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, 1993
MDU RESOURCES GROUP, INC.
TAX DEFERRED COMPENSATION SAVINGS PLAN
MDU RESOURCES GROUP, INC.
400 NORTH FOURTH STREET
BISMARCK, NORTH DAKOTA 58501
<PAGE>
CONTENTS
Required Information
Financial Statements:
Statements of Financial Condition -- December 31,
1993 and 1992
Statements of Income and Changes in Participants'
Equity -- Years ended December 31, 1993, 1992
and 1991
Notes to Financial Statements
Schedules -- Schedule I has been omitted because
the required information is shown in such
financial statements or the notes or supplemental
schedules thereto.
Schedule II -- Allocation of Plan Assets and
Liabilities to Investment Programs
Schedule III -- Allocation of Plan Income and
Changes in Plan Equity to Investment Programs
Report of Independent Public Accountants
Signature page
Exhibit:
Consent of Independent Public Accountants<PAGE>
MDU RESOURCES GROUP, INC.
TAX DEFERRED COMPENSATION SAVINGS PLAN
STATEMENTS OF FINANCIAL CONDITION
December 31,
1993 1992
Assets:
Investments -- (Schedule II)
MDU Resources Group, Inc. common
stock
(1993 -- 1,658,016 shares,
cost $32,827,415;
1992 -- 1,556,845 shares,
cost $29,087,402). . . . . . . . $52,227,496 $41,061,803
Other . . . . . . . . . . . . . . . . 2,760,761 1,808,524
Cash. . . . . . . . . . . . . . . . . . 68 102
Contributions receivable --
Employers . . . . . . . . . . . . . . 73,296 67,366
Employees . . . . . . . . . . . . . . 191,535 171,773
Dividends and interest receivable . . . 649,260 578,458
$55,902,416 $43,688,026
Participants' equity:
Distributions due terminated
participants. . . . . . . . . . . . . $ 1,794,302 $ 577,829
Active participants' equity . . . . . . 54,108,114 43,110,197
$55,902,416 $43,688,026
The accompanying notes are an integral part
of these statements.<PAGE>
MDU RESOURCES GROUP, INC.
TAX DEFERRED COMPENSATION SAVINGS PLAN
STATEMENTS OF INCOME AND CHANGES IN PARTICIPANTS' EQUITY
Years ended December 31,
1993 1992 1991
Investment income:
(Schedule III)
Dividends. . . . . . . . . . .$ 2,510,415 $ 2,231,359 $ 2,011,060
Interest . . . . . . . . . . . 34,835 22,838 10,361
Capital gains. . . . . . . . . 1,143 3,437 1,376
Other. . . . . . . . . . . . . (465) (286) (106)
Realized gain on
distributions . . . . . . . 762,719 271,144 209,813
Unrealized appreciation
on investments . . . . . . . 7,552,520 2,495,116 5,358,259
10,861,167 5,023,608 7,590,763
Contributions: (Schedule III)
Employers. . . . . . . . . . . 929,657 879,097 833,706
Employees. . . . . . . . . . . 2,403,883 2,245,782 2,112,734
Total contributions. . . . . 3,333,540 3,124,879 2,946,440
Distributions to terminated
participants . . . . . . . . . (2,219,246) (1,236,850) (1,323,348)
Net transfers from (to) Tax
Deferred Compensation
Savings Plan for
Collective Bargaining
Unit Employees . . . . . . . . 238,929 86,115 (829,299)
Increase in participants'
equity . . . . . . . . . . . . 12,214,390 6,997,752 8,384,556
Participants' equity at
beginning of year. . . . . . . 43,688,026 36,690,274 28,305,718
Participants' equity at
end of year. . . . . . . . . .$55,902,416 $43,688,026 $36,690,274
The accompanying notes are an integral part
of these statements.<PAGE>
MDU RESOURCES GROUP, INC.
