===============================================================================
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, 1998
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
----------------------------------
(Registrant)
By: /s/ Paul J. Jones
-------------------------------
Paul J. Jones
Vice President and Comptroller
Date: June 23, 1999
<PAGE>
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
By: /s/ Thomas M . Nee
Thomas M. Nee
-----------------------------
Chairman of the American Home
Products Corporation Savings
Plan Committee
Date: June 23, 1999
<PAGE>
AMERICAN HOME PRODUCTS CORPORATION
SAVINGS PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1998 AND 1997
TOGETHER WITH REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
EMPLOYER IDENTIFICATION NUMBER - 13-2526821
PLAN NUMBER - 045
<PAGE>
AMERICAN HOME PRODUCTS CORPORATION
SAVINGS PLAN
DECEMBER 31, 1998 AND 1997
INDEX
Page
----
Report of Independent Public Accountants
Statements of Net Assets Applicable to Participants'
Equity as of December 31, 1998 and 1997 1 - 2
Statement of Changes in Net Assets Applicable
to Participants' Equity for the Year Ended
December 31, 1998 3
Notes to Financial Statements 4 - 9
Supplemental Schedules:
I. Item 27a - Schedule of Assets Held for
Investment Purposes as of December 31, 1998 Schedule I
II. Item 27d - Schedule of Reportable Transactions
For the Year Ended December 31, 1998 Schedule II
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, 1998 and 1997, and the related statement of changes in net
assets applicable to participants' equity for the year ended December 31, 1998.
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, 1998 and
1997, and the changes in its net assets applicable to participants' equity for
the year ended December 31, 1998, 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 23, 1999
<PAGE>
<TABLE>
American Home Products Corporation Savings Plan
Statement of Net Assets Applicable to Participants' Equity
As of December 31, 1998
<CAPTION>
Fidelity
AHPC International
Interest Common Fidelity Fidelity Growth &
Income Stock Magellan Balance Income
Fund Fund Fund Fund Fund
---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Cash and Cash
Equivalents $16,565,851 $0 $0 $0 $0
Investments at
Market Value 0 675,971,089 193,011,303 155,613,787 40,419,098
Investment at
Contract Value 15,131,239 0 0 0 0
Group Annuity and
Other Investment
Contracts, at
Contract Value 472,688,473 0 0 0 0
Loans to Plan
Participants 0 0 0 0 0
Receivable from
Employer 1,242,851 6,474,699 1,096,216 464,050 298,527
---------------------------------------------------------------------------------------
Net Assets
Applicable to
Participants'
Equity $505,628,414 $682,445,788 $194,107,519 $156,077,837 $40,717,625
=======================================================================================
Fidelity Fidelity
Spartan Low-Priced MAS
U.S. Equity Stock Value Loan Total
Index Fund Fund Portfolio Fund Funds
---------------------------------------------------------------------------------------
Cash and Cash $0 $0 $0 $0 $16,565,851
Equivalents
Investments at
Market Value 380,335,155 23,422,486 10,437,574 0 1,479,210,492
Investment at
Contract Value 0 0 0 0 15,131,239
Group Annuity and
Other Investment
Contracts, at
Contract Value 0 0 0 0 472,688,473
Loans to Plan
Participants 0 0 0 32,563,873 32,563,873
Receivable from
Employer 1,223,073 173,855 80,871 0 11,054,142
---------------------------------------------------------------------------------------
Net Assets
Applicable to
Participants'
Equity $381,558,228 $23,596,341 $10,518,445 $32,563,873 $2,027,214,070
=======================================================================================
The accompanying notes to financial statements are an integral part of this statement.
