<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
450 FIFTH STREET N.W.
WASHINGTON, D.C. 20549-1004
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 A TRANSITION PERIOD FROM TO
----------------- -----------------
COMMISSION FILE NUMBER 1-892
-----
A. FULL TITLE OF THE PLAN AND THE ADDRESS OF THE PLAN, IF
DIFFERENT FROM THAT OF THE ISSUER NAMED BELOW:
THE B.F.GOODRICH COMPANY RETIREMENT PLUS SAVINGS
PLAN FOR WAGE EMPLOYEES
B. NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN
AND THE ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE:
THE B.F.GOODRICH COMPANY
3925 EMBASSY PARKWAY
AKRON, OHIO 44333-1799
<PAGE> 2
REQUIRED INFORMATION
1. AUDITED FINANCIAL STATEMENTS FOR THE PLAN.
THE REPORT OF INDEPENDENT AUDITORS; STATEMENT OF NET ASSETS AVAILABLE
FOR PLAN BENEFITS AS OF DECEMBER 31, 1994 AND 1993; AND STATEMENT OF
CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS FOR THE YEARS THEN
ENDED.
2. EXHIBIT
CONSENT OF INDEPENDENT AUDITORS
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE
B.F.GOODRICH COMPANY RETIREMENT PLUS SAVINGS PLAN COMMITTEE HAS DULY CAUSED
THIS ANNUAL REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED HEREUNTO DULY
AUTHORIZED.
THE B.F.GOODRICH COMPANY
RETIREMENT PLUS SAVINGS PLAN COMMITTEE
DATE JUNE 29, 1995 /S/RICHARD N. JACOBSON
----------------------------------------
RICHARD N. JACOBSON
MEMBER OF THE B.F.GOODRICH COMPANY
RETIREMENT PLUS SAVINGS PLAN COMMITTEE
<PAGE> 3
AUDITED FINANCIAL STATEMENTS
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
DECEMBER 31, 1994
WITH REPORT OF INDEPENDENT AUDITORS
<PAGE> 4
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
AUDITED FINANCIAL STATEMENTS
DECEMBER 31, 1994
<TABLE>
<CAPTION>
CONTENTS
<S> <C>
Report of Independent Auditors..................................1
Audited Financial Statements
Statement of Net Assets Available for Plan Benefits............ 2
Statement of Changes in Net Assets Available for
Plan Benefits.................................................5
Notes to Financial Statements...................................8
</TABLE>
<PAGE> 5
REPORT OF INDEPENDENT AUDITORS
The BFGoodrich Company
Retirement Plus Savings Plan Committee
We have audited the accompanying statement of net assets available for plan
benefits of The BFGoodrich Company Retirement Plus Savings Plan for Wage
Employees as of December 31, 1994 and 1993, and the related statement of
changes in net assets available for plan benefits for the years then ended.
These financial statements are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan
at December 31, 1994 and 1993, and the changes in its net assets available for
plan benefits for the years then ended, in conformity with generally accepted
accounting principles.
ERNST & YOUNG LLP
Cleveland, Ohio
June 26, 1995
<PAGE> 6
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Statement of Net Assets Available for Plan Benefits
December 31, 1994 and 1993
<TABLE>
<CAPTION>
Total Fixed Income Fund
----------------------- ----------------------
1994 1993 1994 1993
-------- ------- -------- -------
<S> <C> <C> <C> <C>
ASSETS
Investments, at fair value
(Notes 1 and 4):
BFGoodrich Retirement Plus
Savings Plan Master Trust
- Notes 2 and 4 $10,679,724 $ - $6,312,103 $ -
Common Stock of The
BFGoodrich Company - 1,757,637 - -
Selection Fund - 162,426 - 162,426
S&P 500 Flagship Fund - 351,490 - -
Temporary investments - 364,469 - 249,469
---------- --------- --------- --------
Total investments 10,679,724 2,636,022 6,312,103 411,895
Receivables:
Interest and dividends
receivable 75,015 1,576 33,325 1,349
Participant and employer
contributions receivable
from The BFGoodrich Company 253,349 - 42,541 -
Other receivables 16,398 - - -
---------- --------- --------- -------
Total receivables 344,762 1,576 75,866 1,349
Cash - 22,374 - -
---------- --------- --------- -------
Total Assets 11,024,486 2,659,972 6,387,969 413,244
LIABILITIES
Other liabilities 4,332 - 3,362 -
---------- --------- --------- -------
Net assets available for plan
benefits $11,020,154 $2,659,972 $6,384,607 $413,244
========== ========== ========= ========
</TABLE>
See notes to financial statements.
