SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1993
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or
___ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to .
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Commission file number 1-8483
MOLYCORP INC. 401(k) RETIREMENT SAVINGS PLAN
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(Full title of the plan)
UNOCAL CORPORATION
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1201 West Fifth Street, Los Angeles, California 90017
(Name of issuer of the securities held pursuant to the
Plan and the address of its principal executive office)
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INDEX TO FINANCIAL STATEMENTS OF
MOLYCORP INC. 401(k) RETIREMENT SAVINGS PLAN
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The following financial statements reflect the status of the Molycorp
Inc. 401(k) Retirement Savings Plan as of December 31, 1993 and 1992, and
the results of its transactions for each of the three years in the period
ended December 31, 1993.
Page Number
Statements included herein:
Report of Independent Accountants 1
Statement of Financial Condition 2
Statement of Income and Changes in Plan Equity 3
Notes to Financial Statements 4 & 5
Schedules I, II and III are omitted because the subject matter did not
exist or the required information is given in the financial statements or
notes to financial statements.
REPORT OF INDEPENDENT ACCOUNTANTS
---------------------------------
The Administrative Committee of Molycorp Inc. 401(k) Retirement Savings
Plan:
We have audited the accompanying statement of financial condition of
the Molycorp Inc. 401(k) Retirement Savings Plan (the "Plan") as of
December 31, 1993 and 1992, and the related statement of income and changes
in plan equity for each of the three years in the period ended December 31,
1993. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial condition of the Plan as of
December 31, 1993 and 1992, and the results of its transactions for each of
the three years in the period ended December 31, 1993, in conformity with
generally accepted accounting principles.
/s/COOPERS & LYBRAND
------------------------
COOPERS & LYBRAND
June 24, 1994
Los Angeles, California
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MOLYCORP INC. 401(k) RETIREMENT SAVINGS PLAN
STATEMENT OF FINANCIAL CONDITION
<TABLE>
<CAPTION>
At December 31, 1993
-----------------------------------
Unocal GIC Fidelity Total
Stock
----- ------- -------- --------
<S> <C> <C> <C> <C>
Plan Assets and Liabilities
Investments in securities:
- - - at market value $80,141 $43,260 $43,688 $167,089
Funds for investment:
Cash and cash equivalents - 4 4,267 4,271
Accrued income 4 239 5 248
Receivables from
members' contributions 668 1,541 6,622 8,831
------- ------ ------ -------
672 1,784 10,894 13,350
Less: amounts payable for shares
purchased and withdrawals of cash 967 237 - 1,204
------- ------ ------- --------
Total funds for investment (295) 1,547 10,894 12,146
-------- ------- -------- ---------
Plan Equity $79,846 $44,807 $54,582 $179,235
======= ======= ======= =========
</TABLE>
<TABLE>
<CAPTION>
At December 31, 1993
-----------------------------------
Unocal GIC Fidelity Total
Stock
----- ------- -------- --------
<S> <C> <C> <C> <C>
Plan Assets and Liabilities
Investments in securities:
- - - at market value $45,900 $30,546 $19,580 $96,026
Funds for investment:
Cash and cash equivalents 2,213 967 817 3,997
Accrued income 2 179 580 761
Receivables from
members' contributions 2,189 1,418 166 3,773
----- ------ ------ -------
4,404 2,564 1,563 8,531
Less: amounts payable for shares
purchased and withdrawals of cash - 2,925 580 3,505
------- ------- ------ -------
Total funds for investment 4,404 (361) 983 5,026
-------- -------- ------- ---------
Plan Equity $50,304 $30,185 $20,563 $101,052
======== ======= ======= ==========
(See Notes to Financial Statements)
</TABLE>
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<PAGE>
MOLYCORP INC. 401(k) RETIREMENT SAVINGS PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
<TABLE>
<CAPTION>
For the Year Ended December 31, 1993
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Unocal GIC Fidelity Total
Stock
----- ------- -------- --------
<S> <C> <C> <C> <C>
Investment income:
Cash dividends $1,693 $2,467 $4,365 $8,525
Interest income 56 25 24 105
------- ------ ------- -------
Total investment income 1,749 2,492 4,389 8,630
Net appreciation in market value 4,498 - 763 5,261
Member contributions 26,471 17,947 32,009 76,427
Distributions (3,176) (5,817) (3,142) (12,135)
--------- -------- ------- ----------
Net increase for the year 29,542 14,622 34,019 78,183
Plan equity at beginning of year 50,304 30,185 20,563 101,052
-------- ------- ------- --------
Plan equity at end of year $79,846 $44,807 $54,582 $179,235
======= ======= ======= =========
</TABLE>
<TABLE>
<CAPTION>
For the Year Ended December 31, 1993
-------------------------------------------
Unocal GIC Fidelity Total
Stock
----- ------- -------- --------
<S> <C> <C> <C> <C>
Investment income:
Cash dividends $ 940 $ 1,678 $ 1,664 $ 4,282
Interest income 115 78 55 248
------ ------ ------ --------
Total investment income 1,055 1,756 1,719 4,530
Net appreciation in market value 2,630 - 277 2,907
Member contributions 29,128 21,124 9,518 59,770
Distributions (9,865) (16,252) (444) (26,561)
--------- --------- -------- ---------
Net increase for the year 22,948 6,628 11,070 40,646
Plan equity at beginning of year 27,356 23,557 9,493 60,406
-------- ------- -------- ---------
Plan equity at end of year $50,304 $30,185 $20,563 $101,052
======= ======= ======= ========
</TABLE>
<TABLE>
<CAPTION>
For the Year Ended December 31, 1993
-------------------------------------------
Unocal GIC Fidelity Total
Stock
----- ------- -------- --------
<S> <C> <C> <C> <C>
Investment income:
Cash dividends $ 90 $ 435 $ - $ 525
Interest income 185 226 189 600
----- ----- ----- ------
Total investment income 275 661 189 1,125
Net appreciation (depreciation)
in market value (838) - 34 (804)
Member contributions 28,329 24,177 9,596 62,102
Distributions (410) (1,281) (326) (2,017)
-------- ------- ------- --------
Net increase for the year 27,356 23,557 9,493 60,406
Plan equity at beginning of year - - - -
-------- ------- ------ --------
Plan equity at end of year $27,356 $23,557 $9,493 $60,406
======= ======= ======= ========
</TABLE>
(See Notes to Financial Statements)
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<PAGE>
MOLYCORP INC. 401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
GENERAL
THE PLAN
The Molycorp Inc. 401(k) Retirement Savings Plan (the "Plan") is
sponsored by Molycorp Inc. (the "Company"), an indirect wholly-owned
subsidiary of Unocal Corporation. The Plan provides for voluntary
contributions by Members. The Plan was effective as of January 1, 1991.
