FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
Commission file no. 1-924
A. Full title of the plan:
AEROQUIP CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN
B. Name of issuer of the securities
held pursuant to the plan and the
address of its principal executive office:
TRINOVA CORPORATION
3000 Strayer
Maumee, Ohio 43537-0050
This document, including exhibits, contains 31 pages.
The cover page consists of 1 page.
The Exhibit Index is located on page 30.
<PAGE>
REQUIRED INFORMATION
The following financial statements are furnished for the Aeroquip
Corporation Retirement Savings and Profit Sharing Plan:
Page
Report of Independent Auditors 3
Statements of Net Assets Available for
Plan Benefits 4
Statements of Changes in Net Assets Available
for Plan Benefits 5
Notes to Financial Statements 6
Exhibit
The following exhibit is filed herewith:
Exhibit
Number
(1) Consent of Independent Auditors
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
AEROQUIP CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN
By: /S/ WILLIAM R. AMMANN
William R. Ammann
Vice President - Administration
and Treasurer
June 28, 1994 TRINOVA Corporation
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<PAGE>
REPORT OF INDEPENDENT AUDITORS
Administrative Committee
Aeroquip Corporation
Retirement Savings and Profit Sharing Plan
We have audited the accompanying statements of net assets available for plan
benefits of the Aeroquip Corporation Retirement Savings and Profit Sharing
Plan as of December 31, 1993 and 1992 and the related statements of changes in
net assets available for plan benefits for each of the three years in the
period ended December 31, 1993. 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, 1993 and 1992 and the changes in its net assets available for
plan benefits for each of the three years in the period ended December 31,
1993, in conformity with generally accepted accounting principles.
/S/ ERNST & YOUNG
Toledo, Ohio
June 17, 1994
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<PAGE>
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
AEROQUIP CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN
December 31
1993 1992
ASSETS
Contributions receivable from employer $8,426,305 $ 4,790,432
Contributions receivable from employees 199,748 191,829
Loans receivable from plan participants 2,151,365 1,664,419
Value of interest in Master Trust - Note 6
Fixed Income Fund 215,466,589 221,872,344
Vanguard Mutual Funds 21,351,432 14,968,322
Multi-Asset Fund 27,045,631 18,812,853
TRINOVA Stock Fund 6,953,915 4,126,490
Government Securities Fund 1,226,768 845,349
272,044,335 260,625,358
TOTAL ASSETS 282,821,753 267,272,038
LIABILITY
Accrued benefit payments to participants 2,071,750
NET ASSETS AVAILABLE FOR PLAN BENEFITS $282,821,753 $265,200,288
============ ============
See accompanying notes
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<PAGE>
<TABLE>
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
AEROQUIP CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN
<CAPTION>
Year Ended December 31
1993 1992 1991
<S> <C> <C> <C>
ADDITIONS
Contributions by employees $ 6,857,517 $ 7,584,159 $ 8,436,291
Contributions by employer 11,031,930 7,504,206 4,398,584
Net investment income
Interest earned 14,891,675 17,250,336 21,966,020
Dividends received 1,071,061 667,591 241,025
Realized gains on sales of investments 891,618 797,483 1,083,644
Other - principally unrealized gains
on investments 5,362,782 1,551,117 2,483,922
22,217,136 20,226,527 25,774,611
40,106,583 35,354,892 38,609,486
DEDUCTIONS
Benefits paid to participants 21,901,321 36,911,610 25,383,975
Investment management fees 160,172 139,965 111,476
Other - principally net transfers from
affiliated benefit plans 423,625 37,460 266,788
22,485,118 37,089,035 25,762,239
NET ADDITIONS (DEDUCTIONS) 17,621,465 (1,734,143) 12,847,247
Net assets available for plan benefits
at beginning of year 265,200,288 266,934,431 254,087,184
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT END OF YEAR $282,821,753 $265,200,288 $266,934,431
=========== ============ ============
<FN>
See accompanying notes
</TABLE>
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<PAGE>
NOTES TO FINANCIAL STATEMENTS
AEROQUIP CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN
DECEMBER 31, 1993
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accounting records of the Aeroquip Corporation Retirement
Savings and Profit Sharing Plan (the Plan) are maintained on the accrual
basis.
Investment Valuation and Income Recognition
Marketable securities are stated at aggregate fair value and are
valued at the last sales price of the valuation period quoted by a national
securities exchange. The guaranteed investment contracts are stated at
contract value which approximates fair value. The difference between fair
value and the cost of investments is reflected in the statement of changes in
net assets available for plan benefits as unrealized gains (losses) on
investments.
Realized gains or losses on the sales of investments represent the
differences between the proceeds received upon sale and the cost of
investments sold, determined on an average cost basis.
Investment management fees are paid by the Plan, while all other
administrative expenses of the Plan are currently borne by the Plan sponsor,
Aeroquip Corporation (Aeroquip), a wholly-owned subsidiary of TRINOVA
Corporation, (TRINOVA).
Payment of Benefits
Effective January 1, 1993 the Plan changed its method of accounting
for benefits of employees who have withdrawn from participation in the Plan
but have not yet been paid. This change was made to conform with new guidance
in the American Institute of Certified Public Accountants Audit and Accounting
Guide "Audits of Employee Benefits Plan." The cumulative effect of this
change as of January 1, 1993 and the effect of the change on the 1993
financial statements was not material.
NOTE 2 - DESCRIPTION OF PLAN
The Plan is a defined contribution plan. Eligible participants
generally include all full-time employees of Aeroquip and part-time employees
of Aeroquip who were participants on December 31, 1989, in any qualified
pension or profit-sharing plan sponsored by Aeroquip. However, bargaining
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<PAGE>
NOTE 2 - DESCRIPTION OF PLAN (Continued)
unit employees are excluded (unless the collective bargaining agreement
specifically authorizes their participation) as are leased employees and
employees classified as interns.
