<PAGE> 1
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
Mark One
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1995
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCAHNGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from __________ to __________
Commission File Number 0-3683
Full title of the Plan and the address of the Plan, if different from that of
the issuer named below:
Trustmark National Bank Profit Sharing Plan
(Full Title of the Plan)
Name of issuer of the securities held pursuant to the Plan and the address of
its principal executive office:
Trustmark Corporation
248 E. Capital Street
Jackson, Mississippi 39201
(Name of Issuer of Securities and address of Principal Executive Office)
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<PAGE> 2
ARTHUR ANDERSEN LLP
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1995 AND 1994
TOGETHER WITH AUDITORS' REPORT
<PAGE> 3
ARTHUR ANDERSEN LLP
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of
Trustmark National Bank
Profit Sharing Plan:
We have audited the accompanying financial statements and supplemental
schedules of the Trustmark National Bank Profit Sharing Plan as of December 31,
1995 and 1994 and for the year ended December 31, 1995, as listed in the
accompanying index. 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 of 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 benefits of the Plan as of
December 31, 1995 and 1994, and the changes in net assets available for
benefits for the year ended December 31, 1995, in conformity with generally
accepted accounting principles.
Our audits were performed 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. 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 the audits 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/ ARTHUR ANDERSEN LLP
Jackson, Mississippi,
May 10, 1996.
<PAGE> 4
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
DECEMBER 31, 1995 AND 1994
<TABLE>
<CAPTION>
FINANCIAL STATEMENTS Page
-----
<S> <C>
Statement of Net Assets Available for Plan Benefits with Fund Information as of December 31, 1995 1
Statement of Net Assets Available for Plan Benefits with Fund Information as of December 31, 1994 2
Statement of Changes in Net Assets Available for Plan Benefits with Fund Information for the Year
Ended December 31, 1995 3
NOTES TO FINANCIAL STATEMENTS 4-8
SCHEDULES SUPPORTING FINANCIAL STATEMENTS
Item 27a -- Schedule of Assets Held for Investment Purposes as of December 31, 1995 9
Item 27d -- Schedule of Reportable Transactions for the Year Ended December 31, 1995 10
Schedule of Party-In-Interest Transactions for the Year Ended December 31, 1995 11-12
</TABLE>
<PAGE> 5
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1995
<TABLE>
<CAPTION>
Sponsor
Participant Directed Directed
----------------------------------------------------------- ----------
Stable Income & Balanced Maximum Trustmark Profit
Value Growth Growth Growth Stock Sharing
Fund Fund Fund Fund Fund Trust Total
---------- ---------- ---------- ---------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Interest and dividends $ 13,887 $ 3,190 $ 3,231 $ 1,647 $ 70 $ 941 $ 22,966
Sponsor contributions 6,888 5,110 7,438 4,135 2,407 1,825,000 1,850,978
Participant contributions - 35 59 - - - 94
Other 9 - 931 - 1,469 - 2,409
---------- ---------- ---------- ---------- ---------- ----------- -----------
Total receivables 20,784 8,335 11,659 5,782 3,946 1,825,941 1,876,447
Investments, at fair value:
Money market account 14,292 256,362 96,176 16,928 13,470 290,163 687,391
Fixed income mutual funds - 390,646 454,497 - - - 845,143
Pooled funds 2,717,338 - - - - - 2,717,338
Common stock of Trustmark Corporation - - - - 1,752,046 38,534,109 40,286,155
Equity mutual funds - 343,972 989,009 1,788,739 - - 3,121,720
---------- ---------- ---------- ---------- ---------- ----------- -----------
Total investments 2,731,630 990,980 1,539,682 1,805,667 1,765,516 38,824,272 47,657,747
Accrued transfers between funds (317,945) 42,034 150,534 109,675 17,527 (1,825) -
---------- ---------- ---------- ---------- ---------- ----------- -----------
Total Assets 2,434,469 1,041,349 1,701,875 1,921,124 1,786,989 40,648,388 49,534,194
LIABILITIES:
Other 57 - 30 32 135 - 254
