<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT TO APPLICATION OR REPORT
Filed pursuant to Section 12, 13 or 15(d) of
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
POLICY MANAGEMENT SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
AMENDMENT NO. 1
The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its Annual
Report on Form 10-K for the fiscal year ended December 31, 1994
as set forth in the pages attached hereto:
List all such items, financial statements, exhibits or other
portions amended.
(1) Item 14
(2) Form 11-K (401(k) Retirement Savings Plan)
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this amendment to be signed
on its behalf by the undersigned, thereunto duly authorized.
POLICY MANAGEMENT SYSTEMS CORPORATION
(Registrant)
Date: July 14, 1995 By: Timothy V. Williams
Executive Vice President,
Chief Financial Officer
<PAGE> 2
Part IV
Item 14. Exhibits, Financial Statement Schedules,
and Reports on Form 8-K
Financial Statements and Schedules
See index to Consolidated Financial Statements and
Supplementary Data on page 24.
Exhibits Filed
Exhibits required to be filed with this Annual Report on
Form 10-K are listed in the following Exhibit Index. Certain of
such exhibits which have heretofore been filed with the
Securities and Exchange Commission and which are designated by
reference to their exhibit numbers in prior filings are hereby
incorporated herein by reference and made a part thereof.
Pursuant to Rule 15d-21 promulgated under the Securities
Exchange Act of 1934, the following annual report for the
Company's 401 (k) Retirement Plan is filed herewith:
Form 11-K for the Company's 401 (k) Retirement Savings Plan
for the year ended December 31, 1994 is incorporated herein by
reference.
Form 8-K
The Company filed a report on Form 8-K, dated December 7,
1994 under Item 5. Other Events, relating to an agreement in
principle, subject to court approval, to settle the securities
class action pending against the company.
<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For the Fiscal Year Ended December 31, 1994
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
Issuer of securities held pursuant to the Plan is
POLICY MANAGEMENT SYSTEMS CORPORATION
One PMS Center, Blythewood, South Carolina 29016
<PAGE> 2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, Policy Management Systems Corporation 401(k) Retirement
Savings Plan Committee has duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
POLICY MANAGEMENT SYSTEMS CORPORATION
401(k) Retirement Savings Plan
Date: July 14, 1995 By: Timothy V. Williams
Executive Vice President, Chief
Financial Officer
<PAGE> 3
Financial Statements and Exhibits
Sequentially
Numbered
Pages
Financial Statements of the Plan together with and
Independent Public Accountants' Report for the years
then ended December 31, 1994 and 1993............... 6-18
Schedule I - Assets Held for Investment............. 20
Schedule II - Transactions or Series of Transactions
In Excess of 5% Of The Current Value Of Plan Assets. 21
Consent of Independent Public Accountants dated
June 28, 1995, annexed hereto..... ................. 22
<PAGE>1
POLICY MANAGEMENT SYSTEMS CORPORATION
401(k) RETIREMENT SAVINGS PLAN
(formerly Policy Management Systems Corporation
401(k) Retirement Plan)
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
for the years ended December 31, 1994 and 1993
With Report of Independent Accountants
<PAGE> 2
Policy Management Systems Corporation
401(k) Retirement Savings Plan
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
__________
Page
Report of Independent Accountants 1
Financial Statements:
Statements of Net Assets Available for Plan
Benefits, with Fund Information as of
December 31, 1994 and 1993 2-3
Statements of Changes in Net Assets Available for
Plan Benefits, with Fund Information for the
years ended December 31, 1994 and 1993 4-5
Notes to Financial Statements 6-13
Supplemental Schedules:
Form 5500, Item 27(a) - Schedule of Assets Held
for Investment Purposes, December 31, 1994 14
Form 5500, Item 27(d) - Schedule of Reportable
Transactions for the year ended December 31, 1994 15
<PAGE> 3
REPORT OF INDEPENDENT ACCOUNTANTS
To the Administrative Committee of
Policy Management Systems Corporation
401(k) Retirement Savings Plan
We have audited the accompanying statements of net assets
available for Plan benefits of the Policy Management Systems
Corporation 401(k) Retirement Savings Plan (formerly the Policy
Management Systems Corporation 401(k) Retirement Plan) (the "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 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, 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, 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 audit was made for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supplemental
schedules of assets held for investment purposes and reportable
transactions 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 Fund
Information in the statement of net assets available for Plan
benefits and the statement of changes in net assets available for
Plan benefits is presented for purposes of additional analysis
rather than to present the net assets available for Plan benefits
and changes in net assets available for Plan benefits of each fund.