-1-
</TABLE>
<PAGE>
<TABLE>
American Home Products Corporation Savings Plan
Statement of Net Assets Applicable to Participants' Equity
As of December 31, 1997
<CAPTION>
Fidelity
AHPC International
Interest Common Fidelity Fidelity Growth &
Income Stock Magellan Balanced Income
Fund Fund Fund Fund Fund
---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Cash and Cash
Equivalents $9,437,192 $920,606 $0 $0 $0
Investments at
Market Value 0 457,974,052 141,691,516 140,837,178 40,949,720
Group Annuity and
Other Investment
Contracts, at
Contract Value 523,956,853 0 0 0 0
Loans to Plan
Participants 0 0 0 0 0
Receivable from
Employer 1,474,728 2,818,627 908,580 461,718 302,212
---------------------------------------------------------------------------------------
Net Assets
Applicable to
Participants'
Equity $534,868,773 $461,713,285 $142,600,096 $141,298,896 $41,251,932
=======================================================================================
Fidelity Fidelity
Spartan Low-Priced MAS
U.S. Equity Stock Value Loan Total
Index Fund Fund Portfolio Fund Funds
---------------------------------------------------------------------------------------
Cash and Cash
Equivalents $0 $0 $0 $0 $10,357,798
Investments at
Market Value 324,715,181 25,465,619 9,065,577 0 1,140,698,843
Group Annuity and
Other Investment
Contracts, at
Contract Value 0 0 0 0 523,956,853
Loans to Plan
Participants 0 0 0 40,951,439 40,951,439
Receivable from
Employer 1,110,027 131,047 53,721 0 7,260,660
---------------------------------------------------------------------------------------
Net Assets
Applicable to
Participants'
Equity $325,825,208 $25,596,666 $9,119,298 $40,951,439 $1,723,225,593
========================================================================================
The accompanying notes to financial statements are an integral part of this statement.
-2-
</TABLE>
<PAGE>
<TABLE>
American Home Products Corporation Savings Plan
Statement of Changes in Net Assets Applicable to Participants' Equity
For the Year Ended December 31, 1998
<CAPTION>
Fidelity
Interest International
Income AHPC Common Fidelity Magellan Fidelity Growth &
Fund Stock Fund Fund Balanced Fund Income Fund
--------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Additions:
Participant Contributions $18,691,951 $30,259,848 $18,335,841 $8,537,956 $5,580,087
Employer Contributions 5,827,622 11,195,223 4,640,670 1,933,066 1,461,514
Rollovers into Plan 742,129 743,185 411,750 236,239 134,643
Dividend Income on Investments 0 10,179,100 8,800,045 15,275,676 1,340,219
Interest on Group Annuity and Other
Investment Contracts and Cash
Equivalents 31,587,524 434,930 0 0 0
Net Appreciation (Depreciation) on
Investments 0 222,529,054 39,149,717 11,886,242 2,495,428
Loans Originated (4,183,037) (5,346,338) (1,598,558) (920,939) (337,237)
-------------------------------------------------------------------------------------
Total Additions 52,666,189 269,995,002 69,739,465 36,948,240 10,674,654
Deductions:
Benefits Paid to Participants (47,837,173) (21,447,153) (7,152,252) (7,322,315) (1,786,573)
Loan Repayments, Including Interest 4,996,328 5,010,042 1,645,704 1,037,209 399,431
Transfer out of Plan (59,007,071) (50,316,543) (14,232,474) (10,524,381) (2,742,027)
-------------------------------------------------------------------------------------
Total Deductions (101,847,916) (66,753,654) (19,739,022) (16,809,487) (4,129,169)
Interfund Transfers 19,941,368 17,491,155 1,506,980 (5,359,812) (7,079,792)
Net (Deductions) Additions (29,240,359) 220,732,503 51,507,423 14,778,941 (534,307)
Net Assets Applicable to Participants'
Equity:
Beginning of year 534,868,773 461,713,285 142,600,096 141,298,896 41,251,932
-------------------------------------------------------------------------------------
End of year $505,628,414 $682,445,788 $194,107,519 $156,077,837 $40,717,625
=====================================================================================
Fidelity
Spartan Fidelity
U.S. Equity Low-Priced MAS Value
Index Fund Stock Fund Portfolio Loan Fund Total Funds
-------------------------------------------------------------------------------------
Additions:
Participant Contributions $22,304,209 $3,275,753 $1,482,685 $0 $108,468,330
Employer Contributions 5,213,840 697,301 320,757 0 31,289,993
Rollovers into Plan 392,374 60,410 73,988 0 2,794,718
Dividend Income on Investments 7,890,025 2,044,860 1,712,898 0 47,242,823
Interest on Group Annuity and Other
Investment Contracts and Cash
Equivalents 0 0 0 0 32,022,454
Net Appreciation (Depreciation) on
Investments 79,511,091 (2,013,639) (2,072,186) 0 351,485,707
Loans Originated (2,042,174) (164,535) (53,328) 14,646,146 0
-------------------------------------------------------------------------------------
Total Additions 113,269,365 3,900,150 1,464,814 14,646,146 573,304,025
Deductions:
Benefits Paid to Participants (14,253,705) (1,250,163) (485,022) (1,612,740) (103,147,096)
Loan Repayments, Including Interest 2,358,752 226,373 119,357 (12,905,540) 2,887,656
Transfer out of Plan (19,972,103) (1,830,257) (1,915,820) (8,515,432) (169,056,108)
-------------------------------------------------------------------------------------
Total Deductions (31,867,056) (2,854,047) (2,281,485) (23,033,712) (269,315,548)
Interfund Transfers (25,669,289) (3,046,428) 2,215,818 0 0
Net (Deductions) Additions 55,733,020 (2,000,325) 1,399,147 (8,387,566) 303,988,477
Net Assets Applicable to Participants'
Equity:
Beginning of year 325,825,208 25,596,666 9,119,298 40,951,439 1,723,225,593
-------------------------------------------------------------------------------------
End of year $381,558,228 $23,596,341 $10,518,445 $32,563,873 $2,027,214,070
=====================================================================================
The accompanying notes to financial statements are an integral part of this statement.
