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:
TRINOVA CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN
FOR CORPORATE EMPLOYEES
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 29 pages.
The cover page consists of 1 page.
The Exhibit Index is located on page 28.
<PAGE>
REQUIRED INFORMATION
The following financial statements are furnished for the TRINOVA
Corporation Retirement Savings and Profit Sharing Plan for Corporate
Employees:
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.
TRINOVA CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN
FOR CORPORATE EMPLOYEES
By: /S/ WILLIAM R. AMMANN
William R. Ammann
Vice President - Administration and
Treasurer
TRINOVA Corporation
June 28, 1994
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<PAGE>
REPORT OF INDEPENDENT AUDITORS
Administrative Committee
TRINOVA Corporation
Retirement Savings and Profit Sharing Plan
for Corporate Employees
We have audited the accompanying statements of net assets available for plan
benefits of the TRINOVA Corporation Retirement Savings and Profit Sharing Plan
for Corporate Employees 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
TRINOVA CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN FOR CORPORATE EMPLOYEES
December 31
1993 1992
ASSETS
Contributions receivable from employer $ 496,665 $ 128,664
Contributions receivable from
(refundable to) employees 18,445 (3,088)
Loans receivable from plan participants 173,833 172,729
Value of interest in Master Trust - Note 6
Fixed Income Fund 3,288,535 3,800,968
Vanguard Mutual Funds 2,487,309 1,576,314
Multi-Asset Fund 2,726,582 2,194,948
TRINOVA Stock Fund 1,138,707 797,809
Government Securities Fund 134,082 111,066
9,775,215 8,481,105
TOTAL ASSETS 10,464,158 8,779,410
LIABILITY
Accrued benefit payments to participants 17,989
NET ASSETS AVAILABLE FOR PLAN BENEFITS $10,464,158 $8,761,421
========== ==========
See accompanying notes
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<PAGE>
<TABLE>
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
TRINOVA CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN FOR CORPORATE EMPLOYEES
<CAPTION>
Year Ended December 31
1993 1992 1991
<S> <C> <C> <C>
ADDITIONS
Contributions by employees $ 571,110 $ 423,407 $ 510,260
Contributions by employer 732,516 313,842 247,779
Net investment income
Interest earned 266,324 319,832 409,015
Dividends received 126,128 80,933 28,879
Realized gains on sales
of investments 123,366 41,795 108,736
Other - principally unrealized
gains on investments 768,135 230,369 180,896
1,283,953 672,926 727,526
2,587,579 1,410,178 1,485,565
DEDUCTIONS
Benefits paid to participants 854,447 179,665 221,240
Investment management fees 18,206 11,779 12,224
Other - principally net
transfers to affiliated
benefit plans 12,189 2,425
884,842 193,869 233,464
NET ADDITIONS 1,702,737 1,216,309 1,252,101
Net assets available for plan benefits
at beginning of year 8,761,421 7,545,112 6,293,011
NET ASSETS AVAILABLE FOR PLAN
BENEFITS AT END OF YEAR $10,464,158 $8,761,421 $7,545,112
========== ========== ===========
<FN>
See accompanying notes
</TABLE>
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<PAGE>
NOTES TO FINANCIAL STATEMENTS
TRINOVA CORPORATION
RETIREMENT SAVINGS AND PROFIT SHARING PLAN FOR CORPORATE EMPLOYEES
December 31, 1993
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accounting records of the TRINOVA Corporation Retirement Savings
and Profit Sharing Plan for Corporate Employees (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 the 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,
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 Benefit Plans." 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
include all regular full-time salaried employees of TRINOVA's Corporate group,
as well as certain part-time employees who worked more than 1,000 hours during
the 12-month period. Temporary employees and interns are not eligible to
participate in the Plan.
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
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<PAGE>
NOTE 2 - DESCRIPTION OF PLAN (Continued)
percent). TRINOVA 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. The Plan also includes a profit-
sharing feature that participants receive regardless of their level of
elective deferrals. Eligible employees receive an annual profit-sharing
contribution to the Plan based on the return on net assets achieved by
TRINOVA. All eligible participants receive 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 elective deferrals
to the Plan, as well as TRINOVA's matching contribution including any earnings
on these amounts. TRINOVA's profit-sharing allocations and earnings thereon
vest at the rate of 25 percent per year of service.