Participants may contribute to the Plan on a pre-tax basis by salary
reduction up to 15 percent of their annual compensation (in increments of 1
percent). Aeroquip will match participant pre-tax contributions dollar for
dollar up to the first 2 percent, and 50 percent of the next 2 percent, of
each participant's annual compensation. Participants may also contribute up
to 10 percent of their annual compensation to the Plan on an after-tax basis,
provided that pre-tax contributions have met the limit allowable under IRS
regulations. Aeroquip also makes an annual profit-sharing contribution to the
Plan based upon the return on net assets achieved by Aeroquip. All eligible
participants receive a minimum profit-sharing allocation of 1 percent of
annual compensation up to the Social Security wage base and 1.5 percent of
annual compensation in excess of the Social Security wage base regardless of
their level of elective deferrals. The total amount contributed on behalf of
each eligible participant is subject to calendar-year limits of the Internal
Revenue Code, which are indexed and adjusted for changes in the cost of
living.
Participants have an immediate and fully-vested interest in the
portion of the Plan accounts represented by their pre-tax and voluntary
after-tax contributions to the Plan, including any earnings on these amounts.
Aeroquip's matching contributions on participants' pre-tax elective deferrals
are also immediately and fully vested. Aeroquip's profit-sharing allocations,
as well as earnings thereon, vest at the rate of 25 percent per year of
service. Service with Aeroquip prior to enactment of the Plan counts for
vesting purposes.
NOTE 2 - DESCRIPTION OF PLAN (Continued)
If a participant has less than four years of service and employment
ends for a reason other than retirement, disability or death, the participant
forfeits the unvested portion of the account if he or she takes distribution
of the vested portion of the account if that participant resumes employment
within the next five years following the date on which termination occurs, and
repays to the Plan the full amount of the distribution, the participant's
account will be restored to the amount on the date of distribution. Forfeited
balances are used to reduce Aeroquip's future contributions.
Each participant individually directs his or her contributions and
Aeroquip's contributions, except for 25 percent of Aeroquip's profit-sharing
contribution, into one or more of the following investment funds (in multiples
of 10 percent). Twenty-five percent of each participant's profit-sharing
allocation is automatically invested in the TRINOVA Stock Fund.
(1) TRINOVA Stock Fund, selected by 4,565 and 4,687
participants at December 31, 1993 and 1992, respectively, is
invested in TRINOVA common stock. Cash dividends paid on shares
held by the Trust will be used to purchase additional shares for
participant accounts. Twenty-five percent of each participant's
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<PAGE>
NOTE 2 - DESCRIPTION OF PLAN (Continued)
profit-sharing allocation is automatically invested in the TRINOVA
Stock Fund until distribution to the participant or until the
participant reaches age 55. After age 55, the participant has the
option to redirect the investment of the 25 percent portion from the
TRINOVA Stock Fund into any of the other available funds.
Participants may elect to have additional amounts over Aeroquip's 25
percent profit-sharing contribution invested in the TRINOVA Stock
Fund. TRINOVA common stock is acquired in open market purchases at
fair market value.
(2) Fixed Income Fund, selected by 5,110 and 5,846
participants at December 31, 1993 and 1992, respectively, is
invested in insurance company investment contracts, bank investment
contracts and their equivalent. These contracts have a specified
interest rate for a period of one to five years. Approximately
every three months, Aeroquip announces the interest rate which will
be paid on all monies that are in the Fixed Income Fund. This
interest rate is a single blended rate of the interest rates being
paid on each of the contracts in force during that period. New
contracts are negotiated with insurance companies or financial
institutions rated AA+ by Standard and Poors or its equivalent and
have a maximum average contract life of five years.
(3) Multi-Asset Fund, selected by 1,920 and 1,867 participants
at December 31, 1993 and 1992, respectively, is invested in nine
major world capital classes, including stocks and bonds of U.S. and
international companies, venture capital, real estate and cash
equivalents. Brinson Partners, Inc. is the investment manager of
the Multi-Asset Fund.
(4) Government Securities Fund, selected by 506 and 369
participants at December 31, 1993 and 1992, respectively, is
invested in fixed income securities issued or guaranteed by the U.S.
Government, or its agents or instrumentalities. These securities
include U.S. Treasury bills, notes and bonds. The Government
Securities Fund seeks to provide a high level of current income,
consistent with the preservation of capital. Ryan Labs., Inc. is
the investment manager of the Government Securities Fund.
(5) Vanguard Funds, selected by 1,307 and 1,227 participants
at December 31, 1993 and 1992, respectively, is managed by The
Vanguard Group of Investment Companies. There are four individual
mutual funds in which participants may invest:
(a) Vanguard Index Trust - 500 Portfolio Fund (Index Fund):
Money in the Index Fund is invested in stocks of the companies which
make up the Standard & Poor's 500 Composite Stock Price Index. The
objective of the Index Fund is to match the performance of the
Standard & Poor's 500 Index.
-8-
<PAGE>
NOTE - 2 DESCRIPTION OF PLAN (Continued)
(b) Vanguard/Windsor II Fund (Windsor II Fund): Money in the
Windsor II Fund is invested in stocks which, in the opinion of the
fund's investment manager are undervalued in the marketplace. The
stocks held in the Windsor II Fund tend to offer above-average
dividend yields and will normally have below-average price-to
earnings ratios and below-average price-to-book value ratios
relative to the stock market in general.
