FORM 11-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1998
OR
[X] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM_________________TO__________
COMMISSION FILE NUMBER 1-13632
A. Full Title of the Plan
TOSCO CORPORATION STORE SAVINGS PLAN
(FORMERLY THE CIRCLE K KASH PLUS PLAN)
B. Exact Name of Issuer of the Securities held pursuant to the Plan
TOSCO CORPORATION
NEVADA 95-1865716
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
72 CUMMINGS POINT ROAD
STAMFORD, CONNECTICUT 06902
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 977-1000
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 (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
[X] Yes [ ] No
<PAGE>
TOSCO CORPORATION STORE SAVINGS PLAN
(FORMERLY THE CIRCLE K KASH PLUS PLAN)
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
AS OF DECEMBER 31, 1998 AND 1997 AND
FOR THE YEAR ENDED DECEMBER 31, 1998
<PAGE>
TOSCO CORPORATION STORE SAVINGS PLAN
(FORMERLY THE CIRCLE K KASH PLUS PLAN)
INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
PAGE(S)
Report of Independent Accountants 1
Financial Statements:
Statement of Net Assets Available for Benefits with Fund
Information as of December 31, 1998 and 1997 2
Statement of Changes in Net Assets Available for Benefits
with Fund Information for the year ended December 31, 1998 3
Notes to Financial Statements 4-7
Supplemental Schedules:
Item 27(a) - Schedule of Assets Held for Investment
Purposes as of December 31, 1998 8
Item 27(d) - Schedule of Reportable (5%) Transactions for
the year ended December 31, 1998 9
Consent of Independent Accountants 10
Signatures 11
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Plan Administrator
Tosco Corporation Store Savings Plan
In our opinion, the accompanying statements of net assets available for benefits
and the related statements of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the Tosco Corporation Store Savings Plan (formerly the Circle K Kash Plus
Plan) (the "Plan") at December 31, 1998 and 1997, and the changes in net assets
available for benefits for the year ended December 31, 1998 in conformity with
generally accepted accounting principles. These financial statements are the
responsibility of the Plan's management; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with generally accepted auditing
standards which 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, assessing the
accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed above.
Our audits were conducted 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, 1998, and reportable (5%)
transactions for the year ended December 31, 1998, 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 benefits and the statement of changes in net assets
available for 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 benefits of each fund. These supplemental schedules and
fund information are the responsibility of the Plan's management. 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.
PricewaterhouseCoopers LLP
Phoenix, Arizona
July 8, 1999
<PAGE>
TOSCO CORPORATION STORE SAVINGS PLAN
(Formerly THE CIRCLE K KASH PLUS PLAN)
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1998 AND 1997
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------------------------------------------
Stable Value Balanced Equity Global Tosco Stock Loan
Fund Fund Fund Fund Fund Fund Total
------------ --------- ----------- ---------- ---------- ------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
DECEMBER 31, 1998 Investments, at fair value:
Mutual funds $- $6,002,240 $7,346,787 $3,121,595 $- $- $ 16,470,622
Pooled separate account 15,852,730 15,852,730
Common stock 509,057 509,057
Loans to participants 2,351,738 2,351,738
------------ ------------ ---------- ---------- --------- ---------- ----------
Total investments 15,852,730 6,002,240 7,346,787 3,121,595 509,057 2,351,738 35,184,147
Receivables:
Participants' contributions 113,647 45,913 48,218 28,090 13,329 249,197
Interest and dividends 25,960 25,960
------------- ----------- ----------- ----------- ---------- --------- -----------
Total receivables 139,607 45,913 48,218 28,090 13,329 - 275,157
Net assets available for benefits $15,992,337 $6,048,153 $7,395,005 $3,149,685 $522,386 $2,351,738 $35,459,304
============== =========== =========== =========== ========= ========== ===========
DECEMBER 31, 1997 Investments, at fair value:
Mutual funds $- $9,956,244 $11,485,622 $4,130,241 $- $- $25,572,107
Pooled separate account 21,609,382 21,609,382
Common stock 664,682 664,682
Loans to participants 2,914,338 2,914,338
--------------- ----------- ----------- ---------- --------- ----------- ----------
Total investments 21,609,382 9,956,244 11,485,622 4,130,241 664,682 2,914,338 50,760,509
--------------- ----------- ----------- ----------- ---------- ----------- ----------
Receivables:
Employer's contribution 10,435 3,931 3,503 2,143 20,012
Participants' contributions 31,039 12,299 12,228 7,093 62,659
Interest and dividends 24,826 24,826
--------------- ----------- ---------- ------------ --------- ---------- ----------
Total receivables 66,300 16,230 15,731 9,236 107,497
--------------- ----------- ---------- ------------ --------- ----------- ---------
Cash 27,599 11,750 27,438 1,771 5,758 74,316
--------------- ----------- ------------ ------------ --------- ----------- ---------
Net assets available for benefits $21,703,281 $9,984,224 $11,528,791 $4,141,248 $664,682 $2,920,096 $50,942,322
=============== =========== ============ =========== ========== ========== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
TOSCO CORPORATION STORE SAVINGS PLAN
(Formerly THE CIRCLE K KASH PLUS PLAN)
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1998
Participant Directed
------------------------------------------------------------------------------
Stable Value Balanced Equity Global Tosco Stock Loan
Fund Fund Fund Fund Fund Fund Total
------------- ---------- --------- -------- ------------ ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income (loss):
Net appreciation (depreciation)
in fair value of investments $- $110,498 $1,165,872 $762,439 $(172,340) $- $1,866,469
Interest, dividends and other 1,024,478 832,990 140,386 245,809 4,264 152,582 2,400,509
----------- -------- ---------- --------- ----------
Total investment income (loss) 1,024,478 943,488 1,306,258 1,008,248 (168,076) 152,582 4,266,978
----------- -------- ---------- --------- ---------- ---------- ----------
Contributions:
Participants 1,312,774 534,306 557,331 310,496 131,329 2,846,236
Rollovers 2,347 5,727 12,672 7,467 17,812 46,025
---------- -------- ---------- --------- ---------- ---------- ----------
Total contributions 1,315,121 540,033 570,003 317,963 149,141 - 2,892,261
---------- -------- ---------- --------- ---------- ---------- ----------
Other, net 31,761 33,776 40,614 25,842 5,366 - 137,359
---------- --------- ---------- --------- ---------- ---------- ----------
Total additions 2,371,360 1,517,297 1,916,875 1,352,053 (13,569) 152,582 7,296,598
Deductions from net assets attributed to:
Benefits paid to participants 2,673,396 1,055,811 1,085,496 524,121 34,903 1,170,940 6,544,667
Assets transferred to/(from) related
plan, net (Note 4) 5,347,201 4,082,155 4,496,521 2,107,362 16,033,239
Administrative expenses 180,321 6,816 4,940 3,425 450 5,759 201,711
---------- --------- --------- --------- ------ --------- ----------
Total deductions 8,200,918 5,144,782 5,586,957 2,634,908 35,353 1,176,699 22,779,617
---------- --------- --------- --------- ------ --------- ----------
Net decrease before interfund transfers (5,829,558) (3,627,485) (3,670,082)(1,282,855) (48,922) (1,024,117) (15,483,019)
Interfund transfers 118,614 (308,586) (463,704) 291,292 (93,375) 455,759 -
---------- ----------- ----------- ---------- -------- ----------- -----------
Net decrease (5,710,944) (3,936,071) (4,133,786) (991,563) (142,297) (568,358) (15,483,019)
Net assets available for benefits,
beginning of year 21,703,281 9,984,224 11,528,791 4,141,248 664,682 2,920,096 50,942,322
----------- ----------- ----------- ---------- ---------- ----------- -----------
Net assets available for benefits,
end of year $15,992,337 $6,048,153 $7,395,005 $3,149,685 $522,385 $2,351,738 $35,459,303
============= ============ ========== =========== ========== =========== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
THE TOSCO CORPORATION STORE SAVINGS PLAN
(FORMERLY THE CIRCLE K KASH PLUS PLAN)
NOTES TO FINANCIAL STATEMENTS
1. DESCRIPTION OF PLAN
The following description of the Tosco Corporation Store Savings Plan (the
"Plan") provides only general information. Participants should refer to the Plan
Documents for a more complete description of the Plan's provisions.
