<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
-------------------------------------
FORM 11-K
ANNUAL REPORT
Commission File No. 0-9899
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For the Plan's fiscal year ended DECEMBER 31, 1996
-------------------------------------
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
MEDICAL GRAPHICS CORPORATION
401(k) SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Medical Graphics Corporation
350 Oak Grove Parkway
Saint Paul, Minnesota 55127
This Form 11-K consists of 17 pages (including exhibits). The index to exhibits
is set forth on page 3.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Trustees of the Medical Graphics Corporation 401(k) Savings Plan have duly
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: June 30, 1997 MEDICAL GRAPHICS CORPORATION 401(k)
SAVINGS PLAN
By /s/ Dale H. Johnson
--------------------------------------
Dale H. Johnson
Trustee
2
<PAGE>
INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION
23.1 Consent of Independent Auditors - Deloitte & Touche
LLP
23.1 Consent of Independent Auditors - Ernst & Young LLP
99 Financial Statements
Independent Auditors' Report of Deloitte & Touche
LLP
Report of Independent Auditors - Ernst & Young
LLP
Medical Graphics 401(k) Savings Plan Financial
Statements for the Years Ended December 31, 1996
and 1995
Supplemental Schedules for the Year Ended
December 31, 1996
3
<PAGE>
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in Registration Statement No.
33-64430 of Medical Graphics Corporation on Form S-8 our report dated June 18,
1997 appearing in this annual report on Form 11-K of the Medical Graphics
Corporation 401(k) Savings Plan for the year ended December 31, 1996.
/s/ Deloitte & Touche LLP
Minneapolis, Minnesota
June 27, 1997
<PAGE>
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 33-64430) pertaining to the Medical Graphics Corporation 401(k) Savings
Plan of our report dated June 26, 1996, with respect to the financial statements
and schedules of Medical Graphics Corporation 401(k) Savings Plan included in
this Annual Report (Form 11-K) for the year ended December 31, 1996.
/s/ Ernst & Young LLP
Minneapolis, Minnesota
June 27, 1997
<PAGE>
MEDICAL GRAPHICS CORPORATION
401(k) SAVINGS PLAN
FINANCIAL STATEMENTS FOR THE YEARS ENDED
DECEMBER 31, 1996 AND 1995, SUPPLEMENTAL
SCHEDULES FOR THE YEAR ENDED DECEMBER 31,
1996, AND INDEPENDENT AUDITORS' REPORT
<PAGE>
MEDICAL GRAPHICS CORPORATION
401(k) SAVINGS PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
PAGE
INDEPENDENT AUDITORS' REPORT OF DELOITTE & TOUCHE LLP 1
INDEPENDENT AUDITORS' REPORT OF ERNST & YOUNG LLP 2
FINANCIAL STATEMENTS - YEARS ENDED DECEMBER 31, 1996 AND 1995:
Statements of Net Assets Available for Benefits 3
Statements of Changes in Net Assets Available for Benefits 4 - 5
Notes to Financial Statements 6
SUPPLEMENTAL SCHEDULES FURNISHED PURSUANT TO THE
REQUIREMENTS OF FORM 5500 - YEAR ENDED DECEMBER 31, 1996:
Item 27a - Schedule of Assets Held for Investment Purposes 10
Item 27d - Schedule of Reportable Transactions 11
<PAGE>
INDEPENDENT AUDITORS' REPORT
Board of Directors
Medical Graphics Corporation
Saint Paul, Minnesota
We have audited the accompanying financial statements of Medical Graphics
Corporation 401(k) Savings Plan (the Plan) as of and for the year ended December
31, 1996, listed in the Table of Contents. 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 audit 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 audit provides a reasonable basis for our opinion.
In our opinion, such 1996 financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1996, and the changes in net assets available for benefits for the year then
ended, in conformity with generally accepted accounting principles.
