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Previous: XYVISION INC, 10-K, 1996-06-28 |
Next: TERRA INDUSTRIES INC, 11-K, 1996-06-28 |
<PAGE> 1
================================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1995
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (NO FEE REQUIRED)
For the transition period from ____________ to ___________
Commission File Number 1-8514
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
SMITH INTERNATIONAL, INC. 401 (K) RETIREMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Smith International, Inc.
16740 Hardy Street
Houston, Texas 77032
================================================================================
<PAGE> 2
The following financial statements and exhibits are filed as a part of this
annual report:
<TABLE>
<CAPTION>
Sequentially
Numbered
Page
------------
<S> <C>
(a) Index to Financial Statements and Supplementary
Information:
Report of Independent Public Accountants . . . . . . . . . . . . . . . . . 4
Statements of Net Assets Available for
Benefits at December 31, 1995 and 1994 . . . . . . . . . . . . . . . . . . 5
Statements of Changes in Net Assets Available
for Benefits for the year ended December 31,
1995 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
Notes to financial statements . . . . . . . . . . . . . . . . . . . . . . 7
Supplementary Information:
Schedule 1 - Assets held for Investment Purposes . . . . . . . . . . . . . 16
Schedule 2 - Reportable Transactions . . . . . . . . . . . . . . . . . . . 17
(b) Exhibits:
23.1 - Consent of Independent Public Accountants . . . . . . . . . . . . . . . . . 19
</TABLE>
2
<PAGE> 3
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: June 27, 1996
SMITH INTERNATIONAL, INC.
401(k) RETIREMENT PLAN
By: Administrative Committee for
the Smith International, Inc.
Retirement Plan
By: Joe Sizemore
------------------------------
Joe Sizemore, Chairman
By: Vivian M. Cline
------------------------------
Vivian M. Cline, Member
3
<PAGE> 4
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Administrative Committee of
Smith International, Inc. 401 (k) Retirement Plan:
We have audited the accompanying Statements of Net Assets Available for
Benefits of Smith International, Inc. 401 (k) Retirement Plan (the Plan) as of
December 31, 1995 and 1994, and the related Statement of Changes in Net Assets
Available for Benefits for the year ended December 31, 1995. These
financial statements and the schedules referred to below are the responsibility
of the Plan administrator. Our responsibility is to express an opinion on
these financial statements and schedules 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 the Plan 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 as of
December 31, 1995 and 1994, and the changes in its net assets available for
benefits for the year ended December 31, 1995, 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 schedule of assets
held for investment purposes (Schedule I) and schedule of reportable
transactions (Schedule II) 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 Income
Security Act of 1974. The supplemental schedules 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.
/s/ ARTHUR ANDERSEN LLP
Houston, Texas
June 14, 1996
4
<PAGE> 5
SMITH INTERNATIONAL, INC. 401(k) RETIREMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1995 AND 1994
<TABLE>
<CAPTION>
ASSETS
------
1995 1994
----------- -----------
<S> <C> <C>
INVESTMENTS, at fair value:
Registered investment company shares $55,384,278 $33,982,327
Smith International, Inc. common stock 3,844,464 6,724,247
Loans Receivable from Participants 4,867,726 4,131,719
----------- -----------
64,096,468 44,838,293
CASH 1,881 336,148
CONTRIBUTIONS RECEIVABLE:
Employee 166,513 18,428
Employer 1,992,282 2,973,124
RECEIVABLES - OTHER 404,048 26,821
----------- -----------
TOTAL ASSETS $66,661,192 $48,192,814
LIABILITIES
-----------
PAYABLES - INVESTMENT PURCHASES 321,724 299,691
----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $66,339,468 $47,893,123
=========== ===========
</TABLE>
The accompanying notes are an integral part of this statement.
5
<PAGE> 6
SMITH INTERNATIONAL, INC. 401(k) RETIREMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1995
<TABLE>
<S> <C>
NET ASSETS AVAILABLE FOR BENEFITS, at beginning of year $47,893,123
-----------
ADDITIONS:
Investment income:
Interest 1,324,819
Dividends 1,741,060
Net realized gain on sale of investments 3,639,983
Net unrealized appreciation of investments 6,629,594
Contributions:
Employee 4,680,633
Employer 3,630,760
-----------
21,646,849
-----------
DEDUCTIONS:
Withdrawals 3,200,504
-----------
NET INCREASE IN NET ASSETS AVAILABLE FOR BENEFITS 18,446,345
-----------
NET ASSETS AVAILABLE FOR BENEFITS, at end of year $66,339,468
===========
</TABLE>
The accompanying notes are an integral part of this statement.