-3-
</TABLE>
<PAGE>
AMERICAN HOME PRODUCTS CORPORATION
SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
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 ("AHP" or the
"Company") 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 attaining age 21, as defined in the Plan. The Plan is subject
to the provisions of the Employee Retirement Income Security Act of 1974
("ERISA"), as amended, and the Internal Revenue Code (the "Code").
In connection with the sale of the Sherwood-Davis & Geck medical devices
business effective February 28, 1998, the assets attributable to participants
from the medical devices business were transferred out of the Plan. In
connection with the sale of Quinton Instrument Company effective June 5, 1998,
the assets attributable to participants from this business were transferred out
of the Plan.
Contributions
- -------------
Participants may elect to make contributions to the Plan in whole percentages up
to a maximum of 16% of their covered compensation, as defined. Contributions can
be made on a before-tax basis ("salary deferral contributions"), an after-tax
basis ("after-tax contributions"), or a combination of both. AHP will contribute
an amount equal to 50% of the participant's contributions to the Plan for
contributions up to 6% of the participant's covered 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.
-4-
<PAGE>
Vesting and Separation From Service
- -----------------------------------
Participants are fully vested at all times in their salary deferral and
after-tax contributions and rollovers. A participant is also fully vested in
Company matching contributions if the participant has at least five years of
continuous service, as defined. If participants have less than five years of
continuous service, such participants become vested in the matching contribution
according to the following schedule:
Vesting
Years of Continuous Service Percentage
--------------------------- ----------
1 year completed 0%
2 years completed 25%
3 years completed 50%
4 years completed 75%
5 years completed 100%
Regardless of the number of years of continuous service, participants shall be
fully vested in their matching contribution account upon reaching age 65 or upon
death, if earlier.
The non-vested portion of the matching contribution is forfeited and becomes
available to satisfy future Company matching contributions, if employment is
terminated prior to full vesting. As of December 31, 1998, the amount of
forfeitures available to offset future Company contributions totaled $210,325.
Distributions
- -------------
Participants are entitled to withdraw all or any portion of their after-tax
contributions. Participants may make full or partial withdrawals of funds in any
of their accounts upon attaining age 59 1/2 or for financial hardship, as
defined in the Plan Document, before that age. Participants may qualify for
financial hardship withdrawals if they have an immediate and heavy financial
need, as determined by the AHP Savings Plan Committee (the "Committee").
Participants are limited to one hardship and one non-hardship withdrawal each
year, and have no other funds that are readily available to meet that need.
Participants cannot make a hardship withdrawal of the earnings on before-tax
account balances which were credited to their accounts on or after January 1,
1988.
Upon termination of employment, participants are entitled to a lump-sum
distribution of their vested account balance. An election can be made to defer
the distribution if the participant's account balance is greater than $5,000 and
the participant is less than 70 1/2 years of age.
-5-
<PAGE>
Loans
- -----
Employees who have a vested account balance of at least $2,000 may borrow from
the vested portion of their account, subject to certain maximum amounts.
Participants in the Plan may borrow up to 50% of their vested account balances.
