SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
AMENDMENT TO APPLICATION OR REPORT
Filed Pursuant to Section 12, 15, or 15(d) of
THE SECURITIES EXCHANGE ACT OF 1934
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.)
8770 West Bryn Mawr Avenue Chicago, Illinois 60631
--------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(773) 695-1000
--------------
(Registrant's telephone number, including area code)
AMENDMENT NO. 1
TO FORM 10-K
The undersigned registrant hereby amends the following items, financial
statements, exhibits or other portions of its Annual Report on Form 10-K for the
Year Ended December 31, 1996, as set forth in the pages attached hereto.
Exhibit 99(a) Form 11-K, Annual Report of the General Instrument Corporation
Savings Plan Exhibit 99(b) Form 11-K, Annual Report of the General Instrument
(Puerto Rico), Inc.
Savings Plan
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on behalf of the
undersigned, thereunto duly authorized.
GENERAL INSTRUMENT CORPORATION
By: /s/Paul J. Berzenski
-------------------------
Paul J. Berzenski
Vice President and Controller
DATE: June 20, 1997
Exhibit 99(a)
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
For the fiscal year ended: December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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.)
8770 West Bryn Mawr Avenue Chicago, Illinois 60631
--------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(773) 695-1000
--------------
(Registrant's telephone number, including area code)
<PAGE>
General Instrument Corporation Savings Plan
Financial Statements as of and for
the Years Ended December 31, 1996 and 1995,
Supplemental Schedules as of and for the
Year Ended December 31, 1996, and
Independent Auditors' Report
<PAGE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
Page
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits as of
December 31, 1996 and 1995, with Supplemental Fund Information 2-3
Statements of Changes in Net Assets Available for Benefits for the Years
Ended December 31, 1996 and 1995, with
Supplemental Fund Information 4-5
Notes to Financial Statements for the Years Ended
December 31, 1996 and 1995 6-11
SUPPLEMENTAL SCHEDULES:
Item 27a - Schedule of Assets Held for Investment Purposes
as of December 31, 1996 12
Item 27d - Schedule of Reportable Transactions for the
Year Ended December 31, 1996 13
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,
1996 and 1995, 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,
1996 and 1995, 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 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 as of December 31, 1996 and 1995, and for the years then
ended, 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
June 2, 1997
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND INFORMATION
AS OF DECEMBER 31, 1996
<CAPTION>
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
General
Instrument Vanguard Vanguard Vanguard
Corporation Investment Vanguard/ Vanguard Money Fixed Income Vanguard
Common Contract Wellington Index Market Securities STAR
Stock Fund Trust Fund Trust Reserves Fund Portfolio
ASSETS:
Investments, at fair value:
<S> <C> <C> <C> <C> <C> <C> <C>
Company common stock $ 16,279,428 $ - $ - $ - $ - $ - $ -
Common/collective trust - 6,486,110 - - - - -
Shares of registered
investment company - - 14,219,477 15,765,070 7,927,015 4,072,849 2,268,045
Participant loans - - - - - - -
Loans receivable 10,542 4,709 8,726 9,623 4,978 2,532 2,030
Contributions receivable:
Employee 81,166 35,601 114,105 169,388 43,088 32,686 48,876
Employer 255,325 - - - - - -
------------ ----------- ------------ ------------ ----------- ----------- -----------
Total assets 16,626,461 6,526,420 14,342,308 15,944,081 7,975,081 4,108,067 2,318,951
LIABILITIES:
Accrued liabilities 773 772 772 772 772 772 772
------------ ----------- ------------ ------------ ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS $ 16,625,688 $ 6,525,648 $ 14,341,536 $ 15,943,309 $ 7,974,309 $ 4,107,295 $ 2,318,179
============ ============ ============ ============ =========== =========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
Vanguard
Vanguard Interna-
U.S. tional
Growth Growth Loan
Portfolio Portfolio Fund Total
ASSETS:
Investments, at fair value:
<S> <C> <C> <C> <C>
Company common stock $ - $ - $ - $ 16,279,428
Common/collective trust - - - 6,486,110
Shares of registered
investment company 3,806,799 2,846,516 - 50,905,771
Participant loans - - 2,011,892 2,011,892
Loans receivable 3,188 2,555 - 48,883
Contributions receivable:
Employee 97,306 54,808 - 677,024
Employer - - - 255,325
----------- ----------- ----------- ------------
Total assets 3,907,293 2,903,879 2,011,892 76,664,433
LIABILITIES:
Accrued liabilities 772 772 - 6,949
----------- ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS $ 3,906,521 $ 2,903,107 $ 2,011,892 $76,657,484
=========== =========== =========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND INFORMATION
AS OF DECEMBER 31, 1995
<CAPTION>
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
General
Instrument Vanguard Vanguard Vanguard
Corporation Investment Vanguard/ Vanguard Money Fixed Income Vanguard
Common Contract Wellington Index Market Securities STAR
Stock Fund Trust Fund Trust Reserves Fund Portfolio
ASSETS:
Investments, at fair value:
<S> <C> <C> <C> <C> <C> <C> <C>
Company common stock $ 14,363,809 $ - $ - $ - $ - $ - $ -
Common/collective trust - 6,551,207 - - - - -
Shares of registered
investment company - - 11,724,173 10,783,610 7,948,955 4,138,902 1,343,678
Participant loans - - - - - - -
Loans receivable 11,422 5,363 9,187 7,498 6,510 3,187 1,042
Contributions receivable:
Employee 81,766 42,791 107,414 133,348 50,128 36,095 32,662
Employer 217,602 - - - - - -
------------ ----------- ------------ ------------ ----------- ----------- -----------
Total assets 14,674,599 6,599,361 11,840,774 10,924,456 8,005,593 4,178,184 1,377,382
LIABILITIES:
Accrued liabilities 3,355 3,355 3,355 3,355 3,355 3,355 3,355
------------ ----------- ------------ ------------ ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS $ 14,671,244 $ 6,596,006 $ 11,837,419 $ 10,921,101 $ 8,002,238 $ 4,174,829 $ 1,374,027
============ ============ ============ ============ =========== =========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
Vanguard
Vanguard Interna-
U.S. tional
Growth Growth Loan
Portfolio Portfolio Fund Total
ASSETS:
Investments, at fair value:
<S> <C> <C> <C> <C>
Company common stock $ - $ - $ - $ 14,363,809
Common/collective trust - - - 6,551,207
Shares of registered
investment company 1,586,152 1,802,793 - 39,328,263
Participant loans - - 1,707,980 1,707,980
Loans receivable 1,552 1,756 - 47,517
Contributions receivable:
Employee 49,644 42,358 - 576,206
Employer - - - 217,602
----------- ----------- ----------- ------------
Total assets 1,637,348 1,846,907 1,707,980 62,792,584
LIABILITIES:
Accrued liabilities 3,355 3,355 - 30,195
----------- ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS $ 1,633,993 $ 1,843,552 $ 1,707,980 $62,762,389
=========== =========== =========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL
FUND INFORMATION
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<CAPTION>
