FORM 10-K/A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended September 30, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the Transition period from to
Commission file number 1-5129
MOOG INC.
(Exact Name of Registrant as Specified in its Charter)
New York 16-0757636
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
East Aurora, New York 14052-0018
(Address of Principal Executive (Zip Code)
Offices)
Registrant's Telephone Number, Including Area Code: (716)652-2000
Securities registered pursuant to Section 12(b) of the Act:
Name of Each Exchange on
Title of Each Class Which Registered
Class A Common Stock, $1.00 Par Value American Stock Exchange
Class B Common Stock, $1.00 Par Value American Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days.
Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained,
to the best of the registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K.
<PAGE>
The aggregate market value of the Common Stock outstanding and held by non-
affiliates (as defined in Rule 405 under the Securities Act of 1933) of the
registrant, based upon the closing sale price of the Common Stock on the
American Stock Exchange on December 8, 1995 was approximately $72.8
million.
The number of shares of Common Stock outstanding as of the close of
business on the latest practicable date, December 8, 1995 was:
Class A 6,049,538 Class B 1,677,814.
The Documents listed below have been incorporated by reference into this
Annual Report on Form 10-K:
(1) Specific sections of the Annual Report to Shareholders for the
fiscal year ended September 30, 1995 (the "1995 Annual Report")
(2) Specific sections of the Proxy Statement to Shareholders dated
January 10, 1996 (the "1996 Proxy")
<PAGE>
PART IV
Item 14 - Exhibits, Financial
Statement Schedules and
Reports on Form 8-K
3. EXHIBITS
Exhibit No.
24 Consent of Accountants
28 Information, Financial Statements and
Exhibits required by Form 11-K for the
Moog Inc. Savings and Stock Ownership Plan
<PAGE>
SIGNATURE PAGE
The undersigned registrant hereby amends the following
items, financial statements and exhibits of its Annual Report for
its fiscal year ended September 30, 1995 on Form 10-K as set
forth in the pages attached hereto:
To file as Exhibit 28 the
Information, Financial Statements
and Exhibits required by Form 11-K
for the Moog Inc. Savings and Stock
Ownership Plan.
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this amendment to be
signed on its behalf by the undersigned, thereunto duly
authorized.
MOOG INC.
By/s/ William P. Burke
William P. Burke,
Treasurer
Date: June 17, 1996
<PAGE>
MOOG INC.
Index to Exhibits
Exhibit No. Description Page Number
24 Consent of Accountants 6
28 Information, Financial Statements 8
and Exhibits required by Form 11-K
for the Moog Inc. Savings and Stock
Ownership Plan
<PAGE>
Exhibit 24
Consent of Accountants
<PAGE>
CONSENT OF INDEPENDENT AUDITORS
The Board of Directors
Moog Inc.:
We consent to incorporation by reference in the Registration
Statements (No. 33-62968, 33-20069, 33-33958, 33-36722, 33-36721
and 33-57131) on Form S-8 of Moog Inc. of our report dated
March 20, 1996, relating to the statements of net assets
available for benefits of Moog Inc. Savings and Stock Ownership
Plan as of September 30, 1995 and 1994, and the related
statements of changes in net assets available for benefits for
each of the years in the three-year period ended September 30,
1995 which report appears in Amendment No. 1 to the Form 10-K of
Moog Inc. for the year ended September 30, 1995.
