<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[ 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 AND EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to
-------------- ---------------
Commission file number 000-08076
-------------------------
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN
38 Fountain Square Plaza, Cincinnati, Ohio 45263
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
FIFTH THIRD BANCORP
38 Fountain Square Plaza, Cincinnati, Ohio 45263
<PAGE> 2
FINANCIAL STATEMENTS AND EXHIBITS
The following exhibits and financial statements are filed as part of this
annual report:
Exhibit 23 Independent Auditors' Consent
Exhibit 99 Financial Statements and Supplemental
Schedules of The Fifth Third Bancorp Master
Profit Sharing Plan for the years ended
December 31, 1995 and 1994
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the Fifth Third Bank Pension and Profit Sharing Committee has duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
THE FIFTH THIRD BANCORP
MASTER PROFIT SHARING PLAN
Date: June 27, 1996 By: /s/ Michael K. Keating
Michael K. Keating
Member, Pension and Profit Sharing Committee
<PAGE> 1
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
33-55553 of the Fifth Third Bancorp on Form S-8 of our report dated May 24,
1996, appearing in this Annual Report on Form 11-K of the Fifth Third Bancorp
Master Profit Sharing Plan for the year ended December 31, 1995.
/s/ Deloitte & Touche, LLP
Cincinnati, Ohio
June 21, 1996
<PAGE> 1
EXHIBIT 99
THE FIFTH THIRD BANCORP
MASTER PROFIT SHARING PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES FOR THE YEARS ENDED
DECEMBER 31, 1995 AND 1994 AND INDEPENDENT AUDITORS' REPORT FOR
INCLUSION IN THE ANNUAL REPORT (FORM 5500) TO THE INTERNAL REVENUE
SERVICE
<PAGE> 2
INDEX TO
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
FOR THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN
FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PAGE
<S> <C>
INDEPENDENT AUDITORS' REPORT
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits as of December 31, 1995 and 1994 2
Statements of Changes in Net Assets Available for Benefits for the Years Ended
December 31, 1995 and 1994 3
Notes to Financial Statements 4-8
SUPPLEMENTAL SCHEDULES:
Assets Held for Investment Purposes - Item 27(a) as of December 31, 1995 9-10
Reportable Transactions - Item 27(d) for the Year Ended December 31, 1995 11
SUPPLEMENTAL SCHEDULES OMITTED - The following supplemental
schedules are omitted because of the absence of conditions under which they are required:
Assets Acquired and Disposed Within the Plan Year
Party-in-Interest Transactions
Obligations in Default
Leases in Default
</TABLE>
<PAGE> 3
INDEPENDENT AUDITORS' REPORT
Deloitte & Touche, LLP 250 East Fifth Street
PO Box 5390
Cincinnati Ohio 45201-5340
Telephone (512) 781-7100
Fifth Third Bancorp and the Trustees of The Fifth Third Bancorp Master Profit
Sharing Plan:
We have audited the accompanying statements of net assets available for benefits
of The Fifth Third Bancorp Master Profit Sharing Plan (Plan) as of December 31,
1995 and 1994, and the related statements of changes in net assets available for
benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and 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 benefits of the Plan at December 31, 1995
and 1994, and the changes in net assets available for 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 supplemental schedules listed in the
accompanying index are presented for the purpose of additional analysis and are
not a required part of the basic financial statements, but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. These schedules are the responsibility of the Plan's management. Such
schedules have been subjected to the auditing procedures applied in the audit of
the basic 1995 financial statements and, in our opinion, are fairly stated in
all material respects when considered in relation to the basic 1995 financial
statements taken as whole.
/s/ Deloitte & Touche, LLP
May 24, 1996
<PAGE> 4
THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1995 AND 1994
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1995 1994
<S> <C> <C>
INVESTMENTS, At fair value (Notes 2,3,4):
Common stock of Fifth Third Bancorp $ 12,461,583 $ 7,723,296
Collective Funds:
Cash equivalents 10,154,410 8,159,281
Fixed income 48,438,497 33,909,955
Equity 78,459,812 54,265,016
Mutual Funds 20,323,910 11,350,815
------------ ------------
Total investments 169,838,212 115,408,363
ACCRUED INVESTMENT INCOME 83,038 54,265
CONTRIBUTIONS RECEIVABLE FROM
SUBSIDIARIES OF FIFTH THIRD BANCORP 814,659 4,938,242
CONTRIBUTIONS RECEIVABLE FROM PARTICIPANTS 150,484 126,168
CASH 49,899 8,597,813
------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $170,936,292 $129,124,851
============ ============
</TABLE>
See notes to financial statements.
