SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K / A-2
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (Fee Required) - For the fiscal year ended December 31, 1995
OR
___ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 1-640
NL INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
New Jersey 13-5267260
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
16825 Northchase Drive, Suite 1200, Houston, Texas 77060
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 423-3300
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on
Title of each class which registered
Common stock ($.125 par value) New York Stock Exchange
Pacific 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, 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 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. X
As of February 29, 1996, 51,093,118 shares of common stock were outstanding.
The aggregate market value of the 14,571,028 shares of voting stock held by
nonaffiliates as of such date approximated $202 million.
Documents incorporated by reference:
The information required by Part III is incorporated by reference from the
Registrant's definitive proxy statement to be filed with the Securities and
Exchange Commission pursuant to Regulation 14A not later than 120 days after the
end of the fiscal year covered by this report.
The undersigned Registrant hereby amends the following items, financial
statements, exhibits or other portions of its Annual Report on Form 10-K for the
year ended December 31, 1995 as set forth below and in the pages attached
hereto:
Item 14.EXHIBITS, FINANCIAL STATEMENT SCHEDULES,
AND REPORTS ON FORM 8-K.
Exhibit No. 99.1, Annual Report of Savings Plan for Employees of NL
Industries, Inc. on Form 11-K for the year ended December 31, 1995
(filed as an amendment to the Registrant's Annual Report on Form 10-K
for the year ended December 31, 1995).
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.
NL INDUSTRIES, INC.
(Registrant)
Dated: June 14, 1996 By: /s/ Dennis G. Newkirk
Dennis G. Newkirk
Vice President
and Controller
Exhibit 99.1
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
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the year ended December 31, 1995
OR
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 1-640
SAVINGS PLAN FOR EMPLOYEES
OF NL INDUSTRIES, INC.
(Full title of the plan)
NL INDUSTRIES, INC.
16825 Northchase Drive, Suite 1200
Houston, Texas 77060
(Name of issuer of the securities held pursuant to the
plan and the address of its principal executive office)
SAVINGS PLAN FOR EMPLOYEES
OF NL INDUSTRIES, INC.
INDEX
Page
Signature Page 2
Financial Statements and Supplemental Schedules
with Report of Independent Accountants F-1 to F-13
Exhibit 1 - Consent of Independent Accountants
SIGNATURE
Pursuant to the requirements of the Securities Act of 1934, the
Administrator has duly caused this Annual Report to be signed by the undersigned
thereunto duly authorized.
SAVINGS PLAN
FOR EMPLOYEES OF
NL INDUSTRIES, INC.
By: NL INDUSTRIES, INC.
PENSION AND EMPLOYEE
BENEFITS COMMITTEE,
Administrator Of Savings Plan
For Employees Of
NL Industries, Inc.
By: /s/ Edward J. Zadzora
Edward J. Zadzora
Chairman
June 14, 1996
SAVINGS PLAN FOR EMPLOYEES OF
NL INDUSTRIES INC.
INDEX
Page
Report of Independent Accountants F-2
Financial Statements:
Statements of Net Assets Available for Plan Benefits, with
Fund Information - December 31, 1994 and 1995 F-3 to F-4
Statements of Changes in Net Assets Available for Plan
Benefits, with Fund Information - Years ended
December 31, 1994 and 1995 F-5 to F-6
Notes to Financial Statements F-7 to F-11
Supplemental Schedules:
Item 27a - Schedule of Assets Held for Investment Purposes
- December 31, 1995 F-12
Item 27d - Schedule of Reportable Transactions
- Year ended December 31, 1995 F-13
All other schedules are omitted because they are not applicable or not required.
REPORT OF INDEPENDENT ACCOUNTANTS
To the Pension and Employee Benefits Committee of
NL Industries, Inc.:
We have audited the accompanying statements of net assets available for
plan benefits of the Savings Plan for Employees of NL Industries, Inc. as of
December 31, 1994 and 1995, and the related statements of changes in net assets
available for plan benefits for the years then ended. These financial
statements are the responsibility of NL's Pension and Employee Benefits
Committee. 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 NL's
Pension and Employee Benefits Committee, 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 plan benefits of the
Savings Plan for Employees of NL Industries, Inc. as of December 31, 1994 and
1995, and the changes in net assets available for plan benefits for the years
then ended 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. The supplemental schedules, as
listed on the accompanying index, 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 plan benefits and the statements of changes in net assets
available for plan benefits is presented for purposes of additional analysis
rather than to present the net assets available for plan benefits and changes in
net assets available for plan benefits of each fund. The supplemental schedules
and fund information 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.
