=====================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15 (d)
of the Securities Exchange Act of 1934
for the year ended December 31, 1995
AMERICAN HOME PRODUCTS CORPORATION SAVINGS PLAN
(Full title of the Plan)
AMERICAN HOME PRODUCTS CORPORATION
(Name of Issuer of the securities held pursuant to the Plan)
Five Giralda Farms
Madison, New Jersey 07940
(Address of principal executive office)
=====================================================================
<PAGE>
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this annual report to be signed on its behalf by
the undersigned, thereunto duly authorized.
AMERICAN HOME PRODUCTS CORPORATION
/S/ John R. Considine
By: ---------------------------
John R. Considine
Vice President - Finance
Date: June 27, 1996
SIGNATURE
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
American Home Products Corporation Savings Plan Committee has duly caused
this annual report to be signed on its behalf by the undersigned, thereunto
duly authorized.
AMERICAN HOME PRODUCTS CORPORATION
SAVINGS PLAN
/S/ Thomas M. Nee
By: -------------------------------
Thomas M. Nee
Chairman of the American Home
Products Corporation Savings
Plan Committee
Date: June 27, 1996
<PAGE>
AMERICAN HOME PRODUCTS CORPORATION
SAVINGS PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1995 AND 1994
TOGETHER WITH REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
EMPLOYER IDENTIFICATION NUMBER - 13-2526821
PLAN NUMBER - 045
<PAGE>
AMERICAN HOME PRODUCTS CORPORATION
SAVINGS PLAN
DECEMBER 31, 1995 AND 1994
INDEX
PAGE
------
Report of Independent Public Accountants
Statements of Net Assets Applicable to Participants'
Equity as of December 31, 1995 and 1994 7 - 8
Statement of Changes in Net Assets Applicable
to Participants' Equity for the Year Ended
December 31, 1995 9
Notes to Financial Statements as of
December 31, 1995 and 1994 10 - 14
Supplemental Schedules:
I. Item 27a - Schedule of Assets Held for
Investment Purposes as of December 31, 1995 15
II. Item 27d - Schedule of Reportable Transactions
for the Year Ended December 31, 1995 16
Consent of Independent Public Accountants
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To the Participants and Savings Plan Committee of the American Home
Products Corporation Savings Plan:
We have audited the accompanying statements of net assets applicable to
participants' equity of the American Home Products Corporation Savings Plan
as of December 31, 1995 and 1994, and the related statement of changes in
net assets applicable to participants' equity for the year ended December
31, 1995. These financial statements and the supplemental schedules
referred to below are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements and
schedules 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 applicable to participants' equity
of the American Home Products Corporation Savings Plan as of December 31,
1995 and 1994, and the changes in net assets applicable to participants'
equity for the year ended December 31, 1995, in conformity with generally
accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental schedules of
assets held for investment purposes and reportable transactions 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 fund information in the statements of net assets applicable to
participants' equity and statement of changes in net assets applicable to
participants' equity is presented for purposes of additional analysis
rather than to present the net assets applicable to participants' equity
and statement of changes in net assets applicable to participants' equity
of each fund. The supplemental schedules and fund information have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the basic financial statements taken as a whole.
ARTHUR ANDERSEN LLP
New York, New York
June 19, 1996
<PAGE>
<TABLE> American Home Products Corporation Savings Plan
Statement of Net Assets Applicable to Participants' Equity
As of December 31, 1995
<CAPTION> Fidelity
Fidelity International
AHPC Common Magellan Fidelity Growth&Income
Income Fund Stock Fund Fund Balanced Fund Fund
----------- ----------- --------- ------------- --------------
<S> <C> <C> <C> <C> <C>
Cash and Cash
Equivalents $ 4,499,107 $ 1,929,783 $ - $ - $ -
Investments, at
Market Value - 232,297,997 44,834,055 44,034,653 8,266,895
Group Annuity and
Other Investment
Contracts, at
Market Value 318,631,790 - - - -
Receivable from Cyanamid
Employees' Savings
Plan (Note 1) - - - - -
Receivable from AHPC 2,680,236 959,705 437,319 913,610 111,021
Loans to Plan
Participants - - - - -
------------ ------------ ----------- ---------- ----------
Net Assets Applicable
Participants' Equity $325,811,133 $235,187,485 $45,271,374 $4,948,263 $8,377,916
============ ============ =========== ========== ==========
</TABLE>
The accompanying notes to final statements are an integral
part of this statement.