---------- ---------- ---------- ---------- ---------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS: $2,434,412 $1,041,349 $1,701,845 $1,921,092 $1,786,854 $40,648,388 $49,533,940
========== ========== ========== ========== ========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
1
<PAGE> 6
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1994
<TABLE>
<CAPTION>
Sponsor
Participant Directed Directed
---------------------------------------------------- -----------
Stable Income & Balanced Maximum Trustmark Profit
Value Growth Growth Growth Stock Sharing
Fund Fund Fund Fund Fund Trust Total
---------- -------- -------- -------- -------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
Receivables:
Interest and dividends $ 9,480 $ 2,005 $ 2,390 $ 2,445 $ 82 $ 427 $ 16,829
Participant contributions 1,001 610 1,492 3,134 2,329 - 8,566
---------- -------- -------- -------- --------- ----------- -----------
Total receivables 10,481 2,615 3,882 5,579 2,411 427 25,395
Investments, at fair value:
Money market account 9,846 7,210 11,807 17,895 15,426 1,349,163 1,411,347
Fixed income mutual funds - 325,189 332,107 273,249 - - 930,545
Pooled funds 1,853,298 - - - - - 1,853,298
Common stock of Trustmark Corporation - - - - 947,695 28,503,779 29,451,474
Equity mutual funds - 178,578 410,715 646,872 - - 1,236,165
---------- -------- -------- -------- --------- ----------- -----------
Total investments 1,863,144 510,977 754,629 938,016 963,121 29,852,942 34,882,829
NET ASSETS AVAILABLE FOR PLAN BENEFITS: $1,873,625 $513,592 $758,511 $943,595 $965,532 $29,853,369 $34,908,224
========== ======== ======== ======== ======== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
2
<PAGE> 7
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR
PLAN BENEFITS WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
Sponsor
Participant Directed Directed
----------------------------------------------------------- -----------
Stable Income & Balanced Maximum Trustmark Profit
Value Growth Growth Growth Stock Sharing
Fund Fund Fund Fund Fund Trust Total
---------- ---------- ---------- ---------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO PLAN NET ASSETS ATTRIBUTED TO:
Contributions:
Sponsor $ 6,888 $ 5,109 $ 7,438 $ 4,134 $ 2,407 $ 1,900,000 $ 1,925,976
Participant 260,370 140,384 243,670 406,073 311,212 - 1,361,709
---------- ---------- ---------- ---------- ---------- ----------- -----------
Total contributions 267,258 145,493 251,108 410,207 313,619 1,900,000 3,287,685
Investment income:
Net appreciation
in fair value of investments - 90,280 214,113 334,729 403,187 10,437,322 11,479,631
Interest 135,224 27,050 24,891 11,003 1,299 24,928 224,395
Dividends - Company stock - - - - 29,505 759,313 788,818
Dividends - Other - 4,107 10,417 16,720 - - 31,244
---------- ---------- ---------- ---------- ---------- ----------- -----------
Net investment income 135,224 121,437 249,421 362,452 433,991 11,221,563 12,524,088
Transfers between funds (275,223) 28,680 126,088 77,539 44,816 (1,900) -
Transfers from other plans 856,947 300,176 390,463 185,218 90,397 - 1,823,201
---------- ---------- ---------- ---------- ---------- ----------- -----------
Total additions 984,206 595,786 1,017,080 1,035,416 882,823 13,119,663 17,634,974
DEDUCTIONS FROM PLAN NET
ASSETS ATTRIBUTED TO:
Benefits paid to participants 423,419 68,029 73,746 57,919 61,501 2,324,644 3,009,258
---------- ---------- ---------- ---------- ---------- ----------- -----------
NET INCREASE IN ASSETS
AVAILABLE FOR PLAN BENEFITS 560,787 527,757 943,334 977,497 821,322 10,795,019 14,625,716
NET ASSETS AVAILABLE FOR PLAN BENEFITS
Beginning of year 1,873,625 513,592 758,511 943,595 965,532 29,853,369 34,908,224
---------- ---------- ---------- ---------- ---------- ----------- -----------
End of year $2,434,412 $1,041,349 $1,701,845 $1,921,092 $1,786,854 $40,648,388 $49,533,940
========== ========== ========== ========== ========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
3
<PAGE> 8
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995 AND 1994
1. PLAN DESCRIPTION
The following description of the Trustmark National Bank Profit Sharing Plan
(the Plan) is provided for general information purposes only. Participants
should refer to the Plan agreement for a more complete description of the
Plan's provisions.