COOPERS & LYBRAND L.L.P.
Houston, Texas
May 31, 1996
SAVINGS PLAN FOR EMPLOYEES OF
NL INDUSTRIES, INC.
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
December 31, 1994
<TABLE>
<CAPTION>
Fund Information
Global Federal Capital Basic Retirement
Holdings Securities Fund Value Preservation
Inc. Trust Inc. Fund Trust
<S> <C> <C> <C> <C> <C>
Investments at fair value:
Common stock $ - $ - $ - $ - $ -
Other securities 537,955 310,911 3,060,835 1,422,248 25,490,157
Employer contributions receivable 39,999 26,727 116,451 83,543 318,328
Interest receivable - - - - -
Cash - - - - -
Net assets available for plan benefits $577,954 $337,638 $3,177,286 $1,505,791 $25,808,485
</TABLE>
<TABLE>
<CAPTION>
Fund Information
Common Stock Funds
Dresser/ Cash
NL Tremont Fund Total
<S> <C> <C> <C> <C>
Investments at fair value:
Common stock $2,484,223 $325,909 $ - $ 2,810,132
Other securities - - - 30,822,106
Employer contributions receivable 83,430 - - 668,478
Interest receivable - - 2,200 2,200
Cash - - 124 124
Net assets available for plan benefits $2,567,653 $325,909 $2,324 $34,303,040
</TABLE>
SAVINGS PLAN FOR EMPLOYEES OF
NL INDUSTRIES, INC.
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
(CONTINUED)
December 31, 1995
<TABLE>
<CAPTION>
Fund Information
Global Federal Capital Basic Retirement
Holdings Securities Fund Value Preservation
Inc. Trust Inc. Fund Trust
<S> <C> <C> <C> <C> <C>
Investments at fair value:
Common stock $ - $ - $ - $ - $ -
Other securities 726,896 635,644 4,182,517 2,290,572 24,364,863
Employer contributions receivable 59,397 22,516 143,211 148,455 289,062
Cash - - - - -
Net assets available for plan benefits $786,293 $658,160 $4,325,728 $2,439,027 $24,653,925
</TABLE>
<TABLE>
<CAPTION>
Fund Information
Common Stock Funds
Dresser/ Cash
NL Tremont Fund Total
<S> <C> <C> <C> <C>
Investments at fair value:
Common stock $2,966,120 $392,019 $ - $ 3,358,139
Other securities - - - 32,200,492
Employer contributions receivable 96,019 - - 758,660
Cash - - 4,029 4,029
Net assets available for plan benefits $3,062,139 $392,019 $4,029 $36,321,320
</TABLE>
SAVINGS PLAN FOR EMPLOYEES OF
NL INDUSTRIES, INC.
STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND
INFORMATION
Year ended December 31, 1994
<TABLE>
<CAPTION>
Fund Information
Global Federal Capital Basic Retirement
Holdings Securities Fund Value Preservation
Inc. Trust Inc. Fund Trust
<S> <C> <C> <C> <C> <C>
Investment income:
Dividend income:
Dresser Industries $ - $ - $ - $ - $ -
Other 21,889 19,274 274,353 87,170 -
Interest income - - - - 1,507,887
Total investment income 21,889 19,274 274,353 87,170 1,507,887
Net appreciation (depreciation) in the
fair value of investments (58,593) (28,859) (258,634) (86,694) -
Contributions:
Participants 73,753 39,762 221,383 163,231 527,648
Employer 39,999 26,727 116,451 83,543 318,328
Total contributions 113,752 66,489 337,834 246,774 845,976
Total income and contributions 77,048 56,904 353,553 247,250 2,353,863
Net interfund transfers 119,672 3,732 7,158 46,939 (226,003)
Distributions:
Benefit payments 14,485 2,728 181,063 (9,199) 2,098,000
Less forfeitures - (498) (1,293) (511) (1,823)
Total distributions 14,485 2,230 179,770 (9,710) 2,096,177
Net change in net assets available for
plan benefits 182,235 58,406 180,941 303,899 31,683
Net assets available for plan benefits:
Beginning of year 395,719 279,232 2,996,345 1,201,892 25,776,802
End of year $577,954 $337,638 $3,177,286 $1,505,791 $25,808,485
</TABLE>
<TABLE>
<CAPTION>
Fund Information
Common Stock Funds
Dresser/ Cash
NL Tremont Fund Total
<S> <C> <C> <C> <C>
Investment income:
Dividend income:
Dresser Industries $ - $ 10,629 $ - $ 10,629
Other - - - 402,686
Interest income - - 1,272 1,509,159
Total investment income - 10,629 1,272 1,922,474
Net appreciation (depreciation) in the
fair value of investments 1,691,218 (17,734) - 1,240,704
Contributions:
Participants 118,965 9,318 125 1,154,185
Employer 83,430 - - 668,478
Total contributions 202,395 9,318 125 1,822,663
Total income and contributions 1,893,613 2,213 1,397 4,985,841
Net interfund transfers 82,594 (34,092) - -
Distributions:
Benefit payments 249,900 22,078 - 2,559,055
Less forfeitures (141) - - (4,266)
Total distributions 249,759 22,078 - 2,554,789
Net change in net assets available for
plan benefits 1,726,448 (53,957) 1,397 2,431,052
Net assets available for plan benefits:
Beginning of year 841,205 379,866 927 31,871,988
End of year $2,567,653 $325,909 $2,324 $34,303,040
</TABLE>
SAVINGS PLAN FOR EMPLOYEES OF
NL INDUSTRIES, INC.
STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND
INFORMATION (CONTINUED)
Year ended December 31, 1995
<TABLE>
<CAPTION>
Fund Information
Global Federal Capital Basic Retirement
Holdings Securities Fund Value Preservation
Inc. Trust Inc. Fund Trust
<S> <C> <C> <C> <C> <C>
Investment income:
Dividend income:
Dresser Corporation $ - $ - $ - $ - $ -
Other 38,299 30,096 428,859 101,067 -
Interest income - - - - 1,518,710
Total investment income 38,299 30,096 428,859 101,067 1,518,710
Net appreciation (depreciation) in the
fair value of investments 58,011 30,007 591,021 420,509 -
Contributions:
Participants 91,965 51,497 238,841 192,109 544,341
Employer 59,397 22,516 143,211 148,455 289,062
Total contributions 151,362 74,013 382,052 340,564 833,403
Total income and contributions 247,672 134,116 1,401,932 862,140 2,352,113
Net interfund transfers 27,659 198,320 27,097 139,605 (893,413)
Distributions:
Benefit payments 67,623 12,096 281,081 69,324 2,615,395
Less forfeitures (631) (182) (494) (815) (2,135)
Total distributions 66,992 11,914 280,587 68,509 2,613,260
Net change in net assets available for
plan benefits 208,339 320,522 1,148,442 933,236 (1,154,560)
Net assets available for plan benefits:
Beginning of year 577,954 337,638 3,177,286 1,505,791 25,808,485
End of year $786,293 $658,160 $4,325,728 $2,439,027 $24,653,925
</TABLE>
<TABLE>
<CAPTION>
Fund Information
Common Stock Funds
Dresser/ Cash
NL Tremont Fund Total
<S> <C> <C> <C> <C>
Investment income:
Dividend income:
Dresser Corporation $ - $ 9,868 $ - $ 9,868
Other - - - 598,321
Interest income - - 1,705 1,520,415
Total investment income - 9,868 1,705 2,128,604
Net appreciation (depreciation) in the
fair value of investments (167,245) 90,951 - 1,023,254
Contributions:
Participants 160,265 - - 1,279,018
Employer 96,019 - - 758,660
Total contributions 256,284 - 2,037,678
Total income and contributions 89,039 100,819 1,705 5,189,536
Net interfund transfers 512,367 (11,635) - -
Distributions:
Benefit payments 107,149 23,074 - 3,175,742
Less forfeitures (229) - - (4,486)
Total distributions 106,920 23,074 - 3,171,256
Net change in net assets available for
plan benefits 494,486 66,110 1,705 2,018,280
Net assets available for plan benefits:
Beginning of year 2,567,653 325,909 2,324 34,303,040
End of year $3,062,139 $392,019 $4,029 $36,321,320
</TABLE>
SAVINGS PLAN FOR EMPLOYEES OF
NL INDUSTRIES, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
The financial statements of the Savings Plan for Employees of NL
Industries, Inc. (the "Plan") have been prepared in accordance with generally
accepted accounting principles. The following is a summary of the significant
accounting policies followed by the Plan.