<PAGE>
<TABLE>
- -Continuation of the above page-
American Home Products Corporation Savings Plan
Statement of Net Assets Applicable to Participants' Equity
As of December 31, 1995
(Continued)
<CAPTION> Receivable
Fidelity From Cyanamid
U.S. Equity Employees'
Portfolio Savings Plan Loan Fund Total Funds
----------- -------------- --------- -----------
<S> <C> <C> <C> <C>
Cash and Cash
Equivalents $ - $ - $ - $ 6,428,890
Investments, at
Market Value 55,970,100 - - 385,403,700
Group Annuity and
Other Investment
Contracts, at
Market Value - - - 318,631,790
Receivable from Cyanamid
Employees' Savings
Plan (Note 1) - 462,615,394 462,615,394
Receivable from AHPC 1,242,319 - - 6,344,210
Loans to Plan
Participants - - 27,257,838 27,257,838
----------- ------------ ----------- -------------
Net Assets Applicable
Participants' Equity $57,212,419 $462,615,394 $27,257,838 $1,206,681,822
=========== ============= =========== ==============
</TABLE>
The accompanying notes to final statements are an integral
part of this statement.
<PAGE>
<TABLE>
American Home Products Corporation Savings Plan
Statement of Net Assets Applicable to Participants' Equity
As of December 31, 1994
<CAPTION> Fidelity
Fidelity International
Interest AHPC Common Magellan Fidelity Growth&Income
Income Fund Stock Fund Fund Balanced Fund Fund
------------ ------------ --------- ------------- -------------
<S> <C> <C> <C> <C> <C>
Cash and Cash
Equivalents $2,620,166 $1,726,851 $ - $ - $ -
Investments,at
Market Value - 151,709,106 12,750,577 38,962,201 4,948,595
Group Annuity and
Other Investment
Contracts, at
Market Value 313,173,625 - - - -
Receivable from
AHPC 1,431,050 1,201,297 212,265 406,599 96,267
Loans to Plan
Participants - - - - -
------------ ------------ ----------- ----------- ----------
Net Assets
Applicable to
Participants'
Equity $317,224,841 $154,637,254 $12,962,842 $39,368,800 $5,044,862
============ ============ =========== =========== ==========
</TABLE>
The accompanying notes to financial statements are an integral
part of this statement.
<PAGE>
- -Continuation of the above page-
<TABLE>
American Home Products Corporation Savings Plan
Statement of Net Assets Applicable to Participants' Equity
As of December 31, 1994
(Continued)
<CAPTION>
Fidelity
U.S. Equity
Portfolio Loan Fund Total Funds
----------- ----------- -----------
<S> <C> <C> <C>
Cash and Cash
Equivalents $ - $ - $ 4,347,017
Investments, at
Market Value 31,367,965 - 239,738,444
Group Annuity and
Other Investment
Contracts, at
Market Value - - 313,173,625
Receivable from
AHPC 359,448 0 3,706,926
Loans to Plan
Participants - 26,129,187 26,129,187
----------- ----------- -----------
Net Assets
Applicable to
Participants'
Equity $31,727,413 $26,129,187 $587,095,199
=========== =========== ============
</TABLE>
The accompanying notes to financial statements are an integral
part of this statement.