GENERAL
The Plan was established in 1985 as the Circle K Kash Plus Plan and has been
amended and restated at various times since its formation. Effective January 1,
1998, the Plan was amended to change its name to the Tosco Corporation Store
Savings Plan. The Plan is a defined contribution, 401(k) profit sharing plan,
covering substantially all of the full-time store employees of Tosco Marketing
Company, a division of Tosco Corporation (the "Sponsor"), who have reached the
age of 21 and completed one continuous year of employment with the Sponsor. The
Plan is subject to the provisions of the Employee Retirement Income Security Act
of 1974 ("ERISA") and the Internal Revenue Code as amended by the Tax Reform Act
of 1986 and subsequent legislation. Effective April 1, 1996, the Plan is being
administered by Merrill Lynch Trust Company ("Merrill Lynch"), who is also
maintaining the individual participant account records and serving as custodian
for the Plan's investments.
CONTRIBUTIONS
Participants may contribute between 1 and 12 percent of their eligible
compensation (up to $160,000 in 1998) to the Plan. Effective January 1, 1998 the
Plan was amended so that no future Sponsor matching contributions will be made.
During 1997, the Sponsor contributed an amount equal to 50 percent of the first
4 percent of the participant's contribution for each payroll period. Participant
investment choice dictates the allocation of the Sponsor's matching
contribution. Earnings on investments held by the Plan in the name of a
participant are automatically invested in the respective fund from which the
earnings were derived.
PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's contribution and
allocations of the Sponsor's contribution and, Plan earnings, and charged with
an allocation of investment expenses. 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 vested
account.
VESTING
Participant contributions to the Plan, as well as the investment earnings
thereon, are fully vested. Effective December 31, 1997, employee participants
became 100% vested in the Sponsor's matching and discretionary contributions
plus actual earnings thereon.
LOANS TO PARTICIPANTS
The Plan, with certain limitations, may make loans to participants with an
interest rate approximately equal to the prime interest rate on the origination
date. A loan from the Plan will be made for up to 50% of the participants
account balance and all interest payments made under the terms of the loan will
be credited to the participant's account and not considered general earnings of
the Plan. Participants' loans are repaid through payroll deductions. The
participant loans are collateralized by the participants' vested account
balances. The maturity on these loans is not to exceed five years.
DISTRIBUTIONS
Benefits of the Plan are payable upon reaching normal retirement, early
retirement, termination, or in the event of death or disability. All
distributions from the Plan are made in one lump sum. Any whole shares of stock
in a participant's stock fund account may be distributed in the form of shares
of stock. All other amounts, including fractional shares of stock, will be
distributed to the participant in cash.
<PAGE>
FORFEITURES
Under the terms of the Plan Agreement, nonvested employer contributions revert
back to the Sponsor after a participant has terminated employment.
ADMINISTRATION FEES
All Plan investment management fees are paid from the investment earnings of the
individual investment funds. All other administration fees are paid by the Plan
or the Sponsor. Fees paid by the Sponsor are not reflected in the Plan's
Financial Statements.
2. SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The Plan's financial statements are presented on the accrual basis of
accounting.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities, the reported changes in
net assets available for benefits and disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
INVESTMENTS
The Plan's investments are stated at fair value. Common stock and mutual fund
securities are valued at their quoted market price. Pooled separate accounts are
valued at contract value plus accrued income which approximates fair value.
Participant loans are valued at cost which approximates fair value. Purchases
and sales of investments are recorded on a trade date basis.
The Plan presents, in the statement of changes in net assets, the net
appreciation (depreciation) in the fair value of its investments which consists
of the realized gains or losses and the unrealized appreciation (depreciation)
of those investments. Interest income is recorded on the accrual basis.
Dividends are recorded on the ex-dividend date.
3. INVESTMENTS
Participants may designate, in one percent increments, the portion of his or her
contribution to be placed in various funds. Loan repayments are allocated to
these funds based on the participant's current contribution designation. The
characteristics of the different funds as follows:
STABLE VALUE FUND
The stable value fund seeks to provide preservation of participants'
investments, liquidity, and current income that is typically higher than money
market funds. Investments are held in a retirement preservation trust maintained
by Merrill Lynch that invests in a broadly-diversified portfolio of investment
contracts, U.S. government obligations, U.S. government agency securities, and
high-quality money market securities.
BALANCED FUND
The balanced fund seeks to provide current income and, secondarily, growth of
capital. Investments are in the Income Fund of America mutual fund. This mutual
fund invests in equities, bonds, and other fixed-income securities in any
proportion that seems warranted by existing or expected market conditions.
