,358 0
Dreyfus Guaranteed Investment Fund 29 8,355,218 8,355,218 8,355,218 N/A
Aetna Life Insurance Company 14628, Dated
10/01/92, 6.92%, due on demand 4 32,411,916 32,411,916 32,411,916 N/A
III. Series of transactions by broker
with single transaction in excess of
5% of fair market value of Thrift
Plan assets at January 1, 1994:
No transactions to report
</TABLE>
11
<PAGE>
EXHIBITS
I. Consent of Independent Auditors
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Company's U.S. Benefits Administration Committee which administers the
Thrift Plan has duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
Thrift Plan for Employees of
Alexander & Alexander Services Inc.
and Subsidiaries
---------------------------------
(Name of Plan)
Date: JUNE 23, 1995 By /S/ HENRY C. KRAMER
--------------------- -------------------------
HENRY C. KRAMER
Vice President and Director of Benefits Programs
12
<PAGE>
EXHIBIT I
CONSENT OF INDEPENDENT AUDITORS
Alexander & Alexander Services Inc.:
We consent to the incorporation by reference in Registration Statements
Nos. 2-86820, 33-16609 and 33-8152 on Form S-8 of our report dated June
23, 1995, appearing in this Annual Report on Form 11-K of the Thrift Plan
for Employees of Alexander & Alexander Services Inc. and Subsidiaries for
the year ended December 31, 1994.
/s/ DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Baltimore, Maryland
June 26, 1995
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