(c) Vanguard/Morgan Growth Fund (Morgan Growth Fund): Money
in the Morgan Growth Fund is invested primarily in stocks of
"established growth" companies. The companies will normally be
medium and larger size companies with above-average growth in sales
and earnings over extended periods.
(d) Vanguard - International Growth Portfolio Fund
(International Growth Fund): Money in the International Growth Fund
is invested in non-U.S. stocks that have been selected for their
growth potential. The International Growth Fund tends to be widely
diversified both geographically and in terms of size of companies.
Effective April 1, 1994, the Plan was merged into the TRINOVA
Corporation Retirement Savings and Profit-Sharing Plan (formerly known as the
TRINOVA Corporation Retirement Savings and Profit Sharing Plan for Corporate
Employees). Hazlehurst and Associates was terminated as recordkeeper of the
plan assets and The Vanguard Group was added as trustee and recordkeeper.
Participants will be able to participate in three new investment funds; the
Vanguard Star Fund, the Vanguard Fixed Income Securities - Long Term Corporate
Portfolio, and the Vanguard Money Market Reserves - U.S. Treasury Portfolio.
The Multi-Asset Fund and Government Securities Fund options were terminated
March 31,1994 and assets held under these options were transferred to the
Vanguard Star and Vanguard Money Market Reserve - U.S. Treasury Portfolio
Funds, respectively. Investment directions will be made in 1 percent
increments.
Participants of the Plan have general purpose and home loans
available. The minimum loan permitted is $1,000. Under a general purpose or
home loan, a participant may borrow up to the lesser of one-half of his or her
vested account balances or the total of his or her pre-tax, match and roll-in
contributions to the Plan, up to a maximum of $50,000. In no event may the
aggregate amount of loans exceed $50,000. All loans will be repaid to the
Plan in equal installments through payroll deductions over a period up to five
years for general purpose and twenty years for home loans. Interest is
charged at a reasonable rate, as determined by the Administrative Committee.
Aeroquip reserves the right to amend, modify or terminate the
Plan at any time.
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<PAGE>
NOTE 3 - BENEFITS
A participant is entitled to the benefit provided by the
contributions and income thereon (including realized and unrealized gains and
losses) allocated to the participant's account.
Upon termination of employment due to retirement, total and
permanent disability or death, a participant or his or her spousal beneficiary
will be entitled to receive distribution of the participant's entire account
without regard to the Plan's vesting rules: (i) in one lump sum amount; or
(ii) in monthly installments of a fixed amount or over a specified period of
time in an amount of at least $100 per month. Distribution payments to non-
spousal beneficiaries will be made in a lump sum only. If the value of a
participant's account is less than $3,500, the Plan Administrator will
distribute the participant's entire interest in one lump sum payment.
Withdrawals of pre-tax contributions and Aeroquip's profit-
sharing and matching contributions during a participant's employment are not
permitted prior to age 59-1/2, unless the participant can show financial
hardship for which he or she has no other available resources. Such
situations are limited to: (i) certain medical expenses; (ii) payment of
tuition and related educational fees for post-secondary education for the next
year; (iii) costs related to the purchase of a principal residence; or (iv)
payments necessary to avoid eviction from, or a foreclosure on the mortgage
of, the participant's principal residence.
The following is a reconciliation of net assets available for plan benefits
shown in the financial statements to the amounts included in Form 5500:
December 31
1993
Net assets available for plan benefits
per financial statements $282,821,753
Less: Amounts allocated to withdrawing participants 11,035,284
Net assets available for plan benefits per the Form 5500: $271,786,469
===========
The following is a reconciliation of benefits paid to participants per the
financial statements to Form 5500:
Year Ended
December 31,1993
Benefits paid to participants per the financial statements $ 21,901,321
Add: Amounts allocated to withdrawing participants
at December 31, 1993 11,035,284
Benefits paid to participants per the Form 5500 $ 32,936,605
===========
Amounts allocated to withdrawing participants are recorded on Form 5500 for
benefit claims that have been processed and approved prior to December 31 but
not yet paid as of that date.
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<PAGE>
NOTE 4 - INCOME TAX STATUS
The Plan is intended to be qualified under section 401(a) of
the Internal Revenue Code, and Aeroquip will take the appropriate steps to
obtain a ruling of this effect from the Internal Revenue Service. Aeroquip
believes the Plan as written is in operational compliance with the Internal
Revenue Code of 1986 as amended.
NOTE 5 - TAX EFFECTS ON PLAN PARTICIPANTS
A proportionate amount of any withdrawal during employment from
a participant's Plan account attributable to after-tax, voluntary
contributions made after 1986 will be treated as a distribution of earnings on
such contributions, and the remaining amount of the withdrawal will be
considered a return of the participant's after-tax, voluntary contributions.
After-tax, voluntary contributions made prior to 1987 may be withdrawn in
whole or in part without their applicable earnings. The amount considered as
a return of the participant's after-tax, voluntary contributions will not be
subject to Federal income tax. However, the amount withdrawn that constitutes
earnings on after-tax, voluntary contributions and any amount withdrawn during
employment from a participant's Plan account attributable to pre-tax salary
reduction contributions and Aeroquip's matching contributions will be subject
to Federal income tax at ordinary income tax rates and may be subject to an
additional excise tax, as described below.
The amount of a distribution received in a lump sum equal to a
participant's after-tax, voluntary contributions not previously withdrawn due
to retirement, death, total and permanent disability, or termination of
employment for any other reason is not subject to Federal income tax. The
amount of the lump sum distribution in excess of a participant's after-tax,
voluntary contributions not previously withdrawn is subject to Federal income
tax at ordinary income tax rates. However, the taxable portion of a
qualifying lump sum distribution may be eligible under certain circumstances
for special ten-year or five-year averaging or capital gains treatment.