Our audit was conducted for the purpose of forming an opinion on the basic 1996
financial statements taken as a whole. The 1996 supplemental schedules listed
in the Table of Contents are presented for the purpose of additional analysis
and are not a required part of the basic financial statements, but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental information by fund in the statement
of changes in net assets available for benefits for the year ended December
31, 1996 is presented for the purposes of additional analysis rather than to
present the changes in net assets available for benefits of the individual
funds. These supplemental schedules and supplemental information by fund are
the responsibility of the Plan's management. Such supplemental schedules and
supplemental information by fund have been subjected to the auditing procedures
applied in our audit of the basic 1996 financial statements and, in our opinion,
are fairly stated in all material respects when considered in relation to the
basic 1996 financial statements taken as a whole.
/s/ Deloitte & Touche LLP
Minneapolis, Minnesota
June 18, 1997
<PAGE>
Report of Independent Auditors
Board of Directors
Medical Graphics Corporation
Medical Graphics Corporation 401(k) Savings Plan
We have audited the accompanying statement of net assets available for plan
benefits of the Medical Graphics Corporation 401(k) Savings Plan as of December
31, 1995 and the related statement of changes in net assets available for plan
benefits for the year ended December 31, 1995. 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 audit.
We conducted our audit 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 audit provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan at
December 31, 1995 and the changes in its net assets available for plan benefits
for the year ended December 31, 1995, in conformity with generally accepted
accounting principles.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental
schedules of assets held for investment purposes as of December 31, 1995, and
reportable transactions for the year then ended, are presented for purposes
of complying with 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 in the statement of changes in net assets
available for benefits for the year ended December 31, 1995 is presented for
the purposes of additional analysis rather than to adress the changes in net
assets available for benefits of the individual funds. The supplemental
schedules and supplemental information by fund have been subjected to the
auditing procedures applied in our audit of the basic financial statements
and, in our opinion, are fairly stated in all material respects in relation
to the basic financial statements taken as a whole.
/s/ Ernst & Young LLP
Minneapolis, Minnesota
June 26, 1996
<PAGE>
MEDICAL GRAPHICS CORPORATION 401(k) SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1996 AND 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1996 1995
<S> <C> <C>
ASSETS:
Investments (Note 2):
KOPP Investment Portfolio $ 1,780,013 $ 1,522,435
Guaranteed Interest Account 554,308 574,579
U.S. Stock Account 900,546 492,637
International Stock Account 252,293 78,030
Money Market Account 72,924 86,713
Bond Emphasis Balanced Account 70,323 51,408
Stock Index Account 25,941 13,606
Medium Company Blend Account 4,765
Bond and Mortgage Account 449 703
Medical Graphics Corporation Common Stock Fund 10,730 22,605
Participant Loans 83,924 59,794
------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $ 3,756,216 $ 2,902,510
------------ ------------
------------ ------------
</TABLE>
See notes to financial statements.
3
<PAGE>
<TABLE>
<CAPTION>
MEDICAL GRAPHICS CORPORATION 401(k) SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1996
- -------------------------------------------------------------------------------------------------------------------
SUPPLEMENTAL INFORMATION BY FUND
--------------------------------------------------------------------
POOLED SEPARATE ACCOUNTS
--------------------------------------------------------------------
KOPP GUARANTEED BOND
INVESTMENT INTEREST U.S. INTERNATIONAL MONEY EMPHASIS
PORTFOLIO ACCOUNT STOCK STOCK MARKET BALANCED
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Net investment income