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
General
Instrument Vanguard Vanguard Vanguard Vanguard Vanguard
Corporation Investment Vanguard Money Fixed Income Vanguard U.S. International
Common Contract Wellington Index Market Securities STAR Growth Growth
Stock Fund Trust Fund Trust Reserves Fund Fund Portfolio Portfolio
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
CONTRIBUTIONS:
Employees $ 1,061,846 $ 476,722 $ 1,468,740 $ 1,981,808 $ 567,717 $ 447,061 $ 530,101 $ 991,571 $ 635,851
Employer 3,066,708 - - - - - - - -
Other 477,603 128,797 479,791 1,043,965 144,276 165,768 316,781 684,623 288,691
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
Net contributions 4,606,157 605,519 1,948,531 3,025,773 711,993 612,829 846,882 1,676,194 924,542
----------- ---------- ----------- ---------- ---------- ---------- ---------- ---------- ----------
INVESTMENT INCOME:
Interest - - - - - - - - -
Dividends - 382,914 1,102,698 335,067 418,133 298,479 203,963 278,425 123,877
Net gain (loss) on
investments (1,174,356) - 876,163 2,437,414 - (80,922) 74,461 329,601 204,943
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
Net investment income (loss) (1,174,356) 382,914 1,978,861 2,772,481 418,133 217,557 278,424 608,026 328,820
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
Total additions 3,431,801 988,433 3,927,392 5,798,254 1,130,126 830,386 1,125,306 2,284,220 1,253,362
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
DISTRIBUTIONS 1,508,047 665,198 1,005,272 1,181,942 978,501 684,357 202,033 306,195 301,704
ADMINISTRATIVE EXPENSES 16,235 1,294 6,839 7,895 3,558 492 (70) 1,296 175
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
Total deductions 1,524,282 666,492 1,012,111 1,189,837 982,059 684,849 201,963 307,491 301,879
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
TRANSFER FROM (TO) OTHER FUNDS 46,925 (392,299) (411,164) 413,791 (175,996) (213,071) 20,809 295,799 108,072
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
NET INCREASE (DECREASE) ...... 1,954,444 (70,358) 2,504,117 5,022,208 (27,929) (67,534) 944,152 2,272,528 1,059,555
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING OF YEAR 14,671,244 6,596,006 11,837,419 10,921,101 8,002,238 4,174,829 1,374,027 1,633,993 1,843,552
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR .....$16,625,688 $6,525,648 $14,341,536 $15,943,309 $7,974,309 $4,107,295 $2,318,179 $3,906,521 $2,903,107
=========== ========== =========== =========== ========== ========== ========== ========== ==========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
Loan
Fund Total
----------- -----------
<S> <C> <C>
CONTRIBUTIONS:
Employees $ - $ 8,161,417
Employer - 3,066,708
Other - 3,730,295
----------- -----------
Net contributions - 14,958,420
----------- -----------
INVESTMENT INCOME:
Interest 153,115 153,115
Dividends - 3,143,556
Net gain (loss) on
investments - 2,667,304
----------- -----------
Net investment income (loss) 153,115 5,963,975
----------- -----------
Total additions 153,115 20,922,395
----------- -----------
DISTRIBUTIONS 156,337 6,989,586
ADMINISTRATIVE EXPENSES - 37,714
----------- -----------
Total deductions 156,337 7,027,300
----------- -----------
TRANSFER FROM (TO) OTHER FUNDS 307,134 -
----------- -----------
NET INCREASE (DECREASE) 303,912 13,895,095
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING OF YEAR 1,707,980 62,762,389
----------- -----------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $ 2,011,892 $76,657,484
=========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL
FUND INFORMATION
YEAR ENDED DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<CAPTION>
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
General Vanguard
Instrument Vanguard Vanguard Fixed Vanguard Vanguard
Corporation Investment Vanguard Money Income Vanguard U.S. International
Common Contract Wellington Index Market Securities STAR Growth Growth
Stock Fund Trust Fund Trust Reserves Fund Fund Portfolio Portfolio
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
CONTRIBUTIONS:
Employees $ 772,548 $ 522,998 $ 1,284,060 $ 1,407,447 $ 658,698 $ 483,932 $ 332,356 $ 430,433 $ 433,715
Employer 2,351,509 - - - - - - - -
Other 229,582 273,735 263,820 349,553 138,511 92,346 99,440 201,916 122,847
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
Net contributions 3,353,639 796,733 1,547,880 1,757,000 797,209 576,278 431,796 632,349 556,562
----------- ---------- ----------- ---------- ---------- ---------- ---------- ---------- ----------
INVESTMENT INCOME:
Interest - - - - - - - - -
Dividends - 411,158 582,722 246,529 482,225 301,167 91,488 62,265 47,617
Net gain (loss) on
investments (2,737,139) - 2,345,472 2,634,169 - 346,463 167,021 305,483 155,861
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
Net investment income (loss) (2,737,139) 411,158 2,928,194 2,880,698 482,225 647,630 258,509 367,748 203,478
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
Total additions 616,500 1,207,891 4,476,074 4,637,698 1,279,434 1,223,908 690,305 1,000,097 760,040
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
DISTRIBUTIONS 1,376,452 726,950 772,738 932,949 1,055,006 655,953 83,794 112,181 241,159
ADMINISTRATIVE EXPENSES 22,726 6,681 11,685 11,077 9,782 4,655 2,145 2,505 2,549
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
Total deductions 1,399,178 733,631 784,423 944,026 1,064,788 660,608 85,939 114,686 243,708
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
TRANSFER FROM (TO) OTHER FUNDS 2,170,778 (623,028) (691,728) (233,616) (707,591) (170,799) (78,810) 73,205 (116,211)
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
NET INCREASE (DECREASE) 1,388,100 (148,768) 2,999,923 3,460,056 (492,945) 392,501 525,556 958,616 400,121
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING 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
----------- ---------- ----------- ----------- ---------- ---------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $14,671,244 $6,596,006 $11,837,419 $10,921,101 $8,002,238 $4,174,829 $1,374,027 $1,633,993 $1,843,552
=========== ========== =========== =========== ========== ========== ========== ========== ==========
See notes to financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
Loan
Fund Total
----------- -----------
<S> <C> <C>
CONTRIBUTIONS:
Employees $ - $ 6,326,187
Employer - 2,351,509
Other - 1,771,750
----------- -----------
Net contributions - 10,449,446
----------- -----------
INVESTMENT INCOME:
Interest 130,638 130,638
Dividends - 2,225,171
Net gain (loss) on
investments - 3,217,330
----------- -----------
Net investment income (loss) 130,638 5,573,139
----------- -----------
Total additions 130,638 16,022,585
----------- -----------
DISTRIBUTIONS 118,874 6,076,056
ADMINISTRATIVE EXPENSES - 73,805
----------- -----------
Total deductions 118,874 6,149,861
----------- -----------
TRANSFER FROM (TO) OTHER FUNDS 377,800 -
----------- -----------
NET INCREASE (DECREASE) 389,564 9,872,724
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING OF YEAR 1,318,416 52,889,665
----------- -----------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $ 1,707,980 $62,762,389
=========== ===========
See notes to financial statements.