6
<PAGE> 7
SMITH INTERNATIONAL, INC. 401(K) RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1995 AND 1994
1. SUMMARY OF SIGNIFICANT PLAN PROVISIONS
The Smith International, Inc. 401(k) Retirement Plan (the Plan) allows
participants to contribute up to 12 percent of their compensation to the Plan
on a pretax basis. Prior to July 1, 1983, participants' contributions were
taxed prior to being contributed to the Plan. Smith International, Inc. (the
Company) contributes to the account of each participant in the Plan between 2
and 6 percent of each participants' compensation based upon the age of the
participant. The Company may, in its discretion, also contribute for a Plan
Year a Company Matching Contribution with respect to each Member who is
employed by the Company on the last day of such Plan Year. The Company's Board
of Directors shall determine whether a Company Matching Contribution shall be
made for a Plan Year, the matching percentage, and the percentage of a Member's
Compensation upon which the match shall be based. Company Matching
Contributions of $1,921,617 and $2,959,700 were approved by the Board of
Directors in 1995 and 1994, respectively. The following descriptions of key
features of the Plan provide only general information. Participants should
refer to the Plan document for a more complete explanation of the Plan's
provisions as the Plan document is controlling at all times.
a. PLAN ADMINISTRATOR AND TRUSTEE
The Company is the plan administrator of the Plan as defined under the
Employee Retirement Income Security Act of 1974. Vanguard Fiduciary
Trust Company is the trustee of all investments held by the Plan.
b. ELIGIBILITY
Persons employed by the Company within the United States, citizens of
the United States employed abroad who are not covered by a collective
bargaining agreement, and employees covered by a collective bargaining
agreement which provides for participation in the Plan are eligible to
participate. Participation may commence upon the later of such
eligible employees' commencement date or the date on which such
employees attain the age of eighteen.
7
<PAGE> 8
c. VESTING
Participants are fully vested in their contributions and related
earnings/losses and vest in Company contributions and related
earnings/losses at the rate of 20 percent for each year of service.
Upon death, judicial declaration of incompetence, or normal or
disability retirement, participants become fully vested in Company
contributions and related earnings/losses and all vested balances are
distributed.
d. COMPENSATION
Compensation, as defined in the Plan, includes all cash compensation
paid by the Company to participants excluding payments made in
connection with termination of employment, any compensation deferred
under the Company's management incentive plan, and cost-of-living and
any other extraordinary payments made to expatriates.
e. INVESTMENT PROGRAMS
Participants have the option of investing their contributions and the
Company's matching contributions in any of the following funds of the
Vanguard Group of Investment Companies (Vanguard Funds) and/or the
Company's common stock:
VANGUARD MONEY MARKET FUND
Investments are made in high-quality money market instruments
which mature in one year or less, including negotiable
certificates of deposit, banker's acceptances issued by major
U.S. banks, commercial paper, and short-term corporate
obligations with the objective of preservation of capital and
liquidity.
VANGUARD PRIMECAP FUND
Investments are made principally in a portfolio of common
stocks with the objective of long-term growth of capital.
VANGUARD WELLINGTON FUND
Investments are made in a combination of common stocks and
fixed income securities with the objective of conservation of
principal and reasonable current income.
8
<PAGE> 9
VANGUARD INTERNATIONAL GROWTH FUND - (FORMERLY VANGUARD WORLD
FUND)
Investments are made in common stocks of companies based
outside of the United States with the objective of long-term
capital growth.
SMITH STOCK FUND
Investments are in the common stock of the Company purchased
on the open market.
VANGUARD WINDSOR FUND
Investments are made in a portfolio of common stocks with the
primary objective of long-term growth of capital and income
and a secondary objective of providing current income.
VANGUARD LONG-TERM CORPORATE BOND FUND
Investments are made in a portfolio of bonds with the
objective of obtaining a high level of income while preserving
capital.
VANGUARD INDEX FUND
Investments are made in a portfolio of publicly-traded stocks
with the objective of providing the price and yield
performance represented by the Standard and Poor's 500
Composite Stock Price Index.
Contributions may be invested in one fund or divided among two or more
funds. Participants may transfer some or all of the balances out of
any fund into one or any combination of the other funds at any time.
