SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [FEE REQUIRED]
For the fiscal year ended: December 31, 1994
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 number: 1-5442
---------------------
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
-------------------------------------------
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
General Instrument Corporation
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-3575653
------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
181 West Madison Street, Chicago, Illinois 60602
------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(312) 541-5000
---------------------------------------------------
(Registrant's telephone number, including area code)
<PAGE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
Financial Statements as of and for the Years Ended
December 31, 1994 and 1993 and Supplemental
Schedules as of and for the Year Ended
December 31, 1994 and Independent Auditors' Report
<PAGE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
TABLE OF CONTENTS
INDEPENDENT AUDITORS' REPORT
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits as of
December 31, 1994 and 1993, with Fund Information
Statements of Changes in Net Assets Available for Benefits
for the Years Ended December 31, 1994 and 1993, with Fund
Information
Notes to Financial Statements for the Years Ended
December 31, 1994 and 1993
SUPPLEMENTAL SCHEDULES:
Item 27a -Schedule of Assets Held for Investment Purposes
as of December 31, 1994
Item 27d - Schedule of Reportable Transactions for the
Year Ended December 31, 1994
Note: Supplemental Schedules are included for filing with the
Annual Return on Form 5500. Supplemental Schedules not
included herein are omitted due to the absence of
conditions under which they would be required.
<PAGE>
INDEPENDENT AUDITORS' REPORT
Administrative Committee
General Instrument Corporation Savings Plan:
We have audited the accompanying statements of net assets available
for benefits of General Instrument Corporation Savings Plan (the
"Plan") as of December 31, 1994 and 1993, 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 Administrative Committee. 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
as of December 31, 1994 and 1993, 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 of (1) assets held for investment purposes as of December
31, 1994 and (2) reportable transactions for the year ended December
31, 1994 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 supplemental information
by fund is presented for the purpose of additional analysis of the
basic financial statements rather than to present information
regarding the net assets available for benefits and changes in net
assets available for benefits of the individual funds, and is not a
required part of the basic financial statements. The supplemental
schedules and fund information are the responsibility of the Plan's
Administrative Committee. Such supplemental schedules and fund
information have been subjected to the auditing procedures applied in
our audits of the basic 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.
/s/Deloitte & Touche LLP
- --------------------------
Deloitte & Touche LLP
Parsippany, New Jersey
June 19, 1995
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
DECEMBER 31, 1994
Fund
Information
<CAPTION> Vanguard
World
General Vanguard Vanguard Fund-
Instrument Invest- World Inter-
Corporation ment Welling- VMMR VFISF Vanguard Fund-U.S. national
Common Contract ton Index 500 Federal GNMA STAR Growth Growth Loan
Stock Fund Trust Fund Portfolio Portfolio Portfolio Fund Portfolio Portfolio Fund Total
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments,
at fair
value $13,036,895 $6,697,621 $8,727,391 $7,350,425 $8,435,460 $3,740,274 $827,482 $656,447 $1,414,238 $1,318,416 $52,204,649
Loans
receivable 8,835 4,601 8,038 6,819 5,307 3,623 732 849 933 - 39,737
Contributions
Receivable:
Employees 56,688 45,830 105,345 107,079 57,694 41,709 23,535 21,359 31,538 - 490,777