- 2 -
<PAGE> 5
THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1995 1994
<S> <C> <C>
ADDITIONS:
Income from investments:
Interest $ 655,112 $ 565,267
Dividends 272,873 171,567
Net appreciation (depreciation) in fair value of
investments (Note 3) 30,440,345 (586,976)
------------- -------------
Total income from investments 31,368,330 149,858
------------- -------------
Contributions from subsidiaries of Fifth Third Bancorp (net of participants'
elective cash payments of $2,892,978 in
1995 and $2,600,925 in 1994) (Note 1) 14,814,659 13,323,242
Contributions from participants (Note 1) 4,214,754 3,367,871
------------- -------------
Total contributions 19,029,413 16,691,113
------------- -------------
Transfer of plan assets from acquired banks (Note 5) 2,052,014
------------- -------------
Total additions 52,449,757 16,840,971
------------- -------------
DEDUCTIONS:
Benefits paid to participants (Note 1) (10,568,652) (8,461,198)
Other disbursements (69,664) (10,592)
------------- -------------
Total deductions (10,638,316) (8,471,790)
------------- -------------
INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 41,811,441 8,369,181
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 129,124,851 120,755,670
------------- -------------
End of year $ 170,936,292 $ 129,124,851
============= =============
</TABLE>
See notes to financial statements.
- 3 -
<PAGE> 6
THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
1. DESCRIPTION OF PLAN
The following brief description of The Fifth Third Bancorp Master Profit
Sharing Plan (the "Plan") is provided for general information purposes
only. Participants should refer to the Plan agreement for more complete
information.
GENERAL - The Plan is a defined contribution profit sharing plan with
separate accounts maintained for each participant. Each regular employee
of a participating Fifth Third Bancorp ("Bancorp") subsidiary
automatically becomes a participant on the first payroll date after
becoming an employee. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 ("ERISA"). The original
Plan became effective December 31, 1954 and was last restated in its
entirety effective January 1, 1992 to comply with various amendments to
ERISA.
ADMINISTRATION - The Fifth Third Bank, a wholly-owned subsidiary of
Bancorp, is responsible for the administration of the Plan and serves as
the trustee. The investment assets of the Plan are held in separate trust
funds in the Trust and Investment Division of The Fifth Third Bank where
such assets are managed.
FUNDING AND VESTING - The Bancorp's contribution to the Plan is an amount
determined annually by the Board of Directors of the Bancorp.
The contribution by the Bancorp and any nonvested balances remaining in
the accounts of participants who terminate their employment are allocated
to participants in the proportion that the compensation of each
participant bears to the compensation of all participants for the Plan
year.
Gains and losses under the Plan, including income from investments and
changes in the market value of investments, are allocated to participants
in proportion to their respective interests in the Plan as of the
preceding valuation date, reduced by any payments to retired participants
made during the period.
Participants may elect to receive up to 50% of their allocation of Bancorp
contributions in cash (elective cash payments) rather than having it
credited to their account. Elective cash payments totaled $2,892,978 and
$2,600,925 for the years ended December 31, 1995 and 1994, respectively,
and have been excluded from contributions and benefits paid amounts in the
accompanying statements of changes in net assets available for benefits.
The elective portion of Bancorp contributions credited to participants
accounts is vested immediately. The remaining portion of Bancorp
contributions become vested 30% after three full years of participation,
an additional 10% after the fourth year, and an additional 20% each year
thereafter until fully vested.
The Plan permits voluntary contributions from participants up to 8% of
their current basic annual compensation. Such contributions are credited
directly to the participants' accounts and are fully vested.
TERMINATION - Although it has not expressed its intention to do so, the
Bancorp has the right under the Plan to discontinue the contributions of
any participating Bancorp subsidiary at any time and to amend or terminate
the Plan subject to the provisions set forth in ERISA. If the Plan were to
be terminated, the
- 4 -
<PAGE> 7
value of the proportionate interest of each participant would be
determined as of the date of termination, and this amount would be
fully vested and nonforfeitable.