Whether a lump sum distribution qualifies for special ten-year or five-year
averaging or capital gains treatment depends upon, among other things, the
participant's age, employment status, and dates of participation in the Plan.
If a participant receives TRINOVA common stock as part of a lump sum
distribution, the excess, if any, of the fair market value of the common stock
over the cost of the common stock is not subject to
Federal income tax at the time of distribution but generally will be subject
to Federal income tax upon any subsequent disposition of the common stock.
However, a participant may elect, on the tax return on which the distribution
is required to be included, not to have such excess excluded from Federal
income tax in the year of distribution, in which case the excess will be taxed
in that year.
If a distribution is made in installments, then the pro rata
portion of each installment attributable to a participant's after-tax,
voluntary contributions not previously withdrawn is not subject to Federal
income tax, and the remaining portion is taxed at ordinary income tax rates.
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<PAGE>
NOTE 5 - TAX EFFECTS ON PLAN PARTICIPANTS (Continued)
Any lump sum distribution that a participant receives from the
Plan will generally be subject to mandatory tax withholding. The Plan will
withhold 20 percent of the taxable part of the participant's distribution to
pay federal income tax.
Certain penalty taxes may be imposed on the taxable portion of a
distribution or withdrawal from the Plan. The taxable portion of a
distribution made to a participant prior to age 59-1/2 will be subject to a 10
percent penalty tax unless certain exceptions apply. In addition, the taxable
portion of a distribution or withdrawal from the Plan and from an individual
retirement account (IRA) may be subject to a 15 percent penalty tax to the
extent they aggregate more than a certain amount during any year.
Loans from the Plan are generally not considered a distribution
or a withdrawal for Federal income tax purposes unless the participant
terminates employment with an outstanding loan balance and fails to retire
that balance in full within 90 days.
A participant, under certain circumstances, may directly roll
over amounts distributed from the Plan to another qualified plan or an
individual retirement plan (IRA) and avoid mandatory federal withholding and
penalty taxes.
Participant contributions made on a pre-tax salary reduction
basis are not taxed for Federal income tax purposes until actually distributed
and are not considered wages for Federal income tax withholding purposes, but
are considered wages for Federal Insurance Contributions Act (FICA) purposes.
Participant after-tax, voluntary contributions are taxed for
Federal income tax purposes when made, and are subject to withholding and FICA
taxes at that time.
Matching contributions and other employer contributions are not
included in the participant's taxable wages for federal income tax purposes
when paid to the Plan, and are not considered wages for federal income tax
purposes or FICA purposes.
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<PAGE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST
The Plan's investments, except for loans, are held in safekeeping by
The Northern Trust Company as Trustee under a Master Trust agreement. The
Mast Trust holds the investment assets for the Plan and other designated
defined contributions plans of the Company, its parent TRINOVA and TRINOVA's
other subsidiary. The following table presents the fair values of investments
in the Master Trust at December 31, 1993 and 1992.
December 31
1993 1992
Investments at Fair Value:
Fixed Income Fund $303,865,565 $305,179,819
Vanguard Mutual Funds 46,310,371 31,465,553
Multi-Asset Funds 46,920,647 34,861,689
TRINOVA Stock Fund 12,317,310 7,950,626
Government Securities Fund $ 3,572,450 $ 2,463,161
$412,986,343 $381,920,848
=========== ===========
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST (Continued)
Net investment income for the Master Trust for each of the three years in the
period ended December 31, 1993 is as follows:
Year Ended December 31
1993 1992 1991
Net investment income:
Vanguard Mutual Funds $21,924,851 $23,821,843 $29,017,148
Multi-Asset Funds 2,182,874 1,345,912 455,339
TRINOVA Stock Fund 1,758,587 1,388,865 3,651,815
Government Securities Fund 10,234,251 2,922,290 3,212,214
$36,100,563 $29,478,910 $36,336,516
========== ========== ==========
At December 31, 1993 and 1992, the Plan's interest in the net assets
of the Master Trust was approximately 65.8 percent and 68.2 percent,
respectively. The Plan's interest in any one Master Trust fund does not
correspond to the Plan's overall interest in the Master Trust as participants
in each plan select individual investment options. Investment income and
administrative expenses related to the Master Trust are allocated to the
individual plans based upon average monthly balances invested by each plan.