Investments
Investments are recorded at fair value based upon the quoted market price
reported on the last trading day of the period for those securities listed on a
national securities exchange. Listed securities for which no sale was reported
on that date are valued at the mean between the last reported bid and ask
prices. Short-term investments are stated at fair value.
Purchases and sales of investments are reflected on a trade-date basis.
Gains or losses on sales of securities are based on average cost. The Plan
presents in the statements of changes in net assets available for plan benefits
the net appreciation (depreciation) in the fair value of its investments which
consists of the realized gains or losses and the unrealized appreciation
(depreciation) on those investments.
Contributions
Contributions from employees are recorded in the period the employer makes
payroll deductions from Plan participants. Employer contributions are accrued
at the end of each year and are received in the subsequent year.
Investment income
Income from investments is recorded as earned on an accrual basis.
Dividend income is recorded at the ex-dividend date.
Termination of Plan
Although it has not expressed any intent to do so, NL Industries, Inc. has
the right under the Plan to discontinue contributions and to terminate the Plan
at any time subject to penalties set forth in the Employee Retirement Income
Security Act of 1974 ("ERISA"). In the event of such a discontinuance or
termination of the Plan, the net assets of the Plan would be allocated to the
Plan participants as prescribed by the Plan document, ERISA, and the Internal
Revenue Code.
NOTE 2 - PLAN DESCRIPTION:
The Plan's principal objective is to provide eligible employees of NL
Industries, Inc. and its Subsidiaries (the "Company") with a convenient way to
save on a regular and long-term basis. The majority of the Company's U.S.
employees are eligible to voluntarily participate in the Plan after six months
of employment. At December 31, 1995 there were 234 active participants and 759
total participants. Participants currently employed by the Company ("Active
Participants") may make basic contributions of between 1% and 8% of their
eligible compensation. Basic contributions may consist of a combination of pre-
tax and after-tax earnings. Generally, pre-tax contributions are excluded from
the employee's taxable income until they are distributed. Eligible employees
that have elected to make the maximum basic contribution of 8% may also make a
supplemental pre-tax or after-tax contribution of between 1% and 4% of their
eligible compensation.
In accordance with the Tax Reform Act of 1986, participants are limited in
the amount of salary reduction contributions which they may make to the Plan
under Section 402(g) of the Internal Revenue Code ($9,500 annual maximum for
1995). Highly compensated participants may be required to adjust the amount of
their contributions in order to permit the Plan to satisfy the nondiscrimination
requirements of Sections 401(k) and 401(m) of the Internal Revenue Code.
The Company contributes a discretionary amount of matching contributions,
determined annually, based upon the attainment of certain operating income
target levels approved by the Management, Development and Compensation Committee
of the Board of Directors of the Company. The employer match applies only to
the employee's basic contributions.
Employer contributions are fully vested upon death, retirement, or
disability, as provided in the Plan. A participant with less than three years
of service is 0% vested in employer contributions, 50% vested following three
years of service, 75% vested following four years of service and fully vested in
all employer contributions following five years of service. Forfeitures of
employer contributions may occur if a participant terminates employment prior to
the full vesting period or if a participant or beneficiary, to whom a
distribution is payable, cannot be located within five years of the date on
which such distribution became payable. Amounts forfeited are used in the
following order: (i) to restore the accounts of reemployed participants, (ii)
to restore the accounts of participants or beneficiaries who apply for forfeited
benefits, and (iii) to reduce employer contributions.
Merrill Lynch Trust Company ("Merrill Lynch") serves as trustee for the
Plan.
Employees may elect to have their own contributions invested in one or more
funds, whose investment objectives are as follows:
<TABLE>
<CAPTION>
Number of
participants at
December 31,
1994 1995
<S> <C> <C>
MERRILL LYNCH RETIREMENT PRESERVATION TRUST - managed with the objective of 410 381
providing preservation of capital, liquidity and current income through
investments primarily in Guaranteed Investment Contracts.
MERRILL LYNCH BASIC VALUE FUND, INC. - CLASS A SHARES - managed with the 121 141
objective of seeking capital appreciation and, secondarily, income.