GENERAL
The Plan is a defined contribution profit sharing plan established for the
employees of Trustmark National Bank (the Company). Employees who are active
participants in the Canton Exchange Bank Employee's Retirement Plan are
ineligible to participate in the Plan. The Plan provides eligibility for
participation on the next semiannual entry date (January 1st or July 1st)
following the completion of at least 1,000 hours of service during the
twelve-month period ending on the anniversary of a person's employment
commencement date.
PLAN ADMINISTRATION
Under a trust agreement, Trustmark National Bank was appointed trustee for the
Plan. The Plan Administrator is Trustmark National Bank.
EMPLOYEE CONTRIBUTIONS
The Plan allows participants to make voluntary before-tax salary deferral
contributions, through payroll deductions, to separately invested funds in
accordance with Section 401(k) of the Internal Revenue Code. If certain
requirements of Internal Revenue Code Section 401(k) are not met in Plan
operation, the salary deferral agreements of participants may, on a
nondiscriminatory and uniform basis, be amended or revoked to preserve the
qualified status of the Plan. Voluntary after-tax contributions by
participants are not allowed. Participants may direct investment of their
voluntary contributions among several investment options.
Employees can elect to contribute up to 15% of their pay each period not to
exceed $5,000 of their annual earnings before taxes. Any excess contributions
must be returned to the applicable participant by April 15 of the calendar year
following the year of excess contributions. In general, employee contributions
are not matched by the employer, however, former participants of the Rankin
County Bank 401(k) Plan are eligible for a 100% match of their contributions on
up to 3% of their annual compensation. The Plan does not allow rollover
contributions from individual retirement accounts or other qualified plans.
EMPLOYER CONTRIBUTIONS
The employer's basic contributions to the Plan are made at the discretion of
the Company's Board of Directors. The basic contributions are not to exceed
the maximum amount deductible under Section 404 of the Internal Revenue Code.
The employer may also make additional contributions to the Plan to preserve the
Plan's qualified status, if certain requirements of Internal Revenue Code
Section 401(k) are not met in Plan operation. These additional contributions
are nonforfeitable and are not
4
<PAGE> 9
available for inservice withdrawals. Employer contributions are primarily
invested in Trustmark Corporation common stock.
ALLOCATIONS
Basic employer contributions and forfeitures of terminated participants are
allocated to each participant in the proportion of each participant's total
units as of the allocation date to the total number of units for all
participants as of that date. Former participants of the Rankin County Bank
401(k) Plan who receive an employer matching contribution do not participate in
the allocation of the basic employer contribution or forfeitures. A
participant's units, with respect to any year, are computed as follows:
a. One unit is allocated for each year in which the participant has
completed at least 1,000 hours of service.
b. One unit is allocated for each full $100 of compensation received by
the participant during the year.
c. Compensation is consideration for services performed and actually
paid, including salary deferral contributions made under Section 125 and
Section 401(k) of the Internal Revenue Code.
Additional employer contributions, if any, are allocated to each participant's
account in the proportion of his salary deferral contributions for the Plan
year to total salary deferral contributions made by all participants.
Investment earnings of the Plan's trust funds are allocated separately for
401(k) and profit sharing accounts. Allocations are based on the investment
earnings base multiplied by the calculated rate of return for the separate
trust accounts. The investment earnings base is calculated as beginning of the
year account balance plus one half of the current year salary deferral
contributions less withdrawals, forfeitures and transfers out.