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<PAGE>
<TABLE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST (Continued)
Fair values and costs of the Plan's interest in the net assets of the Master
Trust at December 31, 1993 are as follows:
<CAPTION>
Description Fair Value Cost
<S> <C> <C>
FIXED INCOME FUND
Aetna Life Insurance Contract
expiring in 1994 $ 5,731,429 $ 5,731,429
Allstate Insurance Contract
expiring in 1997 3,676,974 3,679,974
Allstate Insurance Contract
expiring in 1998 9,847,974 9,847,974
Allstate Insurance Contract
expiring in 1998 3,685,190 3,685,190
American International
Life Insurance Contract
expiring in 1997 11,565,612 11,565,612
Balcor Equity Pension
Investors II 48,842 48,842
Bankers Trust Delaware Group Annuity
Contract expiring in 1996 17,776,307 17,776,307
Bankers Trust Delaware Group Annuity
Contract expiring in 1996 12,863,400 12,863,400
Citibank, N.A. Contract
expiring in 1998 9,286,054 9,286,054
Citibank, N.A. Contract
expiring in 1998 11,399,477 11,399,477
Executive Life Insurance Contract
(In Rehabilitation) expired in 1991 304,636 304,636
Insured Pension Investors - 1984 49,329 49,329
Insured Pension Investors - 1985 48,850 48,850
Lotsoff Contract expiring in 1999 9,373,827 9,373,827
Mass Mutual Insurance Contract
expiring in 1994 14,813,413 14,813,413
Metropolitan Life Insurance Contract
expiring in 1994 1,432,193 1,432,193
Metropolitan Life Insurance Contract
expiring in 1995 7,444,325 7,444,325
Metropolitan Life Insurance Contract
expiring in 1995 17,659,327 17,659,327
Metropolitan Life Insurance Contract
expiring in 1996 12,124,532 12,124,532
Mutual Benefit Life Insurance Contract
(In Rehabilitation) expired in 1992 21,108,339 21,108,339
Mutual Benefit Life Insurance Contract
(In Rehabilitation) expired in 1992 2,561,070 2,561,070
Mutual Benefit Life Insurance Contract
(In Rehabilitation) expiring in 1994 10,161,797 10,161,797
Prudential Life Insurance Contract
expiring in 1998 7,110,171 7,110,171
Prudential Life Insurance Contract
expiring in 1996 12,892,438 12,892,438
Cash and cash equivalents 12,483,013 12,483,013
Interest receivable 15,070 15,070
$215,466,589 $215,466,589
</TABLE>
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<PAGE>
<TABLE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST (Continued)
<CAPTION>
Description Fair Value Cost
<S> <C> <C>
VANGUARD MUTUAL FUNDS
Vanguard/Morgan Growth Fund
(254,444.495 shares) 3,055,879 3,148,008
Vanguard Index Fund
(204,927.674 shares) 8,981,981 8,237,241
Vanguard/Windsor II Fund
(321,248.940 shares) 5,474,083 5,224,270
Vanguard International Growth Fund
(263,669.509 shares) 3,562,176 2,893,956
Cash and cash equivalents 276,908 276,908
Interest receivable 405 405
21,351,432 19,780,788
MULTI-ASSET FUND
Brinson Partners Multi-Asset Fund
(50,597.076 shares) 26,621,308 19,611,485
Cash and cash equivalents 423,419 423,419
Interest receivable 904 904
27,045,631 27,045,631
TRINOVA STOCK FUND
TRINOVA Corporation Common Stock
(220,559 shares) 6,920,039 5,001,093
Cash and cash equivalents 33,775 33,775
Interest receivable 101 101
6,953,915 5,034,969
GOVERNMENT SECURITIES FUND
U.S. Government Agency Issues 1,150,964 1,150,964
Cash and cash equivalents 53,948 53,948
Interest receivable 21,856 21,856
1,226,768 1,235,552
TOTALS $272,044,335 $261,553,706
============ ============
</TABLE>
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<PAGE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST (Continued)
At December 31, 1993, the Fixed Income Fund of the Plan holds an
investment in an Executive Life Insurance Company (Executive Life) guaranteed
investment contract that was to have expired in 1991 in the amount of
$304,636. In 1991, First Executive Corporation, the parent of Executive Life
Insurance Company, filed for protection under Chapter 11 of the Federal
Bankruptcy Code. State insurance regulators have taken control of Executive
Life, as well as other investments of the parent. A Plan of Rehabilitation
was filed on September 6, 1991 in the Superior Court of the State of
California for the County of Los Angeles and was approved on August 31, 1993.
The plan became effective on September 3, 1993 and provides for a minimum of
approximately 75 percent of the contract principal to be repaid after a
minimum rehabilitation period of five years.
Also, at December 31, 1993, the Fixed Income Fund of the Plan holds
investments in Mutual Benefit Life Insurance Company (Mutual Benefit)
guaranteed investment contracts totaling $33,831,206, of which $23,669,409 was
to have expired in 1992. The New Jersey Insurance Department has taken
control of Mutual Benefit. A Plan of Rehabilitation was filed on August 3,
1992, and amended on January 15, 1993, in the Superior Court of New Jersey.
The plan became effective on April 29, 1993 and provides for the contract
principal to be repaid over a five-year period from 1999 through 2003. The
repayment dates may be extended if warranted by Mutual Benefit's financial
condition.
While the ultimate outcome of these matters cannot now be predicted,
management is of the opinion, based on the facts now known, that the ultimate
loss, if any, in these matters will not be material to the Plan's net assets
available for plan benefits.