(Note 4) $ 131,482 $ 32,532 $ 157,973 $ 34,304 $ 4,187 $ 6,220
Contributions:
Employer 13,714 9,774 10,171 5,224 900 2,599
Participant 103,776 80,349 84,540 33,388 8,106 11,851
Rollovers 166,175 192,524 12,903 11,511 427
Loan payments 10,852 21,672 6,363 3,382 420 2,862
----------- --------- ---------- ---------- --------- ---------
425,999 144,327 451,571 89,201 25,124 23,959
DEDUCTIONS:
Distribution to participants (173,998) (62,812) (60,846) (3,429) (1,219) (326)
Transfers, net 7,361 (81,674) 23,996 88,594 (37,629) (4,692)
Administrative and loan
expenses (612) (588) (103) (65) (26)
New loans (1,784) (19,500) (6,224)
----------- --------- ---------- ---------- --------- ---------
(168,421) (164,598) (43,662) 85,062 (38,913) (5,044)
NET ADDITIONS
(DEDUCTIONS) 257,578 (20,271) 407,909 174,263 (13,789) 18,915
NET ASSETS AVAILABLE
FOR PLAN BENEFITS
AT JANUARY 1, 1996 1,522,435 574,579 492,637 78,030 86,713 51,408
----------- --------- ---------- ---------- --------- ---------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS
AT DECEMBER 31, 1996 $ 1,780,013 $ 554,308 $ 900,546 $ 252,293 $ 72,924 $ 70,323
----------- --------- ---------- ---------- --------- ---------
----------- --------- ---------- ---------- --------- ---------
<CAPTION>
POOLED SEPARATE ACCOUNTS
------------------------------------
MEDICAL
GRAPHICS
CORPORATION
MEDIUM COMMON
STOCK COMPANY BOND AND STOCK PARTICIPANT
INDEX BLEND MORTGAGE FUND LOANS TOTAL
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Net investment income
(Note 4) $ 4,414 $ 669 $ 20 $ 4,326 $ 6,333 $ 382,460
Contributions:
Employer 589 83 118 43,172
Participant 3,351 546 725 326,632
Rollovers 383,540
Loan payments (7,863) 37,688
--------- ------- ------- --------- --------- -----------
8,354 1,298 20 5,169 (1,530) 1,173,492
DEDUCTIONS:
Distribution to participants (360) (272) (271) (14,848) (318,381)
Transfers, net 4,346 3,471 (3,773)
Administrative and loan
expenses (5) (4) (2) (1,405)
New loans (13,000) 40,058
--------- ------- ------- --------- --------- -----------
3,981 3,467 (274) (17,044) 25,660 (319,786)
NET ADDITIONS
(DEDUCTIONS) 12,335 4,765 (254) (11,875) 24,130 853,706
NET ASSETS AVAILABLE
FOR PLAN BENEFITS
AT JANUARY 1, 1996 13,606 703 22,605 59,794 2,902,510
--------- ------- ------- --------- --------- -----------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS
AT DECEMBER 31, 1996 $ 25,941 $ 4,765 $ 449 $ 10,730 $ 83,924 $ 3,756,216
--------- ------- ------- --------- --------- -----------
--------- ------- ------- --------- --------- -----------
</TABLE>
See notes to financial statements.
4
<PAGE>
<TABLE>
<CAPTION>
MEDICAL GRAPHICS CORPORATION 401(k) SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1995
- -------------------------------------------------------------------------------------------------------------------
SUPPLEMENTAL INFORMATION BY FUND
-----------------------------------------------------------------------
POOLED SEPARATE ACCOUNTS
-----------------------------------------------------------------------
KOPP GUARANTEED BOND
INVESTMENT INTEREST U.S. INTERNATIONAL MONEY EMPHASIS
PORTFOLIO ACCOUNT STOCK STOCK MARKET BALANCED
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS:
Net investment income
(loss) $ 391,974 $ 32,069 $ 117,043 $ 9,256 $ 3,681 $ 6,641
Contributions:
Employer 33,581 23,001 12,634 9,655 2,214 2,107
Participant 115,002 101,365 57,827 38,733 6,810 7,133
Rollovers 4,730 8,132 4,731
Loan payments 6,761 8,164 2,150 692 189 446
----------- ---------- ---------- --------- --------- --------
552,048 172,731 189,654 58,336 12,894 21,058
DEDUCTIONS:
Distributions to
participants (34,130) (49,941) (9,743) (2,396) (10,942) (3,982)
Transfers, net (12,674) 2,773 (28,361) (16,230) 58,516 5,422
Administrative and loan
expenses (651) (421) (42) (35) (15)
New loans (13,554) (17,397) (2,976) (974)
----------- ---------- ---------- --------- --------- --------
(60,358) (65,216) (41,501) (18,668) 46,565 1,425
NET ADDITIONS
(DEDUCTIONS) 491,690 107,515 148,153 39,668 59,459 22,483
NET ASSETS AVAIL-
ABLE FOR PLAN
BENEFITS AT
JANUARY 1, 1995 1,030,745 467,064 344,484 38,362 27,254 28,925
----------- ---------- ---------- --------- --------- --------
NET ASSETS AVAIL-