VESTING
On the first day of the month coincident with or next following a participant's
sixty-fifth birthday, such participant is entitled to retire from active
service with the employer, and 100% of the value of the participant's share of
the Plan becomes fully vested. A participant also vests 100% upon death or
termination of employment due to permanent disability.
A participant whose employment terminates for reasons other than retirement,
death or disability is entitled to the nonforfeitable percentage of the
participant's profit sharing account and 100% of his 401(k) contributions. The
nonforfeitable percentage is determined from the following schedule:
<TABLE>
<CAPTION>
Years of
Vesting Service Nonforfeitable Percentage
--------------- -------------------------
<S> <C>
Less than 5 0%
5 or more 100%
</TABLE>
In addition, the nonforfeitable percentage is 100% on and after the earliest
date on which a participant could retire.
5
<PAGE> 10
In case of termination of the Plan, the value of each participant's share of
the Plan shall become fully vested as of the date of such termination.
PAYMENTS OF BENEFITS
On retirement, death, disability, or termination of service, a participant may
elect to receive a lump-sum distribution equal to his or her vested account
balance or a life annuity. In addition, hardship distributions are permitted
if certain criteria are met.
PLAN TERMINATION
The Company anticipates that the Plan will continue without interruption but
reserves the right to discontinue the Plan at its discretion. The net assets
of the Plan will be distributed by the trustee in accordance with the trust
agreement in a uniform and nondiscriminatory manner.
2. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The Plan's financial statements are prepared using the accrual basis of
accounting, with the exception of the payment of benefits, which are recognized
as a reduction in the net assets of the Plan as they are disbursed to
participants.
RECLASSIFICATIONS
Certain reclassifications have been made to the 1994 financial statements to
conform with the 1995 presentations.
VALUATION OF INVESTMENTS
Cash equivalents are stated at cost which approximates market value.
Marketable securities are stated at fair value. Securities traded on a
national securities exchange are valued at the last reported sales price on the
last business day of the year.
NET APPRECIATION IN FAIR VALUE OF INVESTMENTS
Net appreciation in fair value of investments, as recorded in the accompanying
statement of changes in net assets, includes changes in fair value of
investments acquired, sold or held during the year.
ADMINISTRATIVE FEES
Professional fees incurred by the Plan are paid by the Company.
6
<PAGE> 11
3. INVESTMENTS
The Plan's investments are held by a bank-administered trust fund. The
following table presents the fair value of those investments. Investments that
represent 5 percent or more of the Plan's net assets are separately identified
in an accompanying schedule.
<TABLE>
<CAPTION>
December 31, 1995
--------------------------------
Number of Shares
or Principal Amount Fair Value
------------------- -----------
<S> <C> <C>
Investments at fair value as determined by quoted market price:
Trustmark Corporation Common Stock 1,770,820 $40,286,155
Performance Funds Trust Mutual Funds -
Short Term Fixed Income Fund 47,385 470,055
Intermediate Term Fixed Income Fund 35,928 375,088
Equity Fund 118,341 1,660,323
Mid-Cap Growth Fund 118,045 1,461,397
Investments at estimated fair value:
Trustmark National Bank Employee Benefit Stable Value
Fund 271,734 2,717,338
Performance Funds Trust Money Market A 687,391 687,391
-----------
Total investments $47,657,747
===========
</TABLE>
<TABLE>
<CAPTION>
December 31, 1994
--------------------------------
Number of Shares
or Principal Amount Fair Value
------------------- -----------
<S> <C> <C>
Investments at fair value as determined by quoted market price:
Trustmark Corporation Common Stock 1,768,667 $29,451,474
Performance Funds Trust Mutual Funds -
Short Term Fixed Income Fund 27,300 261,257
Intermediate Term Fixed Income Fund 70,749 669,288
Equity Fund 53,155 578,856
Mid-Cap Growth Fund 68,541 657,309
Investments at estimated fair value:
Trustmark National Bank Employee Benefit Stable Value
Fund 185,330 1,853,298
Performance Funds Trust Money Market A 1,411,347 1,411,347
-----------
Total investments $34,882,829
===========
</TABLE>
7
<PAGE> 12
During 1995, the Plan's investments (including investments bought and sold, as
well as held during the year) appreciated in value by $11,479,631 as follows:
<TABLE>
<S> <C>
Investments at fair value as determined by quoted market price:
Trustmark Corporation Common Stock $10,840,509
Performance Funds Trust Mutual Funds -
Short Term Fixed Income Fund 12,719
Intermediate Term Fixed Income Fund 41,492
Equity Fund 322,703
Mid-Cap Growth Fund 262,208
-----------
Net appreciation in fair value of investments $11,479,631
===========
</TABLE>
4. INCOME TAX STATUS
The trust established under the Plan is qualified under the Internal Revenue
Code as exempt from Federal income taxes under Section 501(a) and the Plan has
received a favorable determination letter from the IRS. The Plan has been
amended to comply with the Tax Reform Act of 1986 (the Act). The Company and
legal counsel are of the opinion that the Plan meets the IRS requirements and
therefore the trust maintains its tax exempt status.
5. PLAN AMENDMENTS
Effective January 1, 1994, the Plan was amended to allow participants to
contribute up to 15% of their annual pretax earnings each period not to exceed
$5,000 annually. Effective July 1, 1994, by decision of the Profit Sharing
Committee, participants were allowed to direct the investment of their account
between several investment options. Effective, July 1, 1995 the Plan was
amended to allow the Rankin County Bank 401(k) Plan to merge with the Plan.
See Note 7.
6. RELATED PARTIES
Plan assets include investments held with the Company. These investments do
not constitute prohibited transactions as defined in ERISA Section 406(a).
Trustmark National Bank serves as the investment advisor for the Performance
Funds Trust Mutual Funds.
7. MERGER
As of July 1, 1995 the Rankin County Bank 401(k) Plan was merged into the
Trustmark National Bank Profit Sharing Plan. Rankin County Bank plan assets
totaling $1,823,201 were transferred to the Plan. The Rankin County Bank Plan
had been maintained as a separate plan for the former employees of the Rankin
County Bank since its acquisition by Trustmark in a merger effective September
7, 1987.
8
<PAGE> 13
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
(EIN 64-0180810)
ITEM 27A -- SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1995
<TABLE>
<CAPTION>
FAIR
DESCRIPTION COST VALUE
--------------------- ----------- -----------
<S> <C> <C> <C>
MONEY MARKET ACCOUNTS
---------------------
* Performance Funds Trust Money Market A $ 687,391 $ 687,391
FIXED INCOME MUTUAL FUNDS
-------------------------
* Performance Funds Trust Short Term Fixed Income Fund 462,919 470,055
* Performance Funds Trust Intermediate Term Fixed Income 354,436 375,088
Fund
POOLED FUNDS
------------
* Trustmark National Bank Employee Benefit Stable Value
Fund 2,717,338 2,717,338
COMMON STOCK
------------
* Trustmark Corporation Common stock - 1,770,820 shares 9,144,752 40,286,155
EQUITY MUTUAL FUNDS
-------------------
* Performance Funds Trust Equity Fund 1,449,545 1,660,323
* Performance Funds Trust Mid-Cap Growth Fund 1,285,330 1,461,397
----------- -----------
Total Investments $16,101,711 $47,657,747
=========== ===========
* Denotes related party based on the following relationships:
Trustmark National Bank serves as investment advisor for the Performance Funds Trusts; Trustmark
Corporation is the parent company of Trustmark National Bank.
</TABLE>
The accompanying notes are an integral part of this schedule.
