================================================================================
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, 1995
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 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, 1995 and 1994, 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, in all material
respects, the net assets available for plan benefits of the Thrift Plan at
December 31, 1995 and 1994, 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, 1995 and (2)
reportable transactions for the year ended December 31, 1995, are presented for
the purpose of additional analysis as required by the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974 and are not a required part of the basic financial
statements. The supplemental information by fund is presented for the purpose of
additional analysis of the basic financial statements rather than to present
information regarding the net assets available for benefits and changes in net
assets available for benefits of the individual funds, and is not a required
part of the basic financial statements. These schedules and fund information are
the responsibility of the Thrift Plan's management. Such supplemental schedules
and information by fund have been subjected to the auditing procedures applied
in our audit of the basic 1995 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 21, 1996
1
<PAGE>
<TABLE><CAPTION>
THRIFT PLAN FOR EMPLOYEES OF
ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31, 1995
SUPPLEMENTAL INFORMATION BY FUND
-------------------------------------------------------------------
INTEREST EQUITY EQUITY EQUITY
INCOME INCOME STOCK INDEX GROWTH
TOTAL FUND FUND FUND FUND FUND
------------- ------------- ------------- ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Investments:
Securities--at market value:
Alexander & Alexander Services Inc.
Common stock-(3,362,120 shares) $ 63,880,280 $63,880,280
Unaffiliated issuers:
Wachovia Bank of North Carolina,
N.A. - Short Term Investment Fund 4,861,832 $ 1,349,881 $ 987,932 $ 746,597 $ 784,355 $ 991,952
Dreyfus Guaranteed Investment Fund 15,222,341 15,222,341
Fidelity Equity Income Fund 43,610,384 43,610,384
Fidelity Equity Index Fund 9,199,529
9,199,529
Janus Fund 23,641,093 23,641,093
Aetna Life Insurance Company
Group Annuity Contract 114,482,874 114,482,874
Participant loans 5,876,591
------------- ------------ ------------ ------------ ------------ -----------
Total investments 280,774,924 131,055,096 44,598,316 64,626,877 9,983,884 24,633,045
Accrued income receivable 822,336 714,485 36,458 1,399 32,033 37,956
Amounts due to brokers (105,030) (87,279) (17,751)
Accrued participant inter-fund 0 40,040 (69,037) 46,251 29,814 (14,654)
transfers
------------- ------------- ------------- ------------ ------------ ------------
Net assets available for plan benefits $281,492,230 $131,722,342 $44,565,737 $64,656,776 $10,045,731 $24,656,347
============= ============= ============= ============ ============ ============
<CAPTION>
-------------
LOAN
FUND
-------------
<S> <C>
Investments:
Securities--at market value:
Alexander & Alexander Services
Inc.
