<PAGE> 1
UNITED STATES OF AMERICA
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, 1997
COMMISSION FILE NUMBER: 0-1532
A. Full title of the plan and the address of the plan, if different than
that of the issuer named below:
MARSH SUPERMARKETS,INC. 401(k) PLAN
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
MARSH SUPERMARKETS, INC.
9800 CROSSPOINT BOULEVARD
INDIANAPOLIS, INDIANA 46256
<PAGE> 2
FINANCIAL STATEMENTS AND EXHIBITS
The following financial statements of Marsh Supermarkets, Inc. 401(k) Plan
are included herein:
Report of Independent Auditors
Statement of Net Assets Available for Benefits, with Fund Information
as of December 31, 1997 and December 31, 1996
Statement of Changes in Net Assets Available for Benefits,with Fund Information
for the Years Ended December 31, 1997 and December 31, 1996
Notes to Financial Statements
Schedules
Consent of Independent Auditors
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Retirement Committee has duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
MARSH SUPERMARKETS, INC. 401(k) PLAN
By: /s/ P. Lawrence Butt
---------------------------------
P. Lawrence Butt, Secretary
Retirement Committee
June 25, 1998
<PAGE> 3
Financial Statements and Schedules
Marsh Supermarkets, Inc. 401(k) Plan
Years ended December 31, 1997 and 1996
with Report of Independent Auditors
<PAGE> 4
Marsh Supermarkets, Inc. 401(k) Plan
Financial Statements and Schedules
Years ended December 31, 1997 and 1996
CONTENTS
<TABLE>
<S> <C>
Report of Independent Auditors ..............................................1
Audited Financial Statements
Statements of Net Assets Available for Benefits..............................2
Statements of Changes in Net Assets Available for Benefits...................4
Notes to the Financial Statements............................................6
Schedules
Schedule of Assets Held for Investment Purposes ............................11
Schedule of Reportable Transactions ........................................12
</TABLE>
<PAGE> 5
Report of Independent Auditors
Administrative Committee
Marsh Supermarkets, Inc. 401(k) Plan
We have audited the accompanying statements of net assets available for benefits
of the Marsh Supermarkets, Inc. 401(k) Plan as of December 31, 1997 and 1996,
and the related statements of changes in net assets available for benefits for
the years then ended. 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 benefits of the Plan at
December 31, 1997 and 1996, and the changes in its net assets available for
benefits for the years then ended, 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 supplemental schedules of assets held for
investment purposes as of December 31, 1997, and reportable transactions for the
year then ended, are presented for purposes of additional analysis and are not a
required part of the basic financial statements but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement and Income Security Act
of 1974. These supplemental schedules are the responsibility of the Plan's
management. The Fund Information in the statements of net assets available for
benefits and the statements of changes in net assets available for benefits is
presented for purposes of additional analysis rather than to present the net
assets available for benefits and changes in net assets available for benefits
for each fund. The supplemental schedules and Fund Information 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.
1
<PAGE> 6
Ernst & Young LLP
June 12, 1998
<PAGE> 7
Marsh Supermarkets, Inc. 401(k) Plan
Statements of Net Assets Available for Benefits, with Fund Information
December 31, 1997
<TABLE>
<CAPTION>
Victory
Fidelity Templeton Investment Marsh
Magellan Fidelity Foreign Quality EB MaGIC Stock
Fund Contrafund Fund Bond Fund Fund Fund
---------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investments, at fair value: (Note 3)
Money market funds $ - $ - $ - $ - $ - $ 143,234
Marsh stock - - - - - 9,634,550
Mutual funds 10,662,552 2,385,992 1,199,777 4,023,375 - -
Common/collective trust - - - - 1,713,327 -
Loans to participants - - - - - -
--------------------------------------------------------------------------------
Total investments 10,662,552 2,385,992 1,199,777 4,023,375 1,713,327 9,777,784
Receivables and other assets:
Employee contributions 54,280 12,146 6,108 20,482 8,722 49,775
Employer contributions - - - - - 30,250
Interest and dividends
receivable - - - - - 487
--------------------------------------------------------------------------------
54,280 12,146 6,108 20,482 8,722 80,512
--------------------------------------------------------------------------------
Total assets 10,716,832 2,398,138 1,205,885 4,043,857 1,722,049 9,858,296
LIABILITIES
Due to (from) brokers (21,645) 21,555 9,798 (8,228) - -
--------------------------------------------------------------------------------
Net assets available for
benefits $10,738,477 $2,376,583 $1,196,087 $4,052,085 $1,722,049 $9,858,296
================================================================================
</TABLE>
<TABLE>
<CAPTION>
Participant
Loans Total
------------------------
<S> <C> <C>
ASSETS
Investments, at fair value: (Note 3)
Money market funds $ - $ 143,234
Marsh stock - 9,634,550
Mutual funds - 18,271,696
Common/collective trust - 1,713,327
Loans to participants 634,033 634,033
-----------------------
Total investments 634,033 30,396,840
Receivables and other assets:
Employee contributions - 151,513
Employer contributions - 30,250
Interest and dividends
receivable - 487
-----------------------
- 182,250
-----------------------
Total assets 634,033 30,579,090
LIABILITIES
Due to (from) brokers - 1,480
-----------------------
Net assets available for
benefits $634,033 $30,577,610
=======================
</TABLE>
See accompanying notes.