KPMG PEAT MARWICK LLP
Buffalo, New York
June 26, 1996
<PAGE>
Exhibit 28
Moog Inc. Savings and Stock Ownership Plan
Financial Statements and Schedules
<PAGE>
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
Financial Statements and Schedules
September 30, 1995, 1994 and 1993
(With Independent Auditors' Report Thereon)
<PAGE>
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
Index
Independent Auditors' Report
Statement of Net Assets Available for Benefits with
Fund Information as of September 30, 1995
Statement of Net Assets Available for Benefits with
Fund Information as of September 30, 1994
Statement of Changes in Net Assets Available for
Benefits with Fund Information for the year
ended September 30, 1995
Statement of Changes in Net Assets Available for
Benefits with Fund Information for the year
ended September 30, 1994
Statement of Changes in Net Assets Available for
Benefits with Fund Information for the year
ended September 30, 1993
Notes to Financial Statements
Schedule
Item 27a - Schedule of Assets Held for
Investment Purposes - September 30, 1995 1
Item 27d - Schedule of Reportable Transactions -
Year ended September 30, 1995 2
* * * * *
<PAGE>
Independent Auditors' Report
The Plan Administrator
Moog Inc. Savings and Stock Ownership Plan:
We have audited the financial statements of Moog Inc. Savings and
Stock Ownership Plan as listed in the accompanying index. 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 Moog Inc. Savings and Stock Ownership
Plan as of September 30, 1995 and 1994, and the changes in net
assets available for benefits for each of the years in the three-
year period ended September 30, 1995, in conformity with
generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion
on the basic financial statements taken as a whole. Supplemental
schedules 1 and 2 are presented for the purpose 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 Income Security Act of
1974. 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 of each fund. The supplemental schedules and fund
information have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in
our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
KPMG Peat Marwick LLP
Buffalo, New York
March 20, 1996
<PAGE>
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
<TABLE>
Statement of Net Assets Available for Benefits
with Fund Information
September 30, 1995
<CAPTION>
Savings Component Stock Ownership Component
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Fixed Money Common AlliedSignal
interest market stock Balanced stock Loan
Assets fund fund fund fund fund fund Allocated Unallocated Total
Investments:
At fair value (note 3):
Money market fund
(cost of $3,667,702) $ - 3,667,702 - - - - - - 3,667,702
Vanguard Windsor fund
(cost of $15,778,090) - - 19,018,933 - - - - - 19,018,933
Fidelity Puritan Fund
(cost of $4,761,670) - - - 5,023,234 - - - - 5,023,234
AlliedSignal, Inc. common
stock (cost of $10,918,736)
(note 1(a)) - - - - 12,423,658 - - - 12,423,658
Employee loans receivable - - - - - 690,800 - - 690,800
Moog Inc. Class A common
stock (cost of $711,676) 895,258 - 895,258
Moog Inc. Class B common
stock (cost of $6,508,043)
(note 6) - - - - - - 6,585,695 1,012,833 7,598,528
At contract value - guaranteed
investment contracts 14,701,126 - - - - - - - 14,701,126
__________ _________ __________ _________ __________ _________ _________ _________ __________
Total investments 14,701,126 3,667,702 19,018,933 5,023,234 12,423,658 690,800 7,480,953 1,012,833 64,019,239
__________ _________ __________ _________ __________ _________ _________ _________ __________
Accrued investment income 361 33 - 250 - 21 - 665
Cash 262,829 5,323 29,193 - 171,971 - 16,444 14 485,774
__________ _________ __________ _________ __________ _________ _________ _________ __________
Total assets 14,964,316 3,673,025 19,048,159 5,023,234 12,595,879 690,800 7,497,418 1,012,847 64,505,678
__________ _________ __________ _________ __________ _________ _________ _________ __________
<PAGE>
Liabilities
Due to broker - - 29,193 - 5 - - - 29,198
Note payable (note 4) - - - - - - - 1,113,652 1,113,652
__________ _________ __________ _________ __________ _______ _________ _________ __________
Total liabilities - - 29,193 - 5 - - 1,113,652 1,142,850
__________ _________ __________ _________ __________ _______ _________ _________ __________
Net assets (deficit)
available for
benefits $14,964,316 3,673,025 19,018,966 5,023,234 12,595,874 690,800 7,497,418 (100,805) 63,362,828
========== ========= ========== ========= ========== ======== ========= ========= ==========
See accompanying notes to financial statements.