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<PAGE>
<TABLE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST
Fair values and costs of the Plan's interest in the net assets of theh Master
Trust at December 31, 1992 are as follows:
<CAPTION>
Description Fair Value Cost
<S> <C> <C>
FIXED INCOME FUND
Aetna Life Insurance Contract
expiring in 1994 $ 9,082,910 $ 9,082,910
American International
Life Insurance Contract
expiring in 1997 10,610,511 10,610,511
Balcor Equity Pension
Investors II 48,842 48,842
Bankers Trust Delaware Group Annuity
Contract expiring in 1996 17,070,144 17,070,144
Bankers Trust Delaware Group Annuity
Contract expiring in 1996 12,330,005 12,330,005
Canada Life Assurance Insurance Contract
expiring in 1993 4,935,097 4,935,097
Citibank, N.A. Contract
expiring in 1998 10,609,963 10,609,963
Executive Life Insurance Contract
(In Rehabilitation) expired in 1991 352,057 352,057
Insured Pension Investors - 1984 49,329 49,329
Insured Pension Investors - 1985 48,850 48,850
Mass Mutual Insurance Contract
expiring in 1994 14,813,413 14,813,413
Metropolitan Life Insurance Contract
expiring in 1993 5,436,861 5,436,861
Metropolitan Life Insurance Contract
expiring in 1994 2,751,837 2,751,837
Metropolitan Life Insurance Contract
expiring in 1995 17,175,340 17,175,340
Metropolitan Life Insurance Contract
expiring in 1995 8,562,872 8,562,872
Metropolitan Life Insurance Contract
expiring in 1996 15,280,441 15,280,441
Mutual Benefit Life Insurance Contract
(In Rehabilitation) expired in 1992 20,485,262 20,485,262
Mutual Benefit Life Insurance Contract
(In Rehabilitation) expired in 1992 2,485,472 2,485,472
Mutual Benefit Life Insurance Contract
(In Rehabilitation) expiring in 1994 9,861,840 9,861,840
Philadelphia Life Insurance Contract
expiring in 1993 12,129,452 12,129,452
Prudential Life Insurance Contract
expiring in 1996 16,273,204 16,273,204
Union Central Life Insurance Contract
expiring in 1993 20,633,068 20,633,068
Cash and cash equivalents 10,834,343 10,834,343
Interest receivable 11,231 11,231
221,872,344 221,872,344
</TABLE>
-17-
<PAGE>
<TABLE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST (Continued)
<CAPTION>
Description Fair Value Cost
<S> <C> <C>
VANGUARD MUTUAL FUND
Vanguard/Morgan Growth Fund
(205,463.017 shares) 2,599,107 2,525,543
Vanguard Index Fund
(210,055.241 shares) 8,605,963 8,241,453
Vanguard/Windsor II Fund
(169,889.664 shares) 2,702,945 2,604,496
Vanguard International Growth Fund
(110,824.305 shares) 1,042,857 1,042,857
Cash and cash equivalents 17,450 17,450
14,968,322 14,968,322
MULTI-ASSET FUND
Brinson Partners Multi-Asset Fund
(39,156.651 shares) 18,366,388 14,004,957
Cash and cash equivalents 445,548 445,548
Interest receivable 917 917
18,812,853 14,451,422
TRINOVA STOCK FUND
TRINOVA Corporation Common Stock
(188,973 shares) 4,039,298 4,111,919
Cash and cash equivalents 87,089 87,089
Interest receivable 103 103
4,126,490 4,199,111
GOVERNMENT SECURITIES FUND
Corporate Bonds 70,537 67,968
U.S. Government Agency Issues 760,461 760,459
Cash and cash equivalents 1,952 1,952
Interest receivable 12,399 12,399
845,349 842,778
TOTALS $260,625,358 $252,163,966
============ ============
</TABLE>
-18-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION
<CAPTION>
Fixed Vanguard Multi- TRINOVA
Income Mutual Asset Stock
Fund Funds Fund Fund
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT DECEMBER 31, 1992 $220,159,054 $ 14,847,977 $18,605,474 $4,103,533
ADDITIONS
Contributions
Employees 4,439,188 917,511 1,140,902 200,265
Employer 4,132,337 705,487 1,044,390 1,348,814
8,571,525 1,622,998 2,185,292 1,549,079
Net investment income
Interest earned 14,665,331 12,284 14,567 1,925
Dividends received 912,167 158,894
Realized gains on
sales of investments
Aggregate proceeds 344,275 559,940 1,009,579
Aggregate cost 255,073 791,669
344,275 304,867 217,910
Other - principally unrealized gains
(losses) on investments 1,100,581 2,278,772 1,991,252
14,665,331 2,369,307 2,598,206 2,369,060
23,236,856 3,992,305 4,783,498 3,919,060
DEDUCTIONS
Benefits paid to participants 18,056,652 1,462,899 1,640,493 407,087
Investment management fees 19,112 139,712
Other - principally net transfers among
investment funds and net transfers to
benefit plans of affiliated companies 9,872,669 (3,993,161) (5,436,864) 661,591
27,929,321 (2,511,150) (3,656,659) 1,068,678
NET ADDITIONS (DEDUCTIONS) (4,692,465) 6,503,455 8,440,157 2,850,382
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT DECEMBER 31, 1993 $215,466,589 $21,351,432 $27,045,631 $6,953,915
============ ============ ============ ===========
</TABLE>
-19-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION
<CAPTION>
Government
Securities Contribution
Fund Loans Receivable Total
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT DECEMBER 31, 1992 $ 837,570 $1,664,419 $4,982,261 $265,200,288
ADDITIONS
Contributions
Employees 151,732 7,919 6,857,517
Employer 165,029 3,635,873 11,031,930
316,761 3,643,792 17,889,447
Net investment income
Interest earned 63,280 134,288 14,891,675
Dividends received 1,071,061
Realized gains on
sales of investments
Aggregate proceeds 4,299,472 6,213,265
Aggregate cost 4,274,906 5,321,648
24,566 891,617
Other - principally unrealized gains
(losses) on investments (7,823) 5,362,782
80,023 134,288 22,217,136
396,784 134,288 3,643,792 40,106,583
DEDUCTIONS
Benefits paid to participants 334,190 21,901,321
Investment management fees 1,348 160,172
Other - principally net transfers among
investment funds and net transfers from
benefit plans of affiliated companies (327,952) (352,658) 423,625
7,586 (352,658) 22,485,118