Common stock-(3,362,120 shares)
Unaffiliated issuers:
Wachovia Bank of North Carolina,
N.A. - Short Term Investment Fund $ 1,115
Dreyfus Guaranteed Investment Fund
Fidelity Equity Income Fund
Fidelity Equity Index Fund
Janus Fund
Aetna Life Insurance Company
Group Annuity Contract
Participant loans 5,876,591
------------
Total investments 5,877,706
Accrued income receivable 5
Amounts due to brokers
Accrued participant inter-fund (32,414)
transfers
------------
Net assets available for plan benefits $5,845,297
============
</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
December 31, 1994
SUPPLEMENTAL INFORMATION BY FUND
----------------------------------------------------------------------
INTEREST EQUITY EQUITY EQUITY
INCOME INCOME STOCK INDEX GROWTH
TOTAL FUND FUND FUND FUND FUND
-------------- --------------- ------------- ------------- ------------- ------------
<S> <C> <C> <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 $ 62,618 $ 159,109
Dreyfus Guaranteed Investment
Fund 20,206,761 20,206,761
Fidelity Equity Income Fund 35,768,074 35,768,074
Fidelity Equity Index Fund 5,284,273 5,284,273
Janus Fund 18,470,725 18,470,725
Aetna Life Insurance Company
Group Annuity Contract 97,318,809 97,318,809
Guaranteed income contracts 31,141,725 31,141,725
Participant loans 7,032,499
-------------- --------------- ------------- ------------ ---------- ------------
Total Investments 284,779,229 149,181,229 35,970,245 68,618,423 5,346,891 18,629,834
Accrued income receivable 893,114 890,833 187 1,739 72 283
Amounts due from (to) brokers (11,784) 37,706 (66,719) 17,229
Accrued participant inter-fund transfers 0 (176,287) 134,797 150,480 60,376 (111,835)
-------------- --------------- ------------- ----------- ---------- ------------
Net assets available for plan benefits $285,660,559 $149,895,775 $36,105,229 $68,808,348 $5,340,620 $18,535,511
============== =============== ============= =========== ========== ============
<CAPTION>
------------
LOAN
FUND
------------
<S> <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 $ 108
Dreyfus Guaranteed Investment
Fund
Fidelity Equity Income Fund
Fidelity Equity Index Fund
Janus Fund
Aetna Life Insurance Company
Group Annuity Contract
Guaranteed income contracts
Participant loans 7,032,499
------------
Total Investments 7,032,607
Accrued income receivable
Amounts due from (to) brokers
Accrued participant inter-fund transfers (57,531)
------------
Net assets available for plan benefits $6,975,076
============
</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
For the Year Ended December 31, 1995
SUPPLEMENTAL INFORMATION BY FUND
----------------------------------------------------------------------
INTEREST EQUITY EQUITY EQUITY
INCOME INCOME STOCK INDEX GROWTH
TOTAL FUND FUND FUND FUND FUND
------------- -------------- ------------ -------------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C>
Investment earnings:
Net realized gains on security
sales 3,472,076 375,367 $2,840,117 46,234 210,358
Net appreciation (depreciation) in
fair value of investments 13,308,728 7,705,671 (60,035) 1,850,563 3,812,529
Dividend income 5,223,735 $ 861,112 $ 2,579,392 346,946 203,534 1,232,751
Interest income 8,728,856 8,150,007 20,662 55,891 4,546 11,027
Administrative expenses (195,537) (98,612) (26,773) (51,215) (4,646) (14,286)
------------- -------------- ------------ -------------- ------------- -------------
Net investment earnings 30,537,858 8,912,507 10,654,319 3,131,704 2,100,231 5,252,379
Contributions:
Participants 22,165,414 9,769,812 4,596,996 1,680,130 2,062,158 4,056,318
Employer 9,354,656 9,354,656
Forfeitures (1,640,259) (1,640,259)
Withdrawals by participants (64,585,998) (36,070,648) (7,549,285) (14,693,523) (903,761) (4,214,001)
Participant inter-fund transfers 0 (785,104) 758,478 (1,984,280) 1,446,483 1,026,140
------------- -------------- ------------ -------------- ------------- -------------
Increase (decrease) in net assets
available for plan benefits (4,168,329) (18,173,433) 8,460,508 (4,151,572) 4,705,111 6,120,836
Net assets available for plan
benefits, January 1, 1995 285,660,559 149,895,775 36,105,229 68,808,348 5,340,620 18,535,511
------------- -------------- ------------ -------------- ------------- -------------
Net assets available for plan
benefits, December 31, 1995 $281,492,230 $131,722,342 $44,565,737 $64,656,778 $10,045,731 $24,656,347