(See Note 5 for Net Assets and Changes in Net Assets by Fund.)
f. ASSET VALUATION
The assets of the Plan are recorded at cost in the participants'
accounts and converted to market value for financial statement
presentation. Pursuant to Department of Labor regulations, the
realized gain or loss on the sale of the Plan assets, and unrealized
appreciation or depreciation of the Plan assets are based on the value
of those assets at the beginning of the Plan year or at the time of
purchase, if acquired during the current year.
9
<PAGE> 10
g. ADMINISTRATIVE EXPENSES
The Plan is responsible for its administrative expenses. However, in
1995 and 1994, the Company elected to pay all administrative expenses.
In the future, the Company may elect to discontinue paying such
expenses.
h. PRIORITIES UPON PLAN TERMINATION
The Company intends for the Plan to be permanent; however, in the
event of permanent discontinuance of contributions or termination of
the Plan, the total balances of all participants shall become fully
vested.
i. LOANS
The Plan permits participants to borrow the lesser of $50,000 or 50
percent of their vested account balances in the Plan. These loans
bear interest at prime plus one percent and are repaid through payroll
withholdings over a period not to exceed five years, except for
qualifying loans to purchase a primary residence which may be repaid
over an extended repayment period.
j. WITHDRAWALS AND FORFEITURES
A participant may elect to receive benefit payments through any one of
the several methods provided by the Plan upon termination or
retirement. Participants can withdraw their pre-July 1, 1983
contributions (see Note 1) in cash without being suspended from making
additional contributions to the Plan.
Upon termination of employment with the Company, any unvested Company
contributions and related earnings/losses are forfeited if
participants do not return to the Company within 60 months of their
termination. During 1995 and 1994, $49,799 and $39,447, respectively,
of unvested participant balances were forfeited and utilized to
reduce the company's contributions in the respective years.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
BASIS OF ACCOUNTING
The accounts of the Plan are maintained on the cash basis of accounting. For
financial reporting purposes, however, the financial statements have been
prepared on the accrual basis of accounting using information provided by the
trustee.
10
<PAGE> 11
INVESTMENT VALUATION
The Plan's investments are held by the trustee. The trustee has provided
certified statements which are the basis for recording the transactions of the
Plan. Plan investments are stated at fair value, as determined by the trustee
primarily by reference to published market data.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires the Plan administrator to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the reported amounts of changes in net
assets during the reporting period. Actual results could differ from those
estimates.
3. TAX STATUS
The Plan obtained its latest tax determination letter on March 5, 1996, in
which the Internal Revenue Service stated that the Plan is in compliance with
the applicable requirements of the Internal Revenue Code. Therefore, the Plan
Administrator believes that the Plan is qualified and the related trust is tax
exempt.
4. RECONCILIATION OF FORM 5500:
Benefits payable to participants are included in net assets available for Plan
benefits and are not reflected as a liability in the financial statements. As
of December 31, 1995 and 1994, the benefits payable to participants totaled
$159,748 and $54,943, respectively. The following is a reconciliation of net
assets available for Plan benefits per the financial statements to the Form
5500 as of December 31, 1995 and 1994:
<TABLE>
<CAPTION>
1995 1994
----------- -----------
<S> <C> <C>
Net assets available for benefits per the financial statements $66,339,468 $47,893,123
Less: Current amounts payable to participants at end of year (159,748) (54,943)
----------- -----------
Net assets available for benefits per the Form 5500 $66,179,720 $47,838,180
=========== ===========
</TABLE>
11
<PAGE> 12
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500 for the years ended December 31, 1995 and
1994:
<TABLE>
<CAPTION>
1995 1994
---------- ----------
<S> <C> <C>
Benefits paid to participants per the financial statements $3,200,504 $3,246,444
Less: Prior year amounts payable to participants at end of year (54,943) -
Add: Current amounts payable to participants at end of year 159,748 54,943
---------- ----------
Benefits paid to participants per the Form 5500 $3,305,309 $3,301,387
========== ==========
</TABLE>
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31, 1995 and 1994, respectively, but not yet paid as of that date.
5. NET ASSETS AND CHANGES IN NET ASSETS BY FUND
The net assets available for benefits by fund as of December 31, 1995 and 1994,
and changes in net assets available for benefits by fund for the year ended
December 31, 1995 are reported on pages 13 through 15.
