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 fiscal year ended December 31, 1996
Commission file no. 1-924
A. Full title of the plan:
TRINOVA 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:
Aeroquip-Vickers, Inc.
(Formerly--TRINOVA Corporation)
3000 Strayer
Maumee, Ohio 43537-0050
<PAGE>
REQUIRED INFORMATION
The following financial statements are furnished for the TRINOVA
Corporation Retirement Savings and Profit-Sharing Plan:
Page
Report of Independent Auditors 3
Statements of Assets Available for
Plan Benefits 4
Statements of Changes in Assets Available
for Plan Benefits 5
Notes to Financial Statements 6
Item 27a - Schedule of Assets Held for Investment Purposes 15
Item 27d - Schedule of Reportable Transactions 17
Exhibit
The following exhibit is filed herewith:
Exhibit
Number
(23) 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
June 27, 1997 By: /S/ WILLIAM R. AMMANN
Date William R. Ammann
Vice President - Administration and
Treasurer
-2-
<PAGE>
REPORT OF INDEPENDENT AUDITORS
Administrative Committee
TRINOVA Corporation
Retirement Savings and Profit-Sharing Plan
We have audited the accompanying statements of assets available for plan
benefits of the TRINOVA Corporation Retirement Savings and Profit-Sharing Plan
as of December 31, 1996 and 1995, and the related statement of changes in
assets available for plan benefits for the year ended December 31, 1996.
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 assets available for plan benefits of the Plan at
December 31, 1996 and 1995, and the changes in its assets available for plan
benefits for the year ended December 31, 1996 in conformity with generally
accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the
financial statements taken as a whole. The accompanying supplemental
schedules of assets held for investment purposes as of December 31, 1996, and
reportable transactions for the year then ended, are presented for purposes of
complying with the Department of Labor's Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974, and
are not a required part of the financial statements. The supplemental
schedules have been subjected to the auditing procedures applied in our audits
of the financial statements and, in our opinion, are fairly stated in all
material respects in relation to the financial statements taken as a whole.
/S/ ERNST & YOUNG LLP
ERNST & YOUNG LLP
Toledo, Ohio
May 30, 1997
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<PAGE>
<TABLE>
STATEMENTS OF ASSETS AVAILABLE FOR PLAN BENEFITS
TRINOVA CORPORATION
RETIREMENT SAVINGS AND PROFIT-SHARING PLAN
<CAPTION>
December 31
1996 1995
<S> <C> <C>
ASSETS - Note 1
Contributions receivable from employer $26,153,642 $25,123,673
Contributions receivable from employees 299,411 594,798
Investments
Fixed Income Fund 246,370,216 253,280,476
Vanguard Mutual Funds 287,913,289 206,811,782
Aeroquip-Vickers Stock Fund 32,648,694 24,656,070
Cincinnati Milacron Stock Fund 2,497,971
Loans receivable from plan participants 16,493,712 13,184,364
585,923,882 497,932,692
ASSETS AVAILABLE FOR PLAN BENEFITS $612,376,935 $523,651,163
<FN>
See accompanying notes
</FN>
</TABLE>
- -4-
<PAGE>
STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR PLAN BENEFITS
TRINOVA CORPORATION
RETIREMENT SAVINGS AND PROFIT-SHARING PLAN
YEAR ENDED DECEMBER 31, 1996
ADDITIONS
Assets transferred in due to acquisition - Note 2 $17,783,852
Contributions by employees 20,447,059
Contributions by employer 32,952,269
Net investment income
Interest 16,520,863
Dividends 19,603,235
36,124,098
Realized and unrealized gains
on investments 31,977,324
139,284,602
DEDUCTIONS
Distributions to participants 50,464,388
Investment management fees 94,442
50,558,830
NET ADDITIONS 88,725,772
Assets available for plan benefits
at beginning of year 523,651,163
ASSETS AVAILABLE FOR PLAN
BENEFITS AT END OF YEAR $612,376,935
See accompanying notes
- -5-
<PAGE>
NOTES TO FINANCIAL STATEMENTS
TRINOVA CORPORATION
RETIREMENT SAVINGS AND PROFIT-SHARING PLAN
December 31, 1996
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accounting records of the TRINOVA 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 quoted by a national securities exchange on the last business
day of the plan year. Mutual funds are stated at the net asset value on the
last business day of the plan year. The difference between fair value and the
cost of investments is reflected in the statement of changes in assets
available for plan benefits as unrealized gains (losses) on investments.