<PAGE>
<TABLE> American Home Products Corporation Savings Plan
Statement of Changes in Net Assets Applicable to Participants' Equity
For the year ended December 31, 1995
<CAPTION>
Fidelity
International
Interest AHPC Fidelity Fidelity Growth &
Income Fund Common Stock Magellan Fund Balanced Fund Income Fund
----------- ------------ ------------- ------------- -----------
<S> <C> <C> <C> <C> <C>
Additions
Participant Contributions $24,386,746 $13,552,318 $5,990,292 $7,319,871 $1,922,359
Employer Contributions 7,186,096 6,385,178 1,455,065 1,980,517 521,704
Dividend Income on Investments - 7,298,203 2,486,216 1,801,756 261,801
Interest on Group Annuity and Other
Investment Contracts and Cash
Equivalents 20,571,036 133,390 - - -
Net Appreciation on Investments - 82,486,189 4,057,439 3,912,741 472,708
Transfer in from Cyanamid Employees'
Savings Plan - - - - -
Loan Repayments, Including
Interest 6,852,278 2,970,837 748,022 715,623 195,918
----------- ----------- ---------- ---------- ----------
Total Additions 58,996,156 112,826,115 14,737,034 15,730,508 3,374,490
Deductions:
Distributions to Participants (39,295,910) (12,939,475) (1,439,262) (4,139,867) (406,944)
Loans Originated (6,964,520) (3,565,657) (412,733) (643,756) (85,202)
----------- ----------- ---------- ----------- ----------
Total Deductions (46,260,430) (16,505,132) (1,851,995) (4,783,623) (492,146)
Net Additions Prior to Interfund
Transfers 12,735,726 96,320,983 12,885,039 10,946,885 2,882,344
Transfer between Other Funds (4,149,434) (15,770,752) 19,423,493 (5,367,422) 450,710
----------- ------------ ----------- ----------- ---------
Net Additions 8,586,294 80,550,231 32,308,532 5,579,463 3,333,054
Net Assets Applicable to Participants'
Equity:
Beginning of year 317,224,841 154,637,254 12,962,842 39,368,800 5,044,862
------------ ------------ ----------- ----------- ----------
End of year $325,811,133 $235,187,485 $45,271,374 $44,948,263 $8,377,916
============ ============ =========== =========== ==========
</TABLE>
The accompanying notes to financial statements are an integral
part of this statement.
<PAGE>
<TABLE> American Home Products Corporation Savings Plan
Statement of Changes in Net Assets Applicable to Participants' Equity
For the year ended December 31, 1995
<CAPTION>
Receivable
From Cyanamid
Fidelity U.S. Employees'
Equity Portfolio Saving Plan Loan Fund Total Funds
---------------- --------------- ----------- ------------
<S> <C> <C> <C> <C>
Additions
Participant Contributions $7,489,321 $ - $ - $ 60,660,907
Employer Contributions 2,053,566 - - 19,582,126
Dividend Income on Investments 1,276,730 - - 13,124,706
Interest on Group Annuity and Other
Investment Contracts and Cash
Equivalents - - - 20,704,426
Net Appreciation on Investments 11,952,118 - - 102,881,195
Transfer in from Cyanamid Employees'
Savings Plan - 462,615,394 - 462,615,394
Loan Repayments, Including
Interest 828,020 - (10,146,383) 2,164,315
----------- ------------ ----------- ------------
Total Additions 23,599,755 462,615,394 (10,146,383) 681,733,069
Deductions:
Distributions to Participants (2,756,343) - (1,168,645) (62,146,446)
Loans Originated (771,811) - 12,443,679 -
---------- ------------ ------------ ------------
Total Deductions (3,528,154) - 11,275,034 (62,146,446)
Net Additions Prior to Interfund
Transfers 20,071,601 462,615,394 1,128,651 619,586,623
Transfer between Other Funds 5,413,405 - - -
---------- ----------- ----------- -----------
Net Additions 25,485,006 462,615,394 1,128,651 619,586,623
Net Assets Applicable to Participants'
Equity:
Beginning of year 31,727,413 - 26,129,187 587,095,199
----------- ------------- ----------- -------------
End of year $57,212,419 $462,615,394 $27,257,838 $1,206,681,822
=========== ============= =========== ==============
</TABLE>
The accompanying notes to financial statements are an integral
part of this statement.
<PAGE>
AMERICAN HOME PRODUCTS CORPORATION
SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1995 AND 1994
NOTE 1 - PLAN DESCRIPTION
----------------
The following description of the American Home Products Corporation Savings Plan
(the "Plan") only provides general information. Participants of the Plan should
refer to the Plan document for a more detailed and complete description of the
Plan's provisions.
General
- -------
The Plan, a defined contribution profit-sharing plan, was approved and adopted
by the Board of Directors of American Home Products Corporation ("AHPC" or the
"Company") on February 28, 1985 and became effective on April 1, 1985. Full or
part-time (U.S. paid) employees of the Company and its participating
subsidiaries who are not subject to a collective bargaining agreement (non-
union) are eligible to participate in the Plan after age 21. The Plan is
subject to the provisions of the Employee Retirement Income Security Act of 1974
("ERISA") and the Internal Revenue Code (the "Code").
