<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For fiscal year ended December 31, 1994
Commission File Number I-8889
MORRISON KNUDSEN CORPORATION SAVINGS PLAN
---------------------------------------------------------
(Full Title of Plan)
MORRISON KNUDSEN CORPORATION
MORRISON KNUDSEN PLAZA
BOISE, IDAHO 83729
-----------------------------------------------------------------------
(Name and Address of Issuer of the Securities)
SIGNATURES
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.
Morrison Knudsen Corporation Savings Plan
/s/ John Zabala
Date: August 31, 1995 _____________________________________
John Zabala
Plan Committee Member
<PAGE>
MORRISON KNUDSEN CORPORATION
SAVINGS PLAN
---------------------
FINANCIAL STATEMENTS
AND INDEPENDENT AUDITORS' REPORT
December 31, 1994 and 1993
<PAGE>
MORRISON KNUDSEN CORPORATION
SAVINGS PLAN
TABLE OF CONTENTS
Page
----
Independent Auditors' Report 2
Financial Statements:
Statements of Net Assets Available for
Benefits as of December 31, 1994 and 1993 3
Statements of Changes in Net Assets Available
for Benefits for the Years Ended
December 31, 1994 and 1993 4
Notes to Financial Statements 5-14
Supplemental Schedules:
Item 27(a) - Schedule of Assets Held for Investment Purposes
as of December 31, 1994 15
Item 27(d) - Schedule of Reportable Transactions
for the Year Ended December 31, 1994 16
<PAGE>
INDEPENDENT AUDITORS' REPORT
Administrative Committee
Morrison Knudsen Corporation Savings Plan
We have audited the accompanying statements of net assets available for benefits
of the Morrison Knudsen Corporation Savings Plan (the Plan) as of December 31,
1994 and 1993, and the related statements of changes in net assets available for
benefits for the years then ended. These financial statements are the
responsibility of the Plan's 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
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
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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1994 and 1993, and the changes in net assets available for benefits for the
years then ended in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed in the
Table of Contents 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 Note 3 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. These
supplemental schedules and Fund Information are the responsibility of the Plan's
management. The supplemental schedules and Fund Information disclosed in Note 3
have been subjected to the auditing procedures applied in our audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects when considered in relation to the basic financial statements
taken as a whole.
/s/ Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Boise, Idaho
July 20, 1995
<PAGE>
MORRISON KNUDSEN CORPORATION
SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE
FOR BENEFITS
December 31, 1994 and 1993
--------------
<TABLE>
<CAPTION>
ASSETS 1994 1993
------------ ------------
<S> <C> <C>
Cash $ 19,799 $ 12,856
Investments at fair value (Notes 3 and 9):
Mutual funds 101,716,080 93,342,876
Common stock 16,207,064 23,811,256
Participant notes receivable 3,211,325 2,741,306
------------ ------------
Total investments 121,134,469 119,895,438
------------ ------------
Receivables:
Participants' contributions 765,552 8,445
Employer's contributions 183,605 2,065
------------ ------------
Total receivables 949,157 10,510
------------ ------------
NET ASSETS AVAILABLE FOR BENEFITS $122,103,425 $119,918,804
------------ ------------
------------ ------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
MORRISON KNUDSEN CORPORATION
SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
Years Ended December 31, 1994 and 1993
----------------
<TABLE>
<CAPTION>
1994 1993
------------ ------------
<S> <C> <C>
Participants' contributions $23,288,969 $21,756,386
Employer's contributions 5,294,752 5,205,873
Investment income - net 7,579,076 6,403,872
Net appreciation (depreciation)
in fair value of investments (Note 3) (17,822,871) 7,676,752
Participants' withdrawals (16,155,305) (10,024,844)
------------ ------------
Increase in net assets 2,184,621 31,018,039
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 119,918,804 88,900,765
------------ ------------
End of year $122,103,425 $119,918,804
------------ ------------
------------ ------------
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
MORRISON KNUDSEN CORPORATION
SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
-----------------
1. DESCRIPTION OF THE PLAN
The Morrison Knudsen Corporation (the Company) Savings Plan (the Plan) is a
defined contribution plan covering all salaried employees of the Company
and its subsidiaries who (1) have attained the age of 21, (2) are citizens
of the United States of America, and (3) are not covered by a collective
bargaining agreement. The following description of the Plan provides only
general information. Participants should refer to the Plan agreement for a
more complete description of the Plan's provisions.
The Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974 (ERISA), as amended.
FORFEITURES: Forfeited amounts are first used to restore previously
forfeited accounts, if the participants repay the full amount of the
distribution received upon termination prior to 6 consecutive breaks in
service, any remaining forfeitures are then used to offset employer's
contributions.
CONTRIBUTIONS: Participants can elect to contribute from 1 to 15 percent
of annual eligible pre-tax compensation to the Plan. The maximum allowable
annual contribution by a participant was $9,240 and $8,994 in 1994 and
1993, respectively. Such contributions are tax deferred under sections
401(a) and 401(k) of the Internal Revenue Code. Prior to January 1, 1989
participants were also permitted to make after-tax, voluntary contributions
to the Plan. Compensation, as defined by the Plan, includes salaries,
commissions, bonuses, and overtime pay. Compensation does not include
amounts deferred into the Morrison Knudsen Deferred Compensation Plan.
The Company matches, on a dollar for dollar basis, the employees
contribution to the Plan up to 2% of their annual eligible compensation.
Additionally, the Company may make elective contributions to the Plan in
such amounts as it determines. Elective Company contributions and
participants' non-vested forfeitures are allocated to accounts established
on behalf of participants in the proportion each participant's compensation
bears to the total compensation of all participants. As of December 31,
1994, the Company has not made any elective contributions to the Plan. See
also subsequent events discussion in Note 10.
VESTING: Participants vest 100% in their salary deferral and voluntary
contribution accounts. Participants vest in the Company contributions over
a five year period at 20 percent per year, or upon retirement, death or
disability.
PAYMENT OF BENEFITS: Upon a participant's retirement, death, or separation
from service, a distribution of benefits shall be made in the form of a
lump sum cash payment unless an election is made to retain the account
balance in the Plan. Upon a participant's retirement or separation from
service, a participant, with an account balance of up to $3,500, may choose
to retain their account balance in the Plan for up to one year. If a
participant's account balance is $3,500 or more, the participant may retain
the account balance in the Plan until age 65.
<PAGE>
2. SUMMARY OF ACCOUNTING POLICIES
The financial statements of the Plan are presented on the accrual basis of
accounting.
Investments are stated at fair value as determined by quoted market prices.
Participant notes receivable are valued at nominal cost plus accrued
interest which approximates fair value.
Dividend income is recorded on the ex-dividend date. Interest is recorded
as earned on the accrual basis.
Purchases and sales of investments are recorded on the trade date.
3. INVESTMENT OF FUNDS AND FUND PERFORMANCE
Participants' accounts are held in a trust and invested at the
participants' direction in investment funds selected by the Plan's
Administrative Committee (the Committee). The Committee also determines
the manner in which participants may direct the investment of their
accounts. Each participant must allocate Plan contributions among one or
more of these investment funds in 1% increments.
Except as otherwise indicated, T. Rowe Price is the investment manager for
each of the investment funds. Earnings (net of administrative expenses)
for each fund are allocated to a participant's account in that fund in the
proportion that the value of such account has to the value of all accounts
in that investment fund.
The Committee has selected the following investment funds:
1. THE UNRESTRICTED STOCK FUND. The Unrestricted Stock Fund invests in
common stock of the Company. This fund is not a diversified fund as its
performance will depend entirely on the performance of the common stock of
the Company, which may increase or decrease. Dividends received with
respect to the shares held in the Unrestricted Stock Fund will be
reinvested in the fund.
The following table sets forth the market price per share of Common Stock
of the Company, adjusted to give effect to the two-for-one stock split in
May, 1992.
<TABLE>
<CAPTION>
YEAR RANGE DURING YEAR AT DECEMBER 31 ANNUAL DIVIDENDS
<S> <C> <C> <C>
1984 $13.38-17.13 $17.00 $.70
1985 16.50-23.94 23.63 .74
1986 19.63-26.13 21.38 .74
1987 14.75-27.81 16.63 .74
1988 15.75-22.00 19.69 .74
1989 18.38-24.25 23.31 .74
1990 15.19-30.25 21.44 .74
1991 18.88-30.37 24.81 .74
1992 17.87-28.63 21.63 .80
1993 19.38-27.13 25.13 .80
1994 12.50-29.87 12.75 .80
</TABLE>
<PAGE>
Fund assets were $2,302,103 and $3,392,496 at December 31, 1994 and 1993.