Guaranteed investment contracts are stated at contract value. The contract
value of these fully benefit-responsive contracts approximates the fair value.
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.
NOTE 2 - DESCRIPTION OF THE PLAN
The Plan is a defined contribution plan. Eligible participants include all
U.S. regular full-time salaried employees and non-bargaining hourly employees
of Aeroquip-Vickers, Inc. (formerly TRINOVA Corporation) and its subsidiaries,
Aeroquip Corporation ("Aeroquip") and Vickers, Incorporated ("Vickers"), as
well as certain part-time employees who worked more than 1,000 hours during a
12-month period. Bargaining unit employees are eligible to participate only
if the bargaining agreement permits participation. Temporary employees who
work less than 1000 hours during a 12-month period and interns are not
eligible to participate in the Plan.
Participants may contribute to the Plan on a pretax basis by salary reduction
up to 15 percent of their annual compensation (in increments of 1 percent).
Information concerning the Plan document, matching and profit-sharing
contributions and vesting is contained in the summary plan description ("SPD")
for the plan. Copies of the SPD are available from the employee benefits
administration department of the Company.
Aeroquip-Vickers, Inc. acquired the Electronic Systems Division (ESD) of
Cincinnati Milacron, Inc. in December 1995. The ESD employees' retirement
funds were transferred into the Plan in March 1996 and such participants
became eligible for participation in the Plan as of the date of transfer.
Participants were given the option to retain their investment in the
Cincinnati Milacron Stock fund or to direct their funds into any options
available within the Plan.
- -6-
<PAGE>
NOTE 2 - DESCRIPTION OF THE PLAN (Continued)
Each participant individually directs his or her contributions and Aeroquip-
Vickers' contributions, except for 25 percent of Aeroquip-Vickers' profit-
sharing contribution, into one or more of the following investment funds (in
multiples of 1 percent).
(1) Aeroquip-Vickers Stock Fund is invested in Aeroquip-Vickers 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 Aeroquip-Vickers Stock Fund until distribution to the
participant or until the participant reaches age 55. Upon reaching age
55, the participant has the option to redirect the investment of the 25
percent portion from the Aeroquip-Vickers Stock Fund into any of the
other available funds. Participants may elect to have additional
amounts over Aeroquip-Vickers' 25 percent profit-sharing contribution
invested in the Aeroquip-Vickers Stock Fund. Aeroquip-Vickers common
stock is acquired in open market purchases at fair market value.
Participant directed contributions to the Aeroquip-Vickers Stock Fund
amounted to $1,847,179 and $1,688,543 for the year ended December 31,
1996 and 1995, with accumulated participant contributions and earnings
of $14,599,867 and $14,833,389 at December 31, 1996 and 1995.
(2) The Fixed Income Fund is invested in fully benefit-responsive insurance
company investment contracts, bank investment contracts and their
equivalents. These contracts pay a negotiated interest rate for a
period of one to five years. At December 31, 1996 and 1995, the
investment contracts had a weighted average crediting interest rate of
6.59% and 6.21% respectively. The average yield on these contracts was
6.36% and 6.34% for the years ended December 31, 1996 and 1995
respectively.
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) Vanguard Mutual Funds are managed by The Vanguard Group of Investment
Companies. There are nine individual mutual funds in which participants
may invest:
(a) Vanguard Money Market Reserves - U.S. Treasury Portfolio Fund
(Money Market Fund): Money in the Money Market Fund is 100
percent invested in securities backed by the full faith and credit
of the U.S. government. It seeks the maximum current income that
is consistent with the preservation of capital and liquidity.