2
<PAGE> 8
Marsh Supermarkets, Inc. 401(k) Plan
Statements of Net Assets Available for Benefits, with Fund Information
(continued)
December 31, 1996
<TABLE>
<CAPTION>
Victory
Fidelity Templeton Investment Marsh
Magellan Fidelity Foreign Quality EB MaGIC Stock
Fund Contrafund Fund Bond Fund Fund Fund
----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
Investments, at fair value: (Note 3)
Money market funds $ - $ - $ - $ - $ - $ 61,533
Marsh stock - - - - - 6,876,246
Mutual funds 7,351,236 1,231,780 788,788 3,300,441 - -
Common/collective trust - - - - 1,244,207 -
Loans to participants - - - - - -
----------------------------------------------------------------------------------------
Total investments 7,351,236 1,231,780 788,788 3,300,441 1,244,207 6,937,779
Receivables and other assets:
Employee contributions 48,550 8,135 5,209 21,797 8,217 45,819
Employer contributions - - - - - 25,633
Interest and dividends receivable 10 1 - - 1 237
----------------------------------------------------------------------------------------
48,560 8,136 5,209 21,797 8,218 71,689
----------------------------------------------------------------------------------------
Total assets 7,399,796 1,239,916 793,997 3,322,238 1,252,425 7,009,468
LIABILITIES
Refunds of excess contributions
due to participants 11,988 8,706 4,564 10,858 7,783 5,280
Due to brokers (22,495) 21,879 3,606 (2,558) (2,046) 54,979
----------------------------------------------------------------------------------------
Total liabilities (10,507) 30,585 8,170 8,300 5,737 60,259
----------------------------------------------------------------------------------------
Net assets available for benefits $7,410,303 $1,209,331 $785,827 $3,313,938 $1,246,688 $6,949,209
========================================================================================
</TABLE>
<TABLE>
<CAPTION>
Participant
Loans Total
--------------------------------
<S> <C> <C>
ASSETS
Investments, at fair value: (Note 3)
Money market funds $ - $ 61,533
Marsh stock - 6,876,246
Mutual funds - 12,672,245
Common/collective trust - 1,244,207
Loans to participants 452,400 452,400
-------------------------------
Total investments 452,400 21,306,631
Receivables and other assets:
Employee contributions - 137,727
Employer contributions - 25,633
Interest and dividends receivable - 249
-------------------------------
- 163,609
-------------------------------
Total assets 452,400 21,470,240
LIABILITIES
Refunds of excess contributions
due to participants - 49,179
Due to brokers - 53,365
-------------------------------
Total liabilities - 102,544
-------------------------------
Net assets available for benefits $452,400 $21,367,696
===============================
</TABLE>
See accompanying notes.