9
<PAGE> 14
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
(EIN 64-0180810)
ITEM 27D -- SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
TOTAL TOTAL
NUMBER OF NUMBER OF PURCHASE SELLING COST OF NET GAIN/
DESCRIPTION OF ASSET PURCHASES (1) SALES (1) PRICE PRICE ASSET (LOSS)
- -------------------------- ------------- ----------- ----------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C> <C>
* Performance Funds Trust -
Money Market A 242 173 $4,434,210 $5,158,166 $5,158,166 $-
</TABLE>
1 No expenses were incurred by the Plan relative to these transactions.
* Denotes related party based on the following relationships:
Trustmark National Bank serves as investment advisor for the Performance
Funds Trusts; Trustmark Corporation is the parent company of Trustmark
National Bank.
The accompanying notes are an integral part of this schedule.
10
<PAGE> 15
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
SCHEDULE OF PARTY-IN-INTEREST TRANSACTIONS
YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
PURCHASE SELLING COST NET GAIN (LOSS)
DESCRIPTION OF TRANSACTION (1) PRICE PRICE OF ASSET ON TRANSACTION
------------------------------ ---------- -------- -------- --------------
<S> <C> <C> <C> <C> <C>
* 242 Purchases of units in
Performance Funds Trust -
Money Market A $4,434,210 $ - $ - $ -
* 16 Purchases of shares in
Trustmark Employee Benefit
Stable Value Fund 1,322,440 - - -
* 41 Purchases of units in
Performance Funds Trust -
Short Term Fixed Income Fund 305,048
* 48 Purchases of units in
Performance Funds Trust -
Intermediate Term
Fixed Income Fund 354,956 - - -
* 66 Purchases of units in
Performance Funds Trust -
Equity Fund 1,046,107 - - -
* 62 Purchases of units in
Performance Funds Trust -
Mid-Cap Growth Fund 873,174 - - -
* Purchase of 47,998 shares of
Trustmark Corporation (parent
company of Trustmark
National Bank, the Employer)
common stock 797,677 - - -
</TABLE>
The accompanying notes are an integral part of this schedule.
11
<PAGE> 16
TRUSTMARK NATIONAL BANK PROFIT SHARING PLAN
SCHEDULE OF PARTY-IN-INTEREST TRANSACTIONS
YEAR ENDED DECEMBER 31, 1995
(CONTINUED)
<TABLE>
<CAPTION>
PURCHASE SELLING COST OF NET GAIN (LOSS)
DESCRIPTION OF TRANSACTION (1) PRICE PRICE ASSET ON TRANSACTION
--------------------------------- -------- ----------- ----------- ---------------
<S> <C> <C> <C> <C> <C>
* 173 Sales of units in Performance
Fund Trust - Money Market A $ - $ 5,158,166 $ 5,158,166 $ -
* 12 Sales of units in Trustmark
Employee Benefit Stable Value
Fund - 458,400 458,400 -
* 5 Sales of units in Performance
Funds Trust-Short Term Fixed
Income Fund - 108,970 107,958 1,012
* 10 Sales of units in Performance
Funds Trust-Intermediate Term
Fixed Income Fund - 690,648 689,310 1,338
* 6 Sales of units in Performance
Funds Trust - Equity Fund - 229,075 189,096 39,979
* 8 Sales of units in Performance
Funds Trust-Mid-Cap Growth Fund - 275,100 228,355 46,745
* Capital gains distributions
received from Performance Funds
Trusts - - - 114,461
</TABLE>
1 No expenses were incurred by the Plan relative to these transactions.
* Denotes related party based on the following relationships:
Trustmark National Bank serves as investment advisor for Performance Funds
Trusts; Trustmark Corporation is the parent company of Trustmark National
Bank. These transactions are not prohibited transactions as defined by
ERISA Section 406(a).
The accompanying notes are an integral part of this schedule.
12
<PAGE> 17
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan Administrator has duly caused this Annual Report to be signed on its
behalf by the undersigned hereunto duly authorized.
Trustmark National Bank Profit Sharing Plan
Trustmark National Bank, Plan Administrator
By: /s/ Robert G. Spring
---------------------------------------
Its: Senior Vice President