Employer 184,004 - - - - - - - - - 184,004
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ----------
Total
assets 13,286,422 6,748,052 8,840,774 7,464,323 8,498,461 3,785,606 851,749 678,655 1,446,709 1,318,416 52,919,167
LIABILITIES:
Accrued
liabilities 3,278 3,278 3,278 3,278 3,278 3,278 3,278 3,278 3,278 - 29,502
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ----------
NET ASSETS
AVAILABLE
FOR
BENEFITS $13,283,144 $6,744,774 $8,837,496 $7,461,045 $8,495,183 $3,782,328 $848,471 $675,377 $1,443,431 $1,318,416 $52,889,665
=========== ========== ========== ========== ========== ========== ======== ======== ========== ========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
DECEMBER 31, 1993
Fund
Information
<CAPTION> Vanguard
World
General Vanguard Vanguard Fund-
Instrument Invest- World Inter-
Corporation ment Welling- VMMR VFISF Vanguard Fund-U.S. national
Common Contract ton Index 500 Federal GNMA STAR Growth Growth Loan
Stock Fund Trust Fund Portfolio Portfolio Portfolio Fund Portfolio Portfolio Fund Total
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments,
at fair
value $9,725,409 $6,392,700 $8,399,000 $6,648,118 $8,575,504 $4,281,554 $522,176 $279,334 $726,234 $908,819 $46,458,848
Loans
receivable 2,170 4,031 5,586 4,836 5,517 3,741 984 638 942 - 28,445
Contributions
Receivable:
Employees 22,397 36,969 88,849 92,282 49,225 43,383 13,197 9,882 12,363 - 368,547
Employer 106,788 - - - - - - - - - 106,788
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Total
assets 9,856,764 6,433,700 8,493,435 6,745,236 8,630,246 4,328,678 536,357 289,854 739,539 908,819 46,962,628
LIABILITIES:
Accrued
liabilities 2,928 2,928 2,928 2,928 2,928 2,928 2,928 2,928 2,928 - 26,352
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
NET ASSETS
AVAILABLE
FOR
BENEFITS $9,853,836 $6,430,772 $8,490,507 $6,742,308 $8,627,318 $4,325,750 $533,429 $286,926 $736,611 $908,819 $46,936,276
=========== ========== ========== ========== ========== ========== ======== ======== ========== ========== ===========
See notes to
financial statements.
</TABLE>
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1994
Fund
Information
<CAPTION> Vanguard
World
General Vanguard Fund-
Instrument Vanguard World Inter-
Corporation Investment VMMR VFISF Vanguard Fund-U.S. national
Common Contract Wellington Index 500 Federal GNMA STAR Growth Growth Loan
Stock Fund Trust Fund Portfolio Portfolio Portfolio Fund Portfolio Portfolio Fund Total
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
CONTRIBUTIONS:
Employees $465,481 $466,853 $1,141,993 $1,116,913 $633,674 $510,237 $240,681 $176,950 $271,715 $ - $5,024,497
Employer 1,899,584 - - - - - - - - - 1,899,584
Other 188,615 160,754 306,219 119,305 226,476 76,700 136,757 109,904 143,119 - 1,467,849
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Net
contributions 2,553,680 627,607 1,448,212 1,236,218 860,150 586,937 377,438 286,854 414,834 - 8,391,930
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
INVESTMENT INCOME:
Interest - 371,414 - - - - - - - 84,580 455,994
Dividends - - 391,820 225,278 337,729 263,105 45,276 7,630 18,585 - 1,289,423
Net gain
(loss)
on invest-
ments 986,641 - (435,739) (148,866) - (306,746) (48,694) 9,767 (25,411) - 30,952
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Net
investment
income
(loss) 986,641 371,414 (43,919) 76,412 337,729 (43,641) (3,418) 17,397 (6,826) 84,580 1,776,369
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Total
additions 3,540,321 999,021 1,404,293 1,312,630 1,197,879 543,296 374,020 304,251 408,008 84,580 10,168,299
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
DISTRIBUTIONS 688,330 649,169 693,799 519,198 1,000,767 364,139 69,819 10,017 48,904 94,944 4,139,086
ADMINISTRATIVE
EXPENSES 21,309 6,233 10,095 9,421 17,941 4,940 2,163 1,617 2,105 - 75,824
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Total
deductions 709,639 655,402 703,894 528,619 1,018,708 369,079 71,982 11,634 51,009 94,944 4,214,910