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 TRINOVA's future contributions.
Each participant individually directs his or her contributions and
TRINOVA's contributions, except for 25 percent of TRINOVA'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 161 and 147 participants
at December 31, 1993 and 1992, respectively, is invested in TRINOVA
common stock. Cash dividends paid on shares held by the Trust are
used to purchase additional shares for participant accounts.
Twenty-five percent of each participant's 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 TRINOVA'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 151 and 132 participants at
December 31, 1993 and 1992, respectively, is invested in insurance
company investment contracts, bank investment contracts and their
equivalent. These contracts pay a negotiated interest rate for
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<PAGE>
NOTE 2 - DESCRIPTION OF PLAN (Continued)
a period of one to five years. Approximately every three months,
TRINOVA 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 Poor's or its equivalent and have a maximum average
contract life of five years.
(3) Multi-Asset Fund, selected by 165 and 121 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 30 and 23
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 manger of the Government Securities Fund.
(5) Vanguard Mutual Fund, selected by 146 and 112 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.
(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
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<PAGE>
NOTE 2 - DESCRIPTION OF PLAN (Continued)
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 Vickers, Incorporated Retirement
Savings and Profit Sharing Plan, the Aeroquip Corporation Retirement Savings
and Profit Sharing Plan, the Aeroquip Corporation Retirement Savings Plan for
Hourly Employees and the Retirement Savings Plan for Spring Arbor Hourly
Employees were merged into the Plan to form the TRINOVA Corporation Retirement
Savings and Profit-Sharing Plan. 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 and after-tax voluntary contributions up
to 10 percent of annual compensation will be allowable provided that pre-tax
contributions have met limits allowable under IRS regulations.
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.
TRINOVA reserves the right to amend, modify or terminate the Plan at
any time.
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 TRINOVA's profit sharing
and matching contributions during a participant's employment are not permitted
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<PAGE>
NOTE 3 - BENEFITS (Continued)
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.
NOTE 4 - INCOME TAX STATUS
The Plan has received a favorable determination letter from the
Internal Revenue Service as to the tax qualified status of the Plan under
Section 401(a) of the Internal Revenue Code and is, therefore, not subject to
Federal income tax. This letter does not express an opinion as to whether the
Plan satisfies the provisions of the Tax Reform Act of 1986. Such a letter
will be requested. TRINOVA believes that the Plan is in operational
compliance with the Internal Revenue Code of 1986 and will remain qualified
and exempt from Federal income taxes.
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 TRINOVA'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
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<PAGE>
NOTE 5 - TAX EFFECTS ON PLAN PARTICIPANTS (Continued)
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.
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 an in-
service 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 excise 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.
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.
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
Master Trust holds the investment assets for the Plan and other designated
defined contribution plans of TRINOVA's subsidiaries, Aeroquip Corporation and
Vickers, Incorporated. The following table presents the fair values of
investments in the Master Trust at December 31, 1993 and 1992.