</TABLE>
<PAGE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1996 AND 1995
- --------------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
a. General - The General Instrument Corporation Savings Plan (the
"Plan") is a defined contribution plan which was established 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. Each eligible
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% to 6% of compensation for
each payroll period. 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 participant'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% 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% to 4% of the employee's compensation for each
payroll period. The combined contribution limitation for employee
and employer contributions is the lesser of 25% of eligible
compensation or $30,000.
A participant 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.
b. Eligibility - All persons employed by the Company (including
officers and directors who are employees and excluding leased
employees) as of January 1, 1991 or at any time thereafter without
satisfying any minimum period of qualifying employment are eligible
to participate in the Plan.
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.
c. 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.
d. 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; (ii) a participant may not make a
withdrawal until he or she has been a participant for six
consecutive months; and (iii) the amount withdrawn shall not be less
than $200 or the amount of the participant's vested accrued benefit.
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.
Forfeited non-vested accounts totaled $24,595 and $24,053 as of
December 31, 1996 and 1995, respectively.
e. 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 is to be used
as the principal residence of the borrowing participant within a
reasonable time (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 "nonresidence 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 sixty days following 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 a
participant, such participant must pledge 50% of his or her vested
accrued benefit and such additional collateral as the Plan
administrator may require.
f. 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. 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 account 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. The descriptions
of the investments have been obtained from the various fund
prospectuses:
General Instrument Corporation Common Stock Fund - Consists
of General Instrument Corporation common stock 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 65% in common
stocks and 35% in fixed income securities (including
corporate and government bonds and money market instruments).
Vanguard Index Trust (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.
Vanguard Money Market Reserves (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.
Vanguard Fixed Income Securities Fund (Registered Investment
Company) - Consisting of a portfolio of fixed income
securities guaranteed by the U.S. Government and
approximately 80% of which is normally invested in Government
National Mortgage Association ("GNMA") certificates; the
balance being invested in temporary cash investments.
Vanguard STAR Portfolio (Registered Investment Company) -
Comprised of a portfolio investing 60-70% of its assets in
seven Vanguard equity funds and approximately 30-40% in three
Vanguard fixed income funds.
Vanguard U.S. Growth Portfolio (Registered Investment
Company) - Consisting of a portfolio investing primarily in
common stock of United States corporations with above average
growth potential.
Vanguard 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.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Use of Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the
reported amounts of assets and liabilities at the date of the
financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could differ
from those estimates.
b. Investments - Investments are stated at fair or market values. 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 shares of the Vanguard funds are valued at the
redemption prices established by Vanguard, based upon its
determination of the market value of the underlying investments.
c. 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. During the years
ended December 31, 1996 and 1995, the Company elected to pay $68,391
and $66,480, respectively, of Plan expenses without reimbursement.
d. 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.
e. Benefit Payable - As prescribed by the American Institute of
Certified Public Accountants' Audit and Accounting Guide, "Audits of
Employee Benefit Plans," benefit payments are recognized as
reductions of Plan assets upon disbursement. Benefits payable to
terminated employees who had elected to withdraw from the Plan as of
December 31, 1996 and 1995 were $5,338 and $10,401, respectively.
f. Reclassifications - Certain amounts in prior year financial
statements have been reclassified to conform with the current year
presentation.
<PAGE>
3. INVESTMENTS
<TABLE>
Investments held by State Street and Vanguard at December 31, 1996 were as
follows:
<CAPTION>
Name of Number of Fair Value
Issuer and Shares or Historical Fair Per Share
Title of Issues Units Cost Value or Unit
<S> <C> <C> <C> <C>
General Instrument Corporation
Common Stock Fund 574,636 $16,143,812 $16,279,428 $ 28.33
Vanguard:
Investment Contract Trust 6,486,110 6,486,110 6,486,110 1.00
Wellington Fund 543,766 11,423,656 14,219,477 26.15
Index Trust 227,951 10,945,526 15,765,070 69.16
Money Market Reserves 7,927,015 7,927,015 7,927,015 1.00
Fixed Income Securities Fund 398,517 4,002,069 4,072,849 10.22
STAR Portfolio 143,004 2,126,948 2,268,045 15.86
U.S. Growth Portfolio 160,354 3,321,285 3,806,799 23.74
International Growth Portfolio 172,935 2,551,331 2,846,516 16.46
</TABLE>
<TABLE>
Investments held by State Street and Vanguard at December 31, 1995 were as
follows:
<CAPTION>
Name of Number of Fair Value
Issuer and Shares or Historical Fair Per Share
Title of Issues Units Cost Value or Unit
<S> <C> <C> <C> <C>
General Instrument Corporation 469,559 $12,598,047 $14,363,809 $ 30.59
Common Stock Fund
Vanguard:
Investment Contract Trust 6,551,207 6,551,207 6,551,207 1.00
Wellington Fund 479,909 9,405,854 11,724,173 24.43
Index Trust 187,215 7,822,900 10,783,610 57.60
Money Market Reserves 7,948,955 7,984,955 7,948,955 1.00
Fixed Income Securities Fund 396,827 3,974,875 4,138,902 10.43
STAR Portfolio 89,459 1,242,340 1,343,678 15.02
U.S. Growth Portfolio 77,944 1,342,318 1,586,152 20.35
International Growth Portfolio 120,026 1,645,207 1,802,793 15.02
</TABLE>
4. PLAN TERMINATION
Although it has not expressed any interest to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions set forth in ERISA.