MERRILL LYNCH FEDERAL SECURITIES TRUST - managed with the objective of 76 85
seeking a high current return through investments in U.S. government and
government agency securities.
MERRILL LYNCH CAPITAL FUND INC. - CLASS A SHARES - managed with the objective 190 189
of seeking the highest total investment return consistent with prudent risk,
investing in equity, debt and convertible securities.
MERRILL LYNCH GLOBAL HOLDINGS, INC. - CLASS A SHARES - managed with the 78 77
objective of seeking the highest total investment return consistent with
prudent risk through world-wide investment in an internationally diversified
portfolio of securities.
NL STOCK FUND - invested in NL common stock. 540 530
</TABLE>
In addition to the six funds listed above, the Dresser/Tremont Stock Fund
holds investments in Dresser Industries and Tremont Corporation common stock.
Contributions or transfers into the Dresser/Tremont Stock Fund are no longer
allowed.
Prior to the investment in securities of a type consistent with the
objectives of any fund, cash may be temporarily invested in securities with
maturities of less than one year issued or guaranteed by the U.S. government or
any agency or instrumentality thereof or deposited in a bank savings account.
Inter-fund transfers may be made daily, except that only one transfer per
participant per quarter may affect amounts in the NL Stock Fund. Only one
transfer is permitted out of the Dresser/Tremont Stock Fund which must be a
transfer of the total value of the participant's account in that fund.
Distributions to employees may occur during active service or upon
termination and under prescribed circumstances, may be in the form of lump sums,
installments, annuities or combinations thereof or employer securities.
The Company bears the responsibility of all administrative expenses of the
Plan.
NOTE 3 - INVESTMENTS:
The historical cost and fair value of each of the investments at
December 31, 1994 and 1995 were as follows:
<TABLE>
<CAPTION>
1994 1995
Historical HISTORICAL
Fund description cost Fair value COST FAIR VALUE
<S> <C> <C> <C> <C>
Merrill Lynch Retirement Preservation
Trust $25,490,157 $25,490,157 $24,364,863 $24,364,863
Merrill Lynch Basic Value Fund, Inc. -
Class A Shares 1,407,564 1,422,248 1,886,249 2,290,572
Merrill Lynch Federal Securities Trust 332,478 310,911 626,884 635,644
Merrill Lynch Capital Fund Inc. -
Class A Shares 3,101,508 3,060,835 3,671,102 4,182,517
Merrill Lynch Global Holdings, Inc. -
Class A Shares 553,223 537,955 685,081 726,896
NL Stock Fund 2,279,204 2,484,223 2,986,130 2,966,120
Dresser/Tremont Stock Fund:
Dresser Common Stock 147,855 285,337 145,727 339,796
Tremont Common Stock 28,645 40,572 25,816 52,223
$33,340,634 $33,632,238 $34,391,852 $35,558,631
</TABLE>
At May 31, 1996, the market value of the shares of NL, Dresser and
Tremont stock held at December 31, 1995 was $2,813,224, $407,755 and $116,619,
respectively.
Concentration of credit risk
During 1994 and 1995, the Plan's assets were invested principally with
investment funds managed by Merrill Lynch.
NOTE 4 - RELATED PARTY TRANSACTIONS:
The NL Stock Fund and the Dresser/Tremont Stock Fund invest in the common
stock of NL, Dresser and Tremont. The activity of these securities for the
years ended December 31, 1994 and 1995 was as follows:
<TABLE>
<CAPTION>
Sales and Realized
distributions, gain
Purchases at cost (loss)
<S> <C> <C> <C>
Year ended December 31, 1994:
NL common stock $532,860 $976,684 $19,065
Dresser common stock 10,629 25,901 24,764
Tremont common stock - 5,612 (99)
Year ended December 31, 1995:
NL common stock $958,290 $251,364 $57,786
Dresser common stock 9,868 11,999 18,365
Tremont common stock - 2,829 1,519
</TABLE>
NOTE 5 - TAX STATUS:
The Plan, as amended in 1994, is designed to constitute a qualified trust
under Sections 401(a) and 401(k) of the Internal Revenue Code of 1986, as
amended (the "Code"); as such the Plan is exempt from federal income tax, and
amounts contributed by the Company will not be taxed to the participant until
the participant receives a distribution from the Plan.