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<PAGE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST (Continued)
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
============ ============
Net investment income of 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:
Interest earned $ 21,924,851 $ 23,821,843 $29,017,148
Dividends received 2,182,874 1,345,912 455,339
Realized gains 1,758,587 1,388,865 3,651,815
Other-Principally unrealized
gains 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 2.4 percent and 2.2 percent, respectively. The
Plan's interest in any one fund does not correspond to the Plan's overall
investment in the Master Trust as participants in each plan select their
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>
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:
Description Fair Value Cost
FIXED INCOME FUND
Aetna Life Insurance Contract
expiring in 1994 $ 109,289 $ 109,289
American International Life Contract
expiring in 1997 220,537 220,537
Allstate Insurance Company
expiring in 1998 187,785 187,785
Allstate Insurance Company
expiring in 1997 70,171 70,171
Allstate Insurance Company
expiring in 1998 70,271 70,271
Bankers Trust Delaware
expiring in 1996 245,284 245,284
Bankers Trust Delaware
expiring in 1996 338,965 338,965
Citibank, N.A. Contract
expiring in 1998 217,369 217,369
Citibank, N.A. Contract
expiring in 1998 177,070 177,070
Executive Life Insurance Contract
(In Rehabilitation) expired in 1991 81,487 81,487
Lotsoff Contract
expiring in 1998 178,744 178,744
Metropolitan Life Insurance Contract
expiring in 1994 27,310 27,310
Metropolitan Life Insurance Contract
expiring in 1995 336,734 336,734
Metropolitan Life Insurance Contract
expiring in 1995 141,951 141,951
Metropolitan Life Insurance Contract
expiring in 1996 231,195 231,195
Metropolitan Life Insurance Contract
expiring in 1994 34,819 34,819
Prudential Insurance Contract
expiring in 1996 245,838 245,838
Prudential Insurance Contract
expiring in 1998 135,579 135,579
Cash and cash equivalents 237,850 237,850
Interest receivable 287 287
3,288,535 3,288,535
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<PAGE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST (Continued)
VANGUARD MUTUAL FUNDS
Vanguard/Morgan Growth Fund
(24,118.023) shares) Fund 289,657 299,959
Vanguard Index Fund
(17,820.984 shares) 781,094 720,371
Vanguard/Windsor II Fund
(45,094.586 shares) 768,412 721,855
Vanguard International Growth Portfolio
(47,969.444 shares) 648,067 526,256
Cash and cash equivalents 65 65
Interest Receivable 14 14
2,487,309 2,268,520
MULTI-ASSET FUND
Brinson Partners Multi-Asset Fund
(5,100.897 shares) 2,683,804 1,977,115
Cash and cash equivalents 42,687 42,687
Interest receivable 91 91
2,726,582 2,019,893
TRINOVA STOCK FUND
TRINOVA Corporation Common Stock
(36,022 shares) 1,130,127 874,072
Cash and cash equivalents 8,556 8,556
Interest receivable 24 24
1,138,707 882,652
GOVERNMENT SECURITIES FUND
U.S.Government Agency Issues 125,790 126,750
Cash and cash equivalents 5,903 5,903
Interest receivable 2,389 2,389
134,082 135,042
TOTALS $9,775,215 $8,594,642
========== =========
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<PAGE>
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, 1992 are as follows:
Description Fair Value Cost
FIXED INCOME FUND
Aetna Life Insurance Contract
expiring in 1994 $ 245,357 $ 245,357
American International Life Contract
expiring in 1997 286,622 286,622
Bankers Trust Investment Contract
expiring in 1996 333,071 333,071
Bankers Trust Investment Contract
expiring in 1996 461,117 461,117
Citibank, N.A. Contract
expiring in 1998 286,608 286,608
Executive Life Insurance Contract
(In Rehabilitation) expired in 1991 94,172 94,172
Metropolitan Life Insurance Contract
expiring in 1993 146,866 146,866
Metropolitan Life Insurance Contract
expiring in 1994 74,336 74,336
Metropolitan Life Insurance Contract
expiring in 1995 231,309 231,309
Metropolitan Life Insurance Contract
expiring in 1995 463,959 463,959
Metropolitan Life Insurance Contract
expiring in 1996 412,772 412,772