Effective December 31, 1995, the non-union participants (transferred
participants) of the Cyanamid Employees' Savings Plan (the "ACY Plan") were
included in the Plan. The assets attributable to these participants are
reflected as a receivable from the ACY Plan at December 31, 1995. On January 3,
1996, the Plan received amounts due from the ACY Plan and invested them in the
Interest Income Fund Fidelity Balanced Fund and the Fidelity U.S. Equity Index
Portfolio. Thereafter, the transferred participants could elect to transfer
their account balance into the Plan's investment options, in accordance with the
Plan provisions. The transferred participants account balances became vested at
the date of transfer. Future company matching contributions will vest according
to the Plan's provisions, unless the transferred participants completed three or
more years of service, in which case all future contributions will be vested at
the better of each plan's vesting schedules.
Contributions
- -------------
Participants may elect to make contributions to the Plan in whole percentages up
to a maximum of 16% of the participants' compensation, as defined in the Plan.
Contributions can be made on a before-tax basis ("salary deferral
contributions"), an after-tax basis ("after-tax contributions"), or a
combination of both. AHPC will contribute in cash to each participant's account
an amount equal to 50% of the participant's contributions to the Plan for
contributions up to 6% of the participant's compensation. Under the Code,
salary deferral contributions, total annual contributions, and the amount of
compensation that can be included for Plan purposes are subject to annual
limitations.
<PAGE>
Vesting and Separation From Service
- -----------------------------------
Participants are fully vested at all times in amounts in the salary deferral and
after-tax accounts. A participant is also fully vested in Company matching
contributions if the participant has at least five years of continuous service,
as defined by the Plan. If participants have less than five years of continuous
service, such participants become vested in matching contribution account
according to the following vesting schedule:
Vesting
Years of Continuous Service Percentage
-------------------------- -----------
1 year completed 0%
2 years completed 25%
3 years completed 50%
4 years completed 75%
Regardless of the number of years of continuous service, participants shall be
fully vested and receive funds attributable to matching contribution account
upon reaching their 65th birthday or upon death, if earlier.
In the event participants' employment with AHPC is terminated prior to full
vesting, shall receive the vested portion. The non-vested portion of such
account is forfeited and becomes available to AHPC to satisfy future Company
matching contributions.
Withdrawals
- -----------
Participants are entitled to withdraw all or any portion of account attributable
to after-tax contributions. Participants may make full or partial withdrawals
of funds in any accounts upon attaining age 59 1/2 or for financial hardship
before that age. Participants may qualify for financial hardship withdrawals if
they have an immediate and heavy financial need, as defined in the Plan and
determined by the AHPC Savings Plan Committee (the Committee), and have no other
funds readily available to meet that need. Participants are limited to one
hardship and one non-hardship (e.g. after age 59 1/2 or from the participant's
after-tax contribution account) withdrawal each year. Participants cannot make
a hardship withdrawal of the earnings on before-tax account balances which are
credited on or after January 1, 1989.
At December 31, 1995 and 1994, approximately $31,701,000 and $54,416,000,
respectively, of the net assets applicable to participants' equity represents
the accumulated vested benefits of participants who have withdrawn from the plan
but have not yet been paid.
Loans
- -----
Employees who have vested account balances of at least $2,000 may borrow from
the vested portion of their account, subject to certain maximum amounts. Each
loan is secured by the borrower's vested interest in their account balance.
Participants may have outstanding up to two general purpose loans and one loan
to acquire or construct a principal residence. All loans must be repaid within
5 years except for those used to acquire or construct a principal residence,
which must be repaid within 10 years. Defaults on participants' loans during
the year are treated as withdrawals and are fully taxable to participants. The
interest rate charged will be one which provides a return commensurate with a
market rate, or such other rate as permitted by government regulations.
Amendment to the Plan
- ---------------------
The Plan was amended during 1994, due to the sales of certain subsidiaries of
the Company. Plan participants who continued employment with these companies
after the closing date of each agreement became fully vested regardless of their
years of continuous service.
<PAGE>
In addition, the Plan was amended in connection with the ACY Plan transfer of
assets and liabilities to the Plan, in order to protect benefits and rights
attributable to the transferred participants and effect certain other
administrative changes.
NOTE 2 - ACCOUNTING POLICIES
-------------------
Investment Valuation
- --------------------
AHPC's common stock is recorded at fair market value at December 31. Units of
participation in the Fidelity Funds are recorded at their published net asset
value at December 31. The group annuity and other contracts comprising the
Interest Income Fund are recorded at market based upon information supplied by
First Fidelity Management Trust Company (the Trustee).
