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, 1993
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from _________ to ___________
Commission File No. 1-8086
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office;
General DataComm Industries, Inc.
Retirement Savings and Deferred Profit Sharing Plan
1579 Straits Turnpike
Middlebury, Connecticut 06762-1299
<PAGE> 2
REQUIRED INFORMATION
Financial Statements and Exhibits.
(a) Financial Statements of the Plan:
See Table of Contents for statements, notes and schedules filed (page 3).
(b) Exhibits:
24.1 Consent of Deloitte & Touche, independent public accountants,
dated June 13, 1994, which is included herein.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Plan Administrator of the General DataComm Industries, Inc. Retirement
Savings and Deferred Profit Sharing Plan, has duly caused this Annual
Report to be signed on its behalf by the undersigned hereunto duly
authorized.
William S. Lawrence
as Plan Administrator
Dated: June 30, 1994
<PAGE> 3
GENERAL DATACOMM INDUSTRIES, INC.
RETIREMENT SAVINGS AND DEFERRED PROFIT SHARING PLAN
TABLE OF CONTENTS
PAGE
INDEPENDENT AUDITORS' REPORT 4
FINANCIAL STATEMENTS AS OF DECEMBER 31, 1993
AND 1992 AND FOR THE YEARS THEN ENDED:
Statements of Net Assets Available for Benefits 6
Statements of Changes in Net Assets Available for
Benefits 7
Notes to Financial Statements 8
SUPPLEMENTAL SCHEDULES:
Item 27a-Assets Held for Investment Purposes at
December 31, 1993 19
Item 27d-Reportable Transactions for the Year Ended
December 31, 1993 20
Other schedules have been omitted due to
the absence of conditions under which
they are required by the Department of
Labor's Rules and Regulations for
Reporting and Disclosure Under the
Employee Retirement Income Security Act
of 1974.
<PAGE> 4
INDEPENDENT AUDITORS' REPORT
General DataComm Industries, Inc.
Retirement Savings and Deferred Profit Sharing Plan:
We have audited the accompanying statements of net
assets available for benefits of General DataComm
Industries, Inc. Retirement Savings and Deferred
Profit Sharing Plan (the "Plan") as of December 31,
1993 and 1992, 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,
1993 and 1992, 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
table of contents are presented for the purpose of
additional analysis and are not a required part of
the basic financial statements, but are supplementary
information required by the Department of Labor's
Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of
1974. These supplemental schedules are the
responsibility of the
<PAGE> 5
Plan's management. Such supplemental schedules have
been subjected to the auditing procedures applied in
our audit of the basic 1993 financial statements and,
in our opinion, are fairly stated in all material
respects when considered in relation to the basic
financial statements taken as a whole.
June 13, 1994
<PAGE> 6
GENERAL DATACOMM INDUSTRIES, INC.
RETIREMENT SAVINGS AND DEFERRED PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1993 AND 1992
<TABLE>
<CAPTION>
1993 1992
<S> <C> <C>
ASSETS:
Investments, at fair
value $24,055,194 $17,990,153
Receivables:
Employee contributions 148,654 117,952
Employer contributions 1,128,112 784,632
___________ ___________
NET ASSETS AVAILABLE FOR BENEFITS $25,331,960 $18,892,737
___________ ___________
</TABLE>
See notes to financial statements.
<PAGE> 7
GENERAL DATACOMM INDUSTRIES, INC.
RETIREMENT SAVINGS AND DEFERRED PROFIT SHARING PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1993 AND 1992
<TABLE>
<CAPTION>
1993 1992
<S> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Investment income:
Interest and dividend income $1,194,520 $ 912,077
Net appreciation in fair
value of investments 2,018,961 651,675
__________ _________
3,213,481 1,563,752
Less investment expenses 23,610 33,608
__________ _________
Investment income, net 3,189,871 1,530,144
Contributions:
Employee contributions 3,248,486 2,459,786
Employer contributions 1,213,053 818,240
_________ _________
4,461,539 3,278,026
_________ _________
Total additions 7,651,410 4,808,170
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
Distributions to participants (1,212,187) (773,475)
__________ _________
NET INCREASE 6,439,223 4,034,695
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 18,892,737 14,858,042
__________ __________
End of year $25,331,960 $18,892,737
___________ ___________
See notes to financial statements.
