SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
-------------------- ------------------
Commission file number 1-7910
--------------------
A. Full title of the plan: TOSCO CAPITAL ACCUMULATION PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
TOSCO CORPORATION
72 Cummings Point Road
Stamford, Connecticut 06902
--------------------------------------------
<PAGE>
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
FINANCIAL STATEMENTS
AND SUPPLEMENTAL SCHEDULES
AS OF AND FOR THE YEARS ENDED
DECEMBER 31, 1995 AND 1994
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
Index to financial statements and supplemental schedules
Report of independent accountants..................................... 4
Statements of net assets available for benefits
as of December 31, 1995 and 1994.................................5
Statements of changes in net assets available for
benefits, with fund
information for the years ended December 31, 1995 and 1994.......6
Notes to financial statements..........................................8
Supplemental schedules:
Item 27a - Schedule of assets held for investment purposes
as of December 31, 1995...................................17
Item 27d - Schedule of reportable transactions for the
year ended December 31, 1995..............................18
REPORT OF INDEPENDENT ACCOUNTANTS
Plan Administrator
Tosco Corporation Capital Accumulation Plan
Concord, California
We have audited the accompanying statements of net assets available for
benefits of the Tosco Corporation Capital Accumulation Plan (CAP) as of December
31, 1995 and 1994, 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 CAP'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
misstatements. 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 benefit of the CAP as of
December 31, 1995 and 1994, and the changes in net assets available for 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 of
assets held for investment purposes as of December 31, 1995 and of reportable
transactions for the year ended December 31, 1995, 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 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.
/s/ COOPERS& LYBRAND
Oakland, California
June 26, 1996
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31
-----------------------------------
1995 1994
------------ -------------
Assets held for investment:
Collective income funds $ 40,929,150 $ 40,150,382
Vanguard Mutual funds 75,407,749 48,789,702
Common stock funds 11,156,975 10,119,244
Participant loan receivables 1,507,280 953,683
Growth & Income Mutual Fund 709,165
----------- --------------
Total assets 129,710,319 100,013,011
---------------- --------------
Net assets available for benefits $129,710,319 $ 100,013,011
================= ==============
The accompanying notes are an integral part of these financial statements.
<TABLE>
<CAPTION>
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION
FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
PHILLIPS TOSCO
VANGUARD PETROLEUM COMMON PARTICIPATE
COLLECTIVE MUTUAL COMMON STOCK LOAN GROWTH &
INCOME FUND FUNDS STOCK FUND FUND RECEIVABLES INCOME FUND TOTAL
----------- -------- ---------- ----- ----------- ----------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
Net assets at December 31, 1993 $ 37,832,337 $ 35,549,409 $ 3,096,563 $ 5,822,563 $ 422,930 $ 82,723,802
Net appreciation (depreciation)
in fair value of investments (649,061) 383,923 (27,477) (292,615)
Interest and dividend income 2,300,612 1,722,016 112,512 130,566 49,520 4,315,226
Contributions 2,993,998 14,992,581 288,715 18,275,294
Benefit payments (2,252,083) (2,359,991) (161,644) (230,770) (4,208) (5,008,696)
Loan withdrawals, net (83,248) (396,047) (6,146) 485,441
Transfers to (from) funds, net (641,234) (69,205) (304,579) 1,015,018
Net assets at December 31, 1994 40,150,382 48,789,702 3,126,775 6,992,469 953,683 100,013,011
Net appreciation (depreciation)
in fair value of investments 12,425,840 129,963 2,008,892 7,907 14,572,602
Interest and dividend income 2,516,425 2,951,579 104,562 118,962 97,626 34,709 5,823,863
Contributions 2,240,356 14,461,133 823,139 118,495 17,643,123
Benefit payments (3,443,963) (4,199,444) (80,211) (496,985) (118,980) (2,697) (8,342,280)
Loan withdrawals, net (89,039) (498,025) (15,921) 574,951 28,034
Transfers to (from) funds, net (445,011) 1,476,964 (508,028) (1,046,642) 522,717
Net assets at December 31, 1995 $ 40,929,150 $ 75,407,749 $ 2,773,061 $ 8,383,914 $1,507,280 $ 709,165 $129,710,319
(a) Statements of Changes in Net Assets available for benefits, with Fund
information for Vanguard Mutual Funds appears at Schedule 1.