============= ============== ============ ============== ============= =============
<CAPTION>
---------------
LOAN
FUND
---------------
<S> <C>
Investment earnings:
Net realized gains on security
sales
Net appreciation (depreciation) in
fair value of investments
Dividend income
Interest income $ 486,723
Administrative expenses (5)
---------------
Net investment earnings 486,718
Contributions:
Participants
Employer
Forfeitures
Withdrawals by participants (1,154,780)
Participant inter-fund transfers (461,717)
---------------
Increase (decrease) in net assets
available for plan benefits (1,129,779)
Net assets available for plan
benefits, January 1, 1995 6,975,076
---------------
Net assets available for plan
benefits, December 31, 1995 $5,845,297
===============
</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
For the Year Ended December 31, 1994
SUPPLEMENTAL INFORMATION BY FUND
-------------------------------------------------------------------
INTEREST EQUITY EQUITY EQUITY
INCOME INCOME STOCK INDEX GROWTH
TOTAL FUND FUND FUND FUND FUND
------------- -------------- ------------ ------------- ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Investment earnings:
Net realized gains (losses) on security
sales $ (10,626) (13,115) 3,826 1,872 (3,209)
Net depreciation in fair value of
investments (7,005,197) (3,305,665) (3,046,004) (88,027) (565,501)
Dividend income 5,035,033 3,419,361 1,081,542 152,433 381,697
Interest income 11,290,139 $ 10,464,637 65,703 161,848 25,689 16,877
Administrative expenses (848) (97) (54) (661) (14) (22)
------------- -------------- ------------ ------------- ------------ ------------
Net investment earnings (loss) 9,308,501 10,464,540 166,230 (1,799,449) 91,953 ( 170,158)
Contributions:
Participants 20,869,513 9,815,753 4,238,862 1,666,709 1,292,884 3,855,305
Employer 10,967,924 10,967,924
Forfeitures (1,098,117) (1,098,117)
Withdrawals by participants (35,790,734) (22,984,024) (4,310,913) (5,395,110) (517,257) (1,915,730)
Participant inter-fund transfers 0 (2,281,951) 1,163,264 735,393 358,507 362,935
------------- -------------- ------------ ------------- ------------ ------------
Increase (decrease) in net assets
available for plan benefits 4,257,087 (4,985,682) 1,257,443 5,077,350 1,226,087 2,132,352
Net assets available for plan benefits,
January 1, 1994 281,403,472 154,881,457 34,847,786 63,730,998 4,114,533 16,403,159
------------- -------------- ------------ ------------- ------------ ------------
Net assets available for plan benefits,
December 31, 1994 $285,660,559 $149,895,775 $36,105,229 $68,808,348 $5,340,620 $18,535,511
============= ============== ============ ============= ============ ============
<CAPTION>
------------
LOAN
FUND
------------
<S> <C>
Investment earnings:
Net realized gains (losses) on security
sales
Net depreciation in fair value of
investments
Dividend income
Interest income $ 555,385
Administrative expenses
------------
Net investment earnings (loss) 555,385
Contributions:
Participants
Employer
Forfeitures
Withdrawals by participants (667,700)
Participant inter-fund transfers (338,148)
------------
Increase (decrease) in net assets
available for plan benefits (450,463)
Net assets available for plan benefits,
January 1, 1994 7,425,539
------------
Net assets available for plan benefits,
December 31, 1994 $6,975,076
============
</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 Thrift Plan for Employees of Alexander & Alexander Services Inc. and
Subsidiaries (the "Thrift Plan") is subject to the Employee Retirement Income
Security Act of 1974 ("ERISA"). The financial statements of the Thrift Plan are
prepared in accordance with generally accepted accounting principles as well as
the Department of Labor's Rules and Regulations for Reporting and Disclosure
under ERISA.
INVESTMENTS
Temporary investments are valued at cost which approximates fair market
value. The Thrift Plan adopted the American Institute of Certified Public
Accountants' ("AICPA") Statement of Position 94-4, Reporting of Investment
Contracts, in 1995 and records guaranteed investment contracts that are fully
benefit responsive at contract value. In 1994, all guaranteed investment
contracts were stated at contract value. All other securities are valued at
quoted market prices. Participant loans represent the balance currently
outstanding. Securities transactions are accounted for on the trade dates.