TAX DEFERRED COMPENSATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. Description of the Plan
The MDU Resources Group, Inc. Tax Deferred Compensation Savings
Plan (the Plan) was adopted on August 4, 1983, by the Board of
Directors of MDU Resources Group, Inc. (the Company) to provide a
means for deferred savings and investment by eligible employees
and to afford additional security for their retirement. It is a
defined contribution plan established effective January 1, 1984,
by the Company and its indirectly, wholly-owned subsidiary, Knife
River Coal Mining Company (Knife River). Effective January 1,
1985, Williston Basin Interstate Pipeline Company (Williston
Basin), another indirectly, wholly-owned subsidiary of the
Company, also began to participate in the Plan. The Company,
Knife River and Williston Basin are the Employers. Effective
January 1, 1988 (Effective Date), the Plan was amended and
restated to reflect the merger and transfer of eligible employees'
accounts of the MDU Resources Group, Inc. Employee Stock Ownership
Plan (ESOP) into the Plan. The fiscal year of the Plan (Plan Year)
is the calendar year.
The Board of Directors of the Company may amend or modify the
Plan, and the Board of Directors of the Company, Knife River or
Williston Basin may, at any time, terminate the Plan with respect
to the respective Employer.
The Plan is administered for the Company by a six-member
committee (the Committee) appointed by, and serving at the
pleasure of, the Chief Executive Officer of the Company.
Administrative expenses of the Plan are paid by the Employers,
however, fees or commissions associated with each of the
investment options are paid primarily by participants as a
deduction from the amount invested or an offset to investment
earnings.
The Plan contains two parts: 1) The Deferred Savings feature
which is the part of the Plan related to an eligible employee's
ability to defer a portion of the employee's current compensation
into a tax-free trust and 2) The ESOP feature which is the part of
the Plan related to participation in the ESOP, as merged into the
Plan as of the Effective Date.
Deferred Savings
Any employee who is at least 18 years of age, who has completed
at least one year of service with a minimum of 1,000 hours worked
and who is not a collective bargaining unit employee is eligible
to participate in the Plan. An eligible employee may elect to
participate in the Plan on April 1 or October 1 following
completion of one year of service and by filing a written election
with the Committee to have savings contributions made on the
employee's behalf. A former participant or eligible employee who
is reemployed shall again become a participant or eligible to
become a participant on the first day of the month following the
employee's return to employment as an eligible employee.
Upon becoming a participant, and in April and October of each
subsequent year, each participant may, by filing a written
election with the Committee, authorize the participant's Employer
to contribute to the Plan on such participant's behalf by payroll
reduction. The Plan allows contributions by participants varying
from one percent (1%) through ten percent (10%), in one percent
increments, of eligible compensation for each pay period. Such
savings contributions on behalf of a participant are credited to
the participant's Savings Contribution Account. An election is
made by each participant which allocates contributions to any or
all of the three available investment options. The investment
election made must be designated in ten percent (10%) increments
of the total amount contributed by the participant to be invested
in common stock of the Company, an equity indexed mutual fund and
a bond indexed mutual fund. Such savings contributions reduce, on
a dollar-for-dollar basis, the participant's taxable earnings in
the year in which the savings contributions are withheld.
Eligible compensation is the employee's total compensation from
the Employer, unreduced by any savings contributions of the
eligible employee to the Plan, and any amount contributed by the
Employer pursuant to a salary reduction agreement and which is not
includible in the gross income of an employee, excluding other
contributions to the Plan, contributions to other employee benefit
plans and certain additional items of compensation which do not
constitute direct earnings.
A participant may authorize suspension of such participant's
savings contributions to the Plan for a minimum period of three
(3) months by filing a written election with the Committee. Such
suspension of savings contributions is effective no later than the
first pay period beginning 30 days or less after the date the
written election is received by the Committee. Suspended savings
contributions may not be made up by savings contributions at a
later time.
Each participant's Employer makes a monthly contribution, equal
to fifty percent (50%) of such participant's monthly savings
contributions up to six percent (6%) of eligible compensation,
which is credited to such participant's Matching Contribution
Account. All matching contributions are invested in common stock
of the Company.