12
<PAGE> 13
NET ASSETS AVAILABLE FOR BENEFITS BY FUND
DECEMBER 31, 1995
<TABLE>
<CAPTION>
MONEY INTERNATIONAL SMITH
MARKET PRIMECAP WELLINGTON GROWTH STOCK WINDSOR
FUND FUND FUND FUND FUND FUND
----------- ---------- ----------- ---------- ---------- ----------
ASSETS
------
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS, at fair value:
Registered investment company
shares $20,669,229 $9,146,682 $13,620,693 $2,810,220 - $6,162,239
Smith International, Inc.
common stock - - - - 3,844,464 -
Loans Receivable
from Participants - - - - - -
----------- ---------- ----------- ---------- ---------- ----------
20,669,229 9,146,682 13,620,693 2,810,220 3,844,464 6,162,239
CASH - - - - 1,881 -
CONTRIBUTIONS RECEIVABLE:
Employee 47,294 26,608 33,121 8,952 14,879 21,811
Employer 541,512 316,099 402,748 111,371 180,062 275,508
RECEIVABLES - OTHER 26,633 10,594 18,775 3,514 332,897 7,819
----------- ---------- ----------- ---------- ---------- ----------
TOTAL ASSETS $21,284,668 $9,499,983 $14,075,337 $2,934,057 $4,374,183 $6,467,377
----------- ---------- ----------- ---------- ---------- ----------
LIABILITIES
-----------
PAYABLES - INVESTMENT PURCHASES - - - - 321,724 -
----------- ---------- ----------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $21,284,668 $9,499,983 $14,075,337 $2,934,057 $4,052,459 $6,467,377
=========== ========== =========== ========== ========== ==========
<CAPTION>
BOND INDEX LOAN
FUND FUND FUND TOTAL
-------- ---------- ---------- -----------
ASSETS
------
<S> <C> <C> <C> <C>
INVESTMENTS, at fair value:
Registered investment company
shares $746,852 $2,228,363 - $55,384,278
Smith International, Inc.
common stock - - - 3,844,464
Loans Receivable
from Participants - - 4,867,726 4,867,726
-------- ---------- ---------- -----------
746,852 2,228,363 4,867,726 64,096,468
CASH - - - 1,881
CONTRIBUTIONS RECEIVABLE:
Employee 3,093 10,755 - 166,513
Employer 36,251 128,731 - 1,992,282
RECEIVABLES - OTHER 1,002 2,814 - 404,048
-------- ---------- ---------- -----------
TOTAL ASSETS $787,198 $2,370,663 $4,867,726 $66,661,192
-------- ---------- ---------- -----------
LIABILITIES
-----------
PAYABLES - INVESTMENT PURCHASES - - - 321,724
-------- ---------- ---------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $787,198 $2,370,663 $4,867,726 $66,339,468
======== ========== ========== ===========
</TABLE>
13
<PAGE> 14
NET ASSETS AVAILABLE FOR BENEFITS BY FUND
DECEMBER 31, 1994
<TABLE>
<CAPTION>
MONEY INTERNATIONAL SMITH
MARKET PRIMECAP WELLINGTON GROWTH STOCK WINDSOR
FUND FUND FUND FUND FUND FUND
ASSETS ----------- ---------- ---------- ---------- ---------- ----------
------
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS, at fair value
Registered investment company
shares $12,707,369 $4,563,762 $9,124,543 $2,198,032 - $3,757,127
Smith International, Inc.
common stock - - - - 6,724,247 -
Loans Receivable
from Participants - - - - - -
----------- ---------- ---------- ---------- ---------- ----------
12,707,369 4,563,762 9,124,543 2,198,032 6,724,247 3,757,127
CASH - - - - 336,148 -
CONTRIBUTIONS RECEIVABLE:
Employee 7,214 1,994 4,653 1,301 1,156 1,271
Employer 916,325 374,292 603,922 181,510 349,879 373,910
RECEIVABLES - OTHER 9,457 3,012 7,015 1,326 1,737 3,233
----------- ---------- ---------- ---------- ---------- ----------
TOTAL ASSETS $13,640,365 $4,943,060 $9,740,133 $2,382,169 $7,413,167 $4,135,541
----------- ---------- ---------- ---------- ---------- ----------
LIABILITIES
-----------
PAYABLES - INVESTMENT PURCHASES - - - - 299,691 -
----------- ---------- ---------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $13,640,365 $4,943,060 $9,740,133 $2,382,169 $7,113,476 $4,135,541
=========== ========== ========== ========== ========== ==========
<CAPTION>
BOND INDEX LOAN
FUND FUND FUND TOTAL
-------- ---------- ---------- -----------
ASSETS
------
<S> <C> <C> <C> <C>
INVESTMENTS, at fair value
Registered investment company
shares $579,721 $1,051,773 - $33,982,327
Smith International, Inc.