2
<PAGE> 7
<TABLE>
<CAPTION>
Equity Index Fund BFGoodrich Stock Fund
-------------------------- -----------------------------
1994 1993 1994 1993
-------- -------- ---------- ---------
<C> <C> <C> <C>
$497,065 $ - $3,359,521 $ -
- - - 1,757,637
- - - -
- 351,490 - -
- - - 115,000
------- ------- --------- ---------
497,065 351,490 3,359,521 1,872,637
- - 41,690 227
23,121 - 179,211 -
- - 16,398 -
------- ------- --------- ---------
23,121 - 237,299 227
- - - 22,374
------- ------- --------- ---------
520,186 351,490 3,596,820 1,895,238
89 - 744 -
------- ------- --------- ---------
$520,097 $351,490 $3,596,076 $1,895,238
======= ======= ========= =========
</TABLE>
3
<PAGE> 8
<TABLE>
<CAPTION>
Brokerage Account and
Participant Loan Account Balanced Fund
----------------------------- ---------------------------
1994 1993 1994 1993
-------- ----------- ---------- --------
<C> <C> <C> <C>
$468,996 $ - $ 42,039 $ -
- - - -
- - - -
- - - -
- - - -
------- ------- --------- ---------
468,996 - 42,039 -
- - - -
- - 8,476 -
- - - -
------- ------- --------- ---------
- - 8,476 -
- - - -
------- ------- --------- ---------
468,996 - 50,515 -
- - 137 -
------- ------- --------- ---------
$468,996 $ - $ 50,378 $ -
======== ======= ========== ==========
</TABLE>
4
<PAGE> 9
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Statement of Changes in Net Assets Available for Plan Benefits
For the Years Ended December 31, 1994 and 1993
<TABLE>
<CAPTION>
Total Fixed Income Fund
---------------------- ----------------------
1994 1993 1994 1993
---- ---- ---- ----
<S> <C> <C> <C> <C>
ADDITIONS
Investment income:
Interest $ 188,755 $ 11,332 $ 180,292 $ 9,277
Dividends - Common Stock of The
BFGoodrich Company 133,251 75,743 - -
--------- --------- --------- -------
322,006 87,075 180,292 9,277
Contributions from:
Participants 1,514,935 1,413,151 339,038 334,543
The BFGoodrich Company 635,886 408,864 - -
Forfeitures (3,468) - - -
--------- --------- ------- --------
2,147,353 1,822,015 339,038 334,543
--------- --------- ------- --------
Total additions 2,469,359 1,909,090 519,330 343,820
--------- --------- ------- --------
DEDUCTIONS
Withdrawals and terminations:
Cash 93,731 26,242 31,333 3,447
Common Stock of The BFGoodrich
Company 7,200 13,386 - -
Administrative expenses - Note 2 15,694 - 9,478 -
Distribution related to the sale
of The Geon Company - Note 5 - 473,771 - 39,120
--------- --------- --------- -------
Total deductions 116,625 513,399 40,811 42,567
--------- --------- --------- -------
2,352,734 1,395,691 478,519 301,253
Net realized and unrealized
appreciation(depreciation)
in aggregate fair value of
investments 48,239 (306,652) (83,049) -
Transfers between funds, net - - (368,816) 13,384
Transfers to Fidelity Investments,
net - Note 2 - - (14,500) -
Trust to trust transfer:
Cleveland Pneumatic - Note 5 5,959,209 - 5,959,209 -
--------- --------- --------- -------
Net increase 8,360,182 1,089,039 5,971,363 314,637
Net assets available for plan
benefits at beginning of year 2,659,972 1,570,933 413,244 98,607
--------- --------- --------- -------
Net assets available for plan
benefits at end of year $11,020,154 $ 2,659,972 $6,384,607 $413,244
=========== =========== ========== ========
</TABLE>
See notes to financial statements.