A participant's interest in a Savings Contribution Account or a
Matching Contribution Account is at all times fully vested and
nonforfeitable.
The Plan limits the elective deferral contribution for each
participant to the annual dollar limit as designated in Section
402(g) of the Internal Revenue Code (the Code) for the calendar
year. For each participant, contributions credited to an account
in any plan year, when aggregated with contributions under all
other qualified plans maintained by the Employers, cannot be
greater than the maximum contribution permitted by Section 415 of
the Code. The deduction for contributions to the Plan, when taken
together with all other contributions made by the Employer to
other qualified retirement plans, cannot exceed the maximum amount
deductible under Section 404 of the Code. The Plan also limits
the aggregate savings contributions which may be made on behalf of
highly compensated employees.
Once each month, the Employers pay all authorized contributions
withheld from the participants to the trustee to be held in trust
and invested for the respective accounts of the participants,
pursuant to the terms of the Trust Agreement. Contributions for
common stock, including the Employers' matching contribution, are
used by the trustee to purchase shares of MDU Resources Group,
Inc. common stock (MDU stock) directly in the open market. All
such market purchases may be made at such prices as the trustee
may determine in its sole and absolute discretion. Under the
terms of the Trust Agreement, the trustee may also purchase shares
of authorized but unissued common stock directly from the Company.
The funds contributed to the equity indexed mutual fund are
invested in the Vanguard Index-500 Portfolio (Vanguard), which
trades in the 500 common stocks listed on the Standard & Poor's
500 Composite Stock Price Index. The funds contributed to the
bond indexed mutual fund are invested in the Mellon Composite Bond
Index Fund (Mellon), which invests in corporate bonds which
attempt to match the Lehman Brothers Government/Corporate Bond
Index.
Any dividends, interest, gains, losses or other distributions
on the above mentioned investments and short-term investment
income allocated to a participant's accounts are reinvested in the
appropriate investment medium, which is credited to the
participant's accounts. As amounts are allocated to each
participant's accounts, they become fully vested.
The amount credited to a participant's Savings Contribution
Account and Matching Contribution Account shall become payable to
the participant or the participant's beneficiary/beneficiaries, as
applicable (see tax rules related to rollover options), upon
death, retirement, disability, or other termination of employment
with the Employers. The distribution of such amounts will be
either as a single sum or in annual installments over a period not
to exceed ten (10) years, as determined by the Committee based on
the needs and preference expressed by the participant or
designated beneficiary. Amounts credited to such accounts will be
paid as soon as practicable after such amounts are ascertained;
provided that such payment shall not be made prior to the
participant's attainment of age 65 without the written consent of
the participant if the value of such accounts exceeds $3,500.
Upon written application to the Committee, a participant may
make withdrawals from such participant's Savings Contribution
Account or Matching Contribution Account under certain conditions.
ESOP
Participation in the ESOP feature of the Plan is limited to
participants in the ESOP as of the Effective Date or the date as
of which an ESOP account is established under the Plan, whichever
is later.
As of the Effective Date, ESOP Accounts have been suspended and
no additional contributions shall be made by the Company to such
accounts, other than to reflect dividends or other earnings,
unless and to the extent the Company in its sole discretion shall
make additional contributions.
A participant's interest in an ESOP Account is at all times
fully vested and nonforfeitable.
The amount credited to a participant's ESOP Account shall
become payable to the participant or the beneficiary/beneficiaries,
as applicable (see tax rules related to rollover options), upon
death, retirement, disability, or other termination of employment
with the Employers. The distribution of such shares will be
either as a single sum or in annual installments over a period not
to exceed ten (10) years, as determined by the Committee based on
the needs and preference expressed by the participant or
designated beneficiary. The amount credited to such account will
be paid as soon as practicable after such amount is ascertained;
provided that such payment shall not be made prior to the
participant's attainment of age 65 without the written consent of
the participant if the value of such account exceeds $3,500.