Average maturities for the securities held by the Money Market
Fund are normally maintained in the range of 30 - 60 days and no
longer than one year.
(b) 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.
(c) 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
- -7-
<PAGE>
NOTE 2 - DESCRIPTION OF THE PLAN (Continued)
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.
(d) 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.
(e) 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.
(f) Vanguard STAR Fund (STAR Fund): Money in the STAR Fund is
invested in a portfolio of Vanguard mutual funds that emphasizes
either equity, fixed income or money market securities. It is
designed as a balanced "fund of funds" for long-term investors.
(g) Vanguard Fixed Income Securities - Long-term Corporate Portfolio
Fund (Fixed Income Securities Fund): Money in the Fixed Income
Securities Fund is invested in a diversified portfolio of long-
term investment grade bonds which seeks to provide a high and
sustainable level of current income consistent with the
maintenance of principal and liquidity.
(h) Vanguard LifeStrategy Portfolios - Conservative Growth Portfolio
(LifeStrategy Conservative Growth Fund): Money in the
Conservative Growth Portfolio is invested in a portfolio of
Vanguard mutual funds that emphasizes either equity, fixed income,
or money market securities and seeks to provide a combination of
income and low-to-moderate growth by investing in a combination of
stocks, bonds, and short-term reserves.
(i) Vanguard LifeStrategy Portfolios - Growth Portfolio (LifeStrategy
Growth Fund): Money in the Growth Portfolio is invested in a
portfolio of Vanguard mutual funds that emphasizes either equity,
fixed income, or money market securities and seeks to provide a
combination of long-term growth and income by investing in a
combination of stocks, bonds, and short-term reserves.
(4) The Cincinnati Milacron Stock Fund is invested in Cincinnati Milacron
Common Stock. Cash dividends paid on shares held by the Trust are used
to purchase additional shares for participant accounts. No
contributions, rollovers, or transfers are permitted into the fund.
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 balance or the total of his or her pretax, matching 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 are repaid to the Plan in
equal installments through payroll deductions over a period not to exceed five
years for general purpose and twenty years for home loans. Interest is
charged at the prime rate, plus 1 percent at the loan origination date.
- -8-
<PAGE>
NOTE 2 - DESCRIPTION OF THE PLAN (Continued)
Aeroquip-Vickers, Inc. reserves the right to amend, modify or terminate the
Plan at any time.
NOTE 3 - DISTRIBUTIONS
A participant is entitled to the distributions 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 a 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.
Pretax contributions may be withdrawn prior to age 59-1/2 in an amount not to
exceed the value of the pretax contributions account at December 31, 1993 and
only after all after-tax contributions and their earnings have been withdrawn.
Profit-sharing allocations 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.
NOTE 4 - INCOME TAX STATUS
The Plan has received a favorable determination letter from the Internal
Revenue Service stating that the Plan is qualified under section 401(a) of the
Internal Revenue Code of 1986 (the "Code") and that the trust, therefore, is
exempt from taxation. Once qualified, the Plan is required to operate in
conformity with the Code and ERISA to maintain its tax exempt status. The
Plan's administrator is not aware of any course of action or series of events
that have occurred that might adversely affect the Plan's qualified status.
NOTE 5 - USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of additions and deductions during the reporting period.
Actual results could differ from those estimates.