NET ADDITIONS (DEDUCTIONS) 389,198 486,946 3,643,792 17,621,465
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT DECEMBER 31, 1993 $1,226,768 $ 2,151,365 $ 8,626,053 $ 282,821,753
========== =========== =========== =============
</TABLE>
-20-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION> Vanguard
Clearing Fixed Income Mutual
Fund Fund Funds
<S> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991 $1,781,684 $238,954,146 $ 6,771,853
ADDITIONS
Contributions
Employees 5,262,345 902,357
Employer 2,655,071 431,180
7,917,416 1,333,537
Net investment income
Interest earned 1,327 17,075,302 8,890
Dividends received 528,930
Realized gains on sales
of investments
Aggregate proceeds 7,225,262
Aggregate cost 6,773,651
451,611
Other - principally unrealized gains
(losses) on investments (6,137)
1,327 17,075,302 983,294
1,327 24,992,718 2,316,831
DEDUCTIONS
Benefits paid to participants (34,423) 30,762,007 2,218,447
Investment management fees 7,637 15,879
Other - principally net transfers among
investment funds and net transfers from
benefit plans of affiliated companies 1,817,434 13,018,166 (7,993,619)
1,783,011 43,787,810 (5,759,293)
NET ADDITIONS (DEDUCTIONS) (1,781,684) (18,795,092) 8,076,124
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $220,159,054 $14,847,977
========== ============ ===========
</TABLE>
-21-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
Government
Multi-Asset TRINOVA Stock Securities
Fund Fund Fund
<S> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991 $12,548,564 $3,868,874 $
ADDITIONS
Contributions
Employees 1,153,548 216,180 139,502
Employer 621,611 436,043 81,650
1,775,159 652,223 221,152
Net investment income
Interest earned 22,474 4,740 30,173
Dividends received 138,661
Realized gains on sales
of investments
Aggregate proceeds 1,851,076 1,154,027 1,213,556
Aggregate cost 1,533,050 1,128,627 1,211,110
318,026 25,400 2,446
Other - principally unrealized gains
(losses) on investments 1,279,527 275,616 2,111
1,620,027 444,417 34,730
3,395,186 1,096,640 255,882
DEDUCTIONS
Benefits paid to participants 3,328,623 561,877 75,079
Investment management fees 107,680 8,152 617
Other - principally net transfers among
investment funds and net of transfers
from benefit plans of affiliated companies (6,098,027) 291,952 (657,384)
(2,661,724) 861,981 (581,688)
NET ADDITIONS (DEDUCTIONS) 6,056,910 234,659 837,570
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $18,605,474 $4,103,533 $ 837,570
=========== ========== ==========
</TABLE>
-22-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
Contribution
Loans Receivable Total
<S> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991 $1,215,927 $1,793,383 $266,934,431
ADDITIONS
Contributions
Employees (89,773) 7,584,159
Employer 3,278,651 7,504,206
3,188,878 15,088,365
Net investment income
Interest earned 107,430 17,250,336
Dividends received 667,591
Realized gains on sales
of investments
Aggregate proceeds 11,443,921
Aggregate cost 10,646,438
797,483
Other - principally unrealized gains
(losses) on investments 1,551,117
107,430 20,266,527
107,430 35,354,892
DEDUCTIONS
Benefits paid to participants 36,911,610
Investment management fees 139,965
Other - principally net transfers among
investment funds and net transfers
from benefit plans of affiliated companies 341,062 37,460
341,062 37,089,035
NET ADDITIONS (DEDUCTIONS) 448,492 3,188,878 (1,734,143)
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $1,664,419 $4,982,261 $265,200,288
========== ========== ============
</TABLE>
-23-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
Fixed Multi-
Clearing Income Index Asset
Account Fund Fund Fund
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT DECEMBER 30, 1990 $ 537,423 $226,541,642 $ 5,746,108 $12,007,125
ADDITIONS
Contributions
Employees 8,405,168 448,502 35,426 64,734
Employer 7,352,224 110,144 13,405 26,599
15,757,392 558,646 48,831 91,333
Net investment income
Interest earned 193,615 21,679,087 2,714 4,187
Dividends received 111,315
Realized gains on
sales of investments
Aggregate proceeds 7,487,527 2,696,341
Aggregate cost 6,721,804 2,415,659
765,723 280,682
Other - principally unrealized gains
(losses) on investments 589,523 1,901,268
193,615 21,679,087 1,469,275 2,186,137
15,951,007 22,237,733 1,518,106 2,277,470
DEDUCTIONS
Benefits paid to participants 18,622,307 6,117,454 79,944 477,991
Investment management fees 4,468 18,009 78,999
Other - principally net transfers among
investment funds and net transfers
from benefit plans of affiliated companies (3,915,561) 3,703,307 394,408 1,179,041
14,706,746 9,825,229 492,361 1,736,031
NET ADDITIONS (DEDUCTIONS) 1,244,261 12,412,504 1,025,745 541,439
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT DECEMBER 31, 1991 $ 1,781,684 $238,954,146 $6,771,853 $12,548,564
============ ============= ============ ============
</TABLE>
-24-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
TRINOVA
Stock Contribution
Fund Loans Receivable Total
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT DECEMBER 30, 1990 $ 2,951,471 $ 866,538 $5,436,877 $254,087,184
ADDITIONS
Contributions
Employees 18,087 (535,626) 8,436,291
Employer 4,080 (3,107,868) 4,398,584
22,167 (3,643,494) 12,834,875
Net investment income
Interest earned 3,846 82,571 21,966,020
Dividends received 129,710 241,025
Realized gains on
sales of investments
Aggregate proceeds 816,290 11,000,158
Aggregate Cost 779,051 9,916,514
37,239 1,083,644
Other - principally unrealized gains
(losses) on investments (6,869) 2,483,922
163,926 82,571 25,774,611
186,093 82,571 38,609,486
DEDUCTIONS