The supplemental schedules and Fund Information 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.
Coopers & Lybrand
Atlanta, Georgia
June 28, 1995
<PAGE> 4
<TABLE>
POLICY MANAGEMENT SYSTEMS CORPORATION
401(k) RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
as of December 31, 1994
<CAPTION>
U.S. Puritan Magellan PMSC Fixed
Loan Government Mutual Mutual Bond Stock Income Forfeiture
Fund Reserves Fund Fund Fund Fund Fund Account Total
ASSETS
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Investments, at
current value:
Short-term investments $ 35 $ 3,817 $ 4,698 $ 89,199 $ 2,303 $ 29 $ 28 $ 100,109
Mutual Funds 6,558,005 8,097,191 10,626,976 1,752,286 27,034,458
Bonds 15,095 15,095
Common Stock 6,856,238 231,094 7,087,332
Total Investments 6,558,040 8,101,008 10,631,674 104,294 6,858,541 1,752,315 231,122 34,236,994
Receivables:
Accrued interest & dividends 0
Transfers receivable (113,502) 42,034 (158,354) 47,747 182,075 0
Loans receivable $ 378,741 378,741
Employer contributions
receivable 156,072 (156,072) 0
Employee contributions
receivable 0
Total Receivables 378,741 42,570 42,034 (158,354) 47,747 182,075(156,072) 378,741
Cash 329 298 3,705 7,605 13 36 44 12,030
Total Assets 378,741 6,600,939 8,143,340 10,477,025 111,899 6,906,301 1,934,426 75,094 34,627,765
LIABILITIES
Accounts payable 0
Accrued forfeitures 149,599 44,035 (193,634) 0
Accrued loan disbursements 0
Other 3,300 3,300
Total Liabilities 149,599 3,300 44,035 (193,634) 3,300
Net assets available
for plan benefits $ 378,741 $6,451,340 $8,143,340 $10,473,725 $111,899 $6,862,266 $1,934,426 $268,728 $34,624,465
<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> 5
<TABLE>
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
as of December 31, 1993
<CAPTION>
U.S. Puritan Magellan PMSC Fixed
Loan Government Mutual Mutual Bond Stock Income Forfeiture
Fund Reserves Fund Fund Fund Fund Fund Account Total
ASSETS
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Investments, at current
value:
Short-term investments $ 260 $ 50,195 $ 63,926 $ $ 233,378 $ 69 $ 32,782 $ 380,610
Mutual Funds 3,162,673 5,401,978 7,402,815 1,001,555 16,969,021
Bonds 101,725 101,725
Common Stock 6,539,609 70,229 6,609,838
Total Investments 3,162,933 5,452,173 7,466,741 101,725 6,772,987 1,001,624 103,011 24,061,194
Receivables:
Accrued interest &
dividends 1,056 27,156 192 204 28,608
Transfers receivable 677,661 (51,437) (34,438) (597,012) 5,226 0
Loans receivable $281,697 281,697
Employer contributions
receivable 45,691 (42,608) (53,654) 277,507 (9,468) 217,468
Employee contributions
receivable 215 303 382 276 67 1,243
Total Receivables 281,697 723,567 (92,686) (87,710) 27,156 (319,037) (3,971) 529,016
Cash 351 9 88 448
Total Assets 281,697 3,886,500 5,359,487 7,379,031 128,881 6,454,301 997,662 103,099 24,590,658
LIABILITIES
Accounts payable 4,093 1,974 3,120 245 368 9,800
Accrued forfeitures (108) 127,431 127,323
Accrued loan disbursements 406 841 1,247
Other 0
Total Liabilities 4,391 2,815 3,120 127,676 368 138,370
Net assets available
for plan benefits $281,697 $3,882,109 $5,356,672 $7,375,911 $128,881 $6,326,625 $ 997,294 $103,099$24,452,288
<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> 6
<TABLE>
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
for the year ended December 31, 1994
<CAPTION>
U.S. Puritan Magellan PMSC Fixed
Loan Government Mutual Mutual Bond Stock Income Forfeiture
Fund Reserves Fund Fund Fund Fund Fund Account Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets
attributed to:
Investment Income:
Net appreciation (depreciation)
in market value $ (516,798) $ (599,152) $ 817 $ 1,982,283 $ (156,578) $ 9,682 $ 720,254
Dividends and interest $ 230,678 635,324 403,672 2,573 1,826 120,466 728 1,395,267
230,678 118,526 (195,480) 3,390 1,984,109 (36,112) 10,410 2,115,521
Cash Contributions:
Employer 2,130,232 43,508 54,721 (123,315) 9,889 2,115,035
Employee 1,580,925 1,553,550 2,100,148 89,810 383,444 5,707,877
3,711,157 1,597,058 2,154,869 (33,505) 393,333 7,822,912