Investment transactions are recorded on a trade date basis for transactions
recorded by the Trustee. Net realized gains and losses on investments are
determined, for accounting purposes, on a moving weighted average basis as of
the trade date and are included in net appreciation/ (depreciation) of
investments in the accompanying financial statements.
The net change in the difference between cost and current market value of
investments held is reflected in net appreciation/(depreciation) of investments
in the statement of changes in net assets applicable to participants' equity.
Administrative Costs
- --------------------
All costs and expenses of administering the Plan are paid by AHPC.
Receivable from American Home Products Corporation
- ---------------------------------------------------
The receivable from AHPC at December 31, 1995 and 1994 represents contributions
and loan repayments withheld from employees but not remitted to the Trustee
until 1996 and 1995, respectively.
Use of Estimates
- ----------------
The preparation of the Plan's financial statements in conformity with generally
accepted accounting principles requires the plan administrator to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclose contingent assets and liabilities at the date of the financial
statements and the reported amounts of additions and deductions during the
reporting period. Actual results may differ from these estimates.
NOTE 3 - INVESTMENTS
-----------
Participants can elect to have amounts credited to their account invested in any
of six investment funds. Effective June 1, 1994 elections may be made in
multiples of 10%. Prior to June 1, 1994 elections had to be made in multiples
of 25%. Participants may transfer all, or any part, of the value of their
account invested in any of the investment funds to another fund in multiples of
10% or in an amount of at least $250.
The six investment options are:
AHPC Common Stock Fund - consists primarily of AHPC common stock. Purchases and
sales of AHPC common stock are made in the open market. Participants have full
voting rights for shares purchased at their direction under the Plan.
<PAGE>
Interest Income Fund - consists primarily of group annuity contracts issued by
life insurance companies and other contracts which pay a specified rate of
interest for a fixed period of time and repay principal at maturity. The fund
and its contracts are not guaranteed by the Company or any other institution.
However, the Committee has established guidelines that provide that contracts be
placed with companies rated AA or higher by Moody's and Standard & Poors. The
interest rate payable to Plan participants in this fund will be a rate which
reflects a blend of the total investments made by the fund. The overall annual
return in the Fund was approximately 6.6% for 1995 and 6.0% for 1994.
Fidelity Balanced Fund - consists of units invested in a mutual fund managed by
Fidelity Management & Research Company which is invested in high yielding
securities, including common stocks, preferred stocks and bonds with at least
25% of the Fund's assets in fixed income senior securities.
Fidelity U.S. Equity Portfolio - consists of units invested in a mutual fund
managed by Fidelity Management & Research Company that seeks to provide
investment results that correspond to the total return performance of the
companies that make up the Standard & Poor's 500 Index.
Fidelity Magellan Fund - Consists of units invested in a mutual fund
managed by Fidelity Management and Research Company that seeks long term capital
appreciation by actively managing investments in the entire market.
Fidelity International Growth and Income Fund - consists of units invested in a
mutual fund managed by Fidelity Management and Research Company that seeks long-
term growth, and current income by investing in assets, of which at least 65%
are in securities of issuers that have their principal business activities
outside of the United States.
NOTE 4 - MANAGEMENT OF THE PLAN
----------------------
The Plan is administered by the Committee, which was appointed by the Board of
Directors of AHPC. Fidelity Management Trust Company was appointed by the
Committee as Trustee and record keeper.
NOTE 5 - FEDERAL INCOME TAX STATUS
-------------------------
The Plan obtained its latest determination letter on November 29, 1995, in which
the Internal Revenue Service stated that the Plan, as amended effective December
22, 1994, was in compliance with the applicable requirements of the Code. The
Plan has been amended since receiving the determination letter. However, the
plan administrator believes that the Plan as currently designed is being
operated in compliance with the applicable requirements of the Code.
NOTE 6 - PLAN TERMINATION
----------------
Although it has not expressed any intention 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 of ERISA. In the event of plan termination,
participants will become 100% vested in their accounts and are entitled to full
distribution of such amounts.
<PAGE>
NOTE 7 - INVESTMENTS
-----------
The fair market value of individual investments that represent 5% or more of the
Plans total net assets as of December 31, 1995 and 1994 are as follows:
1995 1994
------- ------
American Home Products Corp.