5
<PAGE> 10
<TABLE>
<CAPTION>
Equity Index Fund BFGoodrich Stock Fund
---------------------- --------------------------
1994 1993 1994 1993
-------- --------- ---------- ----------
<C> <C> <C> <C>
$ 5 $ - $ 3,972 $ 2,055
- - 133,251 75,743
------- ------- --------- ---------
5 - 137,223 77,798
211,991 221,249 913,112 857,359
- - 635,886 408,864
- - (3,468) -
------- ------- --------- ---------
211,991 221,249 1,545,530 1,266,223
------- ------- --------- ---------
211,996 221,249 1,682,753 1,344,021
------- ------- --------- ---------
20,745 2,419 41,653 20,376
- - 7,200 13,386
945 - 4,827 -
- 51,170 - 383,481
------- ------- --------- ---------
21,690 53,589 53,680 417,243
------- ------- --------- ---------
190,306 167,660 1,629,073 926,778
4,165 18,857 127,113 (325,509)
(4,977) 9,250 (48,848) (22,634)
(20,887) - (6,500) -
- - - -
------- ------ --------- ---------
168,607 195,767 1,700,838 578,635
351,490 155,723 1,895,238 1,316,603
------- ------- --------- ---------
$520,097 $351,490 $3,596,076 $1,895,238
======== ======== ========== ==========
</TABLE>
6
<PAGE> 11
<TABLE>
<CAPTION>
Brokerage Account and
Participant Loan Account Balanced Fund
---------------------------- ---------------------------------
1994 1993 1994 1993
-------- ----------- ---------- ----------
<C> <C> <C> <C>
$ 4,486 $ - $ - $ -
- - - -
-------- --------- ---------- ----------
4,486 - - -
- - 50,794 -
- - - -
- - - -
-------- --------- ---------- ----------
- - 50,974 -
-------- --------- ---------- ----------
4,486 - 50,794 -
-------- --------- ---------- ----------
- - - -
- - - -
- - 444 -
- - - -
-------- --------- ---------- ----------
- - 444 -
-------- --------- ---------- ---------
4,486 - 50,350 -
- - 10 -
419,646 - 2,995 -
44,864 - (2,977) -
- - - -
-------- --------- ---------- ---------
468,996 - 50,378 -
- - - -
-------- --------- ---------- ---------
$468,996 $ - $ 50,378 $ -
======== ========= ========== =========
</TABLE>
7
<PAGE> 12
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements
December 31, 1994
1. SIGNIFICANT ACCOUNTING POLICIES
The accounts of The BFGoodrich Retirement Plus Savings Plan for Wage Employees
(the "Plan") are reported on the accrual basis of accounting.
Investments in The BFGoodrich Company Retirement Plus Savings Plan Master Trust
are stated at fair value. Common stock of The BFGoodrich Company (the
"Company") is valued at the last reported sales price on the last business day
of the plan year. Investments in the Selection Fund represent the Plan's
proportionate share of the net assets of the Fund. The assets of the Selection
Fund, primarily deposits under insurance contracts, are valued at contract
value, plus income received thereon, less distributions and administrative
expense payments. Investments in the S&P 500 Flagship Fund represent the
Plan's proportionate share of the net assets of the Fund. The assets of the
S&P 500 Flagship Fund, primarily equity securities, are valued at the last
reported sales price on the last business day of the plan year. In the event
that no sale was reported, the valuation is based on the more recent of the
last published price or the mean between the last reported bid and asked
prices. Temporary investments represent investments in short-term fixed income
obligations which have a fair value approximately equal to cost.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
2. DESCRIPTION OF THE PLAN
The Plan became effective on January 1, 1992 and is a defined contribution plan
covering substantially all full time wage employees of the Calvert City,
Kentucky; Louisville, Kentucky; Union, West Virginia; and Phoenix, Arizona
plants. Effective June 10, 1993, substantially all full time wage employees of
the Tullahoma, Tennessee plant became eligible to participate in the Plan. The
Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974 (ERISA).