</TABLE>
<PAGE>
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
<TABLE>
Statement of Net Assets Available for Benefits
with Fund Information
September 30, 1994
<CAPTION>
Savings Component Stock Ownership Component
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Fixed Money Common AlliedSignal
interest market stock Balanced stock Loan
Assets fund fund fund fund fund fund Allocated Unallocated Total
Investments:
At fair value (note 3):
Money market fund
(cost of $3,370,695) $ - 3,370,695 - - - - - - 3,370,695
Vanguard Windsor fund
(cost of $13,322,533) - - 14,105,974 - - - - - 14,105,974
Fidelity Puritan Fund
(cost of $4,316,890) - - - 4,159,826 - - - - 4,159,826
AlliedSignal, Inc. common
stock (cost of $13,583,438)
(note 1(a)) - - - - 12,141,027 - - - 12,141,027
Employee loans receivable - - - - - 1,122,941 - - 1,122,941
Moog Inc. Class B common
stock (cost of $5,077,290)
(note 6) - - - - - - 4,172,305 1,050,580 5,222,885
At contract value - guaranteed
investment contracts 13,425,910 - - - - - - - 13,425,910
__________ _________ __________ _________ __________ _________ _________ _________ __________
Total investments 13,425,910 3,370,695 14,105,974 4,159,826 12,141,027 1,122,941 4,172,305 1,050,580 53,549,258
Accrued investment income 15 3,915 250 - - - 899 - 5,079
Cash 160 - 40,927 - 65,390 - 785,187 13 891,677
__________ _________ __________ _________ __________ _________ _________ _________ __________
Total assets 13,426,085 3,374,610 14,147,151 4,159,826 12,206,417 1,122,941 4,958,391 1,050,593 54,446,014
__________ _________ __________ _________ __________ _________ _________ _________ __________
<PAGE>
Liabilities
Due to broker - - 40,927 - - - 23 - 40,950
Note payable (note 4) - - - - - - - 1,531,861 1,531,861
__________ _________ __________ _________ __________ _______ _________ _________ __________
Total liabilities - - 40,927 - - - 23 1,531,861 1,572,811
__________ _________ __________ _________ __________ _______ _________ _________ __________
Net assets (deficit)
available for
benefits $13,426,085 3,374,610 14,106,224 4,159,826 12,206,417 1,122,941 4,958,368 (481,268) 52,873,203
========== ========= ========== ========= ========== ======== ========= ========= ==========
See accompanying notes to financial statements.
</TABLE>
<PAGE>
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
<TABLE>
Statement of Changes in Net Assets
Available for Benefits with Fund Information
Year ended September 30, 1995
<CAPTION>
Savings Component Stock Ownership Component
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Fixed Money Common AlliedSignal
interest market stock Balanced stock Loan
Assets fund fund fund fund fund fund Allocated Unallocated Total
Employee contributions $ 1,223,866 322,955 1,838,051 715,626 - - 1,320,163 - 5,420,661
Employer contributions - 6,886 - - - - - 676,515 683,401
Employee rollover
Contributions 4,464 - - - - - - - 4,464
____________ _________ __________ _________ __________ _________ _________ _________ __________
Total contributions 1,228,330 329,841 1,838,051 715,626 - - 1,320,163 676,515 6,108,526
____________ _________ __________ _________ __________ _________ _________ _________ __________
Investment income:
Interest 834,797 201,777 2,298 75 36,960 - 7,327 - 1,083,234
Dividends - - - - 246,422 - - - 246,422
Net appreciation in fair
value of investments,
including realized gains
and losses - - 3,888,055 613,440 3,129,891 - 971,259 162,970 8,765,615
____________ _________ __________ _________ __________ _________ _________ _________ __________
Net investment
income 834,797 201,777 3,890,353 613,515 3,413,273 - 978,586 162,970 10,095,271
____________ _________ __________ _________ __________ _________ _________ _________ __________
Total additions 2,063,127 531,618 5,728,404 1,329,141 3,413,273 - 2,298,749 839,485 16,203,797
Distributions (1,284,148) (422,948) (787,612) (506,668) (2,252,053) - (363,833) - (5,617,262)
Interest expense - - - - - - - (96,910) (96,910)
Transfers among funds and
loan repayments 759,252 189,745 (28,050) 40,935 (771,763) (432,141) 604,134 (362,112) -
____________ _________ __________ _________ __________ _________ _________ _________ __________
Increase (decrease) in
net assets available
for benefits 1,538,231 298,415 4,912,742 863,408 389,457 (432,141) 2,539,050 380,463 10,489,625
<PAGE>
Net assets (deficit)
available for benefits:
Beginning of year 13,426,085 3,374,610 14,106,224 4,159,826 12,206,417 1,122,941 4,958,368 (481,268) 52,873,203
____________ _________ __________ _________ __________ _________ _________ _________ __________
End of year $ 14,964,316 3,673,025 19,018,966 5,023,234 12,595,874 690,800 7,497,418 (100,805) 63,362,828
============ ========= ========== ========= ========== ========= ========= ========= ==========
</TABLE>
See accompanying notes to financial statements.
