SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 1, 1995
----------------
FORD MOTOR COMPANY
(Exact name of registrant as specified in its charter)
1-3950 38-0549190
(Commission File Number) (IRS Employer Identification No.)
The American Road, Dearborn, Michigan 48121
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 313-322-3000
<PAGE>
Item 5. Other Events.
The news release dated February 1, 1995 announcing the financial results
of Ford Motor Company and subsidiaries for the year ended December 31, 1994
is filed as Exhibit 20 to this Current Report on Form 8-K and is incorporated
by reference herein.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
EXHIBITS
Designation Description Method of Filing
Exhibit 20 News Release dated Filed with this Report
February 1, 1995 with
attachments.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized on the date indicated.
FORD MOTOR COMPANY
(Registrant)
Date: February 1, 1995 By:/s/T. J. DeZure
T. J. DeZure
Assistant Secretary
<PAGE>
EXHIBIT INDEX
Designation Description Page
Exhibit 20 News Release dated
February 1, 1995 with
attachments.
<PAGE>
Corporate News Public Affairs
Ford Motor Company
The American Road
Room 904
Dearborn, MI 48121
Telephone (313)322-9600
Fax (313) 845-0570
FOR RELEASE AT 8 A.M. (EASTERN), WEDNESDAY, FEB. 1
Contact: Media Inquiries: Broadcast Media: Stockholders Inquiries:
Terry Bresnihan Lin Cummins (313) 845-8540
(313) 322-9600 (313) 322-9600
FORD REPORTS ALL-TIME RECORD 1994 EARNINGS
DEARBORN, Mich., Feb. 1 -- Strong performances in automotive operations
and financial services, coupled with improving market conditions around the
world, propelled Ford Motor Company's 1994 full-year earnings to $5.3 billion
or $4.97 per share of common and Class B stock, a record for any year and more
than double the earnings of a year earlier.
"Our results point to continued improvement in our competitive and
financial positions," said Alex Trotman, chairman and chief executive officer.
"Over the course of 1994, we brought important new products to market and
significantly strengthened our balance sheet. The fast start on the
realignment of our automotive business will result in more product and lower
costs in the years to come."
OUTLOOK FOR INDUSTRY
"Ford had a good year in 1994; however, we continue to strive for further
improvements needed to reach targeted returns," Trotman said. "We are a
determined group of people working together to serve our shareholders by
providing our customers with exciting products and services and exceptional
value.
"In the U.S., Ford's retail demand has been running above what it was a
year ago and consumer confidence and income numbers remain strong. In Europe,
most economies are well into recovery now and we expect continued
improvement."
<PAGE>
SUMMARY OF 1994 AND COMPARISON WITH 1993
(Per share data have been adjusted to reflect a 2-for-1 stock split in June
1994.)
Overview
- --------
- - Total earnings were $5.308 billion, compared with $2.5 billion in 1993, and
surpassed the previous record of $5.300 billion in 1988.
- - Earnings per share were $4.97, compared with $2.27 per share.
- - Worldwide sales and revenues were $128.4 billion, compared with $108.5
billion.
Automotive
- ----------
- - Net income from worldwide automotive operations was $3.8 billion, compared
with $940 million in 1993. After-tax return on sales was 3.6 percent,
compared with 1.1 percent.
- - Net income from U.S. automotive operations was $3.0 billion, compared with
$1.5 billion. After-tax return on sales was 4.2 percent, compared with 2.4
percent.
- - Automotive operations outside the U.S. earned $784 million, compared with a
loss of $542 million in 1993. After-tax return on sales in 1994 was 2.4
percent.
Financial Services Group
- ------------------------
- - The Financial Services Group earned $1.5 billion (which includes a $440
million write-off for the sale of First Nationwide Bank), compared with
$1.6 billion in 1993.
- - Ford Credit earned a record $1.3 billion, compared with $1.2 billion.
- - The Associates Corporation of North America earned a record $604 million,
compared with $524 million.
- - USL Capital earned a record $109 million, compared with $77 million in
1993.
Balance Sheet
- -------------
- - Stockholders equity at year-end was $21.7 billion, compared with $15.6
billion.
- - Automotive cash and marketable securities was $12.1 billion, compared with
$9.8 billion.
- - Automotive debt was $7.3 billion, compared with $8 billion.