BENEFITS - The Plan provides for payment of normal retirement benefits of
accumulated vested amounts upon reaching age 65 and has provisions for
early withdrawals of vested benefits in instances of early retirement,
disability, death, termination of employment, and financial hardship.
Benefits are payable in the form of lump-sum payments or periodic
payments.
BENEFITS PAYABLE - Benefits payable, consisting of amounts owed but not
paid as of December 31 for payments to terminated employees, are not
recorded as a liability within the financial statements. Benefits payable
as of December 31, 1995 and 1994 were $875,407 and $342,263, respectively.
TAX STATUS - The Internal Revenue Service has determined and informed the
Bancorp by a letter dated December 5, 1995, that the Plan and related
trust are designed in accordance with applicable sections of the Internal
Revenue Code (IRC). The Plan has been amended since receiving the
determination letter. However, the Plan administrator and the Plan's tax
counsel believe that the Plan is designed and is currently being operated
in compliance with the applicable requirements of the IRC. Therefore, no
provision for income taxes has been included in the Plan's financial
statements.
INVESTMENT OPTIONS - The Balanced Fund is the basic investment option
which is offered to participants. The Balanced Fund contains investments
in collective funds invested in money market accounts, equity securities,
guaranteed investment contracts, mutual funds and other fixed income
securities. The Plan was amended in 1994 to allow the common stock of
Fifth Third Bancorp as an investment option within the Balanced Fund for
all participants. Participants who are age 50 and older or become
permanently disabled may elect, within specified time periods, to invest
their accounts in a Conservative Fund which contains investments in U.S.
Government Securities, and collective funds invested in money market
accounts, guaranteed investment contracts, U.S. Government Securities and
other fixed income securities. In 1990, a fund was established to hold the
assets of the merged First Ohio Bancshares Profit Sharing Plan. This Stock
Fund contains investments in money market accounts and Fifth Third Bancorp
common stock. Only participants of the predecessor plan are invested in
this fund. In 1993, two new funds were established, the Fountain Square
Quality Growth Fund and the Fountain Square Mid Cap Fund. In 1994, the
Fountain Square International Equity Fund was established. The addition of
these funds was made to allow Bancorp employees to choose from five
investment options, (Balanced, Conservative, Quality Growth, Mid Cap and
International Equity). The Quality Growth, Mid Cap and International
Equity funds contain mutual funds.
- 5 -
<PAGE> 8
The following summarizes the activity and balances of the Plan's six funds:
<TABLE>
<CAPTION>
BALANCED CONSERVATIVE STOCK QUALITY MID CAP INTERNATIONAL
FUND FUND FUND GROWTH FUND FUND EQUITY FUND
<S> <C> <C> <C> <C> <C> <C>
Net assets available for benefits at
December 31, 1993 $ 101,154,859 $ 15,819,360 $ 3,207,484 $ 348,426 $ 225,541
Income from investments 114,725 194,393 (181,903) 6,353 25,283 $ (8,993)
Contributions 15,111,411 704,100 53,296 290,084 444,721 87,501
Benefits paid to participants
and other disbursements (6,573,676) (1,446,132) (298,986) (50,301) (99,065) (3,630)
Interfund transfers (2,386,436) 193,280 371,779 438,148 894,228 489,001
-------------- ------------- ------------ ------------ ------------ ----------
Net assets available for benefits
at December 31, 1994 107,420,883 15,465,001 3,151,670 1,032,710 1,490,708 563,879
Income from investments 26,888,202 1,779,333 1,819,215 374,340 418,643 88,597
Contributions 15,883,681 1,208,026 361,908 640,061 619,572 316,165
Benefits paid to participants
and other disbursements (7,090,366) (3,032,051) (92,555) (120,523) (262,795) (40,026)
Interfund transfers (781,128) (63,727) 163,859 259,075 373,141 48,780
Transfers of plan assets from
acquired banks (222,700) 1,986,265 50,630 150,066 97,111 (9,358)
-------------- ------------- ------------ ------------ ------------ ----------
Net assets available for benefits
at December 31, 1995 $ 142,098,572 $ 17,342,847 $ 5,454,727 $ 2,335,729 $ 2,736,380 $ 968,037
============== ============= ============ ============ ============ ==========
</TABLE>
<TABLE>
<CAPTION>
TOTAL
<S> <C>
Net assets available for benefits at
December 31, 1993 $ 120,755,670
Income from investments 149,858
Contributions 16,691,113
Benefits paid to participants
and other disbursements (8,471,790)
Interfund transfers
--------------
Net assets available for benefits
at December 31, 1994 129,124,851
Income from investments 31,368,330
Contributions 19,029,413
Benefits paid to participants
and other disbursements (10,638,316)
Interfund transfers
Transfers of plan assets from
acquired banks 2,052,014
--------------
Net assets available for benefits
at December 31, 1995 $ 170,936,292
==============
</TABLE>
- 6 -
<PAGE> 9
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following are the significant accounting policies followed by the
Plan:
GENERAL - The accounting records of the Plan are maintained on the accrual
basis of accounting.