</TABLE>
<PAGE> 8
GENERAL DATACOMM INDUSTRIES, INC.
RETIREMENT SAVINGS AND DEFERRED PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1993 AND 1992
1. DESCRIPTION OF THE PLAN
The purpose of General DataComm Industries, Inc.
Retirement Savings and Deferred
Profit Sharing Plan (the "Plan") is to enhance the
employee benefit programs of General DataComm
Industries, Inc. (the "Company") and to give eligible
employees the opportunity to set aside portions of
their pretax salary and to have such amounts
invested and supplemented by Company contributions
on behalf of such employees. The Plan also
provides for employees to share in the Company's
profits whereby employer contributions and
forfeitures are allocated to participants' accounts
based upon the relative compensation of the
participants. The Plan's investment earnings and
gains and losses are allocated based upon
accumulated amounts in participants' accounts.
The Plan permits qualified employees to contribute
from one to ten percent of their compensation on a
pretax basis, subject to the guidelines of the
Internal Revenue Code. Subject to certain
limitations, the Company will contribute an amount
equal to fifty percent of an employee's pretax
contributions, not to exceed one and one-half percent
of the employee's eligible compensation. In 1993 and 1992,
the Company match was $774,868 and $688,958, respectively.
All contributions are allocated to participant
accounts. The Plan does not allow current
contributions on an after-tax basis.
The Company may also make profit sharing
contributions to the Plan each year based upon a
percentage of the Company's fiscal year consolidated
operating profits (as defined in the Plan) in
accordance with the following formula:
Operating Profit
As Percentage Percentage of Operating
of Net Revenues Profits Contributed to the Plan
_______________ _______________________________
Up to 9% 5%
Over 9%, but not 5% of the initial 9% of
more than 17% operating profits, plus
10% of operating profits
between 9% and 17% of net revenues
Over 17% 5% of the initial 9% of operating
profits, plus 10% of
operating profits between 9%
and 17% of net revenues,
plus 15% of operating
profits in excess of 17% of
net revenues
<PAGE> 9
1. DESCRIPTION OF THE PLAN (continued)
The amount thus computed is reduced by the
contributions, if any, which are made to the
Deferred Profit Sharing Plan of the Company's
Canadian subsidiary. A contribution in excess of
the amount determined by the above formula may be
made, at the discretion of the Company. The
Company's profit sharing contributions for 1993 and
1992 were $340,700 and $149,349, respectively.
Subject to the terms of the Plan and the Internal
Revenue Code, continuing participants until either
age 59 1/2 or termination may only make approved
hardship withdrawals from their pretax contribution
accounts.
The Plan also provides loans to participants
and to former members who qualify as "parties in
interest" as defined by ERISA. Participants may
borrow against their pretax contribution and
rollover account, and the loans are secured by a
pledge of 50% of the borrower's pretax contribution
and rollover account. Participants elect from which
investment fund the loans will be disbursed. Interest
rates on loans are charged at the prime rate in effect
at the beginning of the calendar quarter prior to the
loan, plus one percent. The minimum and maximum loan
available under the Plan are $1,000 and $50,000,
respectively, subject to certain guidelines.
The maximum term of a loan is
five years for most purposes.
Participants shall at all times be fully vested in
the value of their contributions and earnings or
losses recognized thereon. Participants are vested
in employer contribution amounts based upon length
of service and become fully vested upon the
earliest of the following events: (1) death; (2)
normal retirement; (3) permanent and total
disability or (4) after five years of service.
