FORM 8
AS LAST AMENDED SEPTEMBER 26, 1949
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 20549
AMENDMENT TO APPLICATION OR REPORT
FILED PURSUANT TO SECTION 12, 13, OR 15(D) OF THE SECURITIES
EXCHANGE ACT OF 1934
CBT CORPORATION
EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER
AMENDMENT NO 1
THE UNDERSIGNED REGISTRANT HEREBY AMENDS THE FOLLOWING ITEMS, FINANCIAL
STATEMENTS, EXHIBITS OR OTHER PORTIONS OF ITS ANNUAL REPORT ON FORM
10-K AS SET FORTH IN THE PAGES ATTACHED HERETO:
1. FINANCIAL STATEMENT AND NOTES TO FINANCIAL STATEMENTS
OF CBT CORPORATION RETIREMENT, SAVINGS AND PROFIT
SHARING PLAN FOR THE YEAR ENDED DECEMBER 31, 1993.
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
REGISTRANT
BY
EDDIE L HOLMAN
VICE PRESIDENT AND SECRETARY
DATE
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON DC 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 COMMISSION FILE NUMBER
0-16878 CBT RETIREMENT, SAVINGS AND PROFIT SHARING PLAN
CBT CORPORATION
333 BROADWAY
PADUCAH KY 42001
TABLE OF CONTENTS
PAGE
FINANCIAL STATEMENTS AND
ACCOMPANYING FOOTNOTES 1-14
SIGNATURES 15
EXHIBITS 16
CBT CORPORATION
RETIREMENT, SAVINGS AND PROFIT SHARING PLAN
______________
FINANCIAL STATEMENTS
DECEMBER 31, 1993 AND 1992
Independent Auditor's Report
To the Administrative Committee of
CBT Corporation Retirement, Savings
and Profit Sharing Plan
We have audited the accompanying statements of net assets
available for benefits of CBT Corporation Retirement,
Savings and Profit Sharing Plan as of December 31, 1993 and
1992, 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
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.Thosestandards 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
the administrator, 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 as of December 31, 1993
and 1992, and the changes in net assets available for
benefits for the years then ended in conformity with
generally accepted accounting principles.
March 25, 1994
<TABLE>
CBT CORPORATION RETIREMENT, SAVINGS AND PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1993
ASSETS
1993 1992
<S> <C> <C>
Investments, at market (cost $4,239,727
in 1993 and $2,875,709 in 1992 - Note 3) $4,613,715 $ 2,904,540
Receivables
Employer contributions, net 1,395 167
Accrued interest and dividends 10,843 20,191
Due from CBT Corporation Money Purchase
Pension Plan 2,900
Cash and cash equivalents 1,825,919 3,005,418
Other - Unallocated Insurance Contracts
Aetna Variable Fund 317,235 243,312
Aetna Fixed Fund 910,828 1,072,177
7,682,835 7,245,805
LIABILITIES
Liability for call options (Note 5) 21,623
Other liabilities 161 18,076
161 39,699
NET ASSETS AVAILABLE FOR BENEFITS $7,682,674 $7,206,106
See notes to financial statements
</TABLE>
<TABLE>
CBT CORPORATION RETIREMENT, SAVINGS AND PROFIT SHARING PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31
Additions 1993 1992
<S> <C> <C>
Contributions:
Employer $293,539 $297,012
Employee 370,024 321,610
Investment income:
Net unrealized appreciation in fair
value of investments 323,963 123,510
Interest and dividends 237,473 292,777
Investment gains (losses), including
capital gain distributions 299,249 64,621
Total additions 1,524,248 1,099,530
Deductions
Benefits to participants 1,047,680 542,845
Net additions 476,568 556,685
Net assets available for benefits:
Beginning of period 7,206,106 6,649,421
END OF PERIOD $7,682,674 $7,206,106
See notes to financial statements
</TABLE>
CBT CORPORATION RETIREMENT, SAVINGS AND PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
Note 1 - Plan Description:
Retirement, Savings and Profit Sharing Plan (the Plan) for
eligible employees of CBT Corporation and its subsidiary companies.
The Plan was amended and restated effective January 1, 1989.
The eligible employees of Citizens Bank and Trust Company
(a wholly-owned subsidiary) and Fidelity Credit Corporation
(a wholly-owned subsidiary) participate with CBT Corporation in the Plan.