Each individual participant is allowed to choose how their funds are
invested. The funds contributed may be invested in a guaranteed investment
contract ("GIC") fund, Fidelity Puritan Mutual Fund (Fidelity), common
stock of Unocal Corporation (Unocal Stock), or any combination of the
above. All funds remain with the Trustee for the exclusive benefit of
Plan participants until distributed to Members after termination of
employment. The Plan is subject to certain provisions of the Employee
Retirement Income Security Act of 1974 (ERISA) as a defined contribution
plan.
Voluntary Member contributions to the Plan are made on a pre-tax basis
and cannot exceed 15% of an employee's base pay.
Other information regarding the Plan can be found in the Molycorp Inc.
401(k) Retirement Savings Plan booklet dated April 1, 1991.
FEDERAL INCOME TAX CONSEQUENCES
The Plan meets the requirements of Section 401(a) of the Internal
Revenue Code of 1986, as amended (the "Code"). The Trust established
thereunder is entitled to exemption under the provisions of the Code;
therefore, the Plan is not required to pay any federal income taxes.
Earnings of the Plan will not be taxable to Members prior to a withdrawal
from the Plan.
PLAN TERMINATION
The Company expects to continue the Plan indefinitely but, as future
conditions cannot be foreseen, the Company may at any time or from time to
time amend or terminate the Plan in whole or part, subject to the
requirements of ERISA and other applicable laws. An amendment may affect
present as well as future Members, but may not diminish the account of any
Member existing on the effective date of such amendment. The Company has
no present intent to terminate the Plan.
OTHER
In the Statement of Income and Changes in Plan Equity, the net
appreciation (depreciation) in the fair value of Plan investments consists
of the realized gains or losses and unrealized appreciation (depreciation)
on those investments.
Member contributions also include an insignificant amount of transfers
between funds in addition to amounts paid into the Plan by Members.
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MOLYCORP INC. 401(k) RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 1 - Investments in Securities
The investment in Unocal Corporation common stock is valued at the
closing price as reported for the New York Stock Exchange Composite
Transactions.
At December 31
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1993 1992
------- ------
Number of shares of Unocal stock
held by the Plan 2,875 1,800
Cost:
Aggregate amount $75,362 $44,952
Average per share $26.213 $24.973
Market value:
Aggregate amount $80,141 $45,900
Price per share $27.875 $25.500
On June 15, 1994, the closing market price for Unocal common stock
was $28.50 per share.
Other investments subject to market prices
At December 31
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1993 1992
------- -------
Fidelity Puritan Fund
Cost $43,233 $19,299
Market value $43,688 $19,580
For the GIC fund, the cost approximates market value because the
contract is written for a specific rate of return and is not subject
to market fluctuations.
Note 2 - Net Appreciation of Investment in Securities
Unocal Fidelity
Stock Fund
--------- ---------
Unrealized appreciation (depreciation) at
December 31, 1991 $ (838) $ 34
Net increase during 1992 1,786 247
--------- -------
Unrealized appreciation at December 31, 1992 948 281
Net increase during 1993 3,746 173
-------- --------
Unrealized appreciation at December 31, 1993 $4,694 $454
For shares distributed in 1993, realized appreciation totaled $752 and
$590 for Unocal Corporation common stock and the Fidelity fund,
respectively.
During the period January 1, 1994 through June 15, 1994, the market
value of the Unocal Corporation common stock held at December 31, 1993
increased by $1,797.
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Committee appointed by the Board of Directors of the Company to
administer the Plan has duly caused this Annual Report to be signed by
the undersigned thereunto duly authorized.
MOLYCORP INC. 401(k) RETIREMENT SAVINGS PLAN
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(Name of Plan)
By: CHARLES S. MCDOWELL
----------------------
(Charles S. McDowell, Member,
Administrative Committee of
Molycorp Inc. 401 (k) Retirement
Savings Plan)
Date June 29, 1994
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