Vesting occurs as follows:
Completed Years of Continuous Service Vested Percentage
Less than two years 0%
Two years, but less than three 25
Three years, but less than four 50
Four years, but less than five 75
Five years or more 100
When a participant's employment ceases as a result
of retirement, disability, termination or death,
the vested value of such participant's account is
paid to the participant or to the designated
beneficiary in accordance with the provision and
payment method elections specified in the Plan.
<PAGE> 10
1. DESCRIPTION OF THE PLAN (continued)
Participants who cease to be employees of the
Company are entitled to receive the vested portion
of their accounts. If the participant returns to
the Company within a defined period, the nonvested
portion of the account balance is restored upon
meeting certain criteria. Otherwise, the nonvested
portions applicable to the Company's matching
contributions related to retirement savings are
reallocated to all eligible members on the same
basis as employer matching contributions.
The Company has reserved the right to terminate the
Plan at any time. In the event of complete or
partial termination, all participants and/or
beneficiaries shall be fully vested with
nonforfeitable rights in the value of their
accounts.
Participants should refer to the Plan Agreement for
further details regarding the Plan.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Investments-At the discretion of employees,
contributions are invested in one or more
investment funds. Employees may select a Stable
Value Fund, Equity Income Fund, U.S. Treasury Fund,
Capital Appreciation Fund, Science and Technology
Fund, New America Growth Fund, New Income Fund,
International Equity Fund and/or Company Stock
Fund.
All investments are recorded at fair value. For
the Equity Income Fund, Capital Appreciation Fund,
Science & Technology Fund, New America Growth
Fund, New Income Fund, International Stock Fund
and Company Stock Fund, the trustee values the
Company stock and other investments in securities
traded on a national securities exchange or in the
over the counter market at the last reported sales
price or latest available bid price on the last
business day of the year. Purchases and sales of
securities are recorded on the trade date.
Investments in the Stable Value Fund and U.S.
Treasury Fund are reflected at estimated fair value
as determined by the Trustee.
Basis of Accounting-The financial statements herein
are prepared on the accrual basis of accounting.
Reclassification-Certain 1992 amounts have been
reclassified to conform with the 1993 presentation.
<PAGE> 11
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(continued)
Distributions-Distributions applied for that were
still outstanding at December 31, 1993 and 1992
were as follows:
<TABLE>
<CAPTION>
1993 1992
<S> <C> <C>
Distributions applied for:
Stable Value Fund $ 17,980 $ 48,545
Equity Income Fund 10,114 18,339
U.S. Treasury Fund 6,181 15,102
Company Stock Fund 8,428 12,514
Capital Appreciation Fund 5,619 10,787
Science & Technology Fund 3,371 1,079
New America Growth Fund 2,248 755
New Income Fund 560 539
International Stock Fund 1,687 216
_______ _______
Total $56,188 $107,876
_______ ________
</TABLE>
These amounts have not been recorded in the
financial statements, but have been recorded in the
Form 5500, Annual Return/Report of Employee
Benefit Plan.
Plan Expenses-The Plan provides that all costs and
expenses incurred in administering the Plan shall
be paid by the Plan; however, as allowed by the
Plan, the Company has elected to pay certain of
these costs.