Each participant who has attained age 55 and who has completed
at least 10 years of participation under the ESOP or ESOP feature
of the Plan is entitled to elect the distribution of a percentage
of the value of the participant's ESOP Account attributable to
common stock acquired under the ESOP or ESOP feature after
December 31, 1986.
2. Summary of significant accounting policies
Investment valuation --
Investments held by the Plan are carried at market value.
Market value of MDU stock and Vanguard investments is the closing
price on the New York Stock Exchange Composite Tape as reported in
the Wall Street Journal. Market value for the Mellon investment
is determined from several independent pricing sources.
Contributions --
Employer and employee contributions are recorded by the Plan
when received or determined to be receivable. Employee
contributions are accumulated by the Employers through payroll
reductions.
Other --
Securities transactions are recorded on a trade date basis.
Dividend income is recorded on the ex-dividend date. Interest
income is recorded as earned.
3. Investments
Plan investments are held by and transactions therein executed
by First Trust Company of North Dakota as trustee of the Plan
under a Trust Agreement effective October 1, 1990. Effective
January 1, 1994, plan investments will be transferred to Norwest
Bank Minneapolis, NA. Norwest will hold plan investments and
execute transactions as trustee of the Plan under a Trust
Agreement.
The cost basis for distributions from the Plan is calculated
using the average cost per participant. Information concerning
distributions to terminated participants and other participants
meeting certain conditions of the Plan during 1993, 1992 and 1991
was as follows:
<TABLE>
<CAPTION>
Deferred Savings ESOP
1993 1992 1991 1993 1992 1991
<S> <C> <C> <C> <C> <C> <C>
MDU Stock:
Number of
shares 44,875 33,262 34,938 26,089 14,221 24,304
Market value $1,302,291 $804,491 $720,348 $753,857 $343,559 $501,337
Average cost $928,280 $657,611 $675,059 $396,305 $209,401 $341,746
Cash $151,814 $82,936 $91,656 $11,284 $5,864 $10,007
</TABLE>
The net changes in unrealized appreciation of Plan investments
during 1993, 1992 and 1991 were as follows:
<TABLE>
<CAPTION>
Deferred Savings ESOP
1993 1992 1991 1993 1992 1991
<S> <C> <C> <C> <C> <C> <C>
Unrealized
appreciation
at January 1$ 6,355,085 $4,660,334 $1,004,740 $5,772,414 $4,972,049 $3,269,384
Change during
the year 5,231,406 1,694,751 3,655,594 2,321,114 800,365 1,702,665
Unrealized
appreciation
at
December 31$11,586,491 $6,355,085 $4,660,334 $8,093,528 $5,772,414 $4,972,049
</TABLE>
4. Federal income taxes
The Internal Revenue Service has issued a letter of
determination that the Plan meets the requirements of Sections
401(a) and 401(k) of the Code and that the related trust is exempt
from federal income taxes under Section 501(a) of the Code.
Contributions under the Plan and earnings of the trust will not be
taxable to the participants until distributed. Except
as stated below, any distribution made to a participant is taxable
as ordinary income in the year of distribution.
Under current law, the amount taxable as ordinary income may be
eligible for either a special five-year or ten-year averaging
method of taxation if the participant has participated in the Plan
for five years prior to the year in which the distribution is
received. Any net unrealized appreciation at the time of
distribution will be treated as long-term capital gain upon the
subsequent sale of the common stock (unless the participant has
previously elected to include this amount as income in the year of
distribution) and any further appreciation subsequent to the date
of distribution will be treated as long-term or short-term capital
gain depending on the participant's holding period.
Distributions from the Plan may qualify under the Code as
"eligible rollover distributions." An eligible rollover
distribution is a distribution paid directly from the Plan to an
Individual Retirement Account (IRA) or another employer plan that
accepts rollovers. If a participant chooses this option, such
participant is not taxed until the participant later receives a
distribution from the IRA or the employer plan.
The foregoing covers only the general federal income tax aspects
of Plan participation and distributions.