ABLE FOR PLAN
BENEFITS AT
DECEMBER 31, 1995 $ 1,522,435 $ 574,579 $ 492,637 $ 78,030 $ 86,713 $ 51,408
----------- ---------- ---------- --------- --------- --------
----------- ---------- ---------- --------- --------- --------
<CAPTION>
POOLED SEPARATE ACCOUNTS
--------------------------------------
MEDICAL
GRAPHICS
CORPORATION
COMMON
STOCK BOND AND STOCK PARTICIPANT
INDEX MORTGAGE FUND LOANS TOTAL
<S> <C> <C> <C> <C> <C>
ADDITIONS:
Net investment income
(loss) $ 3,813 $ 120 $ (3,075) $ 561,522
Contributions:
Employer 786 1,167 85,145
Participant 2,109 65 4,020 333,064
Rollovers 17,593
Loan payments 110 $ (14,749) 3,763
---------- ------- ---------- ----------- ------------
6,708 185 2,222 (14,749) 1,001,087
DEDUCTIONS:
Distributions to
participants (61) (15,067) (126,262)
Transfers, net (3,895) (576) (4,975)
Administrative and loan
expenses (2) (1) (1,167)
New loans 34,901
---------- ------- ---------- ----------- ------------
(3,897) (577) (5,036) 19,834 (127,429)
NET ADDITIONS
(DEDUCTIONS) 2,811 (392) (2,814) 5,085 873,658
NET ASSETS AVAIL-
ABLE FOR PLAN
BENEFITS AT
JANUARY 1, 1995 10,795 1,095 25,419 54,709 2,028,852
---------- ------- ---------- ----------- ------------
NET ASSETS AVAIL-
ABLE FOR PLAN
BENEFITS AT
DECEMBER 31, 1995 $ 13,606 $ 703 $ 22,605 $ 59,794 $ 2,902,510
---------- ------- ---------- ----------- ------------
---------- ------- ---------- ----------- ------------
</TABLE>
See notes to financial statements.
5
<PAGE>
MEDICAL GRAPHICS CORPORATION 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1996 AND 1995
- --------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN
The following description of the Medical Graphics Corporation 401(k)
Savings Plan (the Plan) provides only general information. Participants
should refer to the Plan document for a more complete description of the
Plan's provisions.
GENERAL - The Plan is a defined contribution plan covering substantially
all employees of Medical Graphics Corporation (the Company) who have six
months of service and are age 21 or older. Medical Graphics Corporation,
as the Plan Administrator, controls and manages the operation and
administration of the Plan. Certain members of Medical Graphics
Corporation's management serve as the trustees of the Plan. Benefits are
funded through a qualified trust and a group annuity contract with
Principal Mutual Life Insurance Company. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974 (ERISA).
CONTRIBUTIONS - Under the provisions of the Plan, a participant may
contribute up to 17% of pretax annual compensation to his/her participant
account up to the maximum amount determined by the Internal Revenue
Service. There is a provision in the Plan for matching and nonelective
employer discretionary contributions. The Company contributes 25% of the
first 6% of base compensation that a participant contributes to the Plan.
VESTING - Participants are immediately vested in their salary reduction
contributions plus earnings thereon. Vesting in the matching and
nonelective discretionary contribution portion of their accounts plus
actual earnings thereon is based on years of credited service. A
participant is 100% vested after five years of credited service, with
staggered vesting percentages prior to that time.
PARTICIPANT ACCOUNTS - Each participant's account is credited with the
participant's contributions and withdrawals, as applicable, and allocations
of (a) Medical Graphics Corporation's contributions and (b) Plan earnings,
and debited with an allocation of administrative expenses. Allocations are
based on participant earnings, as defined. Forfeited balances of
terminated participants' nonvested accounts are used to reduce future
Medical Graphics Corporation contributions. The benefit to which a
participant is entitled is the benefit that can be provided from the
participant's account.
INVESTMENT OPTIONS - A participant may direct employee and employer
contributions to investment options as follows:
KOPP INVESTMENT PORTFOLIO - Funds are invested primarily in the common
stocks of emerging growth and large corporations.
GUARANTEED INTEREST ACCOUNT - A guaranteed investment which invests
mostly in private placement bonds, commercial mortgages, and
residential mortgages.