5. TAX STATUS
The Plan is intended to be qualified under Section 401(a) of the Internal
Revenue Code of 1986 (the "Code") and is intended to be exempt from
taxation under Section 501(a) of the Code. The Plan received a favorable
IRS determination letter dated June 19, 1995, conditioned on the adoption
of certain proposed amendments. Such amendments were adopted by the
Company, and the Plan administrator believes that the Plan is currently
designed and being operated in compliance with the applicable requirements
of the Code and the related trust was tax-exempt as of the financial
statement date. Therefore, no provision for income taxes has been included
in the Plan's financial statements.
6. SUBSEQUENT EVENT
On January 7, 1997, General Instrument Corporation announced its intention
to separate into three publicly-traded companies to focus on global growth
opportunities. The restructuring, expected to be completed in the third
quarter of 1997, will create three independent companies: NextLevel
Systems, Inc., CommScope, Inc. and General Semiconductor, Inc. In
conjunction with the restructuring, a defined contribution plan will be
created for NextLevel Systems, Inc. employees on July 1, 1997, titled
NextLevel Systems, Inc. Savings Plan (the "New Plan"). The New Plan will
be formed under the same terms as the Plan. During July 1997, all
NextLevel employees who participated in the Plan will have their net
assets transferred to the New Plan, and General Semiconductor will change
the name of the Plan to General Semiconductor, Inc. Savings Plan.
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
<TABLE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
Description Number of
Name of Issuer of Shares or Current
and Title of Issue Investment Units Cost Value
<S> <C> <C> <C>
General Instrument Corporation Common Stock and
Common Stock Fund Temporary Cash
Investments 574,636 $ 16,143,812 $ 16,279,428
Vanguard:
Investment Contract Trust Common/Collective
Trust 6,486,110 6,486,110 6,486,110
Wellington Fund Shares of Registered
Investment Company 543,766 11,423,656 14,219,477
Index Trust Shares of Registered
Investment Company 227,951 10,945,526 15,765,070
Money Market Reserves Shares of Registered
Investment Company 7,927,015 7,927,015 7,927,015
Fixed Income Securities Fund Shares of Registered
Investment Company 398,517 4,002,069 4,072,849
STAR Portfolio Shares of Registered
Investment Company 143,004 2,126,948 2,268,045
U.S. Growth Portfolio Shares of Registered
Investment Company 160,354 3,321,285 3,806,799
International Growth Shares of Registered
Portfolio Investment Company 172,935 2,551,331 2,846,516
Description
Description of Maturity
Plan participant loans Through 12/31/01
other than mortgages, 7.5% - 11.5%
at various rates of interest 2,011,892 2,011,892
------------ ------------
TOTAL ASSETS HELD
FOR INVESTMENT
PURPOSES $ 66,939,644 $ 75,683,201
============ ============
</TABLE>
<PAGE>
GENERAL INSTRUMENT CORPORATION SAVINGS PLAN
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
Number Purchase Number
of Price or of Selling Realized
Investment Purchases Contribution Sales Price Gain
General Instrument Corporation
Common Stock Fund 158 $8,860,640 162 $5,785,665 $425,963
Vanguard:
Wellington Fund 126 4,166,439 124 2,547,442 367,063
Money Market Reserves 177 4,074,342 157 4,096,282 -
Index Trust 166 5,199,437 123 2,653,453 551,288
U.S. Growth Portfolio 133 2,595,846 88 702,725 87,920
<PAGE>
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement Nos.
33-60498, 33-61820, 33-50911, 33-52189, 33-54923, 33-55595, 33-57737 and
333-22861 of General Instrument Corporation on Forms S-8 of our report dated
June 2, 1997 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, 1996.
/s/Deloitte & Touche LLP
- -------------------------
Deloitte & Touche LLP
June 19, 1997
Exhibit 99(b)
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
For the fiscal year ended: December 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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 (PUERTO RICO), INC. 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.)
8770 West Bryn Mawr Avenue, Chicago, Illinois 60631
---------------------------------------------------
(Address of principal executive offices)
(Zip Code)
(773) 695-1000
--------------
(Registrant's telephone number, including area code)
<PAGE>
General Instrument
(Puerto Rico), Inc.