8
<PAGE> 13
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN (CONTINUED)
Effective February 1, 1994, The BFGoodrich Company Retirement Plus Savings Plan
Master Trust ("Master Trust") was established to hold the assets of the Plan
and the assets of The BFGoodrich Company Retirement Plus Savings Plan. Also,
effective August 1, 1994, the Cleveland Pneumatic Supplemental Retirement Plan
for Hourly Employees ("Cleveland Pneumatic") which applies to bargaining unit
employees at the Company's Cleveland, Ohio manufacturing plant, was merged into
the Plan.
The Trustee of the Plan maintains the following four investment funds under the
Plan:
FIXED INCOME FUND--Contributions are invested primarily in securities that
have a fixed rate of return.
EQUITY INDEX FUND--Contributions are invested primarily in equity
securities, including mutual fund shares. The contributions to this Fund
may also be invested in Common Stock of the Company.
BFGOODRICH STOCK FUND--Contributions are invested primarily in Common
Stock of the Company.
BALANCED FUND--Contributions are invested primarily in equity securities
(approximately 60% of fund portfolio) and bonds (approximately 40% of fund
portfolio). This fund became available effective April 1, 1994.
In addition, effective January 1, 1994, the Participant Loan Account became
available to Plan participants and represents cumulative loans to Plan
participants.
Effective May 2, 1994, the Plan contains a Brokerage Account pursuant to which
participants may transfer balances from the four above investment funds to one
or more of 10 mutual funds sponsored by Fidelity Investments. Employee
contributions cannot be made directly to the Brokerage Account.
The Plan offers participants the choice of two savings options: a regular
savings option and a tax-deferred, 401(k) savings option.
9
<PAGE> 14
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN (CONTINUED)
Under the regular savings option, employee contributions are subject to federal
income taxes, whereas under the tax-deferred savings option the participants
postpone paying federal income taxes on the amount of contributions deducted
from their salary until the contributions are withdrawn from the Plan.
Participants can elect to participate in either or both of the savings options,
and can contribute to each of the four investment funds under both savings
options.
Each employee who elects to become a participant in the Plan authorizes a
monthly payroll deduction from 1% to 14% of their eligible earnings, except for
employees at the Tullahoma, Tennessee plant whose payroll deductions are from
$0 to $100 per pay period, not to exceed 20% of eligible earnings for the year.
The Plan provides that for each plan year the employer will contribute a
percentage of the participants' contributions that are 6% or less of the
participant's monthly eligible earnings, except for contributions made for the
participants employed at the Tullahoma, Tennessee plant (Tullahoma) and the
Phoenix, Arizona plant (Phoenix). Tullahoma participants are not eligible to
receive employer contributions. Employer contributions made for the Phoenix
participants are limited to 4% or less of the participant's monthly eligible
earnings. In addition, the Plan provides that the employer will contribute 2%
of the monthly eligible earnings of Phoenix employees, whether or not the
employee elects to contribute to the Plan.
The employer contribution rate is 50% of participants' eligible contributions
to the BFGoodrich Stock Fund and 25% of participants' eligible contributions to
the other funds, except for participants from Cleveland Pneumatic for whom the
employer contribution rate is 50% of participants' eligible contributions to
all funds up to a maximum of $572. Employer contributions are invested only in
the BFGoodrich Stock Fund under the regular savings option.
The Plan provides for the acceptance of rollover contributions from other plans
qualified under the Internal Revenue Code (the "Code"). Rollover contributions
can be made only in cash to the Plan's tax-deferred savings option.
Dividends, interest and proceeds from sale of investments in each Fund are
reinvested in the respective Fund.