The following brief description of the Plan is provided for general
information purposes only. Participants should refer to the Plan
Agreement for more complete information.
General
The Plan is a defined contribution plan (profit
sharing/thrift) covering those persons employed on
the date the Plan was adopted, and subsequent employees
who complete 1,000 hours of service. It is subject
to the provisions of the Employee Retirement Income
Security Act of 1974 (ERISA).
Contributions
Each participant may enter into a salary redirection
agreement whereby the
Company redirects to the participant's account in the
Plan an amount not to
exceed the lesser of (i) 11 percent of the
participant's base salary or (ii) the
maximum amount allowable pursuant to Section 402(g)
of the Internal Revenue
Code, as amended. A matching contribution equal to
one-half of the amount
redirected to the participant's account, not to
exceed 3 percent of the participant's
base salary, is made by the Company for qualifying
participants who are employed
on the last business day of June or December or who
have died, become disabled or
retired during the immediately preceding six month
period. An additional
discretionary contribution as determined by the Board
of Directors may be made by
the Company and is allocated to qualifying
participants in the ratio that each
qualifying participant's base salary for the year
bears to the total base salary of all
qualifying participants for the year.
Investment Accounts
Each valuation date, the participant may elect for
his account to be invested in
either of five investment funds under the Plan. At
December 31, 1993, the
investment funds are the CBT Money Market Fund, the
CBT Strategic Fund, the
Aetna Fixed Account Fund, the Aetna Stock Fund, and
the CBT Stock Fund. The
participant may elect to invest his account balance
in any one or all of the five
investment funds in whole increments of 10 percent or
25 percent (see Note 7).
CBT CORPORATION RETIREMENT, SAVINGS AND PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
Note 1 - Plan Description:
Vesting
The participant is vested immediately in rollover contributions and
deferred compensation contributions. Matching and discretionary Company
contributions will become vested based on years of service.
Company contributions are vested in accordance with the
following schedule:
<TABLE>
Years of Service Percentage
<S> <C>
Less than 2 0%
2, but less than 3 25%
3, but less than 4 50%
4, but less than 5 75%
5 or more 100%
</TABLE>
Participant Accounts
Each participant's account is credited with the participant's
contribution and an allocation of (a) the Company's contribution;
(b) Plan earnings; and (c) forfeitures of terminated
participants' nonvested accounts. Allocations are based
on participant earnings or account balances, as defined.
The benefit to which a participant is entitled is the benefit that
can be provided from the participant's account.
Payment of Benefits
On termination of service, a participant may elect to
receive either a lump-sum distribution
equal to the value of his or her account, installments
over a ten-year period, or a
combination of the lump-sum and installment distribution.
Administrative Expenses
All administrative expenses related to the Plan were paid
by the Company during the years ended December 31, 1993 and 1992.
Note 2 - Accounting Policies:
Investments are stated at their quoted market price, if available.
Investments that have no quoted market price represent estimated fair value.
Gains and losses on the sale of investments are computed on the specific
identification method.
Unallocated insurance contracts are stated at their quoted
market price.
CBT CORPORATION RETIREMENT, SAVINGS AND PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
<TABLE>
Note 3 - Investments:
The following table presents the cost and market value of
investments at December 31, 1993 and 1992.
1993 1992
Description Cost Market Cost Market
<S> <C> <C> <C> <C>
U. S. Government bonds
and notes $805,349 $847,931
Corporate bonds and note 149,536 165,568
Common stock 1,104,100 1,376,608 1,377,626 1,343,235
Convertible preferred
stock 51,723 54,250
Mutual funds 3,135,627 3,237,107 169,217 157,663
Common/collective trust 322,258 335,893
$4,239,727 $4,613,715 $2,875,709 $2,904,540
</TABLE>
Individual investments that represent 5 percent or more of
the Plan's net assets at December 31, 1993 and 1992, were:
<TABLE>
1993: Cost Market
<S> <C> <C>
CBT Corporation; 32,252 shares $951,587 $1,217,513
1992:
CBT Corporation; 14,292 shares $336,503 $400,176
</TABLE>
Note 4 - Determination Letter:
The Plan obtained its latest determination letter on July
29, 1985, in which the Internal Revenue service stated that
the Plan, as then designed, was in compliance with the
applicable requirements of the Internal Revenue Code. The
Plan has been amended since receiving the determination
letter. However, the Plan Administrator and the Plan's tax
counsel believe that the Plan is currently designed and
operated in compliance with the applicable requirements of
the Internal Revenue Code. Therefore, they believe that the
Plan was qualified and the related trust was tax-exempt as
of December 31, 1992 and 1993.