common stock - - - 6,724,247
Loans Receivable
from Participants - - 4,131,719 4,131,719
-------- ---------- ---------- -----------
579,721 1,051,773 4,131,719 44,838,293
CASH - - - 336,148
CONTRIBUTIONS RECEIVABLE:
Employee 242 597 - 18,428
Employer 60,950 112,336 - 2,973,124
RECEIVABLES - OTHER 349 692 - 26,821
-------- ---------- ---------- -----------
TOTAL ASSETS $641,262 $1,165,398 $4,131,719 $48,192,814
-------- ---------- ---------- -----------
LIABILITIES
-----------
PAYABLES - INVESTMENT PURCHASES - - - 299,691
-------- ---------- ---------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $641,262 $1,165,398 $4,131,719 $47,893,123
======== ========== ========== ===========
</TABLE>
14
<PAGE> 15
CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
MONEY INTERNATIONAL SMITH
MARKET PRIMECAP WELLINGTON GROWTH STOCK
FUND FUND FUND FUND FUND
----------- ---------- ----------- ------------- ----------
<S> <C> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR BENEFITS,
at beginning of year $13,640,365 $4,943,060 $9,740,133 $2,382,169 $7,113,476
----------- ---------- ----------- ---------- ----------
ADDITIONS:
Investment income:
Interest 932,454 - - - -
Dividends - 264,936 664,831 74,211 -
Net realized gain on sale of investments - 241,133 239,336 34,067 2,833,402
Net unrealized appreciation
of investments - 1,551,202 2,333,811 259,439 1,593,085
Contributions:
Employee 1,246,005 724,181 943,545 263,763 448,766
Employer 1,047,479 544,751 746,596 199,842 368,702
----------- ---------- ----------- ---------- ----------
3,225,938 3,326,203 4,928,119 831,322 5,243,955
----------- ---------- ----------- ---------- ----------
DEDUCTIONS:
Withdrawals 1,455,804 256,156 453,127 101,837 225,708
INTER-FUND TRANSFERS:
Increase (decrease) 5,874,169 1,486,876 (139,788) (177,597) (8,079,264)
----------- ---------- ----------- ---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS,
at end of year $21,284,668 $9,499,983 $14,075,337 $2,934,057 $4,052,459
=========== ========== =========== ========== ==========
<CAPTION>
WINDSOR BOND INDEX LOAN
FUND FUND FUND FUND TOTAL
---------- -------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR BENEFITS,
at beginning of year $4,135,541 $641,262 $1,165,398 $4,131,719 $47,893,123
---------- -------- ---------- ---------- -----------
ADDITIONS:
Investment income:
Interest - 44,517 - 347,848 1,324,819
Dividends 689,668 - 47,414 - 1,741,060
Net realized gain on sale of investments 205,270 21,644 65,131 - 3,639,983
Net unrealized appreciation
of investments 420,968 83,552 387,537 - 6,629,594
Contributions:
Employee 734,260 79,900 240,213 - 4,680,633
Employer 464,752 63,627 195,011 - 3,630,760
---------- -------- ---------- ---------- -----------
2,514,918 293,240 935,306 347,848 21,646,849
---------- -------- ---------- ---------- -----------
DEDUCTIONS:
Withdrawals 219,052 207,967 86,357 194,496 3,200,504
INTER-FUND TRANSFERS:
Increase (decrease) 35,970 60,663 356,316 582,655 -
---------- -------- ---------- ---------- -----------
NET ASSETS AVAILABLE FOR BENEFITS,
at end of year $6,467,377 $787,198 $2,370,663 $4,867,726 $66,339,468
========== ======== ========== ========== ===========
</TABLE>
15
<PAGE> 16
SCHEDULE I
SMITH INTERNATIONAL, INC. 401 (k) RETIREMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1995
<TABLE>
<CAPTION>
Number of Shares
IDENTITY OR
OF ISSUE DESCRIPTION PRINCIPAL AMOUNT
- ----------------------------------------- ---------------------------------------- ----------------
<S> <C> <C>
*Vanguard Group of Investment Companies Vanguard Money Market Fund 20,669,229
*Vanguard Group of Investment Companies Vanguard PRIMECAP Fund 348,711
*Vanguard Group of Investment Companies Vanguard Wellington Fund 557,540
*Vanguard Group of Investment Companies Vanguard International Growth Fund 187,099
*Vanguard Group of Investment Companies Vanguard Windsor Fund 424,105
*Vanguard Group of Investment Companies Vanguard Bond Fund 78,782
*Vanguard Group of Investment Companies Vanguard Index Fund 38,687
*Smith International, Inc. Common stock 163,635
*Smith International, Inc Loans Receivable from Participants
401 (k) Retirement Plan (Highest and lowest interest rates are 12.0% and 7.0%)
<CAPTION>
IDENTITY CURRENT
OF ISSUE COST VALUE
- ----------------------------------------- ----------- -----------
<S> <C> <C>
*Vanguard Group of Investment Companies $20,669,229 $20,669,229
*Vanguard Group of Investment Companies 6,845,019 9,146,682
*Vanguard Group of Investment Companies 10,898,877 13,620,693
*Vanguard Group of Investment Companies 2,308,955 2,810,220
*Vanguard Group of Investment Companies 5,911,221 6,162,239
*Vanguard Group of Investment Companies 689,246 746,852
*Vanguard Group of Investment Companies 1,795,880 2,228,363
*Smith International, Inc. 2,300,480 3,844,464
*Smith International, Inc 4,867,726 4,867,726
401 (k) Retirement Plan ----------- -----------
$56,286,633 $64,096,468
=========== ===========
</TABLE>
- -----------------------------------------
*Identified party in interest
The foregoing notes are an integral part of this schedule.