-9-
<PAGE>
<TABLE>
NOTE 6 - CHANGES IN ASSETS BY INVESTMENT OPTION
<CAPTION>
Cincinnati
Vanguard Milacron
Fixed Income Mutual Aeroquip-Vickers Stock
Fund Fund Stock Fund Fund
<S> <C> <C> <C> <C>
ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1995 $253,280,476 $206,811,782 $24,656,070 $ 0
ADDITIONS
Assets transferred in due to
acquisition 1,251,165 11,883,843 4,143,969
Contributions
Employee 6,004,352 13,970,665 767,429
Employer 9,757,026 14,855,474 7,309,800
15,761,378 28,826,139 8,077,229
Net investment income
Interest 15,266,326
Dividends __________ 18,773,378 796,607 33,250
15,266,326 18,773,378 796,607 33,250
Realized and unrealized gains
(losses) on investments __________ 24,931,680 7,690,287 (644,643)
32,278,869 84,415,040 16,564,123 3,532,576
DEDUCTIONS
Distributions to participants 29,325,752 17,501,072 2,335,635 44,230
Investment management fees 34,519 49,582 9,803 538
29,360,271 17,550,654 2,345,438 44,768
NET ADDITIONS PRIOR TO TRANSFERS 2,918,598 66,864,386 14,218,685 3,487,808
Net transfers among investment
funds (9,828,858) 14,237,121 (6,226,061) (989,837)
(6,910,260) 81,101,507 7,992,624 2,497,971
ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1996 $246,370,216 $287,913,289 $32,648,694 $2,497,971
</TABLE>
- -10-
<PAGE>
<TABLE>
NOTE 6 - CHANGES IN ASSETS BY INVESTMENT OPTION (Continued)
<CAPTION>
Contributions
Loans Receivable Total
<S> <C> <C> <C>
ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1995 $13,184,364 $25,718,471 $523,651,163
ADDITIONS
Assets transferred in due to
acquisition 504,875 17,783,852
Contributions
Employee (295,387) 20,447,059
Employer 1,029,969 32,952,269
734,582 53,399,328
Net investment income
Interest 1,254,537 16,520,863
Dividends _________ 19,603,235
1,254,537 36,124,098
Realized and unrealized gains
(losses) on investments _________ _________ 31,977,324
1,759,412 734,582 139,284,602
DEDUCTIONS
Distributions to participants 1,257,699 50,464,388
Investment management fees 94,442
1,257,699 50,558,830
NET ADDITIONS PRIOR TO TRANSFERS 501,713 734,582 88,725,772
Net transfers among investment funds 2,807,635
3,309,348 734,582 88,725,772
ASSETS AVAILABLE FOR PLAN BENEFITS $16,493,712 $26,453,053 $612,376,935
AT DECEMBER 31, 1996
</TABLE>
- -11-
<PAGE>
<TABLE>
NOTE 7 - VANGUARD MUTUAL FUNDS
A summary of the activity within the separate Vanguard Mutual Fund options
for the year ended December 31, 1996 is as follows:
<CAPTION>
LifeStrategy Morgan Money
Growth Growth Fixed Income Index Market
Fund Fund Securities Fund Fund Fund
<S> <C> <C> <C> <C> <C>
ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1995 $ 0 $15,117,169 $3,076,848 $45,832,054 $7,203,606
ADDITIONS
Assets transferred in due to
acquisition 4,011,503 1,577,038 1,251,491
Contributions
Employee 46,069 1,589,728 322,069 3,288,870 1,132,543
Employer 7,631 1,345,236 304,634 3,181,845 1,926,232
53,700 2,934,964 626,703 6,470,715 3,058,775
Dividends 45,139 2,695,818 374,142 1,396,926 709,130
Realized and unrealized gains
(losses) on investments 13,948 2,109,023 (265,037) 10,111,352
112,787 11,751,308 2,312,846 17,978,993 5,019,396
DEDUCTIONS
Distributions to participants 7,527 1,376,796 180,365 3,655,578 910,750
Investment management fees 53 3,448 721 7,413 10,791
7,580 1,380,244 181,086 3,662,991 921,541