The accompanying notes are an integral part of these financial statements.
</TABLE>
<TABLE>
<CAPTION>
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
Schedule 1 - STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
FOR BENEFITS WITH FUND INFORMATION- VANGUARD MUTUAL FUNDS
FOR THE YEARS ENDED DECEMBER 31, 1995 AND 1994
MARKET
RESERVES
(VMMR) LONG-TERM INTERNATIONAL
FEDERAL INDEX 500 U.S. TREASURY GROWTH
PRIMECAP WELLINGTON PORTFOLIO PORTFOLIO BOND FUND PORTFOLIO TOTAL
-------- ---------- --------- --------- ------------- ------------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Net assets at December 31, 1993 $ 4,592,027 $15,679,890 $ 9,174,168 $ 4,988,868 $1,114,456 $35,549,409
Net appreciation (depreciation)
in fair value of investments 604,114 (887,362) (114,491) (187,511) (63,811) (649,061)
Interest and dividend income 287,478 801,736 294,281 206,092 115,170 17,259 1,722,016
Contributions 4,494,732 4,781,306 1,673,145 2,716,937 1,138,988 187,473 14,992,581
Benefit payments (230,498) (743,916) (965,936) (209,522) (208,783) (1,336) (2,359,991)
Loan withdrawals, net (105,620) (69,168) (151,196) (46,895) (16,677) (6,491) (396,047)
Transfers to (from) funds, net 2,480,905 (927,185) (2,580,791) (199,831) (66,981) 1,224,678 (69,205)
Net assets at December 31, 1994 12,123,138 18,635,301 7,443,671 7,341,158 1,888,662 1,357,772 48,789,702
Net appreciation (depreciation)
in fair value of investments 4,235,827 4,774,846 2,825,588 463,957 125,622 12,425,840
Interest and dividend income 688,357 1,217,488 468,963 277,528 251,249 47,994 2,951,579
Contributions 5,210,200 3,825,187 1,483,017 2,633,802 789,933 518,994 14,461,133
Benefit payments (860,832) (1,658,134) (1,095,555) (364,060) (127,469) (93,394) (4,199,444)
Loan withdrawals, net (172,045) (144,753) (41,101) (115,496) (19,678) (4,952) (498,025)
Transfers to (from) funds, net 2,344,331 (1,519,643) 435,565 7,565 296,402 (87,256) 1,476,964
Net assets at December 31, 1995 $23,568,976 $25,130,292 $ 8,694,560 $12,606,085 $3,543,056 $1,864,780 $75,407,749
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
NOTES TO FINANCIAL STATEMENTS
Note A--Significant Accounting Policies
The accounting records of the Tosco Corporation Capital Accumulation Plan (CAP)
are maintained on the accrual basis.
Money market reserves are valued at cost which approximates fair value.
Investments in the Collective Income Fund include cash equivalents and Bank
Investment Contracts (BICs), which are carried at fair value, and Guaranteed
Investment Contracts (GICs) with insurance companies, which are carried at
contract value plus accumulated interest which approximates fair value. Tosco
Corporation Common Stock, Phillips Petroleum Common Stock and other investment
securities are traded in established exchanges and are stated at fair value as
determined by reference to closing quoted market prices.
Purchases and sales of investments are recorded on a trade date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the
ex-dividend date.
The net appreciation (depreciation) in the market value of investments consists
of realized gains (losses) and the unrealized appreciation (depreciation) on
those investments.