Savings Plan
Financial Statements for the
Years Ended December 31, 1996 and 1995,
Supplemental Schedules for the
Year Ended December 31, 1996 and
Independent Auditors' Report
<PAGE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
TABLE OF CONTENTS
Page
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits as of
December 31, 1996 and 1995, with Supplemental Fund Information 2-3
Statements of Changes in Net Assets Available for Benefits for
the Years Ended December 31, 1996 and 1995, with
Supplemental Fund Information 4-5
Notes to Financial Statements 6-11
SUPPLEMENTAL SCHEDULES:
Item 27(a) - Schedule of Assets Held for Investment Purposes
as of December 31, 1996 12
Item 27(d) - Schedule of Reportable Transactions for the
Year Ended December 31, 1996 13
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 (Puerto Rico), Inc. Savings Plan
We have audited the accompanying statements of net assets available for benefits
of General Instrument (Puerto Rico), Inc. Savings Plan (the "Plan") as of
December 31, 1996 and 1995, 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,
1996 and 1995, 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. The supplemental information by fund for the years ended December 31, 1996
and 1995, 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 audit
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
June 2, 1997
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND
INFORMATION
DECEMBER 31, 1996
<CAPTION>
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
General Vanguard Vanguard
Instrument Vanguard Vanguard Fixed Vanguard Interna-
Corporation Investment Vanguard/ Vanguard Money Income Vanguard U.S. tional
Common Contract Wellington Index Market Securities STAR Growth Growth
Stock Fund Trust Fund Trust Reserves Fund Portfolio Portfolio Portfolio
ASSETS:
Investments, at fair value:
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Company common stock $ 363,651 $ - $ - $ - $ - $ - $ - $ - $ -
Common/collective trust - 118,225 - - - - - - -
Shares of registered
investment company - - 319,448 233,453 64,875 84,666 98,424 58,801 60,393
Participant loans - - - - - - - - -
Loans receivable 157 1,608 2,119 1,793 270 711 549 260 322
Contributions receivable:
Employee 2,474 6,005 12,368 9,223 2,302 3,741 4,180 2,273 2,199
Employer 22,082 - - - - - - - -
-------- -------- -------- -------- -------- -------- -------- -------- --------
Total assets 388,364 125,838 333,935 244,469 67,447 89,118 103,153 61,334 62,914
LIABILITIES:
Accrued liabilities - - - - - - - - -
-------- -------- -------- -------- -------- -------- -------- -------- --------
NET ASSETS AVAILABLE
FOR BENEFITS $388,364 $125,838 $333,935 $244,469 $ 67,447 $ 89,118 $103,153 $ 61,334 $ 62,914
======== ======== ======== ======== ======== ======== ======== ======== ========
</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND
INFORMATION
DECEMBER 31, 1996
<CAPTION>
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
Loan
Fund Unallocated Total
ASSETS:
Investments, at fair value:
<S> <C> <C> <C>
Company common stock $ - $ - $ 363,651
Common/collective trust - - 118,225
Shares of registered
investment company - - 920,060
Participant loans 118,289 - 118,289
Loans receivable - - 7,789
Contributions receivable:
Employee - - 44,765
Employer - 9,456 31,538
-------- -------- ---------
Total assets 118,289 9,456 1,604,317
LIABILITIES:
Accrued liabilities - - -
-------- -------- ---------
NET ASSETS AVAILABLE
FOR BENEFITS $118,289 $ 9,456 $1,604,317
======== ======== ==========
</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND INFORMATION
DECEMBER 31, 1995
<CAPTION>
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
General Vanguard
Instrument Vanguard Vanguard Fixed Vanguard Vanguard
Corporation Investment Vanguard/ Vanguard Money Income Vanguard U.S. International
Common Contract Wellington Index Market Securities STAR Growth Growth
Stock Fund Trust Fund Trust Reserves Fund Portfolio Portfolio Portfolio
ASSETS:
Investments, at fair value:
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Company common stock $254,107 $ - $ - $ - $ - $ - $ - $ - $ -
Common/collective trust - 89,127 - - - - - - -
Shares of registered
investment company - - 215,252 155,016 46,235 60,467 61,289 39,225 41,957
Participant loans - - - - - - - - -
Loans receivable 72 115 366 194 38 95 106 69 68
Contributions receivable:
Employee 1,826 4,432 9,061 7,075 1,717 3,182 2,799 1,590 1,858
Employer 14,593 - - - - - - - -
-------- -------- -------- -------- -------- -------- -------- -------- --------
Total assets 270,598 93,674 224,679 162,285 47,990 63,744 64,194 40,884 43,883
LIABILITIES:
Accrued liabilities 414 414 414 414 414 414 414 414 414
-------- -------- -------- -------- -------- -------- -------- -------- --------
NET ASSETS AVAILABLE
FOR BENEFITS $270,184 $ 93,260 $224,265 $161,871 $ 47,576 $ 63,330 $ 63,780 $ 40,470 $ 43,469
======== ======== ======== ======== ======== ======== ======== ======== ========
</TABLE>
See notes to financial statements
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND INFORMATION
DECEMBER 31, 1995
<CAPTION>
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
Loan
Fund Unallocated Total
ASSETS:
Investments, at fair value:
<S> <C> <C> <C>
Company common stock $ - $ - $ 254,107
Common/collective trust - - 89,127
Shares of registered
investment company - - 619,441
Participant loans 36,474 - 36,474
Loans receivable - - 1,123
Contributions receivable:
Employee - - 33,540
Employer - 18,975 33,568
-------- -------- ---------
Total assets 36,474 18,975 1,067,380
LIABILITIES:
Accrued liabilitiesm - - 3,726
-------- -------- ---------
NET ASSETS AVAILABLE
FOR BENEFITS $ 36,474 $ 18,975 $1,063,654
======== ======== ==========
</TABLE>
See notes to financial statements
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND INFORMATION
YEAR ENDED DECEMBER 31, 1996
<CAPTION>
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
General Vanguard
Instrument Vanguard Vanguard Fixed Vanguard Vanguard
Corporation Investment Vanguard/ Vanguard Money Income Vanguard U.S. International
Common Contract Wellington Index Market Securities STAR Growth Growth
Stock Fund Trust Fund Trust Reserves Fund Portfolio Portfolio Portfolio
ADDITIONS:
Contributions:
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Employee $ 20,659 $ 51,564 $107,112 $ 83,336 $ 27,894 $ 36,687 $ 35,108 $ 19,034 $ 19,372
Employer 183,936 - - - - - - - -
Other 896 - 1,792 - 5,376 - - - 896
-------- -------- -------- -------- -------- -------- -------- -------- --------
Net contributions 205,491 51,564 108,904 83,336 33,270 36,687 35,108 19,034 20,268
Investment income:
Interest - - - - - - - - -
Dividends - 6,203 23,663 4,929 2,777 4,932 8,530 4,218 2,525