EQUITY FUND
The equity fund seeks growth of capital. Investments are made in the Davis New
York Venture mutual fund. This mutual fund invests primarily in equity
securities of companies with market capitalization in excess of $250 million.
GLOBAL FUND
The global fund seeks to provide long-term growth of capital through investments
throughout the world, including the United States. Investments are made in the
New Perspective mutual fund. This mutual fund invests in U.S. and foreign blue
chip companies, focusing on opportunities generated by changes in global trade
patterns and economic and political relationships.
<PAGE>
TOSCO STOCK FUND
The Tosco Stock Fund invests primarily in Tosco Corporation common stock. A
small cash position is maintained to provide liquidity necessary for periodic
transactions (distributions and fund exchanges). At December 31, 1998 and 1997,
the Tosco Stock Fund held 19,674 and 17,704 shares of Tosco Corporation common
stock, respectively.
LOAN FUND
The loan fund represents amounts borrowed by participants against their
individual accounts. All loans are collaterallized by the vested portion of the
participants' plan balance.
As of December 31, 1998 and 1997 the Plan investments were as follows:
<TABLE>
<CAPTION>
DECEMBER 31, 1998
-----------------------------------------------------
Number of Fair Value
Participants per Unit Fair Value
------------ ----------- ------------
<S> <C> <C> <C>
Investments at fair value:
Stable Value Fund - Merrill Lynch Retirement Preservation
Trust (a) 2,715 $ 1.00 $ 15,852,730
Balanced Fund - American Funds Income Fund of America (a) 1,518 17.34 6,002,240
Equity Fund - Davis Funds New York Venture Fund (a) 1,497 25.01 7,346,787
Global Fund - American Funds New Perspective Fund (a) 1,022 22.95 3,121,595
Tosco Stock Fund - Tosco Corporation Common Stock 475 25.87 509,057
Loan Fund - Participant loans receivable (a) 894 2,351,738
--------------
$ 35,184,147
==============
(a) This investment represents more than 5% of the Plan's net assets available for benefits as of December 31, 1998.
DECEMBER 31, 1997
-------------------------------------------------------
Number of Fair Value
Participants per Unit Fair Value
------------- ----------- -----------
Investments at fair value:
Stable Value Fund - Merrill Lynch Circle K Stable Value Fund (a) 3,588 $ 1.00 $ 21,609,382
Balanced Fund - American Funds Income Fund of America (a) 2,244 17.77 9,956,244
Equity Fund - Davis Funds New York Venture Fund (a) 2,089 22.33 11,485,622
Global Fund - American Funds New Perspective Fund (a) 1,516 19.37 4,130,241
Tosco Stock Fund - Tosco Corporation Common Stock 425 37.81 664,682
Loan Fund - Participant loans receivable (a) 1,071 2,914,338
-------------
$ 50,760,509
=============
(a) This investment represents more than 5% of the Plan's net assets available for benefits as of December 31, 1997.
</TABLE>
4. ASSETS TRANSFERRED TO / FROM RELATED PLAN
Effective January 1, 1998, all non-store employee participants in the Plan were
made eligible for the Tosco Corporation Capital Accumulation Plan (the "CAP").
Participants electing to transfer to the CAP were given a one-time option to
transfer not less than 100% of their Plan balances to the CAP. Additionally,
certain store employees formerly participating in the CAP were transferred to
the Plan.
<PAGE>
5. FEDERAL INCOME TAX STATUS
The Internal Revenue Service has determined and informed the Sponsor by a letter
dated April 15, 1996, that the Plan and related trust are designed in accordance
with applicable sections of the Internal Revenue Code (the "Code"). Although the
Plan amendment allowing Tosco common stock as an investment fund was not in
place when the foregoing determination letter was sought, management, Merrill
Lynch, and the Plan's tax counsel believe that the Plan is designed and is
currently being operated in compliance with the applicable requirements of the
Code.
6. PLAN TERMINATION
Although it has not expressed any intent to do so, the Sponsor has the right
under the Plan to terminate the Plan subject to the provisions of ERISA. Upon
termination, the Plan's assets would be distributed to the participants, as soon
as possible and legally permitted, on the basis of their account balances
existing on the date of termination as adjusted for investment gains and losses.
7. PARTY IN INTEREST TRANSACTIONS
At December 31, 1997, all forfeitures have been excluded from the Plan's net
assets available for benefits.