Common Stock, 2,394,975 and
2,417,675 shares 232,297,997 151,709,106
New York Life Insurance
GAC 6.00% Due 12/29/98 - 31,401,469
GAC 7.82% Due 6/15/99 - 43,418,227
IDS Life Insurance Company
pooled separate account of
guaranteed insurance contracts
with interest rates ranging
from 4.54% to 9.66% and with
maturities extending from 1995
through 2001. - 50,950,178
Fidelity Balanced Fund - 38,962,201
Fidelity U.S. Equity Portfolio - 31,367,965
<PAGE>
<TABLE> SCHEDULE I
American Home Products Corporation Savings Plan
Item 27a - Schedule of Assets Held
for Investment Purposes
as of December 31, 1995
Employer Identification Number - 13-2526821
Plan Number - 045
<CAPTION> Cost/
(b) Identity of Issuer: (c) Description of Investment (d) Contract Value (e) Current Value
- ---------------------- ----------------------------- ------------------ -----------------
Common Stock:
- -------------
<S> <C> <C>
American Home Products Corp. 2,394,975 shares $171,896,174 $232,297,997
Common Stock
Group Annuity and Investment Contracts:
- ---------------------------------------
Allstate Life Insurance
GIC 6.30% Due 9/15/00 5,086,951 5,086,951
Metropolitan Life Insurance
GAC 6.38% Due 6/15/00 22,873,296 22,873,296
GAC 4.36% Due 9/15/96 5,513,415 5,513,415
-----------
New York Life Insurance
GAC 5.60% Due 6/30/96 20,272,748 20,272,748
GAC 6.00% Due 12/30/96 30,162,364 30,162,364
GAC 7.47% Due 6/15/98 46,657,285 46,657,285
-----------
John Hancock Mutual Life Insurance
GAC 6.00% Due 6/28/96 10,292,519 10,292,519
GAC 4.63% Due 9/15/96 14,419,965 14,419,965
-----------
Prudential Insurance
GIC 7.80% Due 3/15/98 16,502,790 16,502,790
GIC 5.50% Due 9/15/96 9,938,592 9,938,592
----------
26,441,382
----------
Peoples Security Life Insurance
GIC 7.80% Due 3/15/98 11,003,698 11,003,698
GIC 8.15% Due 4/15/96 43,024,129 43,024,129
GIC 6.74% Due 6/15/00 22,912,804 22,912,804
----------
Principal Mutual Life Insurance
GIC 6.40% Due 3/31/00 39,630,051 39,630,051
Transamerica Life and Annuity
GIC 6.24% Due 9/15/96 20,341,183 20,341,183
----------- -----------
Total Group Annuity and Other Investment Contracts 318,631,790 318,631,790
Mutual Funds:
- -------------
Fidelity Magellan Fund 521,447 units 41,679,617 44,834,055
<PAGE>
Fidelity Balanced Fund 3,257,000 units 42,533,003 44,034,653
Fidelity International
Growth and Income Fund 460,551 units 8,054,715 8,266,895
Fidelity U.S. Equity Portfolio 2,479,844 units 44,957,818 55,970,100
Loans Receivable:
- -----------------
Loans to Plan Participants
Rates ranging from 7.0%
to 10.9%. Due through 2015. 27,257,838 27,257,838
</TABLE>
* These amounts are a related party interest.
The accompanying notes to financial statements are an integral
part of this schedule
<PAGE>
<TABLE> American Home Products Corporation Savings Plan
'Item 27D - Schedule of Reportable Transactions
Employer Identification Number - 13-2526821
Plan Number - 045
<CAPTION>
(f) EXPENSES
(c) INCURRED
(a&b)IDENTITY OF PARTY AND PURCHASE (d) SELLING (e) LEASE WITH
DESCRIPTION PRICE PRICE RENTALS TRANSACTION
- -------------------------- ----------- ------------ --------- ------------
<S> <C> <C> <C> <C>
AMERICAN HOME PRODUCTS
CORP.