3
<PAGE> 9
Marsh Supermarkets, Inc. 401(k) Plan
Statements of Changes in Net Assets Available for Benefits,
with Fund Information
Year ended December 31, 1997
<TABLE>
<CAPTION>
Victory
Fidelity Templeton Investment Marsh
Magellan Fidelity Foreign Quality EB MaGIC Stock
Fund Contrafund Fund Bond Fund Fund Fund
---------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) in
fair value of investments (Note 3) $ 2,055,776 $ 328,130 $ (72,282) $ 85,008 $ 87,751 $1,419,136
Interest 379 56 40 128 54 3,930
Dividends - - 129,478 215,251 - 261,243
---------------------------------------------------------------------------------------
2,056,155 328,186 57,236 300,387 87,805 1,684,309
Contributions:
Employee 1,880,922 624,706 402,413 884,303 534,014 1,007,087
Employer - - - - - 1,010,789
---------------------------------------------------------------------------------------
1,880,922 624,706 402,413 884,303 534,014 2,017,876
---------------------------------------------------------------------------------------
Total additions 3,937,077 952,892 459,649 1,184,690 621,819 3,702,185
Deductions from net assets
attributed to:
Benefits paid to participants
or their beneficiaries 509,421 96,098 46,661 282,399 108,924 591,136
Administrative expenses - - - - - 21,192
---------------------------------------------------------------------------------------
Total deductions 509,421 96,098 46,661 282,399 108,924 612,328
---------------------------------------------------------------------------------------
Net increase prior to interfund transfers 3,427,656 856,794 412,988 902,291 512,895 3,089,857
Transfers (99,482) 310,458 (2,728) (164,144) (37,534) (180,770)
---------------------------------------------------------------------------------------
Net increase (decrease) 3,328,174 1,167,252 410,260 738,147 475,361 2,909,087
Net assets available for benefits:
Beginning of year 7,410,303 1,209,331 785,827 3,313,938 1,246,688 6,949,209
---------------------------------------------------------------------------------------
End of year $10,738,477 $2,376,583 $1,196,087 $4,052,085 $1,722,049 $9,858,296
=======================================================================================
</TABLE>
<TABLE>
<CAPTION>
Participant
Loans Total
----------------------------
<S> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) in
fair value of investments (Note 3) $ - $ 3,903,519
Interest 45,916 50,503
Dividends - 605,972
---------------------------
45,916 4,559,994
Contributions:
Employee - 5,333,445
Employer - 1,010,789
---------------------------
- 6,344,234
---------------------------
Total additions 45,916 10,904,228
Deductions from net assets
attributed to:
Benefits paid to participants
or their beneficiaries 38,483 1,673,122
Administrative expenses - 21,192
---------------------------
Total deductions 38,483 1,694,314
---------------------------
Net increase prior to interfund transfers 7,433 9,209,914
Transfers 174,200 -
---------------------------
Net increase (decrease) 181,633 9,209,914
Net assets available for benefits:
Beginning of year 452,400 21,367,696
---------------------------
End of year $634,033 $30,577,610
===========================
</TABLE>
See accompanying notes.
4
<PAGE> 10
Marsh Supermarkets, Inc. 401(k) Plan
Statements of Changes in Net Assets Available for Benefits,
with Fund Information (continued)
Year ended December 31, 1996
<TABLE>
<CAPTION>
Victory Victory
Fidelity Templeton Investment Prime Marsh
Magellan Fidelity Foreign Quality EB MaGIC Obligation Stock
Fund Contrafund Fund Bond Fund Fund Fund Fund
------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation in fair value
of investments (Note 3) $ 695,518 $ 157,970 $ 75,004 $ (92,758) $ 48,607 $ 12,335 $ (305,435)
Interest 937 133 9 89 130 2 3,753
Dividends 35,444 - 18,612 174,813 - 105 209,265
------------------------------------------------------------------------------------------
731,899 158,103 93,625 82,144 48,737 12,442 (92,417)
Contributions:
Employee 1,790,537 341,354 256,299 884,034 290,267 93,907 928,737
Employer - - - - - - 915,138
------------------------------------------------------------------------------------------
1,790,537 341,354 256,299 884,034 290,267 93,907 1,843,875
------------------------------------------------------------------------------------------
Total additions 2,522,436 499,457 349,924 966,178 339,004 106,349 1,751,458
Deductions from net assets
attributed to:
Benefits paid to participants
or their beneficiaries 379,588 49,004 36,417 256,575 76,242 17,950 326,042
Administrative expenses 7,511 716 - - - - 13,343
------------------------------------------------------------------------------------------
Total deductions 387,099 49,720 36,417 256,575 76,242 17,950 339,385
------------------------------------------------------------------------------------------