Transfers $ (20,299) (829,054) 644,508 818,934 (639,920) 11,614 14,217 0
Net assets received from
Cybersaver 401(K) Plan 1,906,898 1,553,434 1,830,832 238,127 704,406 6,233,697
Loan repayments (52,142) 26,466 24,105 32,892 1,594 5,403 38,318
Other additions 12,477 11,724 2,438 2,570 4,375 3,441 332 167,127 204,484
Total Additions (59,964) 5,057,869 3,940,069 4,644,617 7,765 1,553,846 1,078,976 191,754 16,414,932
Deductions (Additions) from net
assets attributed to:
Distributions 48,177 2,242,048 1,065,656 1,316,671 20,021 844,010 124,932 5,661,515
Forfeitures 191,344 3,152 5,028 148,433 1,322 (349,279) 0
Loan disbursements (208,415) 47,875 70,990 63,450 12,927 13,173 0
Other deductions 3,230 7,371 13,603 161,654 4,726 12,835 2,417 375,404 581,240
Total Deductions (157,008) 2,488,638 1,153,401 1,546,803 24,747 1,018,205 141,844 26,125 6,242,755
Net increases (decreases) 97,044 2,569,231 2,786,668 3,097,814 (16,982) 535,641 937,132 165,629 10,172,177
Net assets available for plan benefits
Beginning of year 281,697 3,882,109 5,356,672 7,375,911 128,881 6,326,625 997,294 103,099 24,452,288
End of year $ 378,741 $6,451,340 $8,143,340 $10,473,725 $ 111,899 $ 6,862,266 $1,934,426$268,728$34,624,465
<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> 7
<TABLE>
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
for the year ended December 31, 1993
<CAPTION>
U.S. Puritan Magellan PMSC Fixed
Loan Government Mutual Mutual Bond Stock Income Forfeiture
Fund Reserves Fund Fund Fund Fund Fund Account Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets
attributed to:
Investment Income:
Net appreciation (depreciation)
in market value $ 247,229 $ 709,737 $ 2,644 $(8,362,002) $(12,634) $(58,616)$(7,473,642)
Dividends and interest $ 97,405 634,846 683,271 5,777 2,894 71,448 361 1,496,002
97,405 882,075 1,393,008 8,421 (8,359,108) 58,814 (58,255) (5,977,640)
Cash Contributions:
Employer 63,050 2,065,361 2,128,411
Employee 675,686 1,309,612 1,700,163 1,206,215 376,032 5,267,708
738,736 1,309,612 1,700,163 3,271,576 376,032 7,396,119
Transfers (463,631) 243,242 93,925 (557,903) 704,141 171,117 190,891
Loan repayments $ (87,040) 7,254 25,885 42,109 20,248 5,131 13,587
Other additions 1,148 2,806 3,954
Total Additions (87,040) 380,912 2,460,814 3,229,205 8,421 (5,622,381) 1,144,118 112,862 1,626,911
Deductions (Additions) from net
assets attributed to:
Distributions 33,290 680,371 667,257 1,051,582 25,669 1,249,912 125,790 3,833,871
Forfeitures 711 280 281 194,605 195,877
Loan disbursements (184,250) 28,031 37,009 52,225 27,862 13,645 (25,478)
Other deductions 32,587 48,446 71,318 (79) 96,218 7,389 9,763 265,642
Total Deductions (150,960) 741,700 752,992 1,175,406 25,590 1,568,597 146,824 9,763 4,269,912
Net increases (decreases) 63,920 (360,788) 1,707,822 2,053,799 (17,169) (7,190,978) 997,294 103,099 (2,643,001)
Net assets available for plan benefits
Beginning of year 217,777 4,242,897 3,648,850 5,322,112 146,050 13,517,603 27,095,289
End of year $ 281,697 $3,882,109 $5,356,672 $7,375,911 $ 128,881 $ 6,326,625 $997,294 $103,099 $24,452,288
<FN>
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> 8 POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
_______
1. Establishment of Plan
The Board of Directors of Policy Management Systems Corporation
(the "Company") established the Policy Management Systems
Corporation 401(k) Retirement Savings Plan (formerly the Policy
Management Systems Corporation 401(k) Retirement Plan) (the "Plan")
to provide a before-tax savings retirement program for all eligible
employees of the Company. The Plan, which became effective on April
1, 1990, replaced the retirement plan portion of the Stock Purchase
Savings Program for Employees of Policy Management Systems
Corporation. Also, the related retirement plans of Advanced System
Application, Inc. (ASA) and Mandat Computer Corporation (MDC), both
wholly-owned subsidiaries of the Company, were merged into the Plan
effective January 1, 1991 and July 1, 1991, respectively and