In 1995 defined contribution plans were required to adopt the provisions of the
AICPA's Statement of Position 94-4, "Reporting of Investment Contracts Held by
Health and Welfare Plans and Defined-Contribution Plans" (SOP 94-4). SOP 94-4
requires the plan to report fully benefit responsive investment contracts at
contract value and non-benefit responsive contracts at fair value. Benefit
responsiveness is defined as the extent to which a contract's terms and the plan
permit or require participant-initiated withdrawals at contract value. All of
the Fund's contracts are fully benefit responsive. Accordingly, net assets
available for benefits are not affected by this accounting change.
Note B--Description of Plan
The CAP is the successor to, and a consolidation of, predecessor employee
savings plans. The primary purpose of the CAP is to afford eligible employees of
Tosco Corporation (Tosco) an opportunity to supplement their retirement income
by investing, through regular payroll deductions and on a tax-deferred basis
under Section 401(k) of the Internal Revenue Code (Code), in any one of or a
combination of several investment funds. Employees of Tosco with at least one
year of service are eligible to participate in the CAP. All contributions to the
CAP are invested according to the employee's direction.
The following contribution provisions apply to all employees:
Employees may elect to contribute from 2% to 15% of eligible compensation (up to
$150,000 in 1995 and 1994) to the CAP on a pre-tax basis, after-tax basis, or
a combination of both, in 1% increments. However, in 1995 and 1994, pre-tax
contributions could not exceed $9,240. The first 6% of compensation contributed
to the CAP by an employee is matched by Tosco.
The level of the matching contribution is reduced from 100% to 75% if an
employee has participated in the CAP for 60 months or less. Tosco makes
additional non-matching contributions of 5% of eligible compensation (up to
$150,000 in 1995 and 1994) to the CAP accounts of non-union employees who are
ineligible to participate in the Tosco Pension Plan, a defined benefit pension
plan. Additionally, Tosco makes a 2% contribution for all eligible employees not
covered by a collective bargaining agreement or employed at the Bayway Refinery
as a profit sharing contribution, regardless of whether the employee
participates in the CAP or not. The profit sharing contribution is available for
withdrawal when the employee retires or ceases employment with Tosco. Employees
are immediately vested in their individual and in Tosco's contributions.
Separate accounts are maintained for each participant. Each participant's
account is directly credited with the participant's contribution and the
Company's matching contribution . Net earnings from investments in investment
funds, which include appreciation (depreciation) in fair value, are allocated to
each participant's account based on the ratio which the investment fund portion
of that participant's account balance bears to the total of the investment fund
portion of all participants' account balances.
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note B--Description of Plan (continued)
Total employer and employee contributions to the CAP for the years ended
December 31, 1995 and 1994 are summarized below:
1995 1994
-------------- ----------
Contributions:
Employer $ 7,757,486 $ 7,146,594
Employee 9,885,637 11,128,700
-------------- ------------
Total $ 17,643,123 $18,275,294
============ ===========
Administrative expenses of the CAP, which amounted to $118,788 for 1995 and
$255,035 for 1994, were paid by Tosco and are not reflected in the financial
statements of the CAP. Upon termination of employment, participants receive the
market value of contributed funds, which may be greater or less than the amounts
originally contributed.
Benefits may be provided through the purchase of a 50% joint and survivor
annuity (in the case of a married participant) or a life annuity (in the case of
a single participant). Participants may also elect to receive benefits in a lump
sum, another form of annuity or any other form approved by the Administrative
Committee of the CAP. Married participants may not elect such other forms
without the consent of their spouse.
While it has not expressed any intention to do so, Tosco has the right under the
CAP to discontinue contributions to the CAP at any time and to terminate the CAP
subject to the provisions set forth in the Employee Retirement Income Security
Act of 1974 (ERISA).
ROLLOVERS AND INDIVIDUAL TRANSFERS
Rollover transfers from prior plans of new participant employees were
$785,073 and $472,785 in 1995 and 1994 respectively. In addition, the
acquisition of the Ferndale Refinery and the addition of its related employees
resulted in rollover asset transfers of $1,762,989 in 1994. Total rollover
amounts are included in contributions in the Statement of Changes in Net Assets
Available for Benefits on page 6.