6
<PAGE>
U.S. STOCK ACCOUNT - A pooled investment account invested primarily in
common stocks of U.S. companies.
INTERNATIONAL STOCK ACCOUNT - A pooled investment account invested
primarily in common stocks of corporations located outside the United
States.
MONEY MARKET ACCOUNT - A pooled investment account which invests in
money market instruments.
BOND EMPHASIS BALANCED ACCOUNT - A pooled investment account invested
in other separate accounts of Principal Mutual Life Insurance Company,
weighted toward fixed income accounts.
STOCK INDEX ACCOUNT - A pooled investment account invested primarily
in common stocks of those firms included in the Standard & Poor's 500
Stock Index.
MEDIUM COMPANY BLEND ACCOUNT - A pooled investment account invested in
common stocks of medium-sized companies that generate long-term
capital growth.
BOND AND MORTGAGE ACCOUNT - A pooled investment account invested in
intermediate-term fixed-income loans.
MEDICAL GRAPHICS CORPORATION COMMON STOCK FUND - Funds are invested in
the common stock of Medical Graphics Corporation.
Participants may change or transfer their investments options quarterly.
LOANS TO PARTICIPANTS - Participants may borrow from their fund accounts
the lesser of $50,000, or the greater of 50% of their account balance or
$10,000. Loan transactions are treated as a transfer between the
investment fund and the loan fund. Loan terms range from 1 to 5 years or
up to 25 years for the purchase of a primary residence. The loans are
secured by the balance in the participant's account and bear interest at a
rate commensurate with local prevailing rates as determined quarterly by
the Plan administrator. Principal and interest is paid ratably through
monthly payroll deductions.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
VALUATION OF INVESTMENTS - The investments of the Plan, other than the
Guaranteed Interest Account, are stated at fair value based on closing
sales prices reported on recognized securities exchanges on the last
business day of the year, or for listed securities having no sales reported
and for unlisted securities, upon the last reported bid prices on that
date. The Guaranteed Interest Account is valued at contract value plus
annual interest. The mutual funds are valued at quoted market prices which
represent the net asset values of shares held by the Plan at year-end.
VALUATION OF LOANS TO PARTICIPANTS - The loans to participants are valued
at cost plus accrued interest which approximates fair value.
EXPENSES - The Plan's expenses are paid from the assets of the Plan and
allocated to the participant's accounts.
7
<PAGE>
3. INVESTMENTS
The Plan's investments are held in a trust. The Plan conducts
transactions with parties-in-interest which include the Company, Principal
Mutual Life Insurance Co., KOPP Investment, and the participants of the
Plan. The following assets represent individual investments greater than 5%
of Plan's assets at December 31, 1996 and 1995:
1996 1995
Principal Mutual Life Insurance Co.:
U.S. Stock Account $ 900,546 $ 492,637
Guaranteed Interest Account 554,308 574,579
International Stock Account 252,293
KOPP Investment Portfolio:
Picturetel Corp. Common Stock 172,500
4. NET INVESTMENT INCOME
A summary of the Plan's Investment Income for the year ended December 31,
1996 is as follows:
Net appreciation in fair value of investments $ 339,269
Interest 43,191
----------
$ 382,460
----------
----------
5. PLAN TERMINATION
Although it has not expressed any intention to do so, Medical Graphics
Corporation has the right under the Plan to suspend employer matching
contributions at any time or to terminate the Plan subject to the
provisions set forth in ERISA. Subsequent to year-end, the Company
determined that in the future, matching and nonelective employer
discretionary contributions shall be suspended. In the event of any
termination of the Plan, or upon complete or partial discontinuance of
contributions, the accounts of each affected participant shall become fully
vested and distributed to the respective participant.
6. TAX STATUS
The Plan obtained its latest determination letter dated July 27, 1993, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the Internal Revenue
Code. The Plan has been amended since receiving this determination letter.
Medical Graphics Corporation believes that the Plan is currently designed
and being operated in compliance with the applicable requirements of the
Internal Revenue Code. Therefore, no provision for income taxes has been
included in the Plan's financial statements.