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.
PRESENTATION
Certain prior period amounts have been reclassified to conform with the
current year presentation.
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 1995, the annual Tax Saver contribution
for an individual participant was limited to $9,240. In accordance with
applicable federal law, 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.
The employer contribution rate is 75% of the first 6% of each participant's
contribution. Employer contributions are initially invested solely in the Stock
Fund (see Note 3) and may be in the form of cash or shares of the Company's
common stock. For plan years prior to 1995, employer matching contributions and
earnings thereon were credited to a participant's account monthly. Beginning in
plan year 1995, the employer matching contribution is credited to a
participant's account at the end of the plan year, providing the participant is
an active employee on the last day of the plan year. The total employer
contribution for the plan year is calculated as
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)
though the monthly matching contribution was invested in Company stock, and will
reflect the increase or decrease in the value of the Company stock, throughout
the year.
Employer contributions vest generally 33 1/3% after three years of
credited service with the Company 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 or voluntarily resigns from the
Company, are forfeited. Forfeitures are used to reduce future employer
contributions to the Thrift Plan.
The overall limit on the combined sum of the participant's and employer's
contribution is the lesser of 25% of taxable 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 per year for both 1995 and 1994.
LOAN PROVISION
Under the loan provisions of the Thrift 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. Each loan bears interest at a rate
fixed by the administrator of the Thrift Plan in accordance with applicable
rules and regulations. The rate in effect at December 31, 1995 and 1994 was
9.5%.
OTHER INFORMATION
Administrative costs may be paid by the Plan or the Company.
Administrative expenses including investment management fees, accounting and
auditing costs as well as trustee fees were paid by the Plan in 1995. In 1994,
only investment manager fees and broker fees were paid by the Plan, all other
administrative costs were paid by the Company.
Thrift Plan participants may change the investment mix of their
contributions once each month and make transfers between investment funds in 1%
increments of the participant's account balance.
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.
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 6,255 and 7,002 participants in the Thrift Plan at December 31,
1995 and 1994, respectively. The number of participants' accounts in each of the
Thrift Plan funds at December 31, was as follows:
-----------------------------------------
FUND 1995 1994
---- ---- ----
-------------------- --------- -------
Interest Income Fund 4,592 5,527
-----------------------------------------
Equity Income Fund 2,832 2,952
-----------------------------------------
Stock Fund 6,143 6,600
-----------------------------------------
Equity Index Fund 1,413 1,085
-----------------------------------------
Equity Growth Fund 2,293 2,236
-----------------------------------------
Loan Fund 887 1,172
-----------------------------------------
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 short term investments. The
weighted average interest rate for the fund's investments was 6.68% as of
December 31, 1995.
At December 31, 1995, the Plan held a 6.76%, due on demand,
benefit-responsive, participating, separate account, group annuity investment
contract with Aetna Life Insurance Company. The 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 rate on
this contract is established quarterly and is a function of the relationship
between the contract value and the value of the assets in the separate account.
The Plan records its investment at contract value.
The Fund's short term investment in the Dreyfus Guaranteed Investment
Fund, a mutual fund, had a yield of 6.08% at December 31, 1995.
EQUITY INCOME FUND - invests primarily in the Fidelity Equity Income Fund,
a mutual fund that invests up to 65% of its portfolio in income producing equity
securities. The balance of this mutual fund's investments can be invested in all
types of domestic and foreign securities, including bonds.
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 seeks long-term growth of capital by investing primarily in a
diversified portfolio of common stocks with an emphasis on companies with larger
market capitalizations.