<PAGE> 12
3. INVESTMENTS
Investments held by the Plan at December 31, 1993
and 1992 are as follows:
<TABLE>
<CAPTION>
1993
Number of
Units Held Cost Fair Value
<S> <C> <C> <C>
T. Rowe Price Funds:
Stable Value Fund 7,538,472 $ 7,538,472 $ 7,438,472
Equity Income Fund 68,843 4,005,908 4,227,181
U.S. Treasury Fund 2,584,973 2,584,973 2,584,973
Company Stock Fund 323,665 1,748,008 3,358,027
Capital Appreciation Fund 191,773 2,257,770 2,427,852
Science & Technology Fund 78,835 1,476,598 1,493,916
New America Growth Fund 31,478 812,604 882,633
New Income Fund 21,303 196,143 196,841
International Stock Fund 56,230 611,320 683,756
Loans Receivable 661,543 661,543
___________ ___________
Total $21,893,339 $24,055,194
___________ ___________
</TABLE>
<TABLE>
<CAPTION>
1992
Number of
Units Held Cost Fair Value
<S> <C> <C> <C>
T. Rowe Price Funds:
Stable Value Fund 8,021,181 $8,021,181 $8,021,181
Equity Income Fund 185,042 2,838,907 2,892,208
U.S. Treasury Fund 2,493,005 2,493,005 2,493,005
Company Stock Fund 333,228 1,167,938 2,124,330
Capital Appreciation Fund 144,769 1,672,034 1,648,919
Science & Technology Fund 11,853 204,208 204,611
New America Growth Fund 4,418 106,547 109,605
New Income Fund 9,313 83,668 83,775
International Stock Fund 3,666 33,441 32,591
Loans receivable 379,928 379,928
___________ __________
Total $17,000,857 $17,990,153
___________ ___________
</TABLE>
<PAGE> 13
4. TAX STATUS
The Plan obtained its latest determination letter
in April 1994 in which the Internal Revenue Service
stated that the Plan, as then designed, was in
compliance with the applicable requirements of the
Internal Revenue Code. Therefore, no provision for
income taxes has been included in the Plan's financial statements.
5. PARTY IN INTEREST TRANSACTIONS
During the years ended December 31, 1993 and 1992,
there were transactions involving the investment of
Plan assets in funds maintained by T. Rowe Price
and CIGNA, parties in interest as defined in the
ERISA.
<PAGE> 14
6. SUPPLEMENTAL STATEMENTS BY INDIVIDUAL FUND
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS BY INDIVIDUAL FUND
AS OF DECEMBER 31, 1993
<TABLE>
<CAPTION>
Unaudited
New
Equity U.S. Company Capital Science & America New Int'l
Stable Income Treasury Stock Apprecia. Technolog Growth Income Stock
Value Fund Fund Fund Fund Fund Fund Fund Fund Fund Total
ASSETS:
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Investments,
at fair value $ 7,939,568 $4,339,773 $2,630,085 $3,393,182 $2,482,862 $1,514,431 $876,562 $195,165 $683,566 $24,055,194
Receivables:
Employee
contributions 31,126 32,902 22,626 11,275 20,793 11,335 9,120 2,734 6,743 148,654
Employer
contributions 236,903 236,903 169,217 67,687 146,655 90,249 78,968 22,562 78,968 1,128,112
___________ __________ __________ __________ __________ __________ ________ ________ _________ __________
NET ASSETS
AVAILABLE
FOR BENEFITS $8,207,597 $4,609,578 $2,821,928 $3,472,144 $2,650,310 $1,616,015 $964,650 $220,461 $769,277 $25,331,960
___________ __________ __________ __________ __________ __________ ________ ________ ________ ___________
</TABLE>
<PAGE> 15
6. SUPPLEMENTAL STATEMENTS BY INDIVIDUAL FUND (continued)
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS BY INDIVIDUAL FUND
AS OF DECEMBER 31, 1992
<TABLE>
<CAPTION>
Unaudited
New
Equity U.S. Company Capital Science & America New Int'l
Stable Income Treasury Stock Apprecia. Technolog Growth Income Stock
Value Fund Fund Fund Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments,
at fair value $8,242,496 $2,968,725 $2,528,427 $2,154,224 $1,665,699 $204,611 $109,605 $83,775 $32,591 $17,990,153
Receivables:
Employee
contributions 35,316 28,718 25,640 6,359 17,817 1,555 1,296 950 301 117,952
Employer