Net gain (loss) on investments (44,968) - 16,729 36,060 - (1,117) 3,587 7,197 4,341
-------- -------- -------- -------- -------- -------- -------- -------- --------
Net investment income (loss) (44,968) 6,203 40,392 40,989 2,777 3,815 12,117 11,415 6,866
-------- -------- -------- -------- -------- -------- -------- -------- --------
Total additions 160,523 57,767 149,296 124,325 36,047 40,502 47,225 30,449 27,134
-------- -------- -------- -------- -------- -------- -------- -------- --------
DEDUCTIONS:
Distributions 45,409 8,930 17,143 25,334 1,757 3,486 4,306 8,226 4,054
Administrative expenses 2,465 348 1,243 792 9,238 91 253 (132) (71)
-------- -------- -------- -------- -------- -------- -------- -------- --------
Total deductions 47,874 9,278 18,386 26,126 10,995 3,577 4,559 8,094 3,983
TRANSFER FROM (TO) OTHER FUNDS 5,531 (15,911) (21,240) (15,601) (5,181) (11,137) (3,293) (1,491) (3,706)
-------- -------- -------- -------- -------- -------- -------- -------- --------
NET INCREASE (DECREASE) 118,180 32,578 109,670 82,598 19,871 25,788 39,373 20,864 19,445
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING OF YEAR 270,184 93,260 224,265 161,871 47,576 63,330 63,780 40,470 43,469
-------- -------- -------- -------- -------- -------- -------- -------- --------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $388,364 $125,838 $333,935 $244,469 $ 67,447 $ 89,118 $103,153 $ 61,334 $ 62,914
======== ======== ======== ======== ======== ======== ======== ======== ========
</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND INFORMATION
YEAR ENDED DECEMBER 31, 1996
<CAPTION>
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
Loan
Fund Unallocated Total
ADDITIONS:
Contributions:
<S> <C> <C> <C>
Employee $ - $ - $ 400,766
Employer - - 183,936
Other - - 8,960
-------- -------- ---------
Net contributions - - 593,662
Investment income:
Interest 5,479 - 5,479
Dividends - - 57,777
Net gain (loss) on investments - - 21,829
-------- -------- ---------
Net investment income (loss) 5,479 - 85,085
-------- -------- ---------
Total additions 5,479 - 678,747
-------- -------- ---------
DEDUCTIONS:
Distributions 5,212 - 123,857
Administrative expenses - - 14,227
-------- -------- ---------
Total deductions 5,212 - 138,084
TRANSFER FROM (TO) OTHER FUNDS 81,548 (9,519) -
-------- -------- ---------
NET INCREASE (DECREASE) 81,815 (9,519) 540,663
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING OF YEAR 36,474 18,975 1,063,654
-------- -------- ---------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $118,289 $ 9,456 $1,604,317
======== ======== ==========
</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND INFORMATION
YEAR ENDED DECEMBER 31, 1995
<CAPTION>
PART 1 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
General Vanguard Vanguard
Instrument Vanguard Vanguard Fixed Vanguard Interna-
Corporation Investment Vanguard/ Vanguard Money Income Vanguard U.S. tional
Common Contract Wellington Index Market Securities STAR Growth Growth
Stock Fund Trust Fund Trust Reserves Fund Portfolio Portfolio Portfolio
ADDITIONS:
Contributions:
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Employee .................... $ 25,740 $ 61,297 $118,775 $ 84,573 $ 17,826 $ 38,318 $ 36,410 $ 19,113 $ 23,569
Employer .................... 182,750 - - - - - - - -
Other ....................... 1,012 - 3,038 - 4,050 - - - 2,025
-------- -------- -------- -------- -------- -------- -------- -------- --------
Net contributions ....... 209,502 61,297 121,813 84,573 21,876 38,318 36,410 19,113 25,594
-------- -------- -------- -------- -------- -------- -------- -------- --------
Investment income:
Interest .................... - - - - - - - - -
Dividends - 3,741 8,930 3,148 1,403 3,023 4,146 1,524 1,127
Net gain (loss) on investments (62,901) - 31,171 29,128 - 3,267 5,739 6,613 3,200
-------- -------- -------- -------- -------- -------- -------- -------- --------
Net investment income (loss) (62,901) 3,741 40,101 32,276 1,403 6,290 9,885 8,137 4,327
-------- -------- -------- -------- -------- -------- -------- -------- --------
Total additions ..... 146,601 65,038 161,914 116,849 23,279 44,608 46,295 27,250 29,921
-------- -------- -------- -------- -------- -------- -------- -------- --------
DEDUCTIONS:
Distributions 10,377 3,632 13,822 9,097 1,888 2,201 1,709 938 1,233
Administrative expenses 2,965 950 1,718 1,296 2,915 679 777 490 525
-------- -------- -------- -------- -------- -------- -------- -------- --------
Total deductions 13,342 4,582 15,540 10,393 4,803 2,880 2,486 1,428 1,758
TRANSFER (TO) FROM OTHER FUNDS (2,275) 1,277 (11,466) (6,872) 18,159 (3,635) (5,166) 390 (9,080)
-------- -------- -------- -------- -------- -------- -------- -------- ---------
NET INCREASE .................. 130,984 61,733 134,908 99,584 36,635 38,093 38,643 26,212 19,083
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING OF YEAR 139,200 31,527 89,357 62,287 10,941 25,237 25,137 14,258 24,386
-------- -------- -------- -------- -------- -------- -------- -------- --------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR ....... $270,184 $ 93,260 $224,265 $161,871 $ 47,576 $ 63,330 $ 63,780 $ 40,470 $ 43,469
======== ======== ======== ======== ======== ======== ======== ======== ========
</TABLE>
See notes to financial statements.
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH SUPPLEMENTAL FUND INFORMATION
YEAR ENDED DECEMBER 31, 1995
<CAPTION>
PART 2 OF 2 DUE TO TABLE EXCEEDING MAXIMIUM WIDTH
Loan
Fund Unallocated Total
ADDITIONS:
Contributions:
<S> <C> <C> <C>
Employee .................... $ - $ - $ 425,621
Employer .................... - 18,000 200,750
Other ....................... - - 10,125
-------- -------- ---------
Net contributions ....... - 18,000 636,496
-------- -------- ---------
Investment income:
Interest .................... 736 - 736
Dividends - - 27,042
Net gain (loss) on investments - - 16,217
-------- -------- ---------
Net investment income (loss) 736 - 43,995
-------- -------- ---------
Total additions ..... 736 18,000 680,491
-------- -------- ---------
DEDUCTIONS:
Distributions - - 44,897
Administrative expenses - - 12,315
-------- -------- ---------
Total deductions - - 57,212
TRANSFER (TO) FROM OTHER FUNDS 35,738 (17,070) -
-------- -------- ---------
NET INCREASE .................. 36,474 930 623,279
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING OF YEAR - 18,045 440,375
-------- -------- ---------
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR ....... $ 36,474 $ 18,975 $1,063,654
======== ======== ==========
</TABLE>
See notes to financial statements.
<PAGE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1996 AND 1995
1. DESCRIPTION OF THE PLAN
The following description of the General Instrument (Puerto Rico), Inc.