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note B--Description of Plan (continued)
PARTICIPANT LOAN PROGRAM
Participants may borrow up to 100% of their pre-tax contributions and related
earnings (but not less than $1,000, or more than the lesser of $50,000 or 50% of
the participant's CAP balance) for up to 5 years. The participants pay all loan
origination and administrative fees. Interest at the Bank of America prime rate
plus 1% at the time of loan origination is paid by the participant into the
participant's CAP account. Interest rates for loans outstanding at December 31,
1995 range from 7% to 10%. Maturity dates of the loans outstanding range from
February 1996 to January 2001.
Note C--Assets Held for Investment
The fair value of assets held for investment, the number of participants in
each fund and the net realizable value (in $/share) as of December 31, 1995 and
1994 are as follows:
<TABLE>
<CAPTION>
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
NOTE C - ASSETS HELD FOR INVESTMENT
December 31, 1995 December 31, 1994
------------------ -----------------
Net Net
Realizable Realizable
Number of Value Number of Value
Investment Description Participants $/Unit Fair Value Participants $/Unit Fair Value
- ---------------------- ------------- --------- ---------- ------------- -------- ------------
<S> <C> <C> <C> <C> <C> <C>
American Express Income Fund G 800 11.41 $40,929,150 887 10.73 $40,150,382
Vanguard Group Mutual funds:
Primecap 1,560 26.23 23,568,976 1,284 19.98 12,123,138
Wellington 1,488 24.43 25,130,292 1,436 19,39 18,635,301
Market Reserves (VMMR)
Federal Portfolio 775 1.00 8,694,560 837 1.00 7,443,671
Index 500 Portfolio 1,100 57.60 12,606,085 972 42.97 7,341,158
Long Term U.S. Treasury Bond 438 10.79 3,543,056 419 9.05 1,888,662
International Growth Portfolio 275 15.02 1,864,780 187 13.43 1,357,772
Warburg Pincus Growth & Income 103 15.39 709,165
Phillips Petroleum Common Stock Fund 28 39.84 2,773,061 32 38.28 3,126,775
Tosco Common Stock Fund 891 15.24 8,383,914 889 11.66 6,992,469
Participant Loan Receivables 253 1,507,280 143 953,683
------------ -----------
$129,710,319 $100,013,011
============== ==============
</TABLE>
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note C--Assets Held for Investment (continued)
The Collective Income Fund (American Express Income Fund G) owns a
proportional share in 126 GICs and 5 BICs with interest rates ranging from
4.54% to 8.78%. The CAP's share of the BICs and GICs mature as follows:
1996 $ 3,201,081
1997 4,184,075
1998 5,297,919
1999 4,262,545
2000 and beyond 6,101,314
-------------
$ 23,046,934
=============
The average yield and crediting interest rates for American Express Income
Fund G for the years ended December 31, 1995 and 1994 were 6.34% and 6.28% and
5.89% and 6.08% respectively.
Contributions made by or on behalf of CAP participants are held under a trust
agreement by the Vanguard Group (Vanguard), a mutual fund manager which offers a
family of mutual fund investments with varying levels of risk and expected rates
of return. American Express Trust Company is the auxiliary trustee for the
Collective Income Fund.
CAP participants may direct contributions to the following investment options.
Collective Income Fund:
American Express Income Fund G - The American Express Income Fund G
invests in GICs, BICs, and money market securities. GICs are issued by
large, high quality insurance companies that repay principal plus
interest. BICs are similar contracts issued by banking institutions.
Money market securities include certificates of deposit and Treasury
Bills. The combination of the interest earned on the GICs, BICs and money
market securities, less the costs of administering the fund, determines
the fund's rate of return. Prior to July 15, 1994 costs of administrating
the fund were paid by Tosco.