- - Automotive net cash was $4.8 billion, compared with $1.8 billion at
year-end last year.
- - Capital spending was $8.5 billion, compared with $6.8 billion.
Sales and Market Share
- ----------------------
- - Worldwide factory unit sales were 6,639,000, compared with 5,965,000 in
1993.
- - Combined car and truck share in the U.S. was 25.2 percent, compared with
25.5 percent.
- - Combined car and truck share in Western Europe was 12.1 percent, compared
with 11.8 percent.
AUTOMOTIVE OPERATIONS
Ford's full-year net income from worldwide automotive operations was
$3.8 billion, an improvement of $2.9 billion from 1993. The after-tax return
on sales was 3.6 percent, up 2.5 percentage points.
In the U.S., Ford's automotive operations earned $3.0 billion for the
full year, increasing $1.5 billion over 1993. Outside the U.S., automotive
operations improved $1.3 billion, reaching $784 million for 1994. Ford's
European automotive operations, excluding Jaguar, earned $388 million,
compared with a loss of $407 million in 1993.
"We are encouraged by the public reception of our products throughout the
world," Trotman said. "In the U.S., we swept the market with five of the top
eight best-selling vehicles. A continuous flow of new products, including
just-launched vehicles like Explorer and Continental, and later in the year
Taurus,Sable and F-Series pickups, gives us confidence that product success in
the marketplace will remain a hallmark of Ford. In Europe, our Escort, new
Transit and Scorpio, as well as the continuing success of Mondeo, position us
well with a strong product line-up in 1995."
During 1994 Ford also made significant progress in Brazil and Argentina
and in entering a number of emerging automotive markets, including China,
India and Vietnam. "It's a primary objective that Ford become a much bigger
player in the world's emerging markets," Trotman said. "Watch for important
developments in these countries, and others, for Ford during 1995."
FINANCIAL SERVICES
The Financial Services Group earned $1.5 billion in 1994, down $105
million from 1993. This included a $440 million charge related to the sale of
First Nationwide Bank. Excluding the charge, profits were $1.9 billion, up
more than $300 million from 1993.
The Group's performance included full-year earnings of $1.3 billion by
Ford Credit, up $119 million from 1993; $604 million by The Associates Corp.
of North America, an increase of $80 million; and $109 million by USL Capital,
up $32 million. Earnings at each of the three operations were records.
"Our Financial Services Group is a strong and reliable engine for profits
and growth, with a solid track record of contributing significantly to the
company's bottom line," Trotman said. "The Group is well-positioned for
continued profitable growth because of its leadership in customer satisfaction
and its status as a low-cost producer."
OTHER 1994 HIGHLIGHTS
- - Ford was the leading exporter of vehicles from the U.S. and Canada, with a
record 120,133 units, up almost 70 percent from 1993.
- - Taurus was the best-selling car in the U.S. for the third consecutive year;
F-Series was the best-selling vehicle for the 13th consecutive year.
- - Ford had record truck sales in the U.S. with 1,932,265 units sold.
- - Combined European car and truck market share of 12.1 percent was Ford's
highest in ten years.
- - Ford had the three top-selling vehicles in Britain with Escort, Mondeo and
Fiesta, and held overall market-share leadership for the 18th consecutive
year.
- - Ford retained passenger car sales leadership in Australia for the 13th
consecutive year.
- - The Associates recorded its 20th consecutive year of increased earnings.
- - Hertz achieved record earnings of $91 million for the year.
FOURTH-QUARTER RESULTS
Ford earned a fourth-quarter record $1.6 billion or $1.47 per share of
common and Class B stock. This compares with $719 million or $0.65 per share
in the fourth quarter of 1993.
U.S. automotive operations earned $720 million, compared with $669
million in 1993. Outside the U.S., automotive operations earned $365 million,
compared with a loss of $372 million. Net income outside the U.S. included a
one-time gain of $110 million from the recent devaluation of the Mexican peso.
However, the devaluation is expected to have unfavorable impact on future
earnings.
The Financial Services Group earned a fourth-quarter record $484 million,
compared with $422 million in 1993.