Based upon the provisions of the Tax Reform Act of 1986, certain
Plan amendments have been approved by the Board of Directors of the
Company so as to maintain the Plan as a qualified plan under the
Code. The Company will be filing the plan amendments with the
Internal Revenue Service in 1994 to receive final determination.
The Company believes the Plan as amended will remain exempt from
federal income tax.<PAGE>
SUPPLEMENTAL
SCHEDULES
<PAGE>
<TABLE> Schedule II
ALLOCATION OF PLAN ASSETS AND
LIABILITIES TO INVESTMENT PROGRAMS
December 31, 1993
<CAPTION>
Total
ESOP Deferred Savings Deferred
MDU Stock MDU Stock Vanguard Mellon Savings Total
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments --
Participants 832 996 553 276
Number of shares/
units 515,471 1,142,545 49,737 1,814 1,194,096 1,709,567
Cost $ 8,143,807 $24,683,608 $1,925,677 $555,146 $27,164,431 $35,308,238
Market value $16,237,335 $35,990,161 $2,179,958 $580,803 $38,750,922 $54,988,257
Cash 18 50 --- --- 50 68
Contributions
receivable --
Employers --- 73,296 --- --- 73,296 73,296
Employees --- 124,834 52,555 14,146 191,535 191,535
Dividends and
interest receivable 201,034 445,592 --- 2,634 448,226 649,260
$16,438,387 $36,633,933 $2,232,513 $597,583 $39,464,029 $55,902,416
Participants' equity:
Distributions due
terminated
participants $ 587,451 $ 1,178,525 $ 23,465 $ 4,861 $ 1,206,851 $ 1,794,302
Active participants'
equity 15,850,936 35,455,408 2,209,048 592,722 38,257,178 54,108,114
$16,438,387 $36,633,933 $2,232,513 $597,583 $39,464,029 $55,902,416
The accompanying notes are an integral part
of this schedule.
/TABLE
<PAGE>
<TABLE>
ALLOCATION OF PLAN ASSETS AND Schedule II
LIABILITIES TO INVESTMENT PROGRAMS
December 31, 1992
<CAPTION>
Total
ESOP Deferred Savings Deferred
MDU Stock MDU Stock Vanguard Mellon Savings Total
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments --
Participants 844 964 504 248
Number of shares/
units 510,403 1,046,442 34,844 1,322 1,082,608 1,593,011
Cost $ 7,689,473 $21,397,929 $1,287,393 $368,032 $23,053,354 $30,742,827
Market value $13,461,887 $27,599,916 $1,427,556 $380,968 $29,408,440 $42,870,327
Cash 1 101 --- --- 101 102
Contributions
receivable --
Employers --- 67,366 --- --- 67,366 67,366
Employees --- 109,446 49,096 13,231 171,773 171,773
Dividends and interest
receivable 188,850 387,183 --- 2,425 389,608 578,458
$13,650,738 $28,164,012 $1,476,652 $396,624 $30,037,288 $43,688,026
Participants' equity:
Distributions due
terminated
participants $ 195,422 $ 358,367 $ 16,736 $ 7,304 $ 382,407 $ 577,829
Active participants'
equity 13,455,316 27,805,645 1,459,916 389,320 29,654,881 43,110,197
$13,650,738 $28,164,012 $1,476,652 $396,624 $30,037,288 $43,688,026
The accompanying notes are an integral part
of this schedule.