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 dated April 9, 1996, stating that the Thrift
Plan qualifies as a tax-exempt defined contribution plan under Sections 401 (a)
and (k) of the Internal Revenue Code of 1986, as amended. This determination
thereby exempts investment income earned by the Plan from 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) PART I - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1995
Shares
or Historical Market
Par Value Security Description Cost Value
--------------- --------------------------------------------------- ---------------- ---------------
<S> <C> <C> <C>
* 3,362,120 Alexander & Alexander Services Inc.. Common Stock
$ 79,677,683 $ 63,880,280
* 4,861,832 Wachovia Bank of North Carolina, N.A., Short Term
Investment Fund 4,861,832 4,861,832
15,222,341 Dreyfus Guaranteed Investment Fund 15,222,341 15,222,341
114,482,874 Aetna Life Insurance Company Group Annuity
Contract, Interest Accumulation Fund, Dated
10/01/1992, 6.76%, due on demand 114,482,874 114,482,874
1,149,760 Fidelity Equity Income Fund 33,911,626 43,610,384
407,600 Fidelity Equity Index Fund 7,132,198 9,199,529
1,026,089 Janus Equity Growth Fund 19,599,912 23,641,093
5,876,591 Participant loans, 7.0% - 13.0%, various
maturities; (all loan agreements are in
compliance with the terms of the Plan) 5,876,591 5,876,591
---------------- ---------------
Total investments $280,765,057 $280,774,924
================ ===============
* Denotes party-in-interest
</TABLE>
ITEM 27(a) PART II - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES THAT
WERE BOTH ACQUIRED AND DISPOSED OF WITHIN THE PLAN YEAR
For the Year Ended December 31, 1995
No Transactions to Report.
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, 1995
Current
Value on
Purchase Selling Expenses Transaction
Security Description Price Price Incurred Cost Value Date
------------------------------------ --------------- ------------- ------------ --------------- --------------
<S> <C> <C> <C> <C> <C>
SINGLE TRANSACTIONS:
Wachovia Bank DTF Short Term $14,945,544 $14,945,544 $14,945,544
Investment Fund
Massachusetts Mutual Life GAC 21,239,528 21,239,528 21,239,528
#6203, DTD 2-7-90 9.17% MAT
12-31-94
SERIES of TRANSACTIONS:
35 Alexander & Alexander Services $ 7,863,140 $ 3,752 7,866,892 7,863,140
Inc., Common Stock
60 Alexander & Alexander Services 14,565,783 25,658 14,990,555 14,565,783
Inc., Common Stock
1 BMW US Capital Corp Discount CP, 7,970,911 7,970,911 7,970,911
DTD 4/25/95 5.95% MAT 6/01/95
1 BMW US Capital Corp Discount CP, 7,970,911 7,970,911 7,970,911
DTD 4/25/95 5.95% MAT 6/01/95
285 Wachovia Bank DTF Short Term 89,020,522 89,020,522 89,020,522
Investment Fund
255 Wachovia Bank DTF Short Term 86,266,347 86,266,347 86,266,347
Investment Fund
1 Massachusetts Mutual Life GAC 21,239,528 21,239,528 21,239,528
#6203, DTD 2-7-90 9.17% MAT
12-31-94
1 Commercial Credit Corp Discount 10,945,535 10,945,535 10,945,535
CP, DTD 1/03/95 5.75% MAT 2/03/95
1 Commercial Credit Corp Discount 10,945,535 10,945,535 10,945,535
CP, DTD 1/03/95 5.75% MAT 2/03/95
26 Dreyfus Guaranteed Investment Fund 18,817,111 18,817,111 18,817,111