# # #
2-1-95
<PAGE>
<TABLE>
Ford Motor Company and Subsidiaries
HIGHLIGHTS
----------
<CAPTION>
Fourth Quarter Full Year
--------------------- -----------------
1994 1993 1994 1993
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Worldwide factory sales of cars
and trucks (in thousands)
- - United States 1,062 941 4,276 3,824
- - Outside United States 584 512 2,363 2,141
----- ----- ----- -----
Total 1,646 1,453 6,639 5,965
===== ===== ===== =====
Sales and revenues (in millions)
- - Automotive $27,766 $23,511 $107,137 $ 91,568
- - Financial Services 5,877 4,330 21,302 16,953
------- ------- -------- --------
Total $33,643 $27,841 $128,439 $108,521
======= ======= ======== ========
Net income (in millions)
- - Automotive $ 1,085 $ 297 $ 3,824 $ 940
- - Financial Services 484 422 1,484* 1,589
------- ------- -------- --------
Total $ 1,569 $ 719 $ 5,308 $ 2,529
======= ======= ======== ========
Capital expenditures (in millions)
- - Automotive $ 2,404 $ 1,985 $ 8,310 $ 6,714
- - Financial Services 65 32 236 100
------- ------- -------- --------
Total $ 2,469 $ 2,017 $ 8,546 $ 6,814
======= ======= ======== ========
Stockholders' equity at December 31
- - Total (in millions) $21,659 $15,574 $ 21,659 $ 15,574
- - After-tax return on Common and
Class B stockholders' equity 34.5% 21.1% 33.6% 18.6%
Automotive cash, cash equivalents,
and marketable securities at
December 31 (in millions) $12,083 $ 9,752 $ 12,083 $ 9,752
Automotive debt at December 31
(in millions) $ 7,258 $ 8,016 $ 7,258 $ 8,016
Automotive after-tax returns on sales 3.9% 1.3% 3.6% 1.1%
Shares of Common and Class B Stock
(in millions)
- - Average number outstanding 1,020 996 1,010 986
- - Number outstanding at December 31 1,023 998 1,023 998
AMOUNTS PER SHARE OF COMMON AND
CLASS B STOCK AFTER PREFERRED
STOCK DIVIDENDS
Income
- - Automotive $ 1.00 $ 0.23 $ 3.50 $ 0.66
- - Financial Services 0.47 0.42 1.47 1.61
------- ------- -------- --------
Total $ 1.47 $ 0.65 $ 4.97 $ 2.27
======= ======= ======== ========
Income assuming full dilution $ 1.31 $ 0.60 $ 4.44 $ 2.10
Cash dividends per share of Common
and Class B Stock $ 0.26 $ 0.20 $ 0.91 $ 0.80
- - - - - -
*Includes a loss of $440 million related to the disposition of Granite Savings
Bank (formerly First Nationwide Bank)
Share data have been restated to reflect the 2-for-1 stock split that became
effective June 6, 1994.
FS-1
</TABLE>
<PAGE>
<TABLE>
Ford Motor Company and Subsidiaries
VEHICLE FACTORY SALES
---------------------
For the Periods Ended December 31, 1994 and 1993
(in thousands)
<CAPTION>
Fourth Quarter Full Year
----------------------- ------------------
1994 1993 1994 1993
--------- --------- --------- --------
<S> <C> <C> <C> <C>
North America
Cars - U.S. 537 458 2,077 1,950
- Canada 33 35 124 130
- Mexico 15 12 49 51
----- ----- ----- -----
Total cars 585 505 2,250 2,131
Trucks - U.S. 525 483 2,199 1,874
- Canada 42 42 156 126
- Mexico 12 10 42 39
----- ----- ----- -----
Total trucks 579 535 2,397 2,039
----- ----- ----- -----
Total North America 1,164 1,040 4,647 4,170
Outside North America
Germany 216 193 938 831
Britain 115 98 463 422
Spain 77 48 302 211
Australia 38 34 130 127
Taiwan 17 19 86 114
Japan 8 11 34 53
Other countries 11 10 39 37
----- ----- ----- -----
Total outside North America 482 413 1,992 1,795
----- ----- ----- -----
Total worldwide vehicle
factory sales 1,646 1,453 6,639 5,965
===== ===== ===== =====
Includes units manufactured by other companies and sold by Ford. Factory sales
are shown by source of manufacture, except within North America. In North
America, U.S. sales include exports from Canada, Mexico, and Australia.