Net increase prior to interfund transfers 2,135,337 449,737 313,507 709,603 262,762 88,399 1,412,073
Transfers (388,513) 308,301 118,110 (68,867) 983,926 (999,423) (205,005)
------------------------------------------------------------------------------------------
Net increase (decrease) 1,746,824 758,038 431,617 640,736 1,246,688 (911,024) 1,207,068
Net assets available for benefits:
Beginning of year 5,663,479 451,293 354,210 2,673,202 - 911,024 5,742,141
------------------------------------------------------------------------------------------
End of year $7,410,303 $1,209,331 $785,827 $3,313,938 $1,246,688 $ - $6,949,209
==========================================================================================
</TABLE>
<TABLE>
<CAPTION>
Participant
Loans Total
---------------------------
<S> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation in fair value
of investments (Note 3) $ - $ 591,241
Interest 26,181 31,234
Dividends - 438,239
---------------------------
26,181 1,060,714
Contributions:
Employee - 4,585,135
Employer - 915,138
---------------------------
- 5,500,273
---------------------------
Total additions 26,181 6,560,987
Deductions from net assets
attributed to:
Benefits paid to participants
or their beneficiaries 19,354 1,161,172
Administrative expenses - 21,570
---------------------------
Total deductions 19,354 1,182,742
---------------------------
Net increase prior to interfund transfers 6,827 5,378,245
Transfers 251,471 -
---------------------------
Net increase (decrease) 258,298 5,378,245
Net assets available for benefits:
Beginning of year 194,102 15,989,451
---------------------------
End of year $452,400 $21,367,696
===========================
</TABLE>
See accompanying notes.
5
<PAGE> 11
Marsh Supermarkets, Inc. 401(k) Plan
Notes to Financial Statements
December 31, 1997
1. DESCRIPTION OF THE PLAN
The following description of the Marsh Supermarkets, Inc. 401(k) Plan (the
"Plan") provides only general information. Participants should refer to the
Summary Plan Description for a more complete description of the Plan's
provisions.
GENERAL
The Marsh Supermarkets, Inc. 401(k) Plan was established by Marsh Supermarkets,
Inc. (the "Company") to provide retirement benefits for participating eligible
employees. The Company's Retirement Committee, appointed by the Board of
Directors of the Company, serves as the Plan Administrative Committee. The
trustee of the Plan is Key Trust Company of Ohio, N.A. ("Key Trust").
The Plan is a defined contribution retirement plan covering all employees of the
Company who have met certain requirements for participation. The Plan provides
for normal retirement at age 65, but includes a provision that allows
participants to elect to receive benefits prior to their normal retirement age.
The Plan also has provisions allowing for hardship withdrawals and loans.
CONTRIBUTIONS
The Plan provides for employees to contribute from 1 to 15 percent (up to the
IRS maximum) of their compensation on a pre-tax basis. The Company contributes
an amount equal to 25 percent of employee before tax contributions (excluding
contributions in excess of six percent of compensation) in the form of Company
stock. The Plan also provides for an additional discretionary contribution
determined by the Board of Directors of the Company; however, no discretionary
contributions were made during 1997 or 1996.
ALLOCATIONS TO PARTICIPANTS
Income on the investments of the funds is allocated daily to participants'
accounts based on their account balance. Forfeited balances of terminated
participants' nonvested accounts are used to reduce future Company
contributions.
6
<PAGE> 12
Marsh Supermarkets, Inc. 401(k) Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
INVESTMENT OPTIONS
Upon enrollment in the Plan, a participant may direct their contributions to
these investment options:
Fidelity Magellan Fund--Funds are invested in common stock and
securities convertible into common stock of domestic, foreign and
multi-national issuers that offer potential growth.
Fidelity Contrafund--Funds are invested in equity securities of
companies that are considered under-valued with the objective of
obtaining capital appreciation.
Templeton Foreign Fund--Funds are invested in stocks and debt
obligations of companies and governments outside of the United States,
with the objective of achieving long-term capital growth.
Victory Investment Quality Bond Fund--Funds are invested in a broad
portfolio of investment grade fixed income securities, including U.S.
Treasuries, Federal Agency issues, corporate bonds, and asset-backed
securities. The investment objective of the Fund is to seek total
return with an emphasis on a high level of income.
EB MaGIC Fund--Funds are primarily invested in a diversified portfolio
of guaranteed investment contracts with various insurance companies.