16
<PAGE> 17
SCHEDULE II
SMITH INTERNATIONAL, INC. 401(k) RETIREMENT PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
NUMBER OF
SHARES OR
IDENTITY OF PRINCIPAL PURCHASE SELLING
PARTY INVOLVED DESCRIPTION OF ASSETS AMOUNT PRICE PRICE
- ----------------------------------------- ------------------------------- ----------- ----------- ----------
<S> <C> <C> <C> <C>
Smith International, Inc. Common Stock
Purchases (170) 787,663 $12,204,469 ----
Sales (175) 1,159,798 ---- 19,537,024
Vanguard Group of Investment Companies Registered investment
company shares:
Vanguard Wellington Fund
Purchases (155) 225,314 5,007,992 ----
Sales (182) 138,442 ---- 3,084,989
Vanguard Group of Investment Companies Vanguard Windsor Fund
Purchases (135) 295,656 4,325,948 ----
Sales (155) 169,973 ---- 2,547,074
Vanguard Group of Investment Companies Vanguard Money Market Fund
Purchases (222) 21,259,683 21,259,683 ----
Sales (219) 13,297,822 ---- 13,297,823
Vanguard Group of Investment Companies Vanguard PRIMECAP Fund
Purchases (176) 205,538 4,940,565 ----
Sales (148) 85,244 ---- 2,149,980
Vanguard Group of Investment Companies Vanguard Index 500 Fund
Purchases (113) 31,301 1,614,472 ----
Sales (79) 17,091 ---- 890,550
<CAPTION>
CURRENT VALUE NET
IDENTITY OF OF ASSET ON GAIN
PARTY INVOLVED COST OF ASSET TRANSACTION DATE (LOSS)
- ----------------------------------------- ------------- ---------------- ------------
<S> <C> <C> <C>
Smith International, Inc.
$12,204,469 $12,204,469 $ ----
17,346,939 $19,537,024 $2,190,085
Vanguard Group of Investment Companies
5,007,992 5,007,992 ----
2,811,851 3,084,989 273,138
Vanguard Group of Investment Companies
4,325,948 4,325,948 ----
2,405,060 2,547,074 142,014
Vanguard Group of Investment Companies
21,259,683 21,259,683 ----
13,297,823 13,297,823 ----
Vanguard Group of Investment Companies
4,940,565 4,940,565 ----
1,809,183 2,149,980 340,797
Vanguard Group of Investment Companies
1,614,472 1,614,472 ----
814,532 890,550 76,018
</TABLE>
NOTE: This schedule is a listing of investment transactions which exceed 5
percent of the Plan assets as of the beginning of the Plan year.
The foregoing notes are an integral part of this schedule.
17
<PAGE> 18
INDEX TO EXHIBITS
<TABLE>
EXHIBIT
NUMBER DESCRIPTION
- ------- -----------
<S> <C>
23.1 Consent of Independent Public Accountants
</TABLE>
<PAGE> 1
Exhibit 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation by
reference of your report dated June 14, 1996 included in this Form 11-K, into
the previously filed registration statement of Smith International, Inc. on
Form S-8 (File No. 2-76939).
ARTHUR ANDERSEN LLP
Houston, Texas
June 27, 1996
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