Canadian sales include exports from the U.S. and Mexico. Mexican sales
include exports from the U.S. and Canada.
FS-2
/TABLE
<PAGE>
<TABLE>
Ford Motor Company and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME
--------------------------------
For the Years Ended December 31, 1994, 1993 and 1992
(in millions)
<CAPTION>
1994 1993 1992
-------- -------- --------
<S> <C> <C> <C>
AUTOMOTIVE
Sales $107,137 $91,568 $84,407
Costs and expenses
Costs of sales 96,180 85,168 81,748
Selling, administrative, and other expenses 5,131 4,968 4,434
-------- ------- -------
Total costs and expenses 101,311 90,136 86,182
Operating income/(loss) 5,826 1,432 (1,775)
Interest income 665 563 653
Interest expense 721 807 860
-------- ------- -------
Net interest expense (56) (244) (207)
Equity in net income of affiliated companies 271 127 15
Net (expense)/revenue from transactions with
Financial Services (44) (24) 15
-------- ------- -------
Income/(loss) before income taxes and cumulative effects of
changes in accounting principles - Automotive 5,997 1,291 (1,952)
FINANCIAL SERVICES
Revenues 21,302 16,953 15,725
Costs and expenses
Interest expense 7,023 6,482 7,056
Depreciation 4,910 3,064 2,089
Operating and other expenses 4,607 3,196 2,945
Provision for credit and insurance losses 1,539 1,523 1,795
Loss on disposition of Granite Savings Bank (formerly
First Nationwide Bank) 475 - -
-------- ------- -------
Total costs and expenses 18,554 14,265 13,885
Net revenue/(expense) from transactions with Automotive 44 24 (15)
-------- ------- -------
Income before income taxes and cumulative effects of
changes in accounting principles - Financial Services 2,792 2,712 1,825
-------- ------- -------
TOTAL COMPANY
Income/(loss) before income taxes and cumulative effects of
changes in accounting principles 8,789 4,003 (127)
Provision for income taxes 3,329 1,350 295
-------- ------- -------
Income/(loss) before minority interests and cumulative effects
of changes in accounting principles 5,460 2,653 (422)
Minority interests in net income of subsidiaries 152 124 80
-------- ------- -------
Income/(loss) before cumulative effects of changes in
accounting principles 5,308 2,529 (502)
Cumulative effects of changes in accounting
principles - - (6,883)
-------- ------- -------
Net income/(loss) 5,308 2,529 (7,385)
Preferred stock dividend requirements 287 288 209
-------- ------- -------
Income/(loss) attributable to Common and Class B Stock $ 5,021 $ 2,241 $(7,594)
======== ======= =======
FS-3
/TABLE
<PAGE>
<TABLE>
Ford Motor Company and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME
--------------------------------
For the Years Ended December 31, 1994, 1993, and 1992
(in millions)
<CAPTION>
1994 1993 1992
------- ------- -------
<S> <C> <C> <C>
Average number of shares of Common and Class B Stock
outstanding 1,010 986 972
AMOUNTS PER SHARE OF COMMON STOCK AND CLASS B STOCK
AFTER PREFERRED STOCK DIVIDENDS
Income/(loss) before cumulative effects of changes in
accounting principles $ 4.97 $ 2.27 $ (0.73)
Cumulative effects of changes in accounting principles - - (7.08)
------- ------ -------
Income/(loss) $ 4.97 $ 2.27 $ (7.81)
======= ====== =======
Income/(loss) assuming full dilution $ 4.44 $ 2.10 $ (7.81)
Cash dividends $ 0.91 $ 0.80 $ 0.80
Share data have been restated to reflect the 2-for-1 stock split that became
effective June 6, 1994.