The investment objective of the Fund is to seek a reasonable level of
income together with stability of principal. This Fund became available
to participants on April 1, 1996.
Marsh Stock Fund--Funds are invested in Class A Common Stock and Class
B Common Stock of the Company.
7
<PAGE> 13
Marsh Supermarkets, Inc. 401(k) Plan
Notes to Financial Statements (continued)
1. DESCRIPTION OF THE PLAN (CONTINUED)
PAYMENT OF BENEFITS
Upon retirement or termination, a participant may receive contributions made to
the Plan, the vested portion of the employer contributions and an allocable
share of the Plan's earnings or losses. If requested, benefits are payable in a
lump sum no later than 60 days after the end of the plan year in which a
participant reaches normal retirement age or terminates employment.
EXPENSES OF THE PLAN
Investment management fees reduce plan earnings. All other plan expenses are
paid by the sponsor.
VESTING POLICY
Employer benefits are vested as follows:
<TABLE>
<CAPTION>
Years of Service Percentage Vested
---------------- -----------------
<S> <C>
1 20
2 40
3 60
4 80
5 100
</TABLE>
2. SUMMARY OF ACCOUNTING POLICIES
INVESTMENTS
Investments are carried at fair value. The fair value of investments in
securities traded on a national securities exchange is determined based on the
last reported sale on the last business day of the plan year as quoted in
business publications and by security brokers. Dividends are recorded as income
on the dividend record date.
USE OF ESTIMATES
Preparation of the financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts
8
<PAGE> 14
Marsh Supermarkets, Inc. 401(k) Plan
Notes to Financial Statements (continued)
reported in the financial statements and accompanying notes. Actual results
could differ from those estimates.
9
<PAGE> 15
Marsh Supermarkets, Inc. 401(k) Plan
Notes to Financial Statements (continued)
3. INVESTMENTS
Investments held by the Plan at December 31 are presented in the following
table. Investments that represent five percent or more of the Plan's net assets
are separately identified.
<TABLE>
<CAPTION>
1997 1996
-------------- ------------
<S> <C> <C>
Investments at Fair Value as Determined
by Quoted Market Price:
Registered Investment Companies:
Fidelity Magellan Fund $10,662,552 $ 7,351,236
Fidelity Contrafund 2,385,992 1,231,780
Templeton Foreign Fund 1,199,777 788,788
Victory Investment Quality Bond Fund 4,023,375 3,300,441
----------------------------------
18,271,696 12,672,245
Common Stock:
Marsh Class A Common Stock:
312,694 and 265,837 shares 4,729,497 3,622,029
Marsh Class B Common Stock:
332,546 and 286,085 shares 4,905,053 3,254,217
----------------------------------
9,634,550 6,876,246
Common/Collective Trust:
EB MaGIC Fund 1,713,327 1,244,207
Investments at Estimated Fair Value:
Money market funds 143,234 61,533
Loans to participants 634,033 452,400
----------------------------------
777,267 513,933
==================================
Total investments at fair value $30,396,840 $21,306,631
==================================
</TABLE>
During 1997 and 1996 the Plan's investments (including investments bought, sold,
and held during the year) appreciated (depreciated) as presented in the
following table.
<TABLE>
<CAPTION>
1997 1996
--------------- ------------
<S> <C> <C>
Investments at Fair Value as Determined
by Quoted Market Price:
Fidelity Magellan Fund $2,055,776 $695,518
Fidelity Contrafund 328,130 157,970
Templeton Foreign Fund (72,282) 75,004
Victory Investment Quality Bond Fund 85,008 (92,758)
EB MaGIC Fund 87,751 48,607
Marsh Stock Fund 1,419,136 12,335
</TABLE>
10
<PAGE> 16
Marsh Supermarkets, Inc. 401(k) Plan
Notes to Financial Statements (continued)
<TABLE>
<S> <C> <C>
- (305,435)
================================
Net change in fair value $3,903,519 $ 591,241
================================
</TABLE>
11
<PAGE> 17
Marsh Supermarkets, Inc. 401(k) Plan
Notes to Financial Statements (continued)
4. TAX STATUS
The Internal Revenue Service ruled on April 25, 1995 that the Plan qualifies
under Section 401(a) of the Internal Revenue Code (IRC) and, therefore, the
related trust is not subject to tax under present income tax law. Once
qualified, the Plan is required to operate in conformity with the IRC to
maintain its qualification. The Administrative Committee is not aware of any
course of action or series of events that have occurred that might adversely
affect the Plan's qualified status.
5. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right to
discontinue its Plan contributions at any time and to terminate the Plan subject
to the provisions of ERISA. In the event of Plan termination, participants will
become 100 percent vested in their accounts.
6. YEAR 2000 ISSUE (UNAUDITED)
The Company has reviewed its computer and other operating systems to identify
those which could be affected by the "Year 2000" issue and is currently
reprogramming those systems. Management believes that those changes will be made
in a timely fashion and that the Year 2000 issue will not pose significant
operational problems for the Plan. The project also includes determining whether
third party service providers have reasonable plans in place to become year 2000
compliant.
12
<PAGE> 18
SCHEDULES
<PAGE> 19
Marsh Supermarkets, Inc. 401(k) Plan
Line 27a - Schedule of Assets Held for Investment Purposes
December 31, 1997
<TABLE>
<CAPTION>
EIN Number: 35-0918179
Plan Number: 004
(b) (c) (d) (e)
Identity of Issue Description of Investment Cost Market
- ----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Shares of Registered Investment Companies:
Fidelity Magellan Fund 766,621.245 shares $ 8,221,986 $10,662,552
Fidelity Contrafund 159,335.966 shares 1,990,074 2,385,992
Templeton Foreign Fund 120,580.618 shares 1,233,280 1,199,777
Victory Investment Quality Bond Fund 410,548.504 shares
3,954,554 4,023,375
---------------------------------
15,399,894 18,271,696
Common/Collective Trust:
EB MaGIC Fund* 141,219.153 shares 1,594,930 1,713,327
Money Market Fund:
Key Trust Company of Ohio, N.A.* Employee Benefits Money Market Fund 143,234 143,234
Common Stock:
Marsh Supermarkets, Inc.* 312,694 shares of Class A Common Stock 3,930,021 4,729,497
Marsh Supermarkets, Inc.* 332,546 shares of Class B Common Stock 3,924,010 4,905,053
---------------------------------
7,854,031 9,634,550
Loans to Participants Interest rates ranging from 8.25% to 10.0% - 634,033
=================================
$24,992,089 $30,396,840
=================================
</TABLE>
* Indicates party-in-interest to the Plan.
11
<PAGE> 20
Marsh Supermarkets, Inc.
Line 27d - Schedule of Reportable Transactions
Year Ended December 31, 1997
<TABLE>
<CAPTION>
EIN Number: 35-0918179
Plan Number: 004
(a) (b) (c) (d) (g) (h) (i)
Current Value
Purchase Selling Cost of of Asset on Net Gain
Identity of Party Involved Description of Asset Price Price Assets Transaction Date or (Loss)
Category (iii) - A series of transactions in excess of 5% of plan assets:
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Fidelity Investments Fidelity Magellan Fund
Purchases $ 2,051,320 $ - $ 2,051,320 $ 2,051,320 $ -
Sales - 795,780 655,160 795,780 140,620
Fidelity Investments Fidelity Contrafund
Purchases 1,149,415 - 1,149,415 1,149,415 -
Sales - 323,333 283,880 323,333 39,453
The Victory Portfolios Victory Investment Quality Bond Fund
Purchases 1,090,879 - 1,090,879 1,090,879 -
Sales - 452,953 453,245 452,953 (292)
Key Trust Company of Employee Benefits Money Market Fund
Ohio, N.A. Deposits 2,515,954 - 2,515,954 2,515,954 -
Withdrawals - 2,434,253 2,434,253 2,434,253 -
</TABLE>
Information concerning (e) "Lease Rental" and (f) "Expense Incurred with
Transaction" has not been presented as it is not applicable. There were no
category (i), (ii) or (iv) reportable transactions during 1997.
12
<PAGE> 1
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement (Form
S-8 number 33-56626) pertaining to the Marsh Supermarkets, Inc. 401(k) Plan of
our report, dated June 12, 1998, with respect to the financial statements and
schedules of the Marsh Supermarkets, Inc. 401(k) Plan included in this Annual
Report (Form 11-K) for the year ended December 31, 1997.
ERNST & YOUNG LLP
Indianapolis, Indiana
June 23, 1998