<PAGE>
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
<TABLE>
Statement of Changes in Net Assets
Available for Benefits with Fund Information
Year ended September 30, 1994
<CAPTION>
Savings Component Stock Ownership Component
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Fixed Money Common AlliedSignal
interest market stock Balanced stock Loan
Assets fund fund fund fund fund fund Allocated Unallocated Total
Employee contributions $ 1,086,729 278,066 1,655,861 435,805 - - 608,839 - 4,065,300
Employer contributions - - - - - - - 193,559 193,559
Employee rollover
Contributions 2,318 - 2,317 - - - - - 4,635
Transfer of assets acquired
from another plan
(note 1(a)) 2,691,105 427,299 1,514,818 2,330,115 13,691,533 1,214,068 647,949 - 22,516,887
____________ _________ __________ _________ __________ _________ _________ _________ __________
Total contributions 3,780,152 705,365 3,172,996 2,765,920 13,691,533 1,214,068 1,256,788 193,559 26,780,381
____________ _________ __________ _________ __________ _________ _________ _________ __________
Investment income (loss):
Interest 593,234 112,638 2,802 4 - - 3,969 - 712,647
Dividends - - - - 65,389 - - - 65,389
Net appreciation (depreciation)
in fair value of investments,
including realized gains
and losses - - 383,643 21,687 (1,550,505) - 1,161,657 342,945 359,427
____________ _________ __________ _________ __________ _________ _________ _________ __________
Net investment
income (loss) 593,234 112,638 386,445 21,691 (1,485,116) - 1,165,626 342,945 1,137,463
____________ _________ __________ _________ __________ _________ _________ _________ __________
Total additions 4,373,386 818,003 3,559,441 2,787,611 12,206,417 1,214,068 2,422,414 536,504 27,917,844
Distributions (441,742) (118,408) (235,054) (42,606) - - (139,085) - (976,895)
Interest expense - - - - - - - (81,169) (81,169)
Transfers among funds and
loan repayments (1,352,381) (442,600) 361,762 1,414,821 - (91,127) 208,462 (98,937) -
____________ _________ __________ _________ __________ _________ _________ _________ __________
<PAGE>
Increase in net assets
available for benefits 2,579,263 256,995 3,686,149 4,159,826 12,206,417 1,122,941 2,491,791 356,398 26,859,780
Net assets (deficit)
available for benefits:
Beginning of year 10,846,822 3,117,615 10,420,075 - - - 2,466,577 (837,666) 26,013,423
____________ _________ __________ _________ __________ _________ _________ _________ __________
End of year $ 13,426,085 3,374,610 14,106,224 4,159,826 12,206,417 1,122,941 4,958,368 (481,268) 52,873,203
============ ========= ========== ========= ========== ========= ========= ========= ==========
See accompanying notes to financial statements.