Mutual Benefit Life Insurance Contract
expiring in 1994 33,791 33,791
Prudential Insurance Contract
expiring in 1996 439,589 439,589
Cash and cash equivalents 291,101 291,101
Interest receivable 298 298
3,800,968 3,800,968
VANGUARD MUTUAL FUNDS
Vanguard/Morgan Growth Fund
(20,285.380 shares) 256,610 252,631
Vanguard Index Fund
(15,424.762 shares) 631,953 605,434
Vanguard/Windsor II Fund
(34,602.501) 550,526 528,002
Vanguard International Growth Fund
(14,316.722 shares) 134,720 143,101
Cash and cash equivalents 2,505 2,505
1,576,314 1,531,673
MULTI-ASSET FUND
Brinson Partners Multi-Asset Fund
(4,568.516 shares) 2,142,858 1,633,998
Cash and cash equivalents 51,983 51,983
Interest receivable 107 107
2,194,948 1,686,088
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<PAGE>
NOTE 6 - VALUE OF INTEREST IN MASTER TRUST (Continued)
TRINOVA STOCK FUND
TRINOVA Corporation Common Stock
(36,515 shares) 780,508 861,984
Cash and cash equivalents 17,268 17,268
Interest receivable 33 33
797,809 879,285
GOVERNMENT SECURITIES FUND
Corporate Bonds 9,268 8,930
U.S. Government Agency Issues 99,913 99,913
Cash and cash equivalents 256 256
Interest receivable 1,629 1,629
111,066 110,728
TOTALS $8,481,105 $8,008,742
========== ==========
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<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION
<CAPTION>
Vanguard
Fixed Income Mutual Multi-Asset TRINOVA Stock
Fund Funds Fund Fund
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $3,796,406 $1,571,316 $2,194,948 $ 789,379
ADDITIONS
Contributions
Employees 120,588 194,076 155,703 59,393
Employer 81,088 110,541 85,320 76,180
201,676 304,617 241,023 135,573
Net investment income
Interest earned 241,855 1,635 335
Dividends received 100,914 25,214
Realized gains on sale
of investments
Aggregate proceeds 45,921 61,684 300,970
Aggregate costs 28,099 259,747
45,921 33,585 41,223
Other - principally unrealized gains
(losses) on investments 174,149 257,756 337,533
241,855 320,984 292,976 404,305
443,531 625,601 533,999 539,878
DEDUCTIONS
Benefits paid to participants 316,079 197,203 308,019 30,710
Investment management fees 2,014 16,042
Other - principally net transfers
among investment funds and
net transfers to benefit plans
of affiliated companies 635,323 (489,609) (321,696) 159,840
951,402 (290,392) 2,365 190,550
NET ADDITIONS (DEDUCTIONS) (507,871) 915,993 531,634 349,328
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 3,288,535 $2,487,309 $2,726,582 $ 1,138,707
AT DECEMBER 31, 1993 ========== ========= ========= =========
</TABLE>
-17-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
Government
Securities Contributions
Fund Loans Receivable Total
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $ 111,067 $172,729 $125,576 $ 8,761,421
ADDITIONS
Contributions
Employees 19,816 21,534 571,110
Employer 11,387 368,000 732,516
31,203 389,534 1,303,626
Net investment income
Interest earned 6,311 16,188 266,324
Dividends received 126,128
Realized gains on sales
of investments
Aggregate proceeds 461,544 870,119
Aggregate cost 458,907 746,753
2,637 123,366
Other - principally unrealized gains
(losses) on investments (1,303) 768,135
7,645 16,188 1,283,953
38,848 16,188 389,534 2,587,579
DEDUCTIONS
Benefits paid to participants 2,436 854,447
Investment management fees 150 18,206
Other - principally net transfers
among investment funds and
net transfers to benefit plans
of affiliated companies 13,247 15,084 12,189
15,833 15,084 884,842
NET ADDITIONS (DEDUCTIONS) 23,015 1,104 389,534 1,702,737
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1993 $ 134,082 $ 173,833 $ 515,110 $10,464,158
======== ========= ======== ==========
</TABLE>
-18-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
Vanguard
Segregated Fixed Income Mutual
Fund Fund Funds
<S> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991 $2,776 $4,814,818 $ 501,112
ADDITIONS
Contributions
Employees 110,884 129,046
Employer 65,647 63,732
176,531 192,778
Net investment income
Interest earned 28 293,059 428
Dividends received 56,706
Realized gains (losses) on sales
of investments