COMMON STOCK
251 PURCHASES $51,828,576 0 0 0
249 SALES 0 $61,199,666 0 0
IDS LIFE INSURANCE
13 SALES 52,844,048 0 0
METROPOLITAN LIFE
8 PURCHASES 22,500,000 0 0 0
10 SALES 0 42,940,711 0 0
JOHN HANCOCK MUTUAL
10 SALES 0 39,798,056 0 0
PEOPLES SECURITY LIFE
13 PURCHASES 71,600,000 0 0
6 SALES 0 9,392,349 0 0
PRINCIPAL MUTUAL LIFE
6 PURCHASES 44,200,000 0 0 0
3 SALES 0 5,155,671 0 0
FIDELITY US GOVERNMENT
RESERVE FUND
209 PURCHASES 236,787,983 0 0 0
208 SALES 0 235,095,702 0 0
FIDELITY MAGELLAN FUND
248 PURCHASES 39,327,278 0 0 0
203 SALES 0 11,301,240 0 0
FIDELITY BALANCED FUND
246 PURCHASES 17,248,399 0
236 SALES 16,088,687 0 0
FIDELITY US EQUITY INDEX PORTFOLIO
248 PURCHASES 23,511,583 0
224 SALES 10,861,566 0 0
</TABLE>
(A) REPORTABLE TRANSACTIONS ARE THOSE PURCHASES AND SALES OF THE SAME
SECURITY WHICH, INDIVIDUALLY OR IN THE AGGREGATE, EXCEED 5%
OF THE TOTAL PLAN ASSETS AS OF THE BEGINNING OF THE PLAN YEAR
The accompanying notes to financial statements are an integral
part of this schedule.
- - 16 -
<PAGE>
<TABLE> American Home Products Corporation Savings Plan
'Item 27D - Schedule of Reportable Transactions
Employer Identification Number - 13-2526821
Plan Number - 045
<CAPTION (Continued)
(f) CURRENT
VALUE OF
ASSET ON
(a&b)IDENTITY OF PARTY AND (g) COST OF TRANSACTION (i) NET GAIN OR
DESCRIPTION ASSET DATE (LOSS)
- -------------------------- ------------ ------------- -----------------
<S> <C> <C> <C>
AMERICAN HOME PRODUCTS
CORP.
COMMON STOCK
251 PURCHASES $51,828,576 $51,828,576 0
249 SALES 46,483,758 61,199,666 $14,715,908
IDS LIFE INSURANCE
13 SALES 52,844,048 52,844,048 0
METROPOLITAN LIFE
8 PURCHASES 22,500,000 22,500,000 0
10 SALES 42,940,711 42,940,711
JOHN HANCOCK MUTUAL
10 SALES 39,798,056 39,798,056 0
PEOPLES SECURITY LIFE
13 PURCHASES 71,600,000 71,600,000
6 SALES 9,392,349 9,392,349 0
PRINCIPAL MUTUAL LIFE
6 PURCHASES 44,200,000 44,200,000
3 SALES 5,155,671 5,155,671 0
FIDELITY US GOVERNMENT
RESERVE FUND
209 PURCHASES 236,787,983 236,787,983
208 SALES 235,095,702 235,095,702 0
FIDELITY MAGELLAN FUND
248 PURCHASES 39,327,278 39,327,278
203 SALES 10,393,654 11,301,240 907,586
FIDELITY BALANCED FUND
246 PURCHASES 17,248,399 17,248,399 0
236 SALES 16,291,331 16,088,687 (202,644)
FIDELITY US EQUITY INDEX PORTFOLIO
248 PURCHASES 23,511,583 23,511,583 0
224 SALES 15,659,902 16,861,566 1,201,664
</TABLE>
(A) REPORTABLE TRANSACTIONS ARE THOSE PURCHASES AND SALES OF THE SAME
SECURITY WHICH, INDIVIDUALLY OR IN THE AGGREGATE, EXCEED 5%
OF THE TOTAL PLAN ASSETS AS OF THE BEGINNING OF THE PLAN YEAR
The accompanying notes to financial statements are an integral
part of this schedule.
- - 16 -
<PAGE>
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
-----------------------------------------
As independent public accountants, we hereby consent to the incorporation of our
report included in this Form 11-K into the American Home Products Corporation
previously filed Form S-3 Registration Statements, No. 33-45324 and 33-57339 and
Form S-8 Registration Statements No. 2-96127, 33-24068,
33-53733, 33-41434, 33-55449, 33-45970, 33-14458, 33-50149 and 33-55456.
ARTHUR ANDERSEN LLP
New York, New York
June 27, 1996