TRANSFER
(TO) FROM
OTHER FUNDS 598,626 (29,617) (353,410) (65,274) (311,306) (717,639) 13,004 95,834 349,821 419,961 -
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
NET INCREASE
(DECREASE) 3,429,308 314,002 346,989 718,737 (132,135) (543,422) 315,042 388,451 706,820 409,597 5,953,389
NET ASSETS
AVAILABLE FOR
BENEFITS,
BEGINNING
OF YEAR 9,853,836 6,430,772 8,490,507 6,742,308 8,627,318 4,325,750 533,429 286,926 736,611 908,819 46,936,276
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
NET ASSETS
AVAILABLE FOR
BENEFITS,
END OF
YEAR $13,283,144 $6,744,774 $8,837,496 $7,461,045 $8,495,183 $3,782,328 $848,471 $675,377 $1,443,431 $1,318,416 $52,889,665
=========== ========== ========== ========== ========== ========== ======== ======== ========== ========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1993
Fund
Information
<CAPTION> Vanguard
World
General Vanguard Fund-
Instrument Vanguard World Inter-
Corporation Investment VMMR VFISF Vanguard Fund-U.S. national
Common Contract Wellington Index 500 Federal GNMA STAR Growth Growth Loan
Stock Fund Trust Fund Portfolio Portfolio Portfolio Fund Portfolio Portfolio Fund Total
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
CONTRIBUTIONS:
Employees $100,879 $518,801 $1,025,608 $1,014,073 $640,263 $558,720 $68,565 $47,581 $48,549 $ - $4,023,039
Employer 1,184,806 - - - - - - - - - 1,184,806
Other 13,498 46,925 159,748 124,298 50,282 46,749 19,088 10,360 612 - 471,560
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Net
contributions 1,299,183 565,726 1,185,356 1,138,371 690,545 605,469 87,653 57,941 49,161 - 5,679,405
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
INVESTMENT INCOME:
Interest - 464,374 - - - - - - - 59,361 523,735
Dividends - - 517,816 181,692 279,032 282,180 26,662 3,875 5,859 - 1,297,116
Net gain
(loss) on
investments 4,608,747 - 506,492 453,372 - (23,081) (7,944) 6,898 101,565 - 5,646,049
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Net
investment
income 4,608,747 464,374 1,024,308 635,064 279,032 259,099 18,718 10,773 107,424 59,361 7,466,900
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Total
additions 5,907,930 1,030,100 2,209,664 1,773,435 969,577 864,568 106,371 68,714 156,585 59,361 13,146,305
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ----------
DISTRIBUTIONS 653,737 900,388 1,191,965 870,996 1,340,522 479,855 6,585 4,047 61,624 50,813 5,560,532
ADMINISTRATIVE
EXPENSES 15,646 13,212 14,816 13,173 20,058 8,559 3,478 3,257 3,292 - 95,491
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
Total
deductions 669,383 913,600 1,206,781 884,169 1,360,580 488,414 10,063 7,304 64,916 50,813 5,656,023
TRANSFER (TO)
FROM OTHER
FUNDS 1,232,669 (469,272) 286,029 (617,638)(1,403,167) (515,537) 437,121 225,516 644,942 179,337 -
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
NET
INCREASE
(DECREASE) 6,471,216 (352,772) 1,288,912 271,628 (1,794,170) (139,383) 533,429 286,926 736,611 187,885 7,490,282
NET ASSETS
AVAILABLE FOR
BENEFITS,
BEGINNING
OF YEAR 3,382,620 6,783,544 7,201,595 6,470,680 10,421,488 4,465,133 - - - 720,934 39,445,994
---------- --------- --------- --------- --------- --------- ------- ------- --------- --------- ---------
NET ASSETS
AVAILABLE FOR
BENEFITS,
END OF YEAR $9,853,836 $6,430,772 $8,490,507 $6,742,308 $8,627,318 $4,325,750 $533,429 $286,926 $736,611 $908,819 $46,936,276
=========== ========== ========== ========== ========== ========== ======== ======== ========== ========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1994 AND 1993
A. DESCRIPTION OF THE PLAN
1. General - The General Instrument Corporation Savings Plan (the
"Plan"), is an employee contributory program to encourage long-
term savings by eligible employees of General Instrument
Corporation of Delaware and subsidiaries (the "Company")
through a systematic program of salary deductions. The Company
is a subsidiary of General Instrument Corporation, a holding
company whose stock is traded on the New York Stock Exchange.