/TABLE
<PAGE>
<TABLE>
ALLOCATION OF PLAN INCOME AND CHANGES Schedule III
IN PLAN EQUITY TO INVESTMENT PROGRAMS
Year ended December 31, 1993
<CAPTION>
Total
ESOP Deferred Savings Deferred
MDU Stock MDU Stock Vanguard Mellon Savings Total
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends $ 780,816 $ 1,678,437 $ 51,162 $ --- $ 1,729,599 $ 2,510,415
Interest --- --- --- 34,835 34,835 34,835
Capital gains --- --- 1,143 --- 1,143 1,143
Other --- --- (10) (455) (465) (465)
Realized gain
on
distributions 363,469 395,807 3,443 --- 399,250 762,719
Unrealized
appreciation
on
investments 2,321,113 5,104,567 114,118 12,722 5,231,407 7,552,520
3,465,398 7,178,811 169,856 47,102 7,395,769 10,861,167
Contributions:
Employers --
MDU --- 675,823 --- --- 675,823 675,823
Williston
Basin --- 175,143 --- --- 175,143 175,143
Knife River --- 78,691 --- --- 78,691 78,691
--- 929,657 --- --- 929,657 929,657
Employees --
MDU --- 1,113,838 508,800 128,763 1,751,401 1,751,401
Williston
Basin --- 256,273 138,068 41,357 435,698 435,698
Knife River --- 158,257 47,823 10,704 216,784 216,784
--- 1,528,368 694,691 180,824 2,403,883 2,403,883
Total
contri-
butions --- 2,458,025 694,691 180,824 3,333,540 3,333,540
Distributions to
terminated
participants (765,141) (1,414,028) (29,057) (11,020) (1,454,105) (2,219,246)
Transfers of
participants'
equity:
Fund to fund --- 121,180 (101,643) (19,537) --- ---
Plan to Plan 87,392 125,933 22,014 3,590 151,537 238,929
Increase in
participants'
equity 2,787,649 8,469,921 755,861 200,959 9,426,741 12,214,390
Participants'
equity at
beginning
of year 13,650,738 28,164,012 1,476,652 396,624 30,037,288 43,688,026
Participants'
equity at
end of year $16,438,387 $36,633,933 $2,232,513 $597,583 $39,464,029 $55,902,416
The accompanying notes are an integral part
of this schedule.
/TABLE
<PAGE>
<TABLE>
ALLOCATION OF PLAN INCOME AND CHANGES Schedule III
IN PLAN EQUITY TO INVESTMENT PROGRAMS
Year ended December 31, 1992
<CAPTION>
Total
ESOP Deferred Savings Deferred
MDU Stock MDU Stock Vanguard Mellon Savings Total
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends $ 736,368 $ 1,461,966 $ 33,025 $ --- $ 1,494,991 $ 2,231,359
Interest --- --- --- 22,838 22,838 22,838
Capital gains --- --- 3,437 --- 3,437 3,437
Other --- --- (10) (276) (286) (286)
Realized gain
(loss) on
distributions 109,106 162,355 (275) (42) 162,038 271,144
Unrealized
appreciation
on
investments 800,365 1,636,486 57,290 975 1,694,751 2,495,116
1,645,839 3,260,807 93,467 23,495 3,377,769 5,023,608
Contributions:
Employers --
MDU --- 633,750 --- --- 633,750 633,750
Wiliston --- 172,621 --- --- 172,621 172,621
Basin
Knife River --- 72,726 --- --- 72,726 72,726
--- 879,097 --- --- 879,097 879,097
Employees --
MDU --- 1,054,622 453,585 116,623 1,624,830 1,624,830
Williston
Basin --- 248,217 125,144 43,196 416,557 416,557
Knife River --- 154,775 40,890 8,730 204,395 204,395
--- 1,457,614 619,619 168,549 2,245,782 2,245,782
Total
contri-
butions --- 2,336,711 619,619 168,549 3,124,879 3,124,879
Distributions to
terminated
participants (349,423) (870,051) (16,806) (570) (887,427) (1,236,850)
Transfers of
participants'
equity:
Fund to fund --- (1,121) 15,653 (14,532) --- ---
Plan to Plan 43,549 40,510 2,026 30 42,566 86,115
Increase in
participants'
equity 1,339,965 4,766,856 713,959 176,972 5,657,787 6,997,752
Participants'
equity at
beginning
of year 12,310,773 23,397,156 762,693 219,652 24,379,501 36,690,274
Participants'
equity at
end of year $13,650,738 $28,164,012 $1,476,652 $396,624 $30,037,288 $43,688,026
The accompanying notes are an integral part
of this schedule.