NET ADDITIONS PRIOR TO TRANSFERS 105,207 10,371,064 2,131,760 14,316,002 4,097,855
Net transfers among
investment funds 1,235,120 3,919,992 (635,911) 4,503,198 581,335
1,340,327 14,291,056 1,495,849 18,819,200 4,679,190
ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1996 $1,340,327 $29,408,225 $4,572,697 $64,651,254 $11,882,796
</TABLE>
- -12-
<PAGE>
<TABLE>
NOTE 7 - VANGUARD MUTUAL FUNDS (Continued)
A summary of the activity within the separate Vanguard Mutual Fund options
for the year ended December 31, 1996 is as follows:
<CAPTION>
Total
LifeStrategy Vanguard
Star Conservative Windsor II International Mutual
Fund Growth Fund Fund Growth Fund Fund
<S> <C> <C> <C> <C> <C>
ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1995 $80,788,703 $ 0 $35,722,568 $19,070,834 $206,811,782
ADDITIONS
Assets transferred in due to
acquisition 3,848,043 1,195,768 11,883,843
Contributions
Employee 3,460,170 13,452 2,840,110 1,277,654 13,970,665
Employer 4,253,247 4,294 2,523,683 1,308,672 14,855,474
7,713,417 17,746 5,363,793 2,586,326 28,826,139
Dividends 8,292,539 36,147 4,108,720 1,114,817 18,773,378
Realized and unrealized gains
(losses) on investments 4,544,422 5,722 6,354,467 2,057,783 24,931,680
20,550,378 59,615 19,675,023 6,954,694 84,415,040
DEDUCTIONS
Distributions to participants 6,515,890 7,228 3,537,872 1,309,066 17,501,072
Investment management fees 16,499 18 7,055 3,584 49,582
6,532,389 7,246 3,544,927 1,312,650 17,550,654
NET ADDITIONS PRIOR TO TRANSFERS 14,017,989 52,369 16,130,096 5,642,044 66,864,386
Net transfers among
investment funds (4,153,424) 956,426 6,455,234 1,375,151 14,237,121
NET ADDITIONS 9,864,565 1,008,795 22,585,330 7,017,195 81,101,507
ASSETS AVAILABLE FOR PLAN BENEFITS
AT DECEMBER 31, 1996 $90,653,268 $1,008,795 $58,307,898 $26,088,029 $287,913,289
</TABLE>
- -13-
<PAGE>
Supplemental Schedules
- -14-
<PAGE>
<TABLE>
TRINOVA Corporation Retirement Savings and Profit-Sharing Plan
Employer Identification No. 34-4288310
Plan No. 015
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1996
<CAPTION>
Principal Amount Contract or
Identity of Issue Description of Investment or Shares Cost Fair Value
<S> <C> <C> <C> <C>
Mutual Funds:
*Vanguard Fiduciary Trust Morgan Growth Fund 1,881,524 $26,187,582 $29,408,225
International Growth fund 1,584,935 22,833,899 26,088,029
Money Market Fund 11,882,797 11,882,797 11,882,796
Index Fund 934,807 47,240,282 64,651,254
Windsor II Fund 2,446,827 47,188,373 58,307,898
STAR Fund 5,715,843 79,839,958 90,653,268
Fixed Income Securities Fund 520,216 4,583,539 4,572,697
LifeStrategy Growth Fund 97,977 1,337,251 1,340,327
LifeStrategy Consevative
Growth Fund 83,097 1,006,771 1,008,795
Total $243,100,452 $287,913,289
Aeroquip-Vickers Stock Fund Aeroquip-Vickers
Common Stock 3,142,319 25,926,882 32,648,694
Cincinnati Milacron Stock Cincinnati Milacron
Fund Common Stock 305,749 2,104,581 2,497,971
Insurance Contracts: Fixed Income Fund
American International Life Assurance Company
5.76%, 9/30/97 $17,487,375 $17,487,375 $17,487,375
6.46%, 3/31/99 5,240,569 5,240,569 5,240,569
Allstate Insurance Company
4.71%, 3/31/97 $5,564,175 $5,564,175 $5,564,175
5.51%, 4/1/98 9,096,550 9,096,550 9,096,550
5.30%, 9/30/98 5,572,061 5,572,061 5,572,061
Aurora National Life
5.29%, 9/30/98 $1,486,750 1,486,750 1,486,750
Citibank, N.A.