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 15 years. Defaults on participants' loans during the year
are treated as withdrawals and are fully taxable to the participants. The
interest rate charged provides a return commensurate with a market rate, or such
other rate as permitted by government regulations.
Amendments to the Plan
- ----------------------
The Plan was amended in 1998 to allow employees of the Company the option to
rollover investment balances from other U.S. qualified pension and savings plans
into the Plan. These balances may be invested in any of the investment options
provided by the Plan.
Effective January 1, 1998, the Committee amended the Plan with regards to the
provisions dealing with hardship withdrawals, restrictions on loan repayments,
and to increase from $3,500 to $5,000 the threshold for the automatic cashout of
terminated employees.
NOTE 2 - ACCOUNTING POLICIES
-------------------
Investment Valuation
- --------------------
AHP's common stock is recorded at fair market value at December 31, 1998 and
1997. Shares in the Fidelity Funds and the MAS Value Portfolio are recorded at
fair market value, which is based on their published net asset value at December
31, 1998 and 1997. The contracts comprising the Interest Income Fund are
recorded at contract value based upon information provided by the Fidelity
Management Trust Company (the "Trustee") which approximates market value.
Investment transactions are recorded on a trade date basis. 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) on investments in the Statement of Changes in Net Assets
Applicable to Participants' Equity.
The net change in the difference between cost and current market value of
investments held is reflected in net appreciation (depreciation) on 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 AHP.
-6-
<PAGE>
Receivable from Employer
- ------------------------
The receivable from employer at December 31, 1998 and 1997 represents employer
and employee contributions and loan repayments withheld from employees' but not
remitted to the Trustee until after the Plan's year-end.
Use of Estimates
- ----------------
The financial statements have been prepared in accordance with generally
accepted accounting principles and necessarily include amounts based on
judgements and estimates made by management.
NOTE 3 - INVESTMENT ELECTIONS
--------------------
Participants can elect to invest amounts credited to their account in any of
eight investment funds and transfer amounts between funds at any time during the
year. Investment elections must be made in multiples of 10%. Transfers between
funds must be made in whole percentages and/or in an amount of at least $250.
The eight investment options are as follows:
Interest Income Fund - consists primarily of contracts issued by life
insurance companies 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 Aa3 or higher by Moody's and AA- or higher by
Standard & Poor. 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. During 1998, the Company began investing in a collective
trust. The purpose of the collective trust is to provide for the
collective investment of assets of participating tax qualified pension and
profit sharing plans and related trusts in guaranteed investment contracts
and readily marketable assets. The average blended interest rate
attributable to the contracts in the interest income fund approximated
6.63% for 1998.
AHPC Common Stock Fund - consists primarily of AHP common stock. Purchases
and sales of AHP common stock are made in the open market. Participants
have full voting rights for equivalent shares purchased at their direction
under the Plan.
Fidelity Magellan Fund - consists of shares in a mutual fund managed by
Fidelity Management & Research Company that seeks long-term capital
appreciation by actively managing investments in the stocks of companies
with above average growth potential.
-7-
<PAGE>
Fidelity Balanced Fund - consists of shares in a mutual fund managed by
Fidelity Management & Research Company that invests 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 International Growth & Income Fund - consists of shares in a
mutual fund managed by Fidelity Management & 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.
Fidelity Spartan U.S. Equity Index Fund - consists of shares 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 Low-Priced Stock Fund - consists of shares in a mutual fund
managed by Fidelity Management & Research Company, that invests primarily
in domestic and international small capitalization equities.
MAS Value Portfolio - consists of shares in a mutual fund managed by
Miller Anderson & Sherrerd which seeks long-term returns by investing in
stocks of large and mid-sized companies.
NOTE 4 - MANAGEMENT OF THE PLAN
----------------------
The Plan is administered by the Committee, which was appointed by the Board of
Directors of AHP. Fidelity Management Trust Company was appointed by the
Committee as Trustee, recordkeeper, and custodian, and is a party-in-interest to
the Plan.
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 Company contribution accounts and
are entitled to full distribution of such amounts.