/TABLE
<PAGE>
<TABLE>
ALLOCATION OF PLAN INCOME AND CHANGES Schedule III
IN PLAN EQUITY TO INVESTMENT PROGRAMS
Year ended December 31, 1991
<CAPTION>
Total
ESOP Deferred Savings Deferred
MDU Stock MDU Stock Vanguard Mellon Savings Total
<S> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends $ 714,117 $ 1,280,275 $ 16,668 $ --- $ 1,296,943 $ 2,011,060
Interest --- --- --- 10,361 10,361 10,361
Capital gains --- --- 1,376 --- 1,376 1,376
Other --- --- (10) (96) (106) (106)
Realized gain
on
distributions 161,224 48,269 275 45 48,589 209,813
Unrealized
appreciation
on
investments 1,702,665 3,564,924 79,096 11,574 3,655,594 5,358,259
2,578,006 4,893,468 97,405 21,884 5,012,757 7,590,763
Contributions:
Employers --
MDU --- 595,947 --- --- 595,947 595,947
Williston
Basin --- 166,909 --- --- 166,909 166,909
Knife River --- 70,850 --- --- 70,850 70,850
--- 833,706 --- --- 833,706 833,706
Employees --
MDU --- 1,017,924 384,480 110,129 1,512,533 1,512,533
Williston
Basin --- 242,298 117,563 43,174 403,035 403,035
Knife River --- 151,112 35,883 10,171 197,166 197,166
--- 1,411,334 537,926 163,474 2,112,734 2,112,734
Total
contri-
butions --- 2,245,040 537,926 163,474 2,946,440 2,946,440
Distributions to
terminated
participants (511,344) (805,569) (5,825) (610) (812,004) (1,323,348)
Transfers of
participants'
equity:
Fund to fund --- 14,669 (5,985) (8,684) --- ---
Plan to Plan (322,935) (506,769) 203 202 (506,364) (829,299)
Increase in
participants'
equity 1,743,727 5,840,839 623,724 176,266 6,640,829 8,384,556
Participants'
equity at
beginning
of year 10,567,046 17,556,317 138,969 43,386 17,738,672 28,305,718
Participants'
equity at
end of year $12,310,773 $23,397,156 $762,693 $219,652 $24,379,501 $36,690,274
The accompanying notes are an integral part
of this schedule.
/TABLE
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To MDU Resources Group, Inc.:
We have audited the accompanying statements of financial condition
of MDU RESOURCES GROUP, INC. TAX DEFERRED COMPENSATION SAVINGS
PLAN as of December 31, 1993 and 1992, and the related statements
of income and changes in participants' equity for each of the
three years in the period ended December 31, 1993. These
financial statements are the responsibility of the Plan
Administrator. 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 financial position of MDU
Resources Group, Inc. Tax Deferred Compensation Savings Plan as of
December 31, 1993 and 1992, and the results of its operations and
the changes in its participants' equity for each of the three
years in the period ended December 31, 1993 in conformity with
generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
schedules are presented for purposes of additional analysis and
are not a required part of the basic financial statements. This
information has been subjected to the auditing procedures applied
in our audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
/s/ ARTHUR ANDERSEN & CO.
ARTHUR ANDERSEN & CO.
Minneapolis, Minnesota
March 18, 1994<PAGE>
Pursuant to the requirements of the Securities Exchange Act of
1934, the Tax Deferred Compensation Savings Plan committee has
duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
MDU RESOURCES GROUP, INC.
TAX DEFERRED COMPENSATION
SAVINGS PLAN
Date: April 12, 1994 By /s/ John A. Schuchart
John A. Schuchart (Chairman)
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the
incorporation of our report included in this Form 11-K, into the
Company's previously filed Registration Statement (Form S-8
No. 33-53896).
/s/ ARTHUR ANDERSEN & CO.
ARTHUR ANDERSEN & CO.
April 12, 1994
Minneapolis, Minnesota,