10
<PAGE> 15
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
2. DESCRIPTION OF THE PLAN (CONTINUED)
Participant contributions are always fully vested and all Company contributions
vest immediately upon completion of three years of service by the participant.
Company contributions may not be withdrawn until the participant reaches age
55. Forfeitures are applied to reduce contributions required by the Company.
A participant who elects to withdraw from the Plan is paid the current value of
his vested account balance. Distributions from the BFGoodrich Stock Fund are
made in cash or stock of the Company, and distributions from the other funds
are made in cash.
Participants may borrow against their employee contributions and related
earnings as permitted under the Code not to exceed the lesser of $50,000 or 50%
of their vested account balance. Loan transactions are treated as a transfer
to/from the investment fund and the Participant Loan Account. Loan terms range
from 1 to 5 years or up to 15 years for the purchase of a primary residence.
The loans are secured by the balance in the participant's account and bear
interest at a rate commensurate with prevailing market rates as determined
monthly by the Trustee. Principal and interest is paid ratably through monthly
payroll deductions.
Effective April 1, 1994, the Plan was amended to provide that administrative
expenses relating to record keeping and investment management fees be paid by
the Plan and charged to participants' accounts. These expenses are charged
against the earnings of the investment funds in which the participants' funds
are invested.
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue such contributions at any time and terminate the
Plan subject to the provisions of ERISA. In the event of a termination of the
Plan, the net assets of the Plan will be distributed to the participants based
on the value of their accounts. Since this is an individual account plan, the
Pension Benefit Guaranty Corporation does not guarantee any benefits.
The foregoing description of the Plan provides only general information.
Participants should refer to the BFGFlex Benefits Handbook, for a more complete
description of the Plan's provisions. Copies of the handbook are available
from the Human Resource Department of the Company.
11
<PAGE> 16
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
3. INCOME TAX STATUS
The plan administrator has applied for a ruling from the Internal Revenue
Service as to whether the Plan qualifies under Sections 401(a) and (k) of the
Code and that the Trust of the Plan qualifies under Section 501(a) of the Code.
In a qualified plan, contributions and earnings received by the Trust are not
subject to tax under present income tax laws. The Plan is required to operate
in conformity with the Code to maintain its qualification. The plan
administrator is not aware of any course of action or series of events that
would prevent the Plan from being a qualified plan.
4. INVESTMENTS
The Plan's approximate undivided interest in the commingled investment accounts
of the Master Trust at December 31, 1994, is as follows: Fixed Income Fund -
8%; Equity Index Fund - 2%; BFGoodrich Stock Fund - 3 %; and Balanced Fund - 4%.
The Plan has a divided interest in the Brokerage Account and Participant Loan
Account which reflects the Plan's specific brokerage and loan transactions.
Participation by the Plan in the Master Trust investment accounts is increased
or decreased by the purchase or redemption of units of participation at the
unit value established at the end of the day on which the purchase or
redemption of units occurred. Total additions into the Master Trust include
the net assets of the Plan and The BFGoodrich Company Retirement Plus Savings
Plan that were transferred into the Master Trust on February 1, 1994.