-8-
<PAGE>
NOTE 7 - INVESTMENTS
-----------
The fair market value of individual investments that represent 5% or more of the
Plan's total net assets are as follows:
1998 1997
---- ----
AHPC Common Stock, 12,000,629 and
11,974,686* shares, respectively $675,971,089 $457,974,052
Fidelity Magellan Fund $193,011,303 $141,691,516
Fidelity Balanced Fund $155,613,787 $140,837,178
Fidelity Spartan U.S. Equity Index $380,335,155 $324,715,181
Fund
*Adjusted to reflect a two-for-one common stock split effective April 24,1998.
NOTE 8 - SUBSEQUENT EVENTS
-----------------
The Plan will be amended to allow Plan participants retiring July 1, 1999 or
later to roll lump-sum distributions from the AHPC Retirement Plan - U.S. into
the Plan, provided that retirees retain a balance in the Plan subsequent to
retirement.
During 1999, the Company approved the merging of the AHPC Solgar Union Profit
Sharing Retirement Plan (the "Solgar Plan") into the Plan. The balances from the
Solgar Plan will be 100% vested at the time of the merger.
-9-
<PAGE>
<TABLE>
Schedule I
American Home Products Corporation Savings Plan
Item 27a - Schedule of Assets Held
for Investment Purposes
As of December 31, 1998
Employer Identification Number - 13-2526821
Plan Number - 045
<CAPTION>
(d) Cost/
(a&b) Identity of Issuer (c) Description of Investment Contract Value (e)Current Value
- ------------------------ ----------------------------- -------------- ----------------
<S> <C> <C> <C>
Group Annuity and Investment Contracts:
- ---------------------------------------
Allstate Life Insurance GIC 6.30% Due 9/15/00 $6,110,226 $6,110,226
GIC 6.75% Due 3/15/02 29,344,691 29,344,691
American International Life GIC 7.02% Due 7/01/99 2,276,639 2,276,639
GIC 5.53% Due 12/17/01 25,836,300 25,836,300
John Hancock Mutual Life Insurance GIC 7.25% Due 7/01/99 8,930,817 8,930,817
GIC 5.80% Due 12/15/00 20,553,903 20,553,903
GIC 6.05% Due 12/15/04 25,475,499 25,475,499
GIC 7.05% Due 9/28/01 22,747,590 22,747,590
Metropolitan Life Insurance GIC 6.38% Due 6/15/00 23,283,459 23,283,459
GIC 7.00% Due 12/15/02 21,826,762 21,826,762
Monumental Life Insurance GIC 6.10% Due 9/30/01 14,237,615 14,237,615
GIC 8.15% Due 10/1/99 13,606,038 13,606,038
GIC 6.74% Due 6/15/00 27,804,403 27,804,403
GIC 6.56% Due 6/16/03 22,703,645 22,703,645
New York Life Insurance GIC 7.47% Due 6/15/99 43,850,919 43,850,919
Pacific Mutual Life Insurance GIC 6.06% Due 6/30/01 14,216,354 14,216,354
GIC 7.05% Due 6/14/02 11,548,810 11,548,810
GIC 6.73% Due 9/15/02 28,086,099 28,086,099
Principal Mutual Life Insurance GIC 5.65% Due 12/31/02 24,305,344 24,305,344
GIC 6.40% Due 12/15/01 48,887,747 48,887,747
The accompanying notes to financial statements are an integral part of this schedule.
</TABLE>
<PAGE>
<TABLE>
Schedule I
(Continued)
American Home Products Corporation Savings Plan
Item 27a - Schedule of Assets Held
for Investment Purposes
As of December 31, 1998
Employer Identification Number - 13-2526821
Plan Number - 045
<CAPTION>
(d) Cost/
(a&b) Identity of Issuer (c) Description of Investment Contract Value (e)Current Value
- ------------------------ ----------------------------- -------------- ----------------
<S> <C> <C> <C>
Group Annuity and Investment Contracts:
- ---------------------------------------
Security Life of Denver GIC 7.05% Due 6/14/02 16,697,555 16,697,555
Transamerica Life and Annuity GIC 6.24% Due 9/15/00 20,358,058 20,358,058
-------------------------------
Total Group Annuity and Other
Investment Contracts $472,688,473 $472,688,473
=================================
Collective Trust:
- -----------------
SEI Financial Management 6.16% $15,131,239 $15,131,239
=================================
American Home Products*
Corporation Common Stock 12,000,629 shares $429,671,455 $675,971,089
------------------------ =================================
Mutual Funds:
- -------------
Fidelity Management Trust Company* Magellan Fund
1,597,511 shares $145,929,839 $193,011,303
=================================
Fidelity Management Trust Company* Balanced Fund
9,511,845 shares $135,555,932 $155,613,787
=================================
Fidelity Management Trust Company* International Growth & Income Fund
1,933,033 shares $38,452,187 $40,419,098
=================================
Fidelity Management Trust Company* Spartan U.S. Equity Index Fund
8,651,846 shares $236,901,594 $380,335,155
=================================
Fidelity Management Trust Company* Low-Priced Stock Fund
1,025,054 shares $25,335,994 $23,422,486
=================================
Miller Anderson & Sherrerd MAS Value Portfolio
723,324 shares $12,896,530 $10,437,574
=================================
Loans Receivable:
- -----------------
Loans to Plan Participants Rates ranging from 6.5% to 11%
Due through 2014 $32,563,873 $32,563,873
=================================
* Represents a party-in-interest to the Plan.