The employee may elect to have compensation reduced by, and
authorize the Company to contribute to the Plan on his or her
behalf, a Matched Participant Contribution of 1%, 2%, 3%, 4%,
5% or 6% of compensation for each payroll period. During the
year ended December 31, 1993, the maximum Matched Participant
Contribution percentage was 4%, and increased to a maximum of
6%, effective January 1, 1994. Compensation represents the
participant's base salary or wages, without reduction for his
or her Matched or Unmatched Participant Contributions to the
Plan and Internal Revenue Code Section 125 contributions for
health care coverage, and excluding any other form of
additional compensation such as overtime pay, commissions,
bonuses or incentive compensation, which are additions to the
employee's yearly base salary. Each month, the Company
contributes to the Plan, on behalf of the employee, a Matching
Employer Contribution equal to 50% of the employee's Matched
Participant Contribution. In addition, an employee who has
elected a Matched Participant Contribution rate of 6% (4%
during 1993) may elect to further reduce compensation, and
authorize the Company to contribute to the Plan on his or her
behalf, an Unmatched Participant Contribution of 1%, 2%, 3% or
4% of the employee's compensation for each payroll period.
During the year ended December 31, 1993, the maximum Unmatched
Participant Contribution percentage was 6%. The combined
contribution limitation for employee and employer contributions
is the lesser of 25% of compensation or $30,000.
An employee may also contribute to the Plan a Rollover Amount
or Trust to Trust Amount, provided the Administrative Committee
of the Plan is satisfied that the amount to be rolled over to
the Plan constitutes a Rollover Amount or Trust to Trust Amount
under federal tax regulations. Such contributions are
classified as "other" in the statements of changes in net
assets available for benefits.
In April 1993, the Company completed the sale to GTECH
Corporation of all of the outstanding capital stock of AmTote
International Inc., including the on-track and off-track pari-
mutuel wagering systems, and later sold the Benefits Delivery
business to GTECH Corporation in August 1993. The Company also
sold all of the outstanding stock of General Instrument Lottery
Corporation to AutoTote Corporation in June 1993. As a result
of these sales, participants of the Plan who were employees of
AmTote International Inc., General Instrument Lottery
Corporation and the Benefits Delivery business became fully
vested in their account balances.
2. Eligibility - All persons employed by the Company (including
officers and directors who are employees) became eligible to
participate in the Plan as of January 1, 1991 or at any time
thereafter without satisfying any minimum period of qualifying
employment. All persons who were employed by the Company after
January 1, 1991 became eligible to participate in the Plan on
the date of hire.
Employees subject to collective bargaining agreements which do
not provide for participation of such employees in the Plan are
not eligible to participate in the Plan.
3. Vesting - A participant's interest in his or her Participant
Contributions Account and any Rollover Account or Trust to
Trust Account (including all earnings on contributions to such
accounts) are immediately and fully vested at all times and not
subject to forfeiture. Effective January 1, 1993, a
participant's interest in his or her Employer Contributions
Account (including all earnings on such account) will be 50%
vested upon commencing employment, 75% vested upon completing
one year of employment, and 100% vested upon completing two
years of employment. Such years of employment need not be
consecutive.
Notwithstanding the foregoing, a participant becomes fully
vested in his or her Employer Contributions Account upon the
earlier of: (i) obtaining normal retirement date; (ii) total
disability or (iii) termination of employment by way of death.
A participant will also be fully vested in the event of a
liquidation or dissolution of the Company, or upon termination
of the Plan.
4. Conditions of Distribution and Withdrawal - Distributions under
the Plan may be made upon a participant's death, total
disability, retirement or other termination of employment. A
participant who has not reached age 65 upon termination of
employment may defer payment of his or her distribution (unless
such distribution would be $3,500 or less) until any time up to
age 70-1/2.
Prior to termination of employment, the participant may make
withdrawals from his or her accounts in the following sequence:
(i) All or a portion of the balance in the Rollover Account or
Trust to Trust Account (subject to certain limitations),
including investment income thereon.
(ii) All or a portion of the vested Employer Contributions
Account, including investment income thereon earned before
January 1, 1991 (subject to certain limitations).
(iii) When the Participant attains age 59-1/2, all or a
portion of the vested Employer Contribution Account, the
Matched Participant Contribution Account and the Unmatched
Participant Contribution Account.
In the case of hardship, the Participant may withdraw all or
a portion of his or her vested Employer Contribution Account
and his Matched Participant Contribution Account and
Unmatched Participant Contribution Account, excluding
investment income thereon earned after December 31, 1988.
The Plan Administrator has sole discretion to approve the
amount needed to be withdrawn from the Participant
Contribution Account to alleviate the immediate hardship.