Note 5 - Liability for Call Options:
Proceeds of $24,999 were received from covered call options
on common stock written during 1992. The related market
value of these options was $21,623 at December 31, 1992.
There were no call options open at December 31, 1993.
Note 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. In the event of Plan
termination, participants will become 100 percent vested in
their accounts.
<TABLE>
CBT CORPORATION RETIREMENT, SAVINGS AND PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
Note 7 - Investment Account Activity:
The following is a summary of the net assets and changes in
net assets for each investment fund as of and for the years
ended December 31, 1993 and 1992.
CBT Money CBT Aetna Aetna CBT
Market Strategic Stock Fixed Stock Totals
<S> <C> <C> <C> <C> <C> <C>
Balance,
January 1, 1992 $2,038,347 $3,154,816 $144,532 $1,118,017 $193,709 $6,649,421
Contributions:
Employer 65,371 128,750 20,547 55,871 26,473 297,012
Employee 81,294 136,450 19,895 55,776 28,195 321,610
Investment income
including
realized and
unrealized gains
and losses 62,433 250,890 9,959 77,863 79,763 480,908
Benefits to
participants (378,325) (91,448) (21,924) (26,510) (24,638) (542,845)
Transfers 158,809 (51,132) 54,948 (210,833) 48,208
Forfeitures (1,093) 360 203 337 193
Changes in
net assets (11,511) 373,870 83,628 (47,496) 158,194 556,685
Balance,
December 31,
1992 2,026,836 3,528,686 228,160 1,070,521 351,903 7,206,106
Contributions:
Employer 51,085 114,674 24,168 43,275 60,337 293,539
Employee 66,313 148,845 27,967 51,958 74,941 370,024
Investment income
including
realized and
unrealized gains
and losses 43,800 500,882 14,634 58,602 242,767 860,685
Benefits to
participants (610,231) (267,440) (8,548) (92,952) (68,509) (1,047,680)
Transfers 100,342 (527,180) 12,503 (204,089) 618,424
Forfeitures (1,525) 902 651 (1,955) 1,927
Changes in net
assets (350,216) (29,317) 71,375 (145,161) 929,887 476,568
BALANCE,
DECEMBER 31,
1993 $1,676,620 $3,499,369 $299,535 $925,360 $1,281,790 $7,682,674
</TABLE>
Supplemental Information
Independent Auditor's Report
To the Administrative Committee of
CBT Corporation Retirement, Savings
and Profit Sharing Plan
Our audit was made for the purpose of forming an opinion on
the basic financial statements taken as a whole. The
supplemental schedules of assets held for investment
purposes, assets held for investment purposes which were
both acquired and disposed of within the plan year, and
reportable transactions 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 supplemental schedules
have been subjected to the auditing procedures applied in
the audit 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.
March 25, 1994
SIGNATURES
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE
TRUSTEES HAVE DULY CAUSED THIS ANNUAL REPORT TO BE SIGNED ON ITS BEHALF
BY THE HEREUNTO DULY AUTHORIZED
BY /S/EDDIE L HOLMAN
EDDIE L HOLMAN
VICE PRESIDENT AND SECRETARY
DATE: APRIL 25, 1994
EXHIBITS
PAGE
CONSENT OF INDEPENDENT AUDITORS 17
INDEPENDENT AUDITORS CONSENT
WE CONSENT TO THE INCORPORATION OF THE ACCOMPANYING FINANCIAL STATEMENTS
AND NOTES TO FINANCIAL STATEMENTS OF CBT CORPORATION RETIREMENT, SAVINGS
AND PROFIT SHARING PLAN FOR THE YEAR ENDED DECEMBER 31, 1993, IN THIS
FORM 10-K OF CBT CORPORATION, DATED MARCH 25, 1994, FOR THE YEAR ENDED
DECEMBER 31, 1993.
WILLIAMS, WILLIAMS & LENTZ
MARCH 25, 1994