Aggregate proceeds 732,865
Aggregate cost 704,938
27,927
Other - principally unrealized gains
on investments 12,281
293,059 97,342
28 469,590 290,120
DEDUCTIONS
Benefits paid to participants 2,804 71,309 18,699
Investment management fees 9 1,336
Other - principally net transfers
among investment funds and
net transfers to benefit plans
of affiliated companies 1,416,684 (800,119)
2,804 1,488,002 (780,084)
NET ADDITIONS (DEDUCTIONS) (2,776) (1,018,412) 1,070,204
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $3,796,406 $1,571,316
======== ========== ==========
</TABLE>
-19-
<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 $1,266,573 $652,226 $
ADDITIONS
Contributions
Employees 123,471 60,473 16,541
Employer 68,263 58,476 7,599
191,734 118,949 24,140
Net investment income
Interest earned 2,214 499 5,146
Dividends received 24,227
Realized gains (losses) on sales
of investments
Aggregate proceeds 86,927 61,033 268,733
Aggregate cost 67,689 66,744 268,392
19,238 (5,711) 341
Other - principally unrealized gains
on investments 167,372 50,316 400
188,824 69,331 5,887
380,558 188,280 30,027
DEDUCTIONS
Benefits paid to participants 70,918 15,935
Investment management fees 8,959 1,406 69
Other - principally net transfers
among investment funds and
net transfers to benefit plans
of affiliated companies (627,694) 33,786 (81,109)
(547,817) 51,127 (81,040)
NET ADDITIONS (DEDUCTIONS) 928,375 137,153 111,067
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $2,194,948 $789,379 $111,067
========== ======== ========
</TABLE>
-20-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
Contributions
Loans Receivable Total
<S> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991 $215,148 $ 92,459 $7,545,112
ADDITIONS
Contributions
Employees (17,008) 423,407
Employer 50,125 313,842
33,117 737,249
Net investment income
Interest earned 18,458 319,832
Dividends received 80,933
Realized gains (losses) on sales
of investments
Aggregate proceeds 1,149,558
Aggregate cost 1,107,763
41,795
Other - principally unrealized gains
on investments 230,369
18,458 672,926
18,458 33,117 1,410,178
DEDUCTIONS
Benefits paid to participants 179,665
Investment management fees 11,779
Other - principally net transfers
among investment funds and
net transfers to benefit plans
of affiliated companies 60,877 2,425
60,877 193,869
NET ADDITIONS (DEDUCTIONS) (42,419) 33,117 1,216,309
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $172,729 $125,576 $8,761,421
======== ======== ==========
</TABLE>
-21-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
Segregated Fixed Income Index Multi-Asset
Fund Fund Fund Fund
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 30, 1990 $ 8,357 $4,336,677 $277,469 $ 868,101
ADDITIONS
Contributions
Employees 224,753 75,991 112,527
Employer 153,502 33,928 61,370
378,255 109,919 173,897
Net investment income
Interest earned 258 392,574 522 798
Dividends received 8,253
Realized gains (losses) on sales
of investments
Aggregate proceeds 427,623 60,141
Aggregate cost 333,688 43,100
93,935 17,041
Other - principally unrealized gains
(losses) on investments (14,082) 175,727
258 392,574 88,628 193,566
258 770,829 198,547 367,463
DEDUCTIONS
Benefits - paid to participants 5,847 193,375 4,921 7,876
Investment management fees 3,041 1,068 6,561
Net transfers (8) 96,272 (31,085) (45,466)
5,839 292,688 (25,096) (31,009)
NET ADDITIONS (DEDUCTIONS) (5,581) 478,141 223,643 398,472
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991 $ 2,776 $4,814,818 $501,112 $1,266,573
======== ========== ======== ==========
</TABLE>
-22-
<PAGE>
<TABLE>
NOTE 7 - CHANGES IN NET ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
TRINOVA
Stock Contributions
Fund Loans Receivable Total
<S> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 30, 1990 $ 478,478 $ 146,898 $ 177,031 $6,293,011
ADDITIONS
Contributions
Employees 83,070 13,919 510,260
Employer 97,470 (98,491) 247,779
180,540 (84,572) 758,039
Net investment income
Interest earned 672 14,191 409,015
Dividends received 20,626 28,879
Realized gains (losses) on sales
of investments