Withdrawals prior to termination of employment are subject to
the following conditions: (i) no more than one request for a
withdrawal may be made during any six-month period, except in
the case of a financial hardship withdrawal; and (ii) a
participant may not make a withdrawal until he or she has been
a participant for six consecutive months.
Effective January 1, 1987, the Tax Reform Act of 1986 imposed an
additional 10% tax on the amount of any distribution from the
Plan made to or in respect of a participant before the
participant attains age 59-1/2 except: (i) any portion of the
distribution which was rolled over to a qualified successor
benefit plan; and (ii) if the distribution is on account of
death, disability or retirement (after age 55).
Upon withdrawal from the Plan or after termination of
employment, the non-vested portion of a participant's account
will be forfeited. The forfeiture may be used to reduce future
employer contributions.
5. Loans - A participant is eligible to receive loans under the
Plan without a required period of prior participation in the
Plan. A participant may not have more than one loan from the
Plan outstanding at any one time.
The amount of a loan may not exceed the following amount:
(i) The lesser of 50% of the vested value of the
participant's accounts or $50,000.
(ii) Notwithstanding anything in (i) to the contrary, no
loan shall be made in a principal amount of less than $1,000
and the principal amount must be in increments of $100.
Interest is paid on the outstanding principal amount of each
loan at a fixed per annum rate equal to the prime lending rate
as published in the Wall Street Journal on the last business
day of each month plus 1-1/2%. This rate applies during the
full term of the loan and is not modified. Interest paid by a
participant is credited to his or her applicable account.
The term of the loan is fixed by the Administrative Committee
at the time the loan is made and may not be extended. All
loans are for a minimum term of one year and are in one year
increments. Any loan which is to be used to acquire a dwelling
unit which within a reasonable time is to be used as the
principal residence of the borrowing participant (a "residence
loan") must be repaid within the earlier of fifteen years or
disposition of such principal residence. Any other loan will
be treated as a "non-residence loan" and must be repaid within
a maximum of five years. A participant may repay all (but not
part) of any loan at any time without penalty by payment of the
outstanding principal amount thereof, plus unpaid accrued
interest to the date of repayment.
Regardless of its original maturity, the outstanding principal
amount of any loan and accrued interest thereon becomes
immediately due and payable as of the date a participant's
employment with the Company terminates for any reason
whatsoever.
A loan, including interest thereon, is repaid by payroll
deductions under a fixed schedule which provides for interest
and amortization of principal in substantially level payments
over the term of the loan. As collateral for repayment of each
loan made to participant, such participant pledges the assets
of his or her Plan accounts.
6. Investment Funds - State Street Bank and Trust Company ("State
Street") is the "Trustee" of the Plan. Vanguard Fiduciary
Trust Company ("Vanguard") is the "Investment Manager" and
recordkeeper of the Plan.
Subsequent to the initial public offering of 22 million shares
of General Instrument Corporation common stock, effective June
17, 1992, all matching employer contributions and earnings
thereon, have been invested solely in the General Instrument
Corporation Common Stock Fund. In May 1993, the General
Instrument Corporation Common Stock Fund was also established
as an investment option for participants. In addition, three
new investment fund options, managed by Vanguard, were added to
the Plan in 1993: STAR Fund, World Fund - U.S. Growth
Portfolio and World Fund - International Growth Portfolio. A
participant may elect to invest all Participant Contributions,
Rollover Amounts or Trust to Trust amounts in one or any
combination of the funds described below, in whole multiples of
5% of the aggregate amount of such contributions. A
participant may elect to transfer once each day all or any part
of the aggregate value in his or her accounts or his or her
interest in one or more investment fund or funds subject to
rules restricting transfers related to the Vanguard Investment
Contract Trust. A description of the funds are as follows:
General Instrument Corporation Common Stock Fund - Consists
of General Instrument Corporation common stock (441,047 and
346,504 [restated to reflect the two-for-one stock split
effected in the form of a 100% stock dividend issued in
August 1994] shares held at December 31, 1994 and 1993,
respectively) and temporary cash investments.
Vanguard Investment Contract Trust (Common Collective
Trusts) - Consisting of one or more guaranteed investment
contracts issued by insurance companies and banks.