VALUATION OF INVESTMENTS - Quoted market prices are used to value equity
securities and mutual funds. The fair values of bonds are based on yields
currently available on comparable securities of issuers with similar
credit ratings. The fair value of collective funds is based on the fair
market value of investments in the fund.
3. INVESTMENTS
Investments representing more than five percent of net assets at December
31, 1995 and 1994 are as follows:
<TABLE>
<CAPTION>
FAIR VALUE
---------------------------------------
1995 1994
<S> <C> <C>
Fifth Third Bank Common Stock Fund for Employee
Benefit Plans $ 57,591,212 $ 40,116,407
Fifth Third Bank Fixed Income Fund for Employee
Benefit Plans 34,540,666 22,911,549
Fifth Third Bank Middle Capitalization Fund for Employee
Benefit Plans 23,581,168 14,148,609
U.S. Government Securities Fund for Employee Benefit Plans 13,897,862 10,998,406
Fountain Square International Equity Fund 15,319,819 9,067,473
Fifth Third Bancorp common stock 12,461,583 7,723,296
G.I.C. Investment Fund for Employee Benefit Plans 9,011,056 7,601,056
</TABLE>
The following table represents the net appreciation (depreciation) in fair
value of investments for the Plan for the years ended December 31:
<TABLE>
<CAPTION>
1995 1994
<S> <C> <C>
Net appreciation (depreciation) in fair value of investments:
Common stock of Fifth Third Bancorp $ 4,155,925 $(449,087)
Bonds (7,218)
Collective funds - fixed income and equity 24,043,418 191,207
Mutual funds 2,241,002 (321,878)
------------ ---------
Total $ 30,440,345 $(586,976)
============ =========
</TABLE>
4. TRANSACTIONS WITH RELATED PARTIES
The Fifth Third Bank provides the Plan with certain accounting and
administrative services for which no fees are charged.
- 7 -
<PAGE> 10
At December 31, 1995 and 1994, the Plan held 170,124 and 160,902 shares of
Fifth Third Bancorp common stock, respectively, with fair values of
$12,461,583 and $7,723,296, respectively (see Note 1).
5. PLAN ASSETS FROM ACQUIRED BANKS
During 1995, approximately $2,052,000 was transferred to the Plan as a
result of the acquisitions of Cumberland Federal Bancorporation, Inc. and
Mutual Federal Savings Bank of Miamisburg by the Bancorp.
* * * * * *
- 8 -
<PAGE> 11
SUPPLEMENTAL
SCHEDULE
THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN
ASSETS HELD FOR INVESTMENT PURPOSES - ITEM 27(A)
AS OF DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PAR VALUE/
NO. OF CURRENT
SHARES ASSET DESCRIPTION COST MARKET
BALANCED FUND
<S> <C> <C> <C>
COLLECTIVE FUNDS - CASH EQUIVALENTS:
675,999 Fifth Third Banksafe Trust $ 675,999 $ 675,999
4,533,906 GIC Fund for Employee Benefit Plans 4,533,906 4,533,906
-------------- ----------------
Total Collective Funds - Cash Equivalents 5,209,905 5,209,905
-------------- ----------------
COLLECTIVE FUNDS - FIXED INCOME:
828,986 Fifth Third Bank Fixed Income Fund for Employee Benefit Plans 18,693,338 29,089,119
33,169 U.S. Government Securities Fund for Employee Benefit Plans 5,533,493 6,965,821
-------------- ----------------
Total Collective Funds - Fixed Income 24,226,831 36,054,940
-------------- ----------------
COLLECTIVE FUNDS - EQUITY:
417,903 Fifth Third Bank Common Stock Fund for Employee Benefit Plans 31,636,804 57,591,212
445,815 Fifth Third Bank Middle Capitalization Fund for Employee Benefit Plans 11,328,318 20,868,600
-------------- ----------------
Total Collective Funds - Equity 42,965,122 78,459,812
-------------- ----------------