Benefits paid to participants 86,279 25,383,975
Investment management fees 10,000 111,476
Other - principally net transfers among
investment funds and net of transfers
to benefit plans of affiliated companies (827,589) (266,818) 266,788
(731,310) (266,818) 25,762,239
NET ADDITIONS (DEDUCTIONS) 917,403 349,389 (3,643,494) 12,847,247
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT DECEMBER 31, 1991 $ 3,868,874 $1,215,927 $1,793,383 $266,934,431
============ ========== =========== =============
</TABLE>
-25-
<PAGE>
<TABLE>
NOTE 8 - VANGUARD MUTUAL FUND
A summary of the activity within the separate Vanguard Mutual Fund options
for the year ended December 31, 1993 is as follows:
<CAPTION>
Morgan International
Growth Fund Index Fund Windsor II Fund Growth Fund
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $2,599,107 $8,605,963 $2,702,945 $1,042,857
Contributions and transfers from 1,075,327 2,654,554 2,362,646 788,175
other investment options
Net investment income
Interest earned 1,278 2,875 3,484 743
Dividends received 344,007 238,359 301,686 28,116
Realized gains/(losses) 34,880 230,614 59,903 18,878
Unrealized gains/(losses) (165,694) 380,229 151,363 734,683
214,471 852,077 516,436 782,420
Net Intra-Vanguard Transfers (426,508) (1,283,351) 528,929 1,180,930
863,290 2,223,280 3,408,011 2,751,525
Benefit payments and transfers
to other investment options 403,665 1,836,513 633,309 203,260
Expenses 2,853 10,749 3,564 1,946
406,518 1,847,262 636,873 232,206
NET ADDITIONS (DEDUCTIONS) 456,772 376,018 2,771,138 2,519,319
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1993 $3,055,879 $8,981,981 $5,474,083 $3,562,176
========== ========== ========== ==========
</TABLE>
-26-
<PAGE>
<TABLE>
NOTE 8 - VANGUARD MUTUAL FUND OPTION (Continued)
<CAPTION>
Total
Trustee Benefits Vanguard
Cash Account Payable Mutual Fund
<S> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $ 17,450 $(120,345) $14,847,977
Contributions and transfers from
other investment options 255,958 7,136,660
Net Investment Income
Interest earned 3,905 12,285
Dividends received 912,168
Realized gains/(losses) 344,275
Unrealized gains/(losses) 3,905 1,100,581
Net Intra-Vanguard Transfers 259,863 9,505,969
Benefit payments and transfers
to other investment options (120,345 2,983,402
Expenses 19,112
(120,345) 3,002,514
NET ADDITIONS (DEDUCTIONS) 259,863 120,345 6,503,455
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1993 $277,313 $21,351,432
======== ======== ===========
</TABLE>
-27-
<PAGE>
<TABLE>
NOTE 8 - VANGUARD MUTUAL FUND
A summary of the activity within the separate Vanguard Mutual Fund options
for the year ended December 31, 1992 is as follows:
<CAPTION>
Morgan International
Growth Fund Index Fund Windsor II Fund Growth Fund
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991 $ $6,805,382 $ $
Contributions and transfers from
other investment options 2,111,187 6,392,378 2,171,249 814,821
Net investment income
Interest earned 1,429 1,738 684 232
Dividends received 135,504 252,166 118,641 22,619
Realized gains/(losses) (18,175) 461,836 16,055 (8,105)
Unrealized gains/(losses) 73,564 (111,638) 98,449 (66,512)
192,322 604,102 233,829 (51,766)
Net Intra-Vanguard Transfers 828,305 (2,274,903) 1,030,032 416,566
3,131,814 4,721,577 3,435,110 1,179,621
Benefit payments and transfers
to other investment options 530,756 2,912,040 729,898 135,556
Expenses 1,951 8,956 2,267 1,208
532,707 2,920,996 732,165 136,764
NET ADDITIONS (DEDUCTIONS) 2,599,107 1,800,581 2,702,945 1,042,857
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $2,599,107 $8,605,963 $2,702,945 $1,042,857
========== ========== ========== ==========
</TABLE>
-28-
<PAGE>
<TABLE>
NOTE 8 - VANGUARD MUTUAL FUND OPTION (Continued)
<CAPTION>
Total
Trustee Benefits Vanguard
Cash Account Payable Mutual Fund
<S> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991 $ 3,446 $(36,975) $ 6,771,853
Contributions and transfers from
other investment options 10,694 11,500,329
Net Investment Income
Interest Earned 4,807 8,890
Dividends Received 528,930
Realized gains/(losses) 451,611
Unrealized gains/(losses) (6,317)
4,807 983,294
Net Intra-Vanguard Transfers
15,501 12,483,623
Benefit payments and transfers
to other investment options 83,370 4,391,620
Expenses 1,497 15,879
1,497 83,370 4,407,499
NET ADDITIONS (DEDUCTIONS) 14,004 (83,370) 8,076,124
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $17,450 ($120,345) $14,847,977
======= ======== ===========
</TABLE>
-29-
EXHIBIT INDEX
Exhibit
Number Page
(1) Consent of Independent Auditors 31
-30-
Exhibit (1)
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in Post-Effective Amendment No. 1
to Registration Statement No. 33-9127 on Form S-3 dated August 28, 1987,
Registration Statement No. 33-19555 on Form S-3 dated January 15, 1988, Post-
Effective Amendment No. 2 to Registration Statement No. 33-14682 on Form S-8
dated April 28, 1989, Post-Effective Amendment No. 2 to Registration Statement
No. 33-17871 on Form S-8 dated April 28, 1989, Registration Statement No.
33-28638 on Form S-8 dated May 10, 1989, Registration Statement No. 33-31601
on Form S-8 dated October 20, 1989, Registration Statement No. 33-41840 on
Form S-8 dated July 26, 1991, Registration Statement No. 33-41841 on Form S-8
dated July 26, 1991, and Registration Statement No. 33-54059 pm Form S-8 dated
June 10, 1994, of our report dated June 17, 1994 with respect to the financial
statements of Aeroquip Corporation Retirement Savings and Profit Sharing Plan
included in the Annual Report (Form 11-K) for the plan year ended December 31,
1993.
/S/ ERNST & YOUNG
Toledo, Ohio
June 28, 1994
-31-