</TABLE>
<PAGE>
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
<TABLE>
Statement of Changes in Net Assets
Available for Benefits with Fund Information
Year ended September 30, 1993
<CAPTION>
Savings Component Stock Ownership Component
<S> <C> <C> <C> <C> <C> <C>
Fixed Money Common
Interest market stock
fund fund fund Allocated Unallocated Total
Employee contributions $ 1,373,654 402,948 1,257,383 299,212 -- 3,333,197
Employer contributions -- -- -- -- 213,840 213,840
___________ _________ __________ _________ __________ __________
Total contributions 1,373,654 402,948 1,257,383 299,212 213,840 3,547,037
___________ _________ __________ _________ __________ __________
Investment income:
Interest 648,965 102,467 1,246 273 -- 752,951
Change in net unrealized appreciation
in fair value of investments -- -- 2,107,081 704,145 263,185 3,074,411
___________ _________ __________ _________ __________ __________
Investment income 648,965 102,467 2,108,327 704,418 263,185 3,827,362
___________ _________ __________ _________ __________ __________
Total additions 2,022,619 505,415 3,365,710 1,003,630 477,025 7,374,399
Distributions (585,317) (285,021) (384,831) (78,922) -- (1,334,091)
Interest expense -- -- -- -- (66,784) (66,784)
Transfers among funds (233,777) (320,924) 548,780 89,171 (83,250) --
___________ _________ __________ _________ __________ __________
Increase (decrease) in net assets available
for benefits 1,203,525 (100,530) 3,529,659 1,013,879 326,991 5,973,524
Net assets (deficit) available for
benefits:
Beginning of year 9,643,297 3,218,145 6,890,416 1,452,698 (1,164,657) 20,039,899
___________ _________ __________ _________ __________ __________
End of year $10,846,822 3,117,615 10,420,075 2,466,577 (837,666) 26,013,423
=========== ========= ========== ========= ========== ==========
See accompanying notes to financial statements.
<PAGE>
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
Notes to Financial Statements
September 30, 1995, 1994 and 1993
(1) Description of Plan
The following is a brief description of the Moog Inc.
Savings and Stock Ownership Plan (the Plan) and is
provided for general information purposes only.
Participants should refer to the Plan agreement for
more complete information.
(a) General
The Plan is a defined contribution plan sponsored by
Moog Inc. (the Company). The Plan is subject to the
provisions of the Employee Retirement Income Security
Act of 1974 (ERISA). The Plan has separate savings and
stock ownership components.
On June 17, 1994, the Company acquired the hydraulic
and mechanical actuation product lines of AlliedSignal
Inc. (Allied). Pursuant to the terms of the
acquisition agreement, the employees of Allied became
participants in the Plan (the Allied Participants) as
of that date and were given credit for their past
service with Allied for the purpose of Plan
eligibility.
Effective July 1, 1994 the assets of Allied's
retirement plan (Allied's Plan) related to the vested
benefits of Allied Participants were transferred to the
Plan. The allocation of these funds within the Plan
was as directed by the Allied Participants. Although
the Plan has no provision for participant loans, it
agreed to accept the loans outstanding in Allied's Plan
related to the Allied Participants. These loans will
be repaid in accordance with their original terms as
established by the Allied Plan.
(b) Eligibility
All domestic employees of the Company with one year of
service are eligible to participate in the Plan.
(c) Contributions
Each eligible employee may make voluntary pre-tax
contributions to the Plan in the form of a 1% to 20%
salary reduction subject to Internal Revenue Code (IRC)
limits. Contributions are directed by the participant
among the available investment options (note 3).
<PAGE>
The Company matches 25% (the Company Match) of employee
contributions allocated towards the purchase of Company
common stock. The Company Match may be paid in cash or
shares of Company common stock. Shares of Company
common stock used to satisfy the Company Match may be
obtained through unallocated shares owned by the Plan.
The Company also contributes in cash an amount
sufficient to service the Stock Ownership Component's
note payable (note 6).
(d) Participants' Accounts
A separate account is maintained for each Plan
participant. Investment income is credited to each
participant's account in proportion to the average
balance of the account to the total average fund
balance. Participants' accounts are fully and
immediately vested. In the event of termination of
service, a participant, or his or her beneficiary, is
paid 100% of the vested account balance. Participants
may transfer all or part of their accounts among
investment options except that no funds may be
transferred from the Moog Stock Fund or between the
Fixed Interest Fund and Money Market Fund.
The total number of employees participating in the plan
as of September 30, 1995 and 1994 was 2,139 and 2,260,
respectively.