FS-4
/TABLE
<PAGE>
<TABLE>
Ford Motor Company and Subsidiaries
CONSOLIDATED BALANCE SHEET
--------------------------
(in millions)
<CAPTION>
December 31, December 31,
1994 1993
------------ ------------
<S> <C> <C>
ASSETS
Automotive
Cash and cash equivalents $ 4,481 $ 5,667
Marketable securities 7,602 4,085
-------- --------
Total cash, cash equivalents, and marketable securities 12,083 9,752
Receivables 2,548 2,302
Inventories 6,487 5,538
Deferred income taxes 3,062 2,830
Other current assets 2,006 1,226
Net current receivable from Financial Services 677 834
-------- --------
Total current assets 26,863 22,482
Equity in net assets of affiliated companies 3,554 3,002
Net property 27,048 23,059
Deferred income taxes 4,146 5,427
Other assets 6,760 7,691
Net noncurrent receivable from Financial Services 0 76
-------- --------
Total Automotive assets 68,371 61,737
Financial Services
Cash and cash equivalents 1,739 2,555
Investments in securities 6,105 8,219
Net receivables and lease investments 130,356 119,535
Other assets 12,783 6,892
-------- --------
Total Financial Services assets 150,983 137,201
-------- --------
Total assets $219,354 $198,938
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Automotive
Trade payables $ 10,777 $ 8,769
Other payables 2,624 1,976
Accrued liabilities 11,599 10,815
Income taxes payable 316 160
Debt payable within one year 155 932
-------- --------
Total current liabilities 25,471 22,652
Long-term debt 7,103 7,084
Other liabilities 24,920 25,911
Deferred income taxes 948 1,089
-------- --------
Total Automotive liabilities 58,442 56,736
Financial Services
Payables 2,361 1,881
Debt 123,713 103,960
Deposit accounts - 10,549
Deferred income taxes 2,958 2,287
Other liabilities and deferred income 7,669 5,583
Net payable to Automotive 677 910
-------- --------
Total Financial Services liabilities 137,378 125,170
Preferred stockholders' equity in a subsidiary company 1,875 1,458
Stockholders' equity
Capital stock
Preferred Stock, par value $1.00 per share (aggregate liquidation
preference of $3.4 billion) * *
Common Stock, par value $1.00 per share (952 and 464 million shares issued) 952 464
Class B Stock, par value $1.00 per share (71 and 35 million shares issued) 71 35
Capital in excess of par value of stock 5,273 5,082
Foreign currency translation adjustments and other 189 (678)
Minimum pension liability adjustment - (400)
Earnings retained for use in business 15,174 11,071
-------- --------
Total stockholders' equity 21,659 15,574
-------- --------
Total liabilities and stockholders' equity $219,354 $198,938
======== ========
- - - - - -
*Less than $1 million
FS-5
/TABLE
<PAGE>
<TABLE>
Ford Motor Company and Subsidiaries
CONSOLIDATED STATEMENT OF CASH FLOWS
------------------------------------
For the Years Ended December 31, 1994, 1993, and 1992
(in millions)
<CAPTION>
1994 1993 1992
---------------------- ---------------------- ----------------------
Financial Financial Financial
Automotive Services Automotive Services Automotive Services
---------- --------- ---------- --------- ---------- ---------
<S> <C> <C> <C> <C> <C> <C>
Cash and cash equivalents at January 1 $ 5,667 $ 2,555 $ 3,504 $ 3,182 $ 4,958 $ 3,175
Cash flows from operating activities 7,542 9,087 6,862 7,145 5,753 5,762
Cash flows from investing activities
Capital expenditures (8,310) (236) (6,714) (100) (5,697) (93)
Proceeds from sale and leaseback of
fixed assets 0 - 884 - 263 -
Acquisitions of other companies 0 (485) 0 (336) 0 (461)
Proceeds from sales of subsidiaries 0 715 173 0 52 0
Acquisitions of receivables and lease
investments - (202,407) - (163,858) - (134,619)
Collections of receivables and
lease investments - 172,694 - 142,844 - 123,144
Acquisitions of daily rental vehicles, net
of disposals - (924) - - - -
Purchases of securities (412) (10,688) (100,493) (13,741) (50,437) (12,877)
Sales and maturities of securities 511 9,649 101,927 12,426 49,629 12,169
Proceeds from sales of receivables - 3,622 - 4,794 - 6,465