effective December 31, 1992, the Stock Purchase Savings Program for
Employees of Policy Management Systems Corporation was merged into
the Plan. Effective January 1, 1994 the retirement plan of
Cybertek Corporation, a wholly-owned subsidiary of the Company, was
merged into the Plan and all the assets available to Participants
were transferred into the Plan. The Plan is subject to the
requirements of the Employee Retirement Income Security Act of 1974
(ERISA).
Because of the number of plan mergers and legislative and
regulatory changes that have taken place since the Plan was
established in 1990, as well as the pending merger of the PMS, Inc.
Profit Sharing/401(k) Savings Plan into the Plan (as discussed
below), the Company, by the authority granted in section 9.01 of
the Plan, amended and restated the Plan as of December 15, 1994 to
incorporate these changes and others related to employee and
employer contributions as discussed below.
2. Plan Description
General
The following description of the Plan, as restated, is provided
for general information purposes only. Participants should refer
to the plan document for a more complete description of the Plan's
provisions.
Eligibility
All employees of the Company and its participating affiliates, who
are U.S citizens or U.S. residents, who have attained the age of
18, and who have completed any six-consecutive-month period of
<PAGE> 9
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
_______
2. Plan Description, Continued:
Eligibility, Continued:
employment are eligible to participate in the Plan. A Participant
who chooses not to enroll in the Plan when they are first eligible
may elect to participate at a later date, in accordance with the
terms of the Plan.
Employee Contributions
Prior to January 1, 1995, Participants could make contributions
through payroll deductions, in two percent increments, of up to 6%
of their eligible earnings on either a before-tax basis or an
after-tax basis ("Basic Before-Tax and Basic After-Tax
Contributions"), or a combination of both. Participants could also
elect to make Additional Before-Tax or Additional After-Tax
Contributions of 2% or 4% of their eligible earnings. Additional
Contributions were not eligible for Employer Matching
Contributions. The Participant's combined Basic and Additional
Before-Tax and After-Tax Contributions could not exceed 10% of a
Participant's eligible earnings. The maximum Before-Tax
Contribution allowed by the Internal Revenue Code for 1994 is
$9,240.
Effective for Plan years beginning on or after January 1, 1995,
Participants may contribute up to 6% of eligible compensation as
either Before-Tax or Basic After-Tax Contributions to the Plan, and
may contribute an additional 9% of eligible compensation as either
Additional Before-Tax or Additional After-Tax Contributions to the
Plan, not to exceed a total aggregate annual Contribution to the
Plan of greater than 15% of eligible compensation.
Employer Matching Contributions
Prior to January 1, 1995, as of the end of each calendar month, the
Company contributed a matching amount equal to 50% of a
Participant's first 6% of Basic Before-Tax Contributions or Basic
After-Tax Contributions, but not both. The Company did not match
any Additional Before-Tax Contributions or any Additional After-Tax
Contributions. The Employer Matching Contribution was allocated to
the Participant's account as of December 31 each year only if the
Participant was actively employed on December 31 and worked 1,000
or more hours during the Plan Year. Prior to October 1993, the
Employer Matching Contributions were invested by the Trustee in
Policy Management Systems Corporation common stock. By directive
of the Administrative Committee of the Plan, Employer Matching
<PAGE> 10
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIRMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
_______
2. Plan Description, Continued:
Contributions, Continued:
Contributions made after October 1993 are invested in the Fidelity
Retirement Government Money Market Trust.