Vanguard Wellington Fund (Registered Investment Company) -
Consisting of a portfolio of approximately 63% in common
stocks and 37% in fixed income securities (including
corporate and government bonds and money market
instruments).
Vanguard Index 500 Portfolio (Registered Investment Company)
- Consisting of a portfolio of the five-hundred stocks in
the Standard & Poor's 500 Composite Stock Price Index, each
individual stock being weighted relative to its total market
value and parallel to its representation in the Index.
VMMR Federal Portfolio (Registered Investment Company) -
Consisting of a portfolio of securities issued by the U.S.
Treasury and agencies of the U.S. Government with maturities
of one year or less.
VFISF GNMA Portfolio (Registered Investment Company) -
Consisting of a portfolio of fixed income securities
guaranteed by the U.S. Government and approximately 97% of
which is normally invested in Government National Mortgage
Association ("GNMA") certificates, the balance being
invested in temporary cash investments.
STAR Fund (Registered Investment Company) - Comprised of
investments in seven Vanguard equity funds and three
Vanguard fixed income funds. At December 31, 1994 and 1993
the percentages of STAR fund investments in equity and fixed
income funds approximated 62% and 38%, respectively.
World Fund - U.S. Growth Portfolio (Registered Investment
Company) - Consisting of a portfolio of United States
corporations' common stock.
World Fund - International Growth Portfolio (Registered
Investment Company) - Consisting of a portfolio of equity
securities of corporations located outside the United
States.
Loan Fund - A separate loan fund has been established to
account for loans made from each specified fund. As
periodic principal and interest payments become due, they
are reallocated to the specific funds from which the loan
originated.
7. Income Tax Status - The Plan obtained its latest determination
letter dated June 19, 1995, in which the Internal Revenue
Service stated that the Plan, as designed, was in compliance
with the applicable requirements of the Internal Revenue Code.
The Plan administrator and the Plan's tax counsel believe that
the Plan is currently designed and being operated 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.
A trust qualified under Section 501(a) of the Internal Revenue
Code is exempt from taxes on trust investment earnings.
Continued qualification of the Plan will depend on its effect
in operation under its present form.
8. Plan Termination - While the Company has not expressed any
intent to terminate the Plan, it may do so at anytime.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1. Investments - Investments are stated at fair or market values,
with the exception of the loans receivable which are presented
at historical cost. The market value of General Instrument
Corporation common stock is based on the closing price as
quoted on the New York Stock Exchange. The investments in
units of the Vanguard funds are valued at the redemption prices
established by the Investment Manager, based upon its
determination of the market value of the underlying
investments.
2. Administrative Expenses - The Plan provides that all expenses
shall be paid by the Plan unless the Company, at its sole
discretion, elects to pay such expenses without reimbursement.
3. Other - All security transactions are recorded on a trade date
basis. Net gains and losses on the disposal of investments in
each fund are computed using the average cost method based on
the beginning market value as carried forward from the end of
the prior plan year. Dividend income is recorded on the ex-
dividend date. Income from other investments is recorded as
earned on an accrual basis.
4. Benefit Claims - As prescribed by the American Institute of
Certified Public Accountant's Audit and Accounting Guide,
"Audits of Employee Benefit Plans," benefits payments are
recognized as reductions of Plan assets upon disbursement.