During 1998, administrative expenses related to the Plan totaling $114,538 were
paid by the Sponsor from available forfeitures.
8. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits as of
December 31, 1998 and 1997 as reflected in these financial statements to the
amounts reflected in the Plan's Form 5500:
<TABLE>
<CAPTION>
1997 1997
---------------- ---------------
<S> <C> <C>
Net assets available for benefits as reported in the financial statements $ 35,210,107 $ 50,942,322
Amounts allocated to withdrawing participants 11,728 106,477
----------------- ---------------
Net assets available for benefits as reported in the Form 5500 $ 35,221,835 50,835,845
================= ===============
The following is a reconciliation of benefits paid to participants for the year
ended December 31, 1998 as reflected in these financial statements to the amount
reflected in the Plan's Form 5500:
Benefits paid to participants as reported in the financial statements $ 6,544,667
Amount allocated to withdrawing participants at December 31, 1998 11,728
Amount allocated to withdrawing participants at December 31, 1997 (106,477)
-----------------
Benefits paid to participants as reported in the Form 5500 $ 6,449,918
=================
</TABLE>
<PAGE>
TOSCO CORPORATION STORE SAVINGS PLAN
(Formerly THE CIRCLE K KASH PLUS PLAN)
ITEM 27(A) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1998
<TABLE>
<CAPTION>
Current
Identity of Issue, Borrower, Lessor or Similar Party Description of Investment Cost Value
- ------------------------------------------------------ -------------------------- --------------- ------------
<S> <C> <C> <C>
Merrill Lynch - Retirement Preservation Trust (a) 15,852,730 shares $15,852,730 $15,852,730
American Funds - Income Fund of America 346,165 shares 5,841,886 6,002,240
Davis Funds - Davis New York Venture Fund 293,754 shares 5,366,742 7,346,787
American Funds - New Perspective Fund 136,017 shares 2,647,209 3,121,595
Tosco Stock Fund (a) 19,674 shares 400,882 509,056
Participant Loans Receivable Interest rates from 5.95% to
11.8% and maturities
through August 21, 2003 - 2,351,738
$35,184,146
Notes:
(a) - Investment qualifies as a party-in-interest for the Plan and consists primarily of Tosco Corporation common stock.
</TABLE>
<PAGE>
TOSCO CORPORATION STORE SAVINGS PLAN
(Formerly THE CIRCLE K KASH PLUS PLAN)
ITEM 27(d) - SCHEDULE OF REPORTABLE (5%) TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
PUCHASES
Number of Purchase
Identity of Party Involved Description of Asset Transactions Price
- ----------------------------- ----------------------------- ------------- -----------
<S> <C> <C> <C>
Merrill Lynch Retirement Preservation Trust 746 $4,648,877
American Funds Income Fund of America 434 1,746,571
Davis Funds Davis New York Venture Fund 417 2,000,362
American Funds New Perspective Fund 382 2,096,797
Participant loans Loans receivable 200 1,536,727
</TABLE>
<TABLE>
<CAPTION>
SALES
Number of Selling Cost of Net Gain
Identity of Party Involved Description of Asset Transactions Price Asset or (Loss)
- -------------------------- ---------------------------- ------------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C>
Merrill Lynch Retirement Preservation Trust 601 $10,570,515 $10,570,515 $-
American Funds Income Fund of America 711 5,833,629 5,258,704 574,925
Davis Funds Davis New York Venture Fund 628 7,337,973 5,686,155 1,651,818
American Funds New Perspective Fund 508 3,888,025 3,346,264 541,761
Participant loans Loans receivable 223 2,099,327 2,099,327 -
</TABLE>
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-54153) of Tosco Corporation of our report dated
July 8, 1999 relating to the financial statements and financial statement
schedules of the Tosco Corporation Store Savings Plan (formerly The Circle K
Kash Plus Plan) as of December 31, 1998 and 1997, and for the year ended
December 31, 1998, which appears in this Form 11-K.
PricewaterhouseCoopers LLP
Phoenix, Arizona
July 14, 1999
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
TOSCO CORPORATION
(Registrant)
TOSCO CORPORATION
STORE SAVINGS PLAN
Date: July 15, 1999 By: /s/ WANDA WILLIAMS
----------------------------------
(Wanda Williams)
Vice President - Human Resources
By: /s/ RANDALL S. SCHULTZ
----------------------------------
(Randall S. Schultz)
Plan Administrator