The Plan has received a favorable determination as of June 1992, indicating
it is a "Qualified Plan" under the requirements of Sections 401(a) and 401(k) of
the Code and is qualified for favorable tax treatment. The Company has filed an
application with the Internal Revenue Service for a determination of the
qualified status of the Plan under Section 401(a) of the Code for all amendments
made to the Plan since the last determination letter.
NOTE 6 - SUBSEQUENT EVENT:
On March 31, 1996, the defined benefit plan for salaried employees of NL
Industries, Inc. was amended and the pension benefits frozen for the majority of
the Company's U.S. employees. Effective April 1, 1996, every employee who is
eligible to participate in the Plan will receive an annual contribution of 3% of
their eligible compensation in their investment account, subject to IRS
limitations, which are currently $150,000. The Company will make this
contribution for each eligible employee regardless of whether the employee
elects to otherwise participate in the Plan. This contribution is in addition
to the Company's discretionary matching contribution previously described. In
addition, the Plan changed its name to the "NL Industries, Inc. Retirement
Savings Plan."
Also, on March 31, 1996, investments in the Merrill Lynch Global Holdings
fund were frozen and only transfers out of this fund are permitted. Effective
April 1, 1996, seven additional mutual fund investments are available to
participants.
SAVINGS PLAN FOR EMPLOYEES OF NL INDUSTRIES, INC.
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1995
<TABLE>
<CAPTION>
Cost Fair value
<S> <C> <C>
MERRILL LYNCH RETIREMENT PRESERVATION TRUST $24,364,863 $24,364,863
MERRILL LYNCH BASIC VALUE FUND, INC. -
CLASS A SHARES 1,886,249 2,290,572
MERRILL LYNCH FEDERAL SECURITIES TRUST 626,884 635,644
MERRILL LYNCH CAPITAL FUND INC. -
CLASS A SHARES 3,671,102 4,182,517
MERRILL LYNCH GLOBAL HOLDINGS, INC. -
CLASS A SHARES 685,081 726,896
* NL STOCK FUND - COMMON STOCK 2,986,130 2,966,120
DRESSER/TREMONT STOCK FUND - COMMON STOCK:
Dresser Industries 145,727 339,796
* Tremont Corporation 25,816 52,223
$34,391,852 $35,558,631
</TABLE>
Note:Cost is determined based on historical cost. Gains and losses on sales of
investments are calculated based on average cost.
* Investment in a "Party-in-interest" entity, as defined by ERISA.
SAVINGS PLAN FOR EMPLOYEES
OF NL INDUSTRIES, INC.
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
Year ended December 31, 1995
<TABLE>
<CAPTION>
Number of Purchase Selling
Description of Asset Transactions price price
<S> <C> <C> <C>
Merrill Lynch Retirement
Preservation Trust:
Purchases 112 $2,779,372 $ -
Sales 89 - 3,904,665
</TABLE>
<TABLE>
<CAPTION>
Fair value
of asset on
Cost of transaction Net gain
Description of Asset asset date (loss)
<S> <C> <C> <C>
Merrill Lynch Retirement
Preservation Trust:
Purchases $2,779,372 $2,779,372 $ -
Sales 3,904,665 3,904,665 -
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CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the:
(i) Registration Statement No. 2-98713 on Form S-8 and related Prospectus
with respect to the 1985 Long Term Performance Incentive Plan of NL
Industries, Inc.;
(ii) Registration Statement No. 33-25913 on Form S-8 and related Prospectus
with respect to the Savings Plan for Employees of NL Industries, Inc.;
(iii) Registration Statement No. 33-29287 on Form S-8 and related
Prospectus, as amended, with respect to the 1989 Long Term Performance
Incentive Plan of NL Industries, Inc.; and
(iv) Registration Statement No. 33-48145 on Form S-8 and related Prospectus
with respect to the 1992 Non-Employee Director Stock Option Plan of NL
Industries, Inc.
of our report which is dated May 31, 1996, on our audits of the statements of
net assets available for plan benefits of the Savings Plan for Employees of NL
Industries, Inc. as of December 31, 1994 and 1995 and the related statements of
changes in net assets available for plan benefits for the years then ended,
which report is included in this Annual Report on Form 11-K.
Coopers & Lybrand L.L.P.
Houston, Texas
June 14, 1996