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note C--Assets Held for Investment (continued)
Vanguard Group Mutual Funds:
Primecap Fund - The Primecap Fund invests principally in a portfolio of
common stocks of quality companies with undervalued assets, the potential
for rapid earnings growth, or both. Dividend income is incidental. Under
normal circumstances, at least 80% of the assets of the Primecap Fund
will be in such common stocks, or in securities convertible into common
stocks.
Wellington Fund - The Wellington Fund invests in a portfolio of
high-quality stocks and bonds normally in a ratio of 65% common stocks to
35% fixed income securities. Common stocks are selected principally on
the basis of current dividend yield and reasonable prospects for earnings
and dividend growth. The Wellington Fund's securities (corporate and
government bonds and money market instruments) emphasize high quality
consistent with attractive income yields.
Money Market Reserves (VMMR) Federal Portfolio Fund- The Federal
Portfolio invests mainly in securities issued by the U.S. Treasury and
agencies of the U.S. Government which mature in one year or less. The
Federal Portfolio is designed to maintain a constant $1.00 per share
value.
Index 500 Portfolio Fund- The Index 500 Portfolio invests in a portfolio
of common stocks and attempts to provide investment results that
correspond to the price and yield performance of publicly-traded stocks
in the aggregate (as represented by the Standard & Poor's Composite Stock
Price Index).
Long-Term U.S. Treasury Bond Fund - The Long-Term U.S. Treasury Bond Fund
invests primarily in long-term U.S. Treasury Bonds with an objective to
provide a high level of current income. Although the fund has negligible
credit risk, the market value of the fund will fluctuate due to changes
in interest rates prevailing in the economy.
International Growth Portfolio Fund - The International Growth Portfolio
Fund invests in common stocks of companies based outside of the United
States that are considered to have above-average growth and capital
appreciation potential.
Warburg Pincus Growth and Income Mutual Fund (Pincus) - The Pincus Fund
invests principally in the securities of financially strong companies
that offer high growth rates at attractive valuations. The Fund invests
primarily in equity securities including common stock and securities
convertible to common stock.
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note C--Assets Held for Investment (continued)
The mix may also include dividend-paying equity securities, fixed income
securities, and money market instruments. The Pincus Fund was offered as
an additional choice for ongoing plan contributions effective April 10,
1995.
Common Stock Funds:
Phillips Petroleum Common Stock Fund - The Phillips Petroleum Common
Stock Fund is a closed fund with investments in the common stock of
Phillips Petroleum Company. Dividends earned are automatically reinvested
in stock.
Tosco Common Stock Fund - The Tosco Common Stock Fund (prior to July 15,
1994, a closed fund) invests primarily in Tosco Common Stock. A small
cash position in Vanguard money market reserves is maintained to provide
liquidity necessary for periodic transactions (distributions and fund
exchanges).
Note D--Income Taxes
The Internal Revenue Service has determined and informed Tosco by a letter
dated September 21, 1995, that the CAP and related trust are designed to be
exempt in accordance with applicable sections of the Code as amended. The CAP
has been amended since receiving the determination letter. As the administrator
and tax counsel believe that the CAP amendment is in compliance with the Code,
no provision for income taxes has been included in the CAP's financial
statements.
Note E--Related Party Transactions
Certain investments of the CAP are in shares of mutual funds managed by
Vanguard. As Vanguard is trustee under a trust agreement with Tosco, these
transactions qualify as party in interest transactions. In addition, certain
investments of the CAP are in Tosco Common Stock. These transactions also
qualify as party in interest transactions. Through June of 1994, certain
investments were managed by American Express as an auxiliary trustee under a
trust agreement with Tosco, qualifying these transactions as party in interest
transactions. Party in interest expenses paid by Tosco for 1995 and 1994 were
$81,762 and $171,538 respectively.