8
<PAGE>
SUPPLEMENTAL SCHEDULES FURNISHED PURSUANT TO THE
REQUIREMENTS OF FORM 5500
9
<PAGE>
<TABLE>
<CAPTION>
MEDICAL GRAPHICS CORPORATION 401(k) SAVINGS PLAN
ITEM 27a - ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
- --------------------------------------------------------------------------------
FAIR
ISSUE SHARES COST VALUE
<S> <C> <C> <C>
INVESTMENTS:
KOPP Investment Portfolio (2):
Cash and cash equivalents $ 34,387 $ 34,387
Common stocks:
3 Com Corporation 2,500 36,761 183,437
ADC Telecommunications Inc. 4,000 26,307 124,500
Applied Microsystems Corp. 3,500 51,467 46,375
Avecor Cardiovascular Inc. 4,000 52,820 49,000
BBN Corp. 2,500 34,387 56,250
Computer Network Tech Corp. 4,000 27,280 20,000
Cornerstone Imaging Inc. 2,500 39,263 18,125
Cyberoptics Corp. 3,000 35,490 40,173
DSC Communications Corp. 2,000 4,810 35,750
EMPI Inc. 3,400 36,633 66,300
FTP Software Inc. 2,500 48,563 15,000
Gensym Corp. 4,000 45,320 47,752
Global Village Communication 4,000 50,100 12,752
Infinium Software Inc. 6,000 71,700 50,250
Integrated Measurement Systems, Inc. 2,500 48,325 43,437
Itron Inc. 2,000 52,660 35,500
Level One Communications Inc. 2,500 37,953 89,375
Network Equipment Technologies 2,000 16,640 33,000
Norand Corp. 2,000 52,796 34,500
Octel Communications Corp. 3,000 35,620 52,500
Phamis Inc. 2,500 43,325 32,187
Phoenix Technologies Ltd. 2,800 38,374 45,150
Picturetel Corp. 1,500 13,481 39,000
Stac Inc. 3,000 29,460 19,875
Stanford Telecommunications Inc. 1,500 30,495 51,750
Summa Four Inc. 3,000 60,365 25,125
Techne Corp. 1,000 10,820 26,000
Telco Systems Inc. 2,000 16,515 38,000
Tellabs Inc. 4,000 7,288 150,500
Verifone Inc. 1,500 36,120 44,250
Vitesse Semiconductor Corp. 2,000 23,705 91,000
Western Digital Corp. 1,500 35,491 85,313
Xircom 2,000 37,435 43,500
----------- -----------
1,222,156 1,780,013
The Principal Mutual Life Insurance Company (1):
Guaranteed Interest Account 554,969 554,308
U.S. Stock Account 622,397 900,546
International Stock Account 212,498 252,293
Bond Emphasis Balanced Account 60,144 70,323
Money Market Account 67,968 72,924
Stock Index Account 17,996 25,941
Bond and Mortgage Account 371 449
Medium Company Blend Account 4,097 4,765
Medical Graphics Corporation Common Stock Fund (1) 22,787 10,730
----------- -----------
2,785,383 3,672,292
Participant Loans (1) (2) 83,924 83,924
----------- -----------
$ 2,869,307 $ 3,756,216
----------- -----------
----------- -----------
</TABLE>
(1) Known to be a party-in-interest transaction.
(2) Participant loans include interest rates from 6.80% to 14.98% with
maturities at various dates through April 2002.
10
<PAGE>
<TABLE>
<CAPTION>
MEDICAL GRAPHICS CORPORATION 401(k) SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS - SERIES TRANSACTIONS
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------------------------------------
PARTY INVOLVED AND DESCRIPTION NUMBER OF PURCHASE SELLING
OF TRANSACTIONS TRANSACTIONS PRICE PRICE
<S> <C> <C> <C>
Series of Transactions:
Guaranteed Interest Account: (1)
Purchases 76 $ 159,533
Sales 68 $ 173,696
U.S. Stock Account: (1)
Purchases 81 336,994
Sales 57 84,588
International Stock Account: (1)
Purchases 77 149,776
Sales 38 8,384
KOPP Investment Portfolio:
Purchases 76 369,144
Sales 48 251,437
</TABLE>
(1) Known to be a party-in-interest.
11