Aggregate proceeds 30,405 518,169
Aggregate cost 32,645 409,433
(2,240) 108,736
Other - principally unrealized gains
(losses) on investments 19,251 180,896
38,309 14,191 727,526
218,849 14,191 (84,572) 1,485,565
DEDUCTIONS
Benefits - paid to participants 9,221 221,240
Investment management fees 1,554 12,224
Net transfers 34,326 (54,059) 0
45,101 (54,059) 233,464
NET ADDITIONS (DEDUCTIONS) 173,748 68,250 (84,572) 1,252,101
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1991
$ 652,226 $ 215,148 $ 92,459 $7,545,112
=========== =========== =========== ===========
</TABLE>
-23-
<PAGE>
<TABLE>
NOTE 8 - VANGUARD MUTUAL FUNDS
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 $256,610 $631,953 $550,526 $134,720
Contributions and transfers from other
investment options 188,000 306,534 225,521 289,918
Net investment income
Dividends received 32,027 20,752 42,917 5,218
Realized gains/(losses) 5,293 18,067 18,533 4,028
Unrealized gains/(losses) (14,280) 34,204 24,033 130,192
23,040 73,023 85,483 139,438
Net Intra-Vanguard Transfers (61,863) (110,206) 54,658 117,411
149,177 269,351 365,392 546,767
Benefit payments and transfer to
other investment options 115,727 119,292 147,059 33,174
Expenses 402 919 447 246
116,129 120,211 147,506 33,402
NET ADDITIONS (DEDUCTIONS) 33,048 149,140 217,886 513,347
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1993 $289,658 $781,093 $768,412 $648,067
======== ======== ======== ========
</TABLE>
-24-
<PAGE>
<TABLE>
NOTE 8 - VANGUARD MUTUAL FUND (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 $ 2,505 ($4,998) $1,571,316
Contribution and transfers from other
investment options 1,009,703
Net Investment Income
Dividends received 100,914
Realized gains/(losses) 45,921
Unrealized gains/losses 174,149
320,984
Net Intra-Vanguard Transfers
1,330,687
Benefit payments and transfer to
other investment options 2,426 (4,998) 412,680
Expenses 2,014
2,426 (4,998) 414,694
NET ADDITIONS (DEDUCTIONS) ( 2,426) 4,998 915,993
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1993 $ 79 $ 0 $2,487,309
====== ======= =========
</TABLE>
-25-
<PAGE>
<TABLE>
NOTE 8 - VANGUARD MUTUAL FUND (Continued)
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 $ $500,598 $ $
Contributions and transfers from
other investment options 132,328 518,959 357,663 155,016
Net investment income
Interest earned 24 149 64 23
Dividends received 13,091 17,166 23,526 2,923
Realized gains/(losses) (30) 31,870 1,160 (5,073)
Unrealized gains/(losses) 3,979 (5,840) 22,523 (8,381)
17,064 43,345 47,273 (10,508)
Net Intra-Vanguard Transfers 108,917 (274,340) 171,728 (6,305)
258,309 287,964 576,664 138,203
Benefit payments and transfers
to other investment options 1,481 155,983 25,881 3,358
Expenses 218 626 257 125
1,699 156,609 26,138 3,483
NET ADDITIONS (DEDUCTIONS) 256,610 131,355 550,526 134,720
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $256,610 $631,953 $550,526 $134,720
======== ======== ======== ========
</TABLE>
-26-
<PAGE>
<TABLE>
NOTE 8 - VANGUARD MUTUAL FUND (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 $ 514 $ $ 501,112
Contributions and transfers from
other investment options 1,933 1,165,899
Net Investment Income
Interest earned 168 428
Dividends received 56,706
Realized gains/(losses) 27,927
Unrealized gains/losses 12,281
168 97,342
Net Intra-Vanguard Transfers
2,101 1,263,241
Benefit payments and transfers
to other investment options 4,998 191,701
Expenses 110 1,336
110 4,998 193,037
NET ADDITIONS (DEDUCTIONS) 1,991 (4,998) 1,070,204
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1992 $2,505 ($4,998) $1,571,316
====== ====== ==========
</TABLE>
-27-
EXHIBIT INDEX
Exhibit
Number Page
(1) Consent of Independent Auditors 29
-28-
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 on Form S-8 dated
June 10, 1994, of our report dated June 17, 1994 with respect to the financial
statements of TRINOVA Corporation Retirement Savings and Profit Sharing Plan
for Corporate Employees included in the Annual Report (Form 11-K) for the plan
year ended December 31, 1993.
/S/ ERNST & YOUNG
Toledo, Ohio
June 28, 1994
-29-