Summarized financial information for the Master Trust is as follows:
12
<PAGE> 17
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
4. INVESTMENTS (CONTINUED)
<TABLE>
<CAPTION>
December 31, 1994
-----------------------------------------------------------------------------------
Brokerage
Account &
Fixed Equity BFGoodrich Participant
Income Index Stock Loan Balanced
Statement of Net Assets Fund Fund Fund Account Fund
- ----------------------- ------------ ------------ ---------- ----------- --------
<S> <C> <C> <C> <C> <C>
Investments at fair value:
Government Corporate Fund $ - $ - $ - $ - $ 440,028
Common Stock of The
BFGoodrich Company - - 105,119,181 - -
Selection Fund 82,945,976 - - - -
S&P 500 Flagship Fund - 25,989,866 - - 657,848
Loans to participants - - - 10,996,702 -
Fidelity Investments - - - 2,036,290 -
Temporary investments - - 2,701,698 - -
------------ ------------ ------------ ----------- ----------
Total investments 82,945,976 25,989,866 107,820,879 13,032,992 1,097,876
Total receivables 725,806 199,980 3,984,541 - 26,241
Total liabilities (44,175) (4,626) (23,841) - (3,560)
------------ ------------ ------------ ----------- ----------
Net Assets Payable to
Participating Plans $ 83,627,607 $ 26,185,220 $111,781,579 $13,032,992 $1,120,557
============ ============ ============ =========== ==========
</TABLE>
<TABLE>
<CAPTION>
11 Months Ended December 31, 1994
-----------------------------------------------------------------------------------
Brokerage
Account &
Fixed Equity BFGoodrich Participant
Statement of Changes Income Index Stock Loan Balanced
in Net Assets Fund Fund Fund Account Fund
- -------------------- ----------- ----------- ---------- ---------- --------
<S> <C> <C> <C> <C> <C>
Net assets payable to
participating plans
at beginning of period $ - $ - $ - - $ -
Total additions 91,952,820 28,244,497 112,808,693 $13,261,637 1,127,610
Total deductions (7,233,887) (1,513,065) (4,185,995) (228,645) (23,363)
Net realized and unrealized
appreciation (depreciation)
in fair value of
investments (1,091,326) (546,212) 3,158,881 - 16,310
------------ ----------- ------------ ----------- ----------
Net assets payable to
participating plans at
end of period $ 83,627,607 $26,185,220 $111,781,579 $13,032,992 $1,120,557
============ =========== ============ =========== ==========
</TABLE>
13
<PAGE> 18
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
4. INVESTMENTS (CONTINUED)
Net realized and unrealized (depreciation)appreciation in the aggregate fair
value of plan investments during the year ended December 31, 1993 are as
follows:
<TABLE>
<CAPTION>
Year Ended
December 31,
1993
------------
<S> <C>
Common Stock of The BFGoodrich Company $(325,509)
S&P 500 Flagship Fund 18,857
---------
$(306,652)
=========
</TABLE>
Investments are stated at fair value in the Plan's Statement of Net Assets
Available for Plan Benefits. Cost information is as follows at December 31,
1993.
<TABLE>
<CAPTION>
December 31, 1993
----------------------------------
Shares or
Units Held Cost
---------- ----------
<S> <C> <C>
Common Stock of The
BFGoodrich Company 43,668 $2,010,432
shares
Selection Fund for
Employee Trusts of
State Street Bank 162,426 162,426
units
State Street Bank S&P
500 Flagship Fund 5,051 327,718
units
State Street Bank Short-
Term Investment Fund 364,469 364,469
units
----------
Total Investments at Cost $2,865,045
==========
</TABLE>
14
<PAGE> 19
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
4. INVESTMENTS (CONTINUED)
The fair value of individual investments that represent 5% or more of the
Plan's net assets available for plan benefits are as follows:
<TABLE>
<CAPTION>
December 31, 1993
---------------------------------
Amounts or Market
Units Held Value
---------- ----------
<S> <C> <C>
Common Stock of The
BFGoodrich Company 43,668 $1,757,637
shares
Selection Fund for
Employee Trust of
State Street Bank 62,426 162,426
units
State Street Bank
S&P 500
Flagship Fund 5,051 351,490
units
State Street Bank
Short-Term Investment 364,469 364,469
Fund units
</TABLE>
5. TRUST TO TRUST TRANSFER
Effective August 1, 1994, the Cleveland Pneumatic plan was merged into the Plan
resulting in the transfer of $5,959,209 in plan assets.
In February, 1993 the Company announced its intentions to transfer
substantially all the assets and liabilities of the Geon Vinyl Division to a
new subsidiary, The Geon Company ("Geon") and to register the stock of Geon
with the Securities and Exchange Commission for an initial public offering
("IPO"). In conjunction with the IPO, a separate plan, The Geon Retirement
Plus Savings Plan for Wage Employees, was established for certain wage
employees of Geon. In June, 1993 the accounts of these participants primarily
at the Louisville, Kentucky plant and related plan assets of $473,771 were
transferred from the Plan to the Trust of The Geon Retirement Plus Savings Plan
for Wage Employees.