Loans originated net of principal payments - (207) - (1,466) - (938)
Investing activity with Financial Services 355 - (117) - 709 -
Other (331) (312) (69) 389 (492) 372
-------- -------- -------- -------- -------- --------
Net cash used in investing activities (8,187) (28,579) (4,409) (19,048) (5,973) (6,838)
Cash flows from financing activities
Cash dividends (1,205) - (1,086) - (977) -
Sale of Preferred Stock 0 - 0 - 1,104 -
Issuance of Common Stock 715 - 394 - 221 -
Changes in short-term debt (795) 10,314 (66) 6,065 (426) 2,739
Proceeds from issuance of other debt 158 21,885 424 22,128 1,865 13,382
Principal payments on other debt (75) (14,088) (376) (13,791) (1,598) (13,122)
Financing activity with Automotive - (355) - 117 - (709)
Changes in customers' deposits, excluding
interest credited - (422) - (3,861) - (3,418)
Receipts from annuity contracts - 1,124 - 821 - 703
Redemption of Hertz common and preferred stock - (145) - - - -
Issuance of subsidiary company preferred stock - 417 - 375 - 283
Other 31 13 (124) (76) 79 (10)
-------- -------- -------- -------- -------- --------
Net cash (used in)/provided by financing
activities (1,171) 18,743 (834) 11,778 268 (152)
Effect of exchange rate changes on cash 397 166 17 25 (220) (47)
Net transactions with Automotive/
Financial Services 233 (233) 527 (527) (1,282) 1,282
-------- -------- -------- -------- -------- --------
Net (decrease)/increase in cash and cash
equivalents (1,186) (816) 2,163 (627) (1,454) 7
-------- -------- -------- -------- -------- --------
Cash and cash equivalents at December 31 $ 4,481 $ 1,739 $ 5,667 $ 2,555 $ 3,504 $ 3,182
======== ======== ======== ======== ======== ========
FS-6
/TABLE
<PAGE>
<TABLE>
Ford Motor Company and Subsidiaries
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
----------------------------------------------
For the Years Ended December 31, 1994, 1993, and 1992
(in millions)
<CAPTION>
1994 1993 1992
-------- -------- --------
<S> <C> <C> <C>
CAPITAL STOCK
Common Stock
Balance at beginning of year $ 464 $ 454 $ 448
Stock split in form of a 100% stock dividend 469 - -
Issued for employee benefit plans and other 19 10 6
------- ------- -------
Balance at end of year 952 464 454
Class B Stock
Balance at beginning of year 35 35 35
Stock split in form of a 100% stock dividend 36 - -
------- ------- -------
Balance at end of year 71 35 35
Series A Preferred Stock * * *
Series B Preferred Stock * * *
CAPITAL IN EXCESS OF PAR VALUE OF STOCK
Balance at beginning of year 5,082 4,698 3,379
Stock split in form of a 100% stock dividend (505) - -
Issued for employee benefit plans and other 696 384 215
Sale of Series B Preferred Stock 0 0 1,104
------- ------- -------
Balance at end of year 5,273 5,082 4,698
FOREIGN CURRENCY TRANSLATION ADJUSTMENTS
AND OTHER
Balance at beginning of year (1,078) (62) 838
Translation adjustments during year 800 (508) (975)
Minimum pension liability adjustment 400 (400) -
Other 67 (108) 75
------- ------- -------
Balance at end of year 189 (1,078) (62)
EARNINGS RETAINED FOR USE IN THE BUSINESS
Balance at beginning of year 11,071 9,628 17,990
Net income/(loss) 5,308 2,529 (7,385)
Cash dividends (1,205) (1,086) (977)
------- ------- -------
Balance at end of year 15,174 11,071 9,628
------- ------- -------
Total stockholders' equity $21,659 $15,574 $14,753
======= ======= =======
</TABLE>
<TABLE>
<CAPTION>
Series A Series B
Common Class B Preferred Preferred
Stock Stock Stock Stock
------ ------- --------- ---------
<S> <C> <C> <C> <C>
SHARES OF CAPITAL STOCK
Issued at December 31, 1991 448 35 0.046 0
Additions
1992 6 0 0 0.023
1993 10 0 0 0
1994 - Stock split in form of a 100% stock
dividend 469 36 - -
- Employee benefit plans and other 19 - - -
----- -- ----- -----
Net additions 504 36 0.046 0.023
----- -- ----- -----
Issued at December 31, 1994 952 71 0.046 0.023
===== == ===== =====
Authorized at December 31, 1994 3,000 265 -- In total: 30 --
- - - - - -
*The balances at the beginning and end of each period were less than $1 million
FS-7
</TABLE>
<PAGE>