Effective for Plan years beginning on or after January 1, 1995, the
Company will match 100% of the first 3% and 50% of the next 3% of
the Participant's Basic Before-Tax or Basic After-Tax, but not
both, Contributions.
Allocations
Participant's accounts are credited with the actual income derived
from the investments in such accounts and with the actual expenses
related to such accounts.
Investment Elections
Each Participant is required to submit an election form to the Plan
Administrator designating the allocation of the Participant's
contributions among the Plan's investment funds in multiples of 5%.
In addition, Participants may change the investment of
contributions and may move their vested balances among investment
funds once each quarter effective at the beginning of each calendar
quarter if the Plan Administrator is notified in writing at least
30 days prior to the effective date of the change.
In addition to the contributions specified above, Participants who
receive a qualified distribution under section 401(a) of the
Internal Revenue Code of 1986 as amended (the "Code"), from any
other tax qualified plan, may have all or part of such distribution
transferred into the Plan. Such rollover contributions are subject
to tax regulations imposed by the Code.
Effective January 1, 1995, the Series EE Bond Fund was closed for
investment. The assets have been allocated among the Plan's other
investment funds in accordance with the respective participant
elections.
Vesting
A Participant is always 100% vested in his or her Before-Tax
Contribution Accounts, After-Tax Contribution Accounts and Rollover
Account. A Participant will become fully vested in his or her
<PAGE> 11
POLICY MANAGEMENT SYSTEMS CORPORATION
401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
_______
2. Plan Description, Continued:
Vesting, Continued:
Employer Matching Contribution Account when the first of the
following occurs: the Participant obtains five years of
Credited Service; the Participant reaches his or her Normal
Retirement Date; the Participant becomes Permanently Disabled;
or on the date of the Participant's death.
Forfeiture Allocations
All Participant forfeitures are used to reduce future Employer
Matching Contributions to the Plan.
Benefit Payments
The Participant's After-Tax Contributions may be withdrawn at
any time upon written request of the Participant. In
addition, a Participant may withdraw all or any part of his or
her vested Employer Contributions transferred to the Plan from
the Stock Purchase Savings Program and the vested Employer
Matching Contributions on his or her Basic After-Tax
Contributions, but only to the extent that such contributions
have been in the Plan or the Stock Purchase Savings Program
for at least two full Plan Years after the Plan Year in which
such contributions were made.
Loans
Participants may apply for loans greater than $1,000 from the
Plan, collateralized by their account balances and repaid
through payroll deduction generally subject to the following
terms:
1) The total loans of any Participant at any point in time
shall not exceed the lesser of (i) 50% of the
Participant's vested Account balance, (ii) the total
amount held in the Participant's Contribution and
Rollover accounts, or (iii) $50,000 adjusted on the
volume of loans outstanding to the Participant during the
previous one-year period.
2) Loans may not be made in such a manner as to favor Highly
Compensated Employees, Officers or Shareholders.
3) No Participant shall be permitted to have more than one
loan from the Plan issued and outstanding at any time,
and no Participant shall be issued a new loan within six
months of repayment of a Plan loan.
<PAGE> 12
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
_______
2. Plan Description, Continued:
4) Interest charged on loans is determined by the Committee
at a rate commensurate with interest rates charged for
similar loans under general market conditions.
5) The length and terms of repayment may not exceed 5 years,
unless the purpose of loan is for the purchase of the
Participants principal residence, in which case the loan
term may be extended by the Committee.
6) All amounts repaid are credited to the Participant's
account.
Administrative Expenses
Administrative expenses of the Plan may be paid out of Plan
assets if not paid by the Company. Administrative expenses
paid by the Plan for the years ended December 31, 1994 and
1993 were $277,303 and $307,318, respectively.
3. Significant Accounting Policies
Basis of Accounting
The accompanying financial statements have been prepared on
the accrual basis in accordance with generally accepted
accounting principles.