15
<PAGE> 20
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
6. TRANSACTIONS WITH PARTIES-IN-INTEREST
Prior to April 1, 1994, all legal, accounting and administrative expenses were
paid by the Company except for the administrative expenses incurred by the
Selection Fund. Effective April 1, 1994, administrative expenses related to
record keeping and investment management fees are paid by the Plan. Other than
as described above or pursuant to the trust agreement (see Note 4), the Plan
has had no agreements or transactions with any parties-in-interest.
7. DIFFERENCES BETWEEN FINANCIAL STATEMENTS AND FORM 5500
The following is a reconciliation of net assets available for plan benefits per
the financial statements to the Form 5500:
<TABLE>
<CAPTION>
December 31, December 31,
1994 1993
------------ ------------
<S> <C> <C>
Net assets available for plan benefits
per the financial statements $11,020,154 $2,659,972
Amounts allocated to withdrawn
participants - (5,200)
----------- ----------
Net assets available for benefits
per the Form 5500 $11,020,154 $2,654,772
=========== ==========
</TABLE>
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500:
<TABLE>
<CAPTION>
Year Ended
December 31,
1994
------------
<S> <C>
Withdrawals and terminations paid to
participants per the financial
statements $ 100,931
Add amounts allocated to withdrawn
participants at December 31, 1994 -
Less amounts allocated to withdrawn
participants at December 31, 1993 (5,200)
--------
Benefits paid to participants per
the Form 5500 $ 95,731
=========
</TABLE>
Amounts allocated to withdrawn participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
year-end but not yet paid.
16
<PAGE> 21
THE BFGOODRICH COMPANY RETIREMENT
PLUS SAVINGS PLAN FOR WAGE EMPLOYEES
Notes to Financial Statements (continued)
8. SUBSEQUENT EVENTS
Effective January 1, 1995, and March 1, 1995, the account balances of union
participants in the Tremco Stock Ownership Plan ("Tremco Plan") were merged
into the Plan, and those participants became eligible to participate in the
Plan. The Barbourville, Kentucky plant wage employees' component of the Tremco
Plan merged into the Plan on January 1, 1995, and the Cleveland, Ohio Kinsman
plant wage employees' component of the Tremco Plan merged into the Plan on
March 1, 1995. In addition, The BFGoodrich Employees' Retirement Accumulation
Plan merged into the Plan effective January 1, 1995.
9. NUMBER OF PARTICIPANTS (UNAUDITED)
Following are the number of participants contributing to the Plan fund options.
For purposes of this disclosure the following legend applies: Fund A = Fixed
Income Fund; Fund B = Equity Index Fund; Fund C = BFGoodrich Stock Fund; and
Fund E = Balanced Fund.
<TABLE>
<CAPTION>
December 31, December 31,
1994 1993
------------ ------------
<S> <C> <C>
Fund A 207 48
Fund B 22 11
Fund C 323 295
Fund E 4 -
Funds A and B 19 7
Funds A and C 78 52
Funds A and E 8 -
Funds B and C 44 48
Funds B and E 7 -
Funds C and E 12 -
Funds A, B and C 22 18
Funds A, B and E 11 -
Funds A, C and E 13 -
Funds B, C and E 7 -
Funds A, B, C and E 30 -
--- ---
Total participants contributing 807 479
=== ===
</TABLE>
17
<PAGE> 1
EXHIBIT
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement
(Form S-8 No. 33-59580) pertaining to The BFGoodrich Company Retirement Plus
Savings Plan for Wage Employees of our report dated June 26, 1995, with respect
to the financial statements of The BFGoodrich Company Retirement Plus Savings
Plan for Wage Employees included in this Annual Report (Form 11-K) for the year
ended December 31, 1994.
ERNST & YOUNG LLP
Cleveland, Ohio
June 26, 1995
18