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note F--Reconciliation to Form 5500
The following reconciles net assets available for benefits between these
financial statements and Form 5500 as of December 31, 1995:
Net assets available for benefits per financial statements $ 129,710,319
Benefit payable to participants ( 1,328,244)
-------------
Net assets available for benefits per Form 5500 $ 128,382,075
===========
Similarly, the 1995 participants' withdrawals amount reflected in the statement
of changes in net assets available for benefits is reconciled to Form 5500 as
follows:
Benefits paid to participants per the financial statements $ 8,342,280
Benefit payable to participants 1,328,244
-------------
Participants' withdrawals per Form 5500 $ 9,670,524
=============
<PAGE>
<TABLE>
<CAPTION>
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
ITEM 27a -SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1995
(a) (b) (c) (d) (e)
Identity of Issue Description of Investment Cost Current Value
----------------- ------------------------- ------- -------------
<S> <C> <C> <C>
* Vanguard Money Market Reserves $ 8,694,560 $ 8,694,560
Federal Portfolio
* Vanguard Wellington Fund 20,382,407 25,130,292
* Vanguard Index 500 Portfolio 9,840,111 12,606,085
* Vanguard Primecap 19,074,275 23,568,976
* Vanguard Long-term U.S. Treasury
Bond Fund 3,262,546 3,543,056
* Vanguard International Growth Portfolio Fund 1,784,156 1,864,780
Warburg Pincus Pincus Fund 702,600 709,165
Phillips Petroleum Phillips Petroleum Common
Stock Fund 1,024,719 2,773,061
* Tosco Tosco Corporation Common
Stock Fund 6,039,341 8,383,914
American Express Collective Income Fund G 40,929,150 40,929,150
Participant Loans Participant Loan Receivables
maturing from February 1996
to January 2001 at interest 1,507,280 1,507,280
rates of 7.0% to 10.0% ------------ ----------
TOTAL $ 113,241,145 $129,710,319
============== ============
Signifies Party in Interest
</TABLE>
<TABLE>
<CAPTION>
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN
ITEM 27d- SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995
(h)
(f) Current Value (i)
(c) (d) (e) Expenses (g) of Asset on Net
(a) (b) Purchase Selling Lease Incurred with Cost of Transaction Historical
Identity of Party Involved Description of Asset Price Price Rental Transaction Asset Date Gain
- -------------------------- ------------------- -------- ------- ------ ----------- ------ ----------- -----------
Category (iii)-Series of
transactions involving same
security in excess of 5% of
CAP assets:
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Vanguard Wellington Fund $7,619,977 $7,619,977 $7,619,977
$5,899,874 $5,309,425 $5,899,874 $590,449
Vanguard VMMR Federal Portfolio $4,993,122 $4,993,122 $4,993,122
Fund $3,741,751 $3,741,751 $3,741,751
Vanguard Index 500 Portfolio $7,217,852 $7,217,852 $7,217,852
Fund $4,777,983 $4,349,278 $4,777,983 $428,705
Vanguard Primecap Fund $14,631,542 $14,631,542 $14,631,542
$7,421,001 $ 6,661,300 $ 7,421,001 $759,701
American Express Guaranteed Investment $14,658,629 $14,658,629 $14,658,629
Trust Contracts $13,878,343 $13,878,343 $13,878,343
Note: There were no category (i) (ii) or category (iv) reportable transactions
during 1994.
</TABLE>
TOSCO CORPORATION
Tosco Capital Accumulation Plan
SIGNATURES
The Plan. 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 undersigned hereunto duly authorized.
TOSCO CORPORATION
Tosco Capital Accumulation Plan
Dated: June 28, 1996 By: /s/ Jefferson F. Allen
---------------------------
Jefferson F. Allen
Executive Vice President
and Chief Financial Officer
By: /s/ Randall S. Schultz
----------------------------
Randall S. Schultz
Plan Administrator
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Registration Statement
of the Tosco Corporation Capital Accumulation Plan on Form S-8 (File No.
33-54153) of our report dated June 26, 1996, on our audit of the financial
statements and financial statement schedules of the Tosco Corporation Capital
Accumulation Plan as of December 31, 1996 and 1994, and for the years then
ended, which report is included in this Annual Report on Form 11-K.
/s/ COOPERS & LYBRAND
Oakland, California
June 26, 1996