96,600 COMMON STOCK - Fifth Third Bancorp 4,830,966 7,075,950
-------------- ----------------
1,374,398 MUTUAL FUNDS - Fountain Square International Equity Fund 13,280,000 14,362,460
-------------- ----------------
Total Regular Fund 90,512,824 141,163,067
-------------- ----------------
</TABLE>
- 9 -
<PAGE> 12
SUPPLEMENTAL
SCHEDULE
THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN
ASSETS HELD FOR INVESTMENT PURPOSES - ITEM 27(A)
AS OF DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
PAR VALUE/
NO. OF CURRENT
SHARES ASSET DESCRIPTION COST MARKET
CONSERVATIVE FUND
COLLECTIVE FUNDS - CASH EQUIVALENTS:
<S> <C> <C> <C>
467,339 Fifth Third Banksafe Trust $ 467,339 $ 467,339
4,477,150 GIC Fund for Employee Benefit Plans 4,477,150 4,477,150
-------------- --------------
Total Collective Funds - Cash Equivalents 4,944,489 4,944,489
-------------- --------------
COLLECTIVE FUNDS - FIXED INCOME:
155,359 Fifth Third Bank Fixed Income Fund for Employee Benefit Plans 4,078,226 5,451,547
33,008 U.S. Government Securities Fund for Employee Benefit Plans 5,372,724 6,932,010
-------------- --------------
Total Collective Funds - Fixed Income 9,450,950 12,383,557
-------------- --------------
Total Conservative Fund 14,395,439 17,328,046
-------------- --------------
STOCK FUND
16 COLLECTIVE FUNDS - CASH EQUIVALENTS - Fifth Third Banksafe Trust 16 16
73,524 COMMON STOCK - Fifth Third Bancorp 1,180,906 5,385,633
-------------- --------------
Total Stock Fund 1,180,922 5,385,649
-------------- --------------
QUALITY GROWTH FUND
181,148 MUTUAL FUNDS - Fountain Square Quality Growth Fund 1,961,215 2,291,523
-------------- --------------
Total Quality Growth Fund 1,961,215 2,291,523
-------------- --------------
MIDDLE CAPITALIZATION FUND
210,767 MUTUAL FUNDS - Fountain Square Middle Capitalization Fund 2,317,927 2,712,568
-------------- --------------
Total Middle Capitalization Fund 2,317,927 2,712,568
-------------- --------------
INTERNATIONAL EQUITY FUND
91,613 MUTUAL FUNDS - Fountain Square International Equity Fund 877,858 957,359
-------------- --------------
Total International Equity Fund 877,858 957,359
-------------- --------------
TOTAL $ 111,246,185 $ 169,838,212
============== ==============
</TABLE>
- 10 -
<PAGE> 13
SUPPLEMENTAL
SCHEDULE
THE FIFTH THIRD BANCORP MASTER PROFIT SHARING PLAN
REPORTABLE TRANSACTIONS* - ITEM 27(d)
FOR THE YEAR ENDED DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
AGGREGATE AGGREGATE AGGREGATE
PURCHASE SELLING COST OF AGGREGATE
DESCRIPTION OF ASSET PRICE PRICE ASSETS SOLD GAIN/(LOSS)
SERIES OF TRANSACTIONS:
<S> <C> <C> <C> <C>
Fifth Third Banksafe Trust $11,810,811 $11,225,682 $11,225,682
Number of transactions 21 15
Fifth Third Bank Fixed Income Fund for Employee Benefit Plans 8,169,841 1,093,090 862,409 $ 230,681
Number of transactions 10 6
Fifth Third Bank Common Stock Fund for Employee Benefit Plans 7,491,241 3,610,667 2,047,350 1,563,317
Number of transactions 18 10
<FN>
* A reportable transaction is any transaction during the plan year, with
respect to any plan asset, involving an amount in excess of 5% of the fair
value of net plan assets at the beginning of the plan year. This schedule
includes security transactions that are a part of a series of transactions
involving securities of the same issue during the plan year, where the
aggregate amount involved in the transactions exceeds 5% of the current
value of net plan assets at the beginning of the plan year.
</TABLE>
- 11 -