(e) Administrative Expenses
Costs of administering the Plan are paid by the
Company.
(2) Summary of Significant Accounting Policies
Investments in the money market, common stock and
balanced funds are reported at fair value based on the
quoted per share price of the underlying mutual funds.
Investments in Allied and Company stock are reported at
fair value determined by reference to quoted market
prices.
The investment in the fixed interest fund is reported
at contract value which represents the cost of the
underlying investment contracts plus interest and less
withdrawals.
Purchases and sales of securities are reported on a
"trade date" basis.
<PAGE>
(3) Investments
Plan assets are held and managed by Mellon Bank N.A.,
the Plan trustee. A description of the assets of the
Plan follows:
Savings Component
(a) Fixed Interest Fund - Guaranteed investment contracts
with insurance companies providing for interest at
fixed rates. At September 30, 1995 and 1994, the Fund
is comprised as follows:
September 30
1995 1994
John Hancock Group Annuity Contract,
5.1% guaranteed investment contract
maturing December 1996 $4,584,916 6,746,798
Allstate Life Insurance, 5.48%
guaranteed investment contract
maturing in December 1996 2,653,690 2,810,149
CNA Life Insurance Co., 8.0%
guaranteed investment
contract maturing in January 1998 7,462,520 -
NY Life Insurance, 5.8% guaranteed
investment contract which matured
in January 1995 - 3,868,963
___________ __________
$14,701,126 13,425,910
=========== ==========
(b) Money Market Fund - Common trust fund invested in
short-term money market instruments such as U.S.
Treasury bills and insured certificates of deposit with
major banks.
(c) Common Stock Fund - 1,174,008 and 997,594 shares at
September 30, 1995 and 1994, respectively, of the
Vanguard Windsor Fund, a professionally managed,
diversified common equity mutual fund.
(d) Balanced Fund - 299,358 and 270,998 shares at
September 30, 1995 and 1994, respectively, of the
Fidelity Puritan Fund, a professionally managed,
diversified mutual fund with a balanced investment
portfolio. This investment option became available in
1994.
(e) AlliedSignal Stock Fund - 281,556 and 355,781 shares at
September 30, 1995 and 1994, respectively, of
AlliedSignal, Inc. common stock. This fund resulted
from the transfer of assets for Allied Participants and
is not an investment option for Plan participants.
<PAGE>
(f) Loan Fund - Loans outstanding from Allied participants
(note 1).
Stock Ownership Component
(a) Moog Inc. Class A Common Stock - 63,947 shares at
September 30, 1995 allocated to participant accounts.
(b) Moog Inc. Class B Common Stock maintained as follows:
(i) The trustee holds 435,413 and 311,948
allocated shares at September 30, 1995 and
1994, respectively.
(ii) Stock not yet allocated to employees
(unallocated). The trustee holds 66,969 and
78,548 unallocated shares at September 30,
1995 and 1994, respectively for eventual
allocation (note 4).
At September 30, 1995 each of the Savings Component
investment funds and the Stock Component comprise more than
5% of the Plan's net assets available for benefits.
(4) Employee Stock Ownership Loan
The Company may loan monies to the Plan for the purpose of
acquiring Company common stock. The common stock acquired
is used to provide shares for eventual allocation.
Repayment of loans are funded by Company contributions based
on a formula related to the number of shares allocated to
participants annually and funds provided by employee
contributions. Additional loans made in 1995 were $363,833.
Loan repayments in 1995 and 1994 were $782,043 and $112,390,
respectively The interest rate on the loan is equal to the
rate on the Company's revolving debt (approximately 7.9% at
September 30, 1995).
(5) Federal Income Taxes
The Internal Revenue Service has issued a determination
letter that the Plan qualifies under the provisions of
Section 401(a) of the Internal Revenue Code and is,
therefore, exempt from Federal income taxes under Section
501(a) of the Code. The Plan sponsor has represented that
since the date of the determination letter, the Plan has
operated in conformance with applicable laws and regulations
to maintain its tax qualified status.