contributions 216,174 180,145 178,336 47,320 119,007 19,765 15,993 5,965 1,927 784,632
__________ __________ __________ __________ __________ ________ ________ _______ _______ ___________
NET ASSETS
AVAILABLE
FOR BENEFITS $8,493,986 $3,177,588 $2,732,403 $2,207,903 $1,802,523 $225,931 $126,894 $90,690 $34,819 $18,892,737
__________ __________ __________ __________ __________ ________ ________ _______ _______ ___________
</TABLE>
<PAGE> 16
6. SUPPLEMENTAL STATEMENTS BY INDIVIDUAL FUND (continued)
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
BY INDIVIDUAL FUND FOR THE YEAR ENDED DECEMBER 31, 1993
<TABLE>
<CAPTION>
Unaudited
New
Stable Equity U.S. Company Capital Science & America New Int'l
Value Income Treasury Stock Apprecia. Technolog Growth Income Stock
Fund Fund Fund Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income:
Interest and
dividend income $474,167 $308,239 $72,715 $ 2,718 $100,687 $173,564 $35,768 $10,868 $15,794 $1,194,520
Net appreciation
in fair value
of investments 221,830 1,365,258 234,841 39,437 71,976 3,067 82,552 2,018,961
________ ________ _______ _________ ________ ________ _______ _______ _______ __________
474,167 530,069 72,715 1,367,976 335,528 213,001 107,744 13,935 98,346 3,213,481
Less investment
expenses 4,958 4,958 3,542 1,417 3,069 1,889 1,653 472 1,652 23,610
________ ________ _______ __________ ________ ________ _______ ______ ______ _________
Investment income,
net 469,209 525,111 69,173 1,366,559 332,459 211,112 106,091 13,463 96,694 3,189,871
________ ________ _______ __________ ________ ________ _______ ______ _____ _________
Contributions:
Employee
contributions 814,837 755,146 558,870 212,725 474,706 180,103 146,869 50,705 54,525 3,248,486
Employer
contributions 264,331 247,013 197,295 75,899 152,220 92,113 80,195 23,290 80,697 1,213,053
_________ ________ _______ ________ _______ _______ _______ _______ _______ _________
1,079,100 1,002,159 756,165 288,624 626,926 272,216 227,064 73,995 135,222 4,461,539
Total
additions 1,548,377 1,527,270 825,338 1,655,183 959,385 483,328 333,155 87,458 231,916 7,651,410
_________ _________ _______ _________ _______ _______ _______ ______ _______ _________
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
Distributions
to participants (534,777) (238,949) (179,550) (82,647) (157,939) (7,288) (4,056) (481) (6,500) (1,212,187)
NET TRANSFERS
BETWEEN FUNDS (1,299,989) 143,669 (556,263) (308,295) 46,341 914,044 508,657 42,794 509,042
__________ ________ ________ ________ ________ _______ _______ _______ _______ _________
NET INCREASE
(DECREASE) (286,389) 1,431,990 89,525 1,264,241 847,787 1,390,084 837,756 129,771 734,458 6,439,223
__________ _________ ________ _________ _______ _________ _______ _______ _______ _________
NET ASSETS
AVAILABLE
FOR BENEFITS:
Begin. of year 8,493,986 3,177,588 2,732,403 2,207,903 1,802,523 225,931 126,894 90,690 34,819 18,892,737
__________ _________ _________ _________ _________ _______ ________ ________ _____ __________
End of year 8,207,597 4,609,578 2,821,928 3,472,144 2,650,310 1,616,015 964,650 220,461 769,277 25,331,960
__________ _________ _________ _________ _________ _________ _______ ________ _______ __________
</TABLE>
<PAGE> 17
6. SUPPLEMENTAL STATEMENTS BY INDIVIDUAL FUND (continued)
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY INDIVIDUAL
FUND FOR THE YEAR ENDED DECEMBER 31, 1992
<TABLE>
<CAPTION>
Unaudited
New
Stable Equity U.S. Company Capital Science & America
Value Income Treasury Stock Apprecia. Technolog. Growth
Fund Fund Fund Fund Fund Fund Fund
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET
ASSETS ATTRIBUTED TO
Investment income:
Interest and
dividend income $ 198,555 $ 125,606 $ 33,419 $ 1,164 $ 72,734 $ 12,176 $ 761