C. INVESTMENTS
<TABLE>
Investments held by the Trustee and Investment Manager at
December 31, 1994 were as follows:
<CAPTION>
Fair
Name of Number Value
Issuer and of Historical Fair Per
Title of Issues Units Cost Value Unit
<S> <C> <C> <C> <C>
General Instrument
Corporation Common Stock
Fund 331,138 $7,407,880 $13,036,895 $39.37
Vanguard:
Investment Contract
Trust 6,697,621 6,697,621 6,697,621 1.00
Wellington Fund 450,098 8,448,926 8,727,391 19.39
Index 500 Portfolio 171,059 6,593,154 7,350,425 42.97
VMMR Federal Portfolio 8,435,460 8,435,460 8,435,460 1.00
VFISF GNMA Portfolio 390,425 3,896,385 3,740,274 9.58
STAR Fund 65,673 879,421 827,482 12.60
U.S. Growth Portfolio 42,821 639,669 656,447 15.33
International Growth
Portfolio 105,304 1,354,867 1,414,238 13.43
Investments held by the Trustee and Investment Manager at
December 31, 1993 were as follows:
Name of Number Fair
Issuer and of Historical Fair Value
Title of Issues Units Cost Value Per Unit
General Instrument
Corporation Common Stock
Fund 263,990 $4,402,892 $9,725,409 $36.84
Vanguard:
Investment Contract Trust 6,392,700 6,392,700 6,392,700 1.00
Wellington Fund 411,716 7,605,228 8,399,000 20.40
Index 500 Portfolio 151,680 5,630,689 6,648,118 43.83
VMMR Federal Portfolio 8,575,504 8,575,504 8,575,504 1.00
VFISF GNMA Portfolio 412,879 4,139,386 4,281,554 10.37
STAR Fund 38,939 530,746 522,176 13.41
U.S. Growth Portfolio 18,710 273,119 279,334 14.93
International Growth
Portfolio 53,755 631,345 726,234 13.51
</TABLE>
* * * * * *
<PAGE>
SUPPLEMENTAL SCHEDULES
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1994
<CAPTION>
Description
Name of Issuer of Number of Current
and Title of Issue Investment Units Cost Value
<S> <C> <C> <C> <C>
General Instrument
Corporation Common Stock and
Common Stock Temporary Cash
Funt Investments 331,138 $7,407,880 $13,036,895
Vanguard:
Investment Contract Common/Collective
Trust Trust 6,697,621 6,697,621 6,697,621
Wellington Fund Shares of
Registered
Investment
Company 450,098 8,448,926 8,727,391
Index 500 Portfolio Shares of
Registered
Investment
Company 171,059 6,593,154 7,350,425
VMMR Federal Shares of
Portfolio Registered
Investment
Company 8,435,460 8,435,460 8,435,460
VFISF GNMA Shares of
Portfolio Registered
Investment
Company 390,425 3,896,385 3,740,274
STAR Fund Shares of
Registered
Investment
Company 65,673 879,421 827,482
U.S. Growth Shares of
Portfolio Registered
Investment
Company 42,821 639,669 656,447
International Shares of
Growth Registered
Portfolio Investment
Company 105,304 1,354,867 1,414,238
Description
Description of Maturity
Plan participant loans Through 12/31/99
other than mortgages, 7.5% - 11.5%
at various rates of
interest 1,318,416 1,318,416
--------- ---------
TOTAL ASSETS HELD
FOR INVESTMENT
PURPOSES $45,671,799 $52,204,649
=========== ===========
</TABLE>
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1994
<CAPTION>
Purchase
Number Price Number Realized
of or Contri- of Selling Gain
Investment Purchases bution Sales Price (Loss)
<S> <C> <C> <C> <C> <C>
General Instrument
Corporation
Common Stock Fund 154 $5,789,509 100 $3,387,991 $680,143
Vanguard:
Investment Contract
Trust 108 1,493,724 92 1,187,876 -
Wellington Fund 98 2,414,559 112 1,652,336 79,568
Index 500 Portfolio 108 2,273,268 124 1,427,995 111,292
VMMR Federal
Portfolio 150 2,693,707 128 2,898,086 -
VFISF GNMA
Portfolio 125 1,220,222 117 1,459,483 (8,466)
</TABLE>
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
General Instrument Corporation Savings Plan
-------------------------------------------
Date: June 29, 1995 /s/ Susan M. Meyer
------------------ -------------------------------------------
Susan M. Meyer
Member of the General Instrument Corporation
Employee Benefits Administrative Committee
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration
Statement No.(s) 33-60498, 33-61820, 33-50911, 33-52189, 33-
54923, 33-55595 and 33-57737 of General Instrument Corporation on
Form(s) S-8 of our report dated June 19, 1995 appearing in and
incorporated by reference in this Annual Report on Form 11-K of
General Instrument Corporation Savings Plan for the year ended
December 31, 1994.
/s/Deloitte & Touche LLP
- ------------------------
DELOITTE & TOUCHE LLP
Parsippany, New Jersey
June 19, 1995