Participants are not subject to Federal income tax on any
contributions allocated to their accounts under the Plan, or
the earnings thereon, until the accounts are withdrawn or
distributed. However, savings contributions are considered
part of a participant's taxable wage base for purposes of
FICA contributions.
<PAGE>
(6) Plan Termination
Although it has not expressed any intent to do so, the
Company has the right under the Plan to discontinue its
contributions at any time and to terminate the Plan subject
to the provisions of ERISA.
Upon termination, the Company will instruct the trustee to
either continue the management of the trust's assets or
liquidate the trust and distribute the assets to the
participants.
<PAGE>
Schedule 1
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
September 30, 1995
Fair or
contract
Identity of issue Description Cost value
Fixed Interest Fund:
John Hancock Group 5.1% guaranteed investment
Annuity Contract contract maturing in
December 1996 $4,584,916 4,584,916
Allstate Life Insurance 5.48% guaranteed investment
Guaranteed Investment contract maturing in
Contract December 1996 2,653,690 2,653,690
CNA Insurance Co. 8.0% guaranteed investment
Guaranteed contract maturing in
Investment Contract January 1998 7,462,520 7,462,520
__________ __________
Total Fixed Interest Fund 14,701,126 14,701,126
Money market fund Mellon Bank* Temporary
Investment Fund 3,667,702 3,667,702
Common stock fund 1,174,008 shares of
Vanguard Windsor Fund 15,778,090 19,018,933
Balanced Fund 299,358 shares of Fidelity
Puritan Fund 4,761,670 5,023,234
AlliedSignal, Inc. 281,556 common shares 10,918,736 12,423,658
Loan Fund Employee loans receivable 690,800 690,800
Moog Inc.* 63,947 Class A common
shares 711,676 895,258
Moog Inc.* 502,382 Class B common
shares 6,508,043 7,598,528
__________ __________
Total investments $57,737,843 64,019,239
========== ==========
*Person named is a party-in-interest.
<PAGE>
Schedule 2
MOOG INC. SAVINGS
AND STOCK OWNERSHIP PLAN
</TABLE>
<TABLE>
Item 27d - Schedule of Reportable Transactions
Year ended September 30, 1995
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Expense Current value
incurred Cost of asset on Net
Identity of Purchase Selling Lease with of transaction gain
party involved Description of asset price price rental transaction asset date (loss)
Fidelity Puritan Fund Mutual fund shares $ 927,609 -- -- -- --
Fidelity Puritan Fund Mutual fund shares -- 677,642 -- -- 683,388 677,642 (5,746)
Mellon Bank, N.A.* Mutual fund shares 7,494,315 -- -- -- -- -- --
Mellon Bank N.A.* Mutual fund shares -- 7,805,817 -- -- 7,805,817 7,805,817 --
Vanguard Windsor Fund Mutual fund shares 2,090,865 -- -- -- -- -- --
Vanguard Windsor Fund Mutual fund shares -- 1,065,960 -- -- 996,231 1,065,960 69,729
AlliedSignal, Inc. Common Stock 664,638 -- -- -- -- -- --
AlliedSignal, Inc. Common stock -- 2,594,581 -- -- 2,442,054 2,594,581 152,527
Moog Inc. Class B common shares 1,444,999 -- -- -- -- -- --
Moog Inc. Class B common shares -- 6,099 -- -- 5,844 6,099 255
Moog Inc. Class A common shares 737,558 -- -- -- -- -- --
Moog Inc. Class A common shares -- 32,091 -- -- 25,882 32,091 6,209
CNA Insurance Co Guaranteed investment
contracts 7,522,804 -- -- -- -- -- --
CNA Insurance Co Guaranteed investment
contracts -- 440,619 -- -- 440,619 440,619 --
John Hancock Guaranteed investment
contracts 242,469 -- -- -- -- -- --
John Hancock Guaranteed investment
contracts -- 2,661,097 -- -- 2,661,097 2,661,097 --
NY Life Guaranteed investment
contracts -- 3,921,273 -- -- 3,921,273 3,921,273 --
========== ========= ======= ======== ========= ========= ========
</TABLE>
*Person named is a party-in-interest.
<PAGE>