Net appreciation
(depreciation) in
fair value of
investments 53,302 987,887 (23,115) 403 3,057
________ ________ _______ ________ ________ _______ ______
198,555 178,908 33,419 989,051 49,619 12,579 3,818
Less investment
expenses 4,978 1,839 1,585 2,797 1,046 132 66
________ ________ _______ ________ ________ _______ ______
Investment income,
net 193,577 177,069 31,834 986,254 48,573 12,447 3,752
________ ________ _______ ________ ________ _______ ______
Contributions:
Employee Contribs. 488,929 386,368 370,389 121,134 256,462 8,230 3,970
Employer Contribs. 221,152 181,984 179,921 50,117 120,053 19,897 16,059
________ ________ ________ ________ ________ _______ _______
710,081 568,352 550,310 171,251 376,515 28,127 20,029
Total additions 903,658 745,421 582,144 1,157,505 425,088 40,574 23,781
________ ________ ________ _________ ________ _______ _______
DEDUCTIONS FROM NET
ASSSETS ATTRIBUTED TO:
Distributions to
participants (187,923) (78,810) (98,795) (29,617) (74,136)
NET TRANSFERS BETWEEN
FUNDS 7,778,251 2,510,977 2,249,054 77,702 1,451,571 185,357 103,113
_________ _________ _________ _______ _________ _______ ________
NET INCREASE
(DECREASE) 8,493,986 3,177,588 2,732,403 1,205,590 1,802,523 225,931 126,894
_________ _________ _________ _________ _________ ________ ________
NET ASSETS
AVAILABLE FOR
BENEFITS:
Beginning of year 1,002,313
__________ __________ __________ __________ __________ ________ ________
End of year $8,493,986 $3,177,588 $2,732,403 $2,207,903 $1,802,523 $225,931 $126,894
__________ __________ __________ __________ __________ ________ ________
</TABLE>
<PAGE> 18
6. SUPPLEMENTAL STATEMENTS BY INDIVIDUAL FUND (continued)
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
BY INDIVIDUAL FUND FOR THE YEAR ENDED DECEMBER 31, 1992
<TABLE>
<CAPTION>
Unaudited
New Int'l Guaranteed Money Equity Growth
Income Stock Interest Market Index Equity
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income
Interest and
dividend income $ 622 $ 1,114 $ 151,593 $ 27,081 $ 216,890 $ 70,362 $ 912,077
Net appreication
(depreciation) in
fair value of
investments 107 (850) (203,491) (165,625) 651,675
______ _______ ________ _______ ________ ________ _________
729 264 151,593 27,081 13,399 95,263 1,563,752
Less investment
expenses 55 22 8,156 6,647 3,162 3,123 33,608
______ _______ ________ _______ ________ ________ _________
Investment
income, net 674 242 143,437 20,434 10,237 (98,386) 1,530,144
______ _______ ________ _______ ________ ________ _________
Contributions:
Employee Contribs. 3,947 1,964 426,893 151,652 143,035 96,813 2,459,786
Employer Contribs. 6,020 1,949 8,156 6,647 3,162 3,123 818,240
______ ______ _______ _______ ________ _______ _________
9,967 3,913 435,049 158,299 146,197 99,936 3,278,026
Total additions 10,641 4,155 578,486 178,733 156,434 1,550 4,808,170
_______ ______ _______ _______ _______ _______ _________
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Distributions to
participants (194,090) (51,240) (50,167) (8,697) (773,475)
NET TRANSFERS
BETWEEN FUNDS 80,049 30,664 (8,345,624) (2,760,789) (2,353,257) (1,007,068)
________ _______ _________ _________ _________ _________ _______
NET INCREASE
(DECREASE) 90,690 34,819 (7,961,228) (2,633,296) (2,246,990) (1,014,215) 4,034,695
________ _______ _________ _________ _________ _________ _________
NET ASSETS
AVAILABLE FOR
BENEFITS:
Beginning
of year 7,961,228 2,633,296 2,246,990 1,014,215 14,858,042
________ ________ __________ __________ __________ __________ ___________
End of year $90,690 $34,819 $ -- $ -- $ -- $ -- $18,892,737
________ ________ __________ __________ __________ __________ ___________
</TABLE>
<PAGE> 19
GENERAL DATACOMM INDUSTRIES, INC.