Accounting for Benefit Distributions
In accordance with guidance issued by the American Institute
of Certified Public Accountants in 1993, the Plan changed its
method of accounting for distributions such that all amounts
elected to be withdrawn and distributed from the Plan by
Participants are not recorded as a liability in the Statement
of Net Assets Available for Plan Benefits. As of December 31,
1994 and 1993, $748,643 and $7,118 have been allocated to
accounts of persons who have withdrawn from participation in
the earnings and operations of the Plan, but for which
disbursement of those funds from the Plan has not yet been
made. The following is a reconciliation to the amounts
reported on Form 5500:
<PAGE> 13
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
_______
3. Significant Accounting Policies, Continued:
Accounting for Benefit Distributions, Continued:
<TABLE>
<S> <C> <C>
1994 1993
Net assets available for plan
benefits as stated in the
financial statements $ 34,624,465 $ 24,452,288
Less: Distributions payable (748,643) (7,118)
Net assets available for plan
benefits per Form 5500 $ 33,875,822 $ 24,445,170
</TABLE>
In addition, the report differs from the Form 5500 by the same
amount for benefit payments on the Statement of Changes in Net
Assets.
Investments
The Plan invests in open-ended funds managed by either
Fidelity Investments or First Union National Bank with the
exception of the Series EE Bond Fund, PMSC Stock Fund and
Forfeiture Fund. Each fund is valued at quoted market prices
to determine a current fund value. Investments in securities
for which exchange quotations are readily available are valued
at the last sale price, or, if no sale, at the closing bid
price. Debt securities are valued in the same manner or in
some other manner, if, in the opinion of the Board of
Trustees, such other manner would more accurately reflect the
fair value of such debt securities. Short-term investments
(consisting primarily of money-market funds) are valued either
at amortized cost or original cost plus accrued interest, both
of which approximate market value.
The Plan presents in the statement of changes in net assets
available for plan benefits the net appreciation
(depreciation) in the fair value of its investments which
consists of the realized gains or losses and the unrealized
appreciation (depreciation) on those investments.
4. Tax Status
The Plan is intended to be qualified under Sections 401(k) and
401(a) of the Code. The Company has submitted the plan as
restated for a determination letter from the Internal Revenue
Service. In the opinion of management, the Plan was designed
and is operated in a manner that qualifies it for tax-exempt
status.
<PAGE> 14
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
_______
5. Termination of Plan
The Company expects and intends to continue the Plan in force
indefinitely, but has reserved the right to amend or terminate
the Plan as necessary. If the Plan were to be terminated,
Participants would become fully vested and all assets of the
Plan would be distributed to the individual Participants based
upon the vested balances in their individual accounts at date
of termination.
6. Investments
The Plan's investments are held in a bank administered trust
fund. The following table presents investments. Investments
that represent 5% or more of the Plan's net assets have been
separately identified.
<TABLE>
<CAPTION>
December 31,
1994 1993
<S> <C> <C>
Investments at fair value measured by quoted
market price:
Fidelity Magellan Fund $ 10,626,976 $ 7,402,815
Fidelity Puritan Fund 8,097,191 5,401,978
Fidelity Retirement Government Money
Market Trust 6,558,005 3,162,673
First Union Fixed Income Portfolio Trust 1,752,286 1,001,555
Policy Management Systems Corporation
Common Stock (168,746 and 231,312
shares at December 31, 1994 and 1993,
respectively)* 7,087,332 6,609,838
Investments at fair value measured by
estimated fair value:
All others 493,945 764,032
Total Plan investments $ 34,615,735 $ 24,342,891
<FN>
* indicates securities of a related party (plan sponsor)
</TABLE>
7. Subsequent Events
On January 1, 1995, the PMS, Inc. Profit Sharing/401(k)
Savings Plan (the "PMS, Inc. Plan") was merged into the Plan
and all the assets available to Participants in the PMS, Inc.
Plan were transferred into the Plan, increasing Plan assets by
approximately $1,200,000.
<PAGE> 15
POLICY MANAGEMENT SYSTEMS CORPORATION
401 (k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS, Continued
_______
8. Related Party Transactions
The Plan purchases, on behalf of Participants, shares of the
Company's common stock in accordance with individual
Participant's investment elections. During the Plan year
ended December 31, 1994, the Plan purchased 1,488 shares at an
aggregate cost of $63,716 and sold 22,702 shares for aggregate
proceeds of $794,173. During the Plan year ended December 31,
1993, the Plan purchased 75,626 shares at an aggregate cost of
$2,784,083 and sold 4,560 shares for aggregate proceeds of
$233,489.