5.35%, 4/1/98 9,359,535 9,359,535 9,359,535
5.69%, 7/1/98 17,238,133 17,238,133 17,238,133
John Hancock
6.50%, 9/30/99 6,131,864 6,131,864 6,131,864
6.37%, 9/30/2001 10,083,246 10,083,246 10,083,246
</TABLE>
- -15-
<PAGE>
<TABLE>
TRINOVA Corporation Retirement Savings and Profit-Sharing Plan
Employer Identification No. 34-4288310
Plan No. 015
Item 27a - Schedule of Assets Held for Investment Purposes (Continued)
December 31, 1996
<CAPTION>
Principal Amount Contract or
Identity of Issue Description of Investment or Shares Cost Fair Value
<S> <C> <C>
Metropolitan Life Insurance Company
8.30%, 6/30/97 16,958,424 16,958,424 16,958,424
Mutual Benefit
9.25%, 12/31/99 27,348,023 27,348,023 27,348,023
9.25%, 12/31/99 12,618,657 12,618,657 12,618,657
New York Life Insurance Company
7.23%, 12/15/98 8,188,529 8,188,529 8,188,529
5.44%, 01/02/99 12,651,017 12,651,017 12,651,017
6.65%, 12/31/2001 15,688,686 15,688,686 15,688,686
Principal Mutual
6.32%, 6/30/99 $5,529,943 $5,529,943 $5,529,943
6.85%, 3/31/2002 6,101,042 6,101,042 6,101,042
The Prudential Asset Management Company
6.63%, 01/02/98 10,660,503 10,660,503 10,660,503
6.87%, 10/01/98 4,396,703 4,396,703 4,396,703
Rabobank Nederland
6.33%, 9/30/2001 5,041,369 5,041,369 5,041,369
Security Life of Denver
5.32%, 6/30/98 16,947,720 16,947,720 16,947,720
Vanguard Money Market Reserves
Treasury Portfolio 16,747,362 16,747,362 16,979,342
Total $246,138,236 $246,138,236 $246,370,216
Cost of Proceeds of
Identity of Borrower Rate of Interest Acquisitions Dispositions Fair Value
*Participant loan 7% - 11% $0 $0 $16,493,172
<FN>
*Party-in-interest
</FN>
</TABLE>
- -16-
<PAGE>
<TABLE>
TRINOVA Corporation Retirement Savings and Profit-Sharing Plan
Employer Identification No. 34-4288310
Plan No. 015
Item 27d - Schedule of Reportable Transactions
December 31, 1996
<CAPTION>
Fair
Identity of Description Purchase Selling Cost of Value of Gain
Party Involved of Assets Price Price Asset Asset (Loss)
<S> <C> <C> <C> <C> <C> <C>
Vanguard Fiduciary
and Trust Company STAR Fund:
purchase transactions $25,476,659 $25,476,659 $25,476,659
sale transactions $20,157,737 17,864,756 20,157,737 $2,292,981
Windsor II Fund:
purchase transactions 29,756,891 29,756,891 29,756,891
sale transactions 13,526,029 11,932,929 13,526,029 1,593,100
Index 500 Fund:
purchase transactions 21,707,712 21,707,712 21,707,712
sale transactions 12,999,863 10,886,424 12,999,863 2,113,439
VMMR U.S. Treasury Portfolio:
purchase transactions 72,229,932 72,229,932 72,229,932
sale transactions 74,588,517 74,588,517 74,588,517 -
Bankers Trust Investment Contract:
sale transactions 28,119,359 28,119,359 28,119,359 -
Aeroquip-Vickers, Inc. Aeroquip-Vickers Common Stock
purchase transactions 17,018,755 17,018,755 17,018,755
sale transactions 16,692,034 15,322,733 16,692,034 1,369,301
</TABLE>
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EXHIBIT INDEX
Exhibit
Number Page
(23) Consent of Independent Auditors 19
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Exhibit (23)
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in Registration Statement No.
33-55399 on Form S-8 of our report dated May 30, 1997 with respect to the
financial statements and schedules of the TRINOVA Corporation Retirement
Savings and Profit-Sharing Plan included in this Annual Report (Form 11-K) for
the year ended December 31, 1996.
/S/ ERNST & YOUNG LLP
ERNST & YOUNG LLP
Toledo, Ohio
June 23, 1997
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