2. RESTRICTED STOCK FUND. The Savings Plan also provides for a Restricted
Stock Fund which is invested in common stock of the Company. Each
participant in the Company's Employee Stock Ownership Plan ("ESOP") has
shares of common stock of the Company allocated to their ESOP accounts
based on the participant's salary deferral in the Plan's Restricted Stock
Fund. Under these circumstances, the greater the investment in the
Restricted Stock Fund, generally the greater the allocation in the ESOP.
However, the Restricted Stock Fund is not a diversified fund as its
performance will depend entirely on the performance of the common stock of
the Company, which may increase or decrease. Dividends received with
respect to shares held in the Restricted Stock Fund will be reinvested in
the fund. Furthermore, amounts invested in the Restricted Stock Fund may
not be withdrawn, except in the case of financial hardship or until a
participant separates from service with the Company. The market price per
share of common stock of the Company is set forth above in the discussion
of the Unrestricted Stock Fund. Fund assets were $13,904,961 and
$20,418,760 at December 31, 1994 and 1993.
3. THE STABLE VALUE FUND. The Stable Value Fund invests primarily in a
portfolio of GICs, BICs and SICs, issued by U.S. and Canadian insurance
companies, banks and other issuers deemed to be creditworthy by T. Rowe
Price. Fund assets were $30,969,188 and $31,734,434 at December 31, 1994
and 1993.
4. INTERNATIONAL STOCK FUND. The International Stock Fund invests in
common stocks of non-United States companies. The portfolio is both
geographically and industrially diversified around the world. However,
like any international undertaking, the International Stock Fund can be
subject to risks and market cycles that cannot be controlled by the
economic policies of the United States. In addition, investment returns do
not necessarily parallel those realized through domestic investments. Fund
assets were $6,578,740 and $5,178,697 at December 31, 1994 and 1993.
5. NEW ASIA FUND. The New Asia Fund invests in companies in the newly
emerging countries of Asia and the Pacific Basin. Its goal is to take
advantage of the expected new growth opportunities in these countries which
are in an earlier, more dynamic stage of development than more mature
economies such as Japan. It is the most aggressive international fund
offered. Fund assets were $3,299,430 and $2,574,435 at December 31, 1994
and 1993.
6. GROWTH STOCK FUND. The Growth Stock Fund invests primarily in common
stocks of growth companies chosen by T. Rowe Price. The Growth Stock Fund
invests almost exclusively in common stocks and tends to have a price per
share that is somewhat less stable than that of the Equity Income Fund.
Fund assets were $14,137,055 and $14,107,936 at December 31, 1994 and 1993.
7. NEW ERA FUND. The New Era Fund focuses on companies which own or
develop natural resources like gold, oil, chemicals, forest products and
other basic commodities. It is designed to provide an inflation hedge with
the potential for high capital growth. Fund assets were $365,799 and
$172,196 at December 31, 1994 and 1993.
<PAGE>
8. NEW HORIZONS FUND. The New Horizons Fund invests primarily in the
common stock of emerging growth companies. Investing in emerging growth
companies can be quite risky, and the New Horizons Fund can experience a
high level of price volatility. Fund assets were $5,452,599 and $5,023,236
at December 31, 1994 and 1993.
9. NEW INCOME FUND. The New Income Fund invests in investment-grade debt
securities. Focus is on longer-term U.S. Government issues, finance
industry bonds and other securities. The average maturity of the portfolio
is adjusted based on interest rate forecasts. Fund assets were $346,626
and $316,701 at December 31, 1994 and 1993.
10. PRIME RESERVE FUND. The Prime Reserve Fund invests in a diversified
portfolio of domestic and foreign U.S. dollar-denominated money market
securities rated within the two highest credit categories assigned by
established rating agencies or, if not rated, of equivalent investment
quality as determined by T. Rowe Price. At least 65% of the Prime Reserve
Fund total assets is maintained in prime money market instruments with the
highest credit category assigned by an established rating agency. No
further deposits were allowed to be made to the Prime Reserve Fund after
December 31, 1989. Fund assets were $3,028,066 and $2,907,801 at
December 31, 1994 and 1993.