<PAGE> 16
SUPPLEMENTAL SCHEDULES
<PAGE> 17
<TABLE>
<CAPTION>
POLICY MANAGEMENT SYSTEMS CORPORATION
401(k) RETIREMENT SAVINGS PLAN
FORM 5500, ITEM 27(a)-SCHEDULE OF ASSETS HELD
FOR INVESTMENT PURPOSES
December 31, 1994
<S> <C> <C> <C>
Current
Identity of Issue Description of Investment Cost Value
Fidelity 6,558,005 units Fidelity Money Market Trust
U.S. Government Retirement Government Money Market Portfolio $ 6,558,005 $ 6,558,005
Reserves
35 units Valiant General Fund #62 35 35
Fidelity 546,738 units Fidelity Puritan Fund, Inc. 8,199,032 8,097,192
Puritan Fund
3,817 units Valiant General Fund #62 3,817 3,817
Fidelity 159,086 units Fidelity Magellan Fund, Inc. 10,662,984 10,626,976
Magellan Fund
4,698 units Valiant General Fund #62 4,698 4,698
Series EE Bonds 31,350 units United States Savings Bonds,
Account Series EE, 5.58% to 7.5%, maturing at
various dates through July 1, 2002 15,675 15,095
89,199 units Valient General Fund #62 89,199 89,199
PMSC 163,244 shares Policy Management Systems
Stock Fund Corporation Common Stock * 7,029,808 6,856,238
2,303 units Valiant General Fund #62 2,303 2,303
Fixed Income 184,064 units First Union Funds
Account Fixed Income Portfolio Trust 1,907,374 1,752,286
29 units Valiant General Fund #62 29 29
Forfeiture 28 units Valiant General Fund #62 28 28
Account
5,502 shares Policy Management Systems
Corporation Common Stock * 250,953 231,094
Loan 378,741 units participant loans bearing
Account interest rates from 7.00% to 12.25% with
varying maturities from 18 to 360 months 378,741
<FN>
*Indicates party-in-interest to the Plan.
Note:
The Valiant General Fund #62 represents funds held in a money market account for the purpose of
paying disbursements related to the purchasing and selling of investments.
</TABLE>
<PAGE> 18
<TABLE>
POLICY MANAGEMENT SYSTEMS CORPORATION
401(k) RETIREMENT SAVINGS PLAN
FORM 5500, ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
<CAPTION>
Value of
Identity of Asset on
Party Description of Number of Selling Cost of Transaction Net Gain
Involved Assets Transactions Price Asset Date (Loss)
<S> <C> <C> <C> <C> <C> <C>
Single Transactions Exceeding 5% of Net Assets
Fidelity
Retirement Gov't
Money Market
Portfolio Fund Shares 1 $ $ 1,906,833 $ 1,906,833 $
Fidelity
Puritan
Fund Fund Shares 1 1,553,433 1,548,517
Fidelity
Magellan
Fund Fund Shares 1 1,830,832 1,832,125
Series of Transactions Exceeding 5% of Net Assets (Exclusive of the Above Transactions)
Fidelity
Retirement Gov't Money Market
Money Market Account
Portfolio Shares 53 4,407,967 4,407,967
Fidelity
Retirement Gov't Money Market
Money Market Account
Portfolio Shares 21 2,919,517 2,919,517 2,919,517 0
First Union Fixed
Income Portfolio Mutual Fund
Trust Shares 58 1,176,774 1,176,774
First Union Fixed
Income Portfolio Mutual Fund
Trust Shares 20 269,465 285,565 270,353 (16,101)
Fidelity Puritan Mutual Fund
Fund Shares 52 2,654,919 2,675,384
Fidelity Puritan Mutual Fund
Fund Shares 21 996,340 951,982 1,017,508 44,358
Fidelity Magellan Mutual Fund
Fund Shares 45 3,270,476 3,293,856
Fidelity Magellan Mutual Fund
Fund Shares 23 1,277,995 1,261,805 1,306,686 16,190
Money Market
Valiant General Account
Fund #62 Shares * 18,026,020 18,026,020
Money Market
Valiant General Account
Fund #62 Shares * 18,151,516 18,151,516 18,151,516 0
<FN>
*Ommitted from schedule by Trustee.
</TABLE>
<PAGE> 1
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the registration
statement of Policy Management Systems Corporation on Form S-8
(File No. 33-59555) of our report dated June 28, 1995, on our
audits of the financial statements of the Policy Management Systems
Corporation 401 (k) Retirement Savings Plan as of December 31, 1994
and 1993, and for the years then ended, which report is included in
this Annual Report on Form 11-K.
Coopers & Lybrand
Atlanta, Georgia
July 14, 1995