The accompanying notes to financial statements are an integral part of this schedule.
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<PAGE>
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Schedule II
American Home Products Corporation Savings Plan
Item 27d - Schedule of Reportable Transactions
For the Year Ended December 31, 1998
Employer Identification Number - 13-2526821
Plan Number - 045
<CAPTION>
(h) CURRENT
(f) EXPENSES VALUE OF
(c) INCURRED ASSET ON
(a&b) IDENTITY OF PARTY INVOLVED PURCHASE (d)SELLING (e) LEASE WITH (g) COST OF TRANSACTION (i) NET GAIN OR
AND DESCRIPTION OF ASSET PRICE PRICE RENTALS TRANSACTION ASSET DATE LOSS
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
BANK OF BOSTON
30 PURCHASES $74,732,991 $0 $0 $0 $74,732,991 $74,732,991 $0
30 SALES $0 $74,732,991 $0 $0 $74,732,991 $74,732,991 $0
JOHN HANCOCK MUTUAL
2 PURCHASES $60,468,668 $0 $0 $0 $60,468,668 $60,468,668 $0
6 SALES $0 $58,866,855 $0 $0 $58,866,855 $58,866,855 $0
MONUMENTAL LIFE INSURANCE
28 PURCHASES $128,278,000 $0 $0 $0 $128,278,000 $128,278,000 $0
28 SALES $0 $132,604,577 $0 $0 $132,604,577 $132,604,577 $0
FIDELITY INSTITUTIONAL MONEY
MARKET FUND
219 PURCHASES $572,542,946 $0 $0 $0 $572,542,946 $572,542,946 $0
247 SALES $0 $563,067,367 $0 $0 $563,067,367 $563,067,367 $0
AHPC COMMON STOCK FUND
252 PURCHASES $521,833,276 $0 $0 $0 $521,833,276 $521,833,276 $0
252 SALES $0 $534,624,124 $0 $0 $432,325,369 $534,624,124 $102,298,755
FIDELITY MAGELLAN FUND
252 PURCHASES $74,068,787 $0 $0 $0 $74,068,787 $74,068,787 $0
248 SALES $0 $61,902,654 $0 $0 $55,415,891 $61,902,654 $6,486,763
FIDELITY BALANCED FUND
251 PURCHASES $49,552,930 $0 $0 $0 $49,552,930 $49,552,930 $0
249 SALES $0 $46,692,704 $0 $0 $42,737,424 $46,692,704 $3,955,280
FIDELITY SPARTAN U.S.
EQUITY INDEX FUND
252 PURCHASES $115,838,024 $0 $0 $0 $115,838,024 $115,838,024 $0
252 SALES $0 $139,773,123 $0 $0 $111,666,613 $139,773,123 $28,106,510
(A) Reportable transactions are those purchases and sales of the same security which, individually or in the aggregate, exceed 5%
of the total Plan net assets as of the beginning of the Plan year.
The accompanying notes to financial statements are an integral part of this schedule.
<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 Nos. 33-45324 and 33-57339 and
Form S-8 Registration Statements Nos. 2-96127, 33-24068, 33-53733, 33-41434,
33-55449, 33-45970, 33-14458, 33-50149, 33-55456, 333-15509, and 333-76939.
ARTHUR ANDERSEN LLP
New York, New York
June 23, 1999
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