11 Dreyfus Guaranteed Investment Fund 23,801,531 23,801,531 23,801,531
1 Pepsico Inc. Discount CP DTD 9,950,486 9,950,486 9,950,486
11/16/94 5.71% MAT 02/03/95
1 Pepsico Inc. Discount CP DTD 9,950,486 9,950,486 9,950,486
11/16/94 5.71% MAT 02/03/95
1 Philip Morris Discount CP DTD 8,998,475 8,998,475 8,998,475
4/3/95 6.10% MAT 4/04/95
1 Philip Morris Discount CP DTD 8,998,475 8,998,475 8,998,475
4/3/95 6.10% MAT 4/04/95
1 Smith Barney Discount CP DTD 9,948,764 9,948,764 9,948,764
2/03/95 5.95% MAT 3/06/95
1 Smith Barney Discount CP DTD 9,948,764 9,948,764 9,948,764
2/03/95 5.95% MAT 3/06/95
1 Smith Barney Discount CP DTD 10,949,094 10,949,094 10,949,094
3/06/95 6.0% MAT 4/03/95
1 Smith Barney Discount CP DTD 10,949,094 10,949,094 10,949,094
3/06/95 6.0% MAT 4/03/95
1 Travelers Insurance Discount CP 9,953,722 9,953,722 9,953,722
DTD 03/06/95 6.17% MAT 04/03/95
1 Travelers Insurance Discount CP 9,953,722 9,953,722 9,953,722
DTD 03/06/95 6.17% MAT 04/03/95
1 Travelers Insurance Discount CP 10,943,640 10,943,640 10,943,640
DTD 2/03/95 5.95% MAT 3/06/95
1 Travelers Insurance Discount CP 10,943,640 10,943,640 10,943,640
DTD 2/03/95 5.95% MAT 3/06/95
<CAPTION>
Gain/(Loss)
-------------
<S> <C>
SINGLE TRANSACTIONS:
Wachovia Bank DTF Short Term
Investment Fund $ 0
Massachusetts Mutual Life GAC
#6203, DTD 2-7-90 9.17% MAT 0
12-31-94
SERIES of TRANSACTIONS:
35 Alexander & Alexander Services
Inc., Common Stock
60 Alexander & Alexander Services
Inc., Common Stock (450,430)
1 BMW US Capital Corp Discount CP,
DTD 4/25/95 5.95% MAT 6/01/95 0
1 BMW US Capital Corp Discount CP,
DTD 4/25/95 5.95% MAT 6/01/95 0
285 Wachovia Bank DTF Short Term
Investment Fund
255 Wachovia Bank DTF Short Term
Investment Fund 0
1 Massachusetts Mutual Life GAC
#6203, DTD 2-7-90 9.17% MAT 0
12-31-94
1 Commercial Credit Corp Discount
CP, DTD 1/03/95 5.75% MAT 2/03/95
1 Commercial Credit Corp Discount
CP, DTD 1/03/95 5.75% MAT 2/03/95 0
26 Dreyfus Guaranteed Investment Fund 0
11 Dreyfus Guaranteed Investment Fund
1 Pepsico Inc. Discount CP DTD
11/16/94 5.71% MAT 02/03/95
1 Pepsico Inc. Discount CP DTD
11/16/94 5.71% MAT 02/03/95 0
1 Philip Morris Discount CP DTD
4/3/95 6.10% MAT 4/04/95
1 Philip Morris Discount CP DTD
4/3/95 6.10% MAT 4/04/95 0
1 Smith Barney Discount CP DTD
2/03/95 5.95% MAT 3/06/95
1 Smith Barney Discount CP DTD
2/03/95 5.95% MAT 3/06/95 0
1 Smith Barney Discount CP DTD
3/06/95 6.0% MAT 4/03/95
1 Smith Barney Discount CP DTD
3/06/95 6.0% MAT 4/03/95 0
1 Travelers Insurance Discount CP
DTD 03/06/95 6.17% MAT 04/03/95
1 Travelers Insurance Discount CP
DTD 03/06/95 6.17% MAT 04/03/95 0
1 Travelers Insurance Discount CP
DTD 2/03/95 5.95% MAT 3/06/95
1 Travelers Insurance Discount CP
DTD 2/03/95 5.95% MAT 3/06/95 0
</TABLE>
SERIES OF TRANSACTIONS BY BROKER WITH
5% SINGLE TRANSACTION:
No transactions to report.
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 26, 1996 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 21,1996,
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, 1995.
/s/ DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Baltimore, Maryland
June 26, 1996
13