Savings Plan (the "Plan") provides only general information. Participants
should refer to the Plan document for a more complete description of the
Plan's provisions.
a. General - The General Instrument (Puerto Rico), Inc. Savings Plan (the
"Plan") was established and effective March 1, 1994, and is a defined
contribution plan to encourage long-term savings by eligible employees
of General Instrument (Puerto Rico), Inc. (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. Each eligible 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% to 6% of compensation for each payroll period.
Compensation represents the participant's base salary or wages,
without reduction for his or her Matched or Unmatched Participant
Contributions to the Plan and Section 165(e) of the Puerto Rico Tax
Act of 1954 ("PRITA"), as amended, and excluding any other form of
additional compensation such as overtime pay, commissions, bonuses or
incentive compensation. Each Plan year, the Company will contribute 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% 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% to 4% of the employee's
compensation for each payroll period. The contribution limitation for
employee Matched and Unmatched Participant Contributions is $7,500
less any elective contributions under another defined benefit plan or
defined contribution plan excluded from the participant's gross
income.
An employee may also contribute to the Plan a Rollover Amount provided
the Administrative Committee of the Plan is satisfied that the amount
to be rolled over to the Plan constitutes a Rollover Amount under
PRITA. Such contributions are classified as "other" in the statement
of changes in net assets available for benefits.
PRITA requires that the Plan provisions do not discriminate in favor
of highly compensated employees. In order to determine whether the
Plan discriminates in such a manner, contribution levels are reviewed
using the Actual Deferral Percentage ("ADP") test. To comply with such
1996 requirements, the Company has elected to fund a Qualified
Non-Elective Contribution to the Plan which is estimated to be $9,546
based on preliminary estimate. Such amount has been recorded as an
unallocated contribution receivable at December 31, 1996 and will be
directed to the investment funds upon receipt. If the actual amount
differs from the estimate, the Company will make the required
contribution by December 31, 1997 to ensure compliance with the ADP
test.
b. Eligibility - All persons employed by the Company (including officers
and directors who are employees and excluding leased employees and
independent contractors) became eligible to participate in the Plan as
of March 1, 1994 without satisfying any minimum period of qualifying
employment. All persons hired by the Company after March 1, 1994 and
prior to August 1, 1995 became eligible to participate in the Plan on
the date of hire. All persons hired by the Company after August 1,
1995 became eligible to participate in the Plan upon completion of 90
days of service.
c. Vesting - A participant's interest in his or her participant
Contributions Account and any Rollover Contribution Account (including
all earnings on contributions to such accounts) are immediately and
fully vested at all times and not subject to forfeiture. 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 the
following:
* obtaining normal retirement date
* total disability
* 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.
d. 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.
Prior to termination of employment, the participant may make
withdrawals from his or her accounts pursuant to the following:
(i) All or any portion of the balance in the Rollover Contribution
Account including investment income thereon.
(ii) All or any portion of the Matched Contribution Account, the
Unmatched Contribution Account, the Rollover Contribution Account, and
the vested portion of the Employer Contribution Account, upon
attaining age 59-1/2.
(iii) All or any portion of the Employer Contribution Account, the
Matched Contribution Account excluding any income or gain thereon, and
the Unmatched Contribution Account excluding any income or gain
thereon, for reasons of hardship subject to certain restrictions as
defined in the Plan document.
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; (ii) a participant may not make a
withdrawal until he or she has been a participant for six consecutive
months; and (iii) the amount withdrawn shall not be less than $200 or
the amount of the participant's vested accrued benefit.
Upon withdrawal from the Plan or after termination of employment, the
nonvested portion of a participant's account will be forfeited. The
forfeiture may be used to reduce future employer contributions.
Forfeited nonvested accounts totaled approximately $898 and $2,366 as
of December 31, 1996 and 1995, respectively.
e. 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. 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 back to the
specific funds from which the loan was borrowed.
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 is to be used as
the principal residence of the borrowing participant within a
reasonable time (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 "nonresidence 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 sixty days following 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 a participant, such
participant pledges the assets of his or her Plan accounts.
f. Investment Funds - Banco Santander is the trustee of the Plan.
Vanguard Fiduciary Trust Company ("Vanguard") is the investment
manager and recordkeeper of the Plan.
All Matching Employer Contributions and earnings thereon are invested
solely in The General Instrument Corporation Common Stock Fund. The
General Instrument Corporation Common Stock Fund is also an investment
option for participants. A participant may elect to invest all
Participant Contributions or Rollover 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 account 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. The descriptions of the
investments have been obtained from the various fund prospectuses.
<PAGE>
General Instrument Corporation Common Stock Fund - Consists
principally of General Instrument Corporation common stock and
temporary cash investments.
Vanguard Investment Contract Trust (Common/Collective Trust)
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 65% in common stocks
and 35% in fixed income securities (including corporate and
government bonds and money market instruments).
Vanguard Index Trust (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.
Vanguard Money Market Reserves (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.
Vanguard Fixed Income Securities Fund (Registered Investment
Company) - Consisting of a portfolio of fixed income securities
guaranteed by the U.S. Government and approximately 80% of which
is normally invested in Government National Mortgage Association
("GNMA") certificates, the balance being invested in temporary
cash investments.
Vanguard STAR Portfolio (Registered Investment Company) Comprised
of a portfolio investing 60-70% of its assets in seven Vanguard
equity funds and approximately 30-40% in three Vanguard fixed
income funds.
Vanguard U.S. Growth Portfolio (Registered Investment Company)
Consisting of a portfolio investing primarily in common stock of
United States corporations with above average growth potential.
Vanguard 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.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Use of Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during
the reporting period. Actual results could differ from those
estimates.
b. Investments - Investments are stated at fair or market values. 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 shares of the Vanguard funds are valued at the
redemption prices established by Vanguard, based upon its
determination of the market value of the underlying investments.
c. Administrative Expenses - The Plan document provides that all expenses
shall be paid by the Plan unless the Company, at its sole discretion,
elects to pay such expenses without reimbursement. During the years
ended December 31, 1996 and 1995 , the Company elected to pay $22,365
and $28,268, respectively, of Plan expenses without reimbursement.
d. 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.
e. Benefit Payable - As prescribed by the American Institute of Certified
Public Accountant's Audit and Accounting Guide, "Audits of Employee
Benefit Plans," benefit payments are recognized as reductions of Plan
assets upon disbursement. Benefits payable to terminated employees who
had elected to withdraw from the Plan as of December 31, 1996 and 1995
were $12,876 and $1,696, respectively.
f. Reclassifications - Certain amounts in prior year financial statements
have been reclassified to conform with the current year presentation.