RETIREMENT SAVINGS AND DEFERRED PROFIT SHARING PLAN
Item 27a--SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AT DECEMBER 31, 1993
<TABLE>
<CAPTION>
Identity of Description
Issue or Borrower of Investment Cost Current Value
<S> <C> <C> <C>
*T. Rowe Price Funds:
Stable Value Fund 7,538,472 units in
common trust fund $ 7,538,472 $ 7,538,472
Equity Income Fund 253,885 units in
common stock fund 4,005,908 4,227,181
U.S. Treasury Fund 2,584,973 units in
U.S. Government
securities 2,584,973 2,584,973
* Company Stock Fund 323,665 shares of
General DataComm
Industries, Inc.
common stock 1,748,008 3,358,027
Capital Appreciation 191,773 units in
Fund common stock fund 2,257,770 2,427,852
Science & Technology 78,835 units in
Fund common stock fund 1,476,598 1,493,916
New America Growth 31,478 units in
Fund common stock fund 812,604 882,633
New Income Fund 21,303 units in
marketable debt
securities 196,143 196,841
International Stock 56,230 units in
Fund common stock fund 611,320 683,756
* Loans to participants 186 loans, maturing
from January 18, 1994
to December 20, 1998,
interest at 7.0% to
11.5% 661,543 661,543
___________ ___________
Total $21,893,339 $24,055,194
___________ ___________
* Party-in-interest
</TABLE>
<PAGE> 20
GENERAL DATACOMM INDUSTRIES, INC.
RETIREMENT SAVINGS AND DEFERRED PROFIT SHARING PLAN
ITEM 27d--SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1993
<TABLE>
<CAPTION>
Current
Identity of Party Value on
Involved and Purchase Selling Asset Transaction Net Gain
Description of Asset Price Price Cost Date On Sale
<S> <C> <C> <C> <C> <C>
Series of transactions:
T. Rowe Price
Stable Value Fund:
2,279,800
units bought $2,279,800 $2,279,800 $2,279,800
2,762,511
units sold $2,762,511 2,762,511 2,762,511
T. Rowe Price Equity
Income Fund:
127,144
units bought 2,085,326 2,085,326 2,085,326
58,302
units sold 972,164 918,325 972,164 $ 53,839
T. Rowe Price U.S.
Treasury Fund:
1,004,817
units bought 1,004,817 1,004,817 1,004,817
912,649
units sold 912,649 912,649 912,649
T. Rowe Price
Capital
Appreiciation Fund:
112,653
units bought 1,351,256 1,351,256 1,351,256
65,648
units sold 807,127 765,520 807,127 41,607
T. Rowe Price
Science & Technology
Fund:
85,395
units bought 1,611,885 1,611,885 1,611,885
18,414
units sold 362,815 340,303 362,815 22,512
T. Rowe Price
New America
Growth Fund:
30,599
units bought 795,941 795,941 795,941
3,539
units sold 95,103 90,099 95,103 5,004
Company Stock Fund:
127,526
units bought 1,307,874 1,307,874 1,307,874
137,089
units sold 1,412,754 701,310 1,412,754 711,444
</TABLE>
CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
General DataComm Industries, Inc.
We hereby consent to the incorporation by reference in
Registration Statement No. 33-37266 on Form S-8 of our
report dated June 13, 1994 appearing in this Annual Report
on Form 11-K of the General DataComm Industries, Inc.
Retirement Savings and Deferred Profit Sharing Plan for the
fiscal year ended December 31, 1993.
Hartford, Connecticut
June 13, 1994