<PAGE>
3. INVESTMENTS
<TABLE>
Investments held by Banco Santander and Vanguard at December 31, 1996 were
as follows:
<CAPTION>
Number Fair
Name of Of Value
Issuer and Shares Historical Fair Per Share
Title of Issues or Units Cost Value or Unit
<S> <C> <C> <C> <C>
General Instrument Corporation
Common Stock Fund 13,355 $468,784 $ 363,651 $ 27.23
Vanguard:
Investment Contract Trust 118,225 118,225 118,225 1.00
Wellington Fund 12,216 283,558 319,448 26.15
Index Trust 3,376 184,472 233,453 69.16
Money Market Reserves 64,874 64,874 64,875 1.00
Fixed Income Securities Fund 8,284 83,322 84,666 10.22
STAR Portfolio 6,206 91,910 98,424 15.86
U.S. Growth Portfolio 2,477 48,616 58,801 23.74
International Growth Portfolio 3,669 54,825 60,393 16.46
</TABLE>
<TABLE>
Investments held by Banco Santander and Vanguard at December 31, 1995 were
as follows:
<CAPTION>
Number Fair
Name of Of Value
Issuer and Shares Historical Fair Per Share
Title of Issues or Units Cost Value or Unit
<S> <C> <C> <C> <C>
General Instrument Corporation
Common Stock Fund $ 8,687 $ 315,512 $254,107 $29.25
Vanguard:
Investment Contract Trust 89,127 89,127 89,127 1.00
Wellington Fund 8,811 189,032 215,252 24.43
Index Trust 2,691 129,356 155,016 57.60
Money Market Reserves 46,235 46,235 46,235 1.00
Fixed Income Securities Fund 5,797 57,831 60,467 10.43
STAR Portfolio 4,080 57,080 61,289 15.02
U.S. Growth Portfolio 1,928 33,074 39,225 20.35
International Growth Portfolio 2,793 39,585 41,957 15.02
</TABLE>
4. PLAN TERMINATION
Although it has not expressed any interest to do so, General Instrument
(Puerto Rico), Inc. has the right under the Plan to discontinue its
contributions at any time and to terminate the Plan subject to the
provisions set forth in ERISA.
5. TAX STATUS
The Plan has been established and operated to comply with Section 3165,
Subchapter 9, Title 13 of the Laws of the Commonwealth of Puerto Rico and
the regulations thereunder and to be exempt from tax under Section 165 of
PRITA. The Plan obtained its latest determination letter dated May 23, 1996
in which the Treasury Department of Puerto Rico stated that the Plan, as
designed, was in compliance with the applicable requirements of the
Commonwealth of Puerto Rico. The Plan administrator and the Plan's tax
counsel believe that the Plan is designed and is currently being operated
in compliance with the applicable requirements of PRITA. Therefore, no
provision for income taxes is included in the Plan's financial statements.
6. SUBSEQUENT EVENT
On January 7, 1997, General Instrument Corporation announced its intention
to separate into three publicly-traded companies to focus on global growth
opportunities. The restructuring, expected to be completed in the third
quarter of 1997, will create three independent companies: NextLevel
Systems, Inc., CommScope, Inc. And General Semiconductor, Inc. In
conjunction with the restructuring, the Plan's Administrative Committee
will change the name of the Plan to NextLevel Systems (Puerto Rico), Inc.
Savings Plan.
<PAGE>
SUPPLEMENTAL SCHEDULES
<PAGE>
<TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
<CAPTION>
------------
Description Number of
Name of Issuer of Shares Current
and Title of Issue Investment or Units Cost Value
General Instrument Corporation Common Stock and
Common Stock Fund Temporary Cash
<S> <C> <C> <C>
Investments 13,355 $ 468,784 $ 363,651
Vanguard:
Investment Contract Trust Common/Collective
Trust 118,225 118,225 118,225
Wellington Fund Shares of Registered
Investment Company 12,216 283,558 319,448
Index Trust Shares of Registered
Investment Company 3,376 184,472 233,453
Money Market Reserves Shares of Registered
Investment Company 64,874 64,875 64,874
Fixed Income Securities Fund Shares of Registered
Investment Company 8,284 83,322 84,666
STAR Portfolio Shares of Registered
Investment Company 6,206 91,910 98,424
U.S. Growth Portfolio Shares of Registered
Investment Company 2,477 48,616 58,801
International Growth Portfolio Shares of Registered
Investment Company 3,669 54,825 60,393
Description
Description of Maturity
Plan participant loans other than Through 12/31/00
mortgages, at various rates of 10.00%-10.25%
interest 118,289 118,289
----------- -----------
TOTAL ASSETS HELD FOR
INVESTMENT PURPOSES $ 1,516,876 $ 1,520,224
=========== ===========
<PAGE>
</TABLE>
GENERAL INSTRUMENT (PUERTO RICO), INC. SAVINGS PLAN
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
Number Purchase Number
of Price or of Selling Realized
Investment Purchases Contribution Sales Price Gain
General Instrument Corporation
Common Stock Fund 14 $208,955 26 $54,443 $(1,240)
Vanguard:
Investment Contract Trust 33 61,961 26 32,863 -
Wellington Fund 17 140,115 30 52,648 7,058
Index Trust 20 101,910 28 59,533 12,738
Money Market Reserves 40 39,168 27 20,529 -
Fixed Income Securities Fund 29 45,592 27 20,277 176
STAR Portfolio 14 46,438 26 12,889 1,281
<PAGE>
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement Nos.
33-60498, 33-61820, 33-50911, 33-52189, 33-54923,33-55595,33-57737 and 333-22861
of General Instrument Corporation on Forms S-8 of our report dated June 2, 1997
appearing in and incorporated by reference in this Annual Report on Form 11-K of
General Instrument (Puerto Rico), Inc. Savings Plan for the year ended December
31, 1996.
/s/ Deloitte & Touche LLP
- -------------------------
Deloitte & Touche LLP
June 19, 1997