11. SMALL-CAP VALUE FUND. The Small-Cap Value Fund targets
small-capitalization company stocks, which provide higher returns than
large-capitalization companies, but with greater risk. The Fund seeks to
reduce this risk through in-depth research to target small-cap companies
whose values are not reflected in their stock prices. Fund assets were
$1,889,893 and $1,423,535 at December 31, 1994 and 1993.
12. EQUITY INDEX FUND. The Equity Index Fund invests in common stocks
that compose the Standard & Poor's 500 Stock Index. It seeks capital
appreciation and performance in line with the overall U.S. stock market.
Fund assets were $791,317 and $586,649 at December 31, 1994 and 1993.
13. GLOBAL GOVERNMENT BOND FUND. The Global Government Bond Fund
diversifies its assets across a wide range of high-quality foreign and U.S.
Government bonds. This is the most conservative international fund offered
and is designed to take a prudent approach to delivering the highest yields
available from government bonds worldwide. Fund assets were $93,836 and
$75,900 at December 31, 1994 and 1993.
14. U.S. TREASURY MONEY FUND. The U.S. Treasury Money Fund invests
exclusively in securities guaranteed by the full faith and credit of the
U.S. Government. The Fund generates income and provides capital
protection. Fund assets were $2,223,448 and $1,373,802 at December 31,
1994 and 1993.
<PAGE>
15. GROWTH AND INCOME FUND. The Growth and Income Fund searches out
opportunities in undervalued, out-of-favor stocks in order to provide both
capital growth and current income. It is expected to be less volatile than
stocks in general. Fund assets were $2,010,211 and $1,673,131 at December
31, 1994 and 1993.
16. SHORT-TERM BOND FUND. The Short-Term Bond Fund invests in short- and
intermediate-term securities, focusing on high-quality Treasuries, CDs and
finance industry bonds. It is designed to yield higher-than-money market
income and offers more stability than longer term bond funds. Fund assets
were $314,932 and $262,586 at December 31, 1994 and 1993.
17. HIGH YIELD FUND. The High Yield Fund invests aggressively in a wide
range of medium-to-lower quality, longer term bonds. It is designed for
investors seeking the highest yielding opportunities in the bond market and
is the highest yielding corporate fund offered. It is expected to be the
most volatile. Fund assets were $659,457 and $608,080 at December 31, 1994
and 1993.
18. NEW AMERICA GROWTH FUND. The New America Growth Fund invests in
companies in the financial services, health care, travel and leisure, food
service, airline, media, and computer software industries, as well as other
companies in the service sector. Fund assets were $2,327,023 and
$2,101,296 at December 31, 1994 and 1993.
19. SCIENCE & TECHNOLOGY FUND. The Science and Technology Fund invests in
a wide range of industries, including computers, genetic engineering,
communications, health care and waste management. Fund assets were
$6,301,175 and $4,267,732 at December 31, 1994 and 1993.
20. U.S. TREASURY INTERMEDIATE FUND. The U.S. Treasury Intermediate Fund
invests in Government securities featuring higher-than-money market income,
more stability than long-term bonds and maximum credit safety. Fund assets
were $569,101 and $555,736 at December 31, 1994 and 1993.
21. U.S. TREASURY LONG-TERM FUND. The U.S. Treasury Long-Term Fund
invests primarily in long-term Treasury bonds to provide high income and
maximum credit safety. It is expected to earn the highest yields and have
the greatest price swings of any of the offered Treasury Funds. Fund
assets were $486,192 and $407,752 at December 31, 1994 and 1993.
22. GNMA FUND. The GNMA Fund invests in mortgage-backed securities that
are 100 percent guaranteed for timely payment of principal and interest by
the U.S. Treasury. The Fund's share price and yield are not guaranteed.
This Fund seeks the highest current income that is consistent with
preserving the investor's capital and providing maximum credit protection.
Fund assets were $552,102 and $538,291 at December 31, 1994 and 1993.
23. EQUITY INCOME FUND. The Equity Income Fund invests primarily in
dividend-paying common stocks of companies chosen by T. Rowe Price. This
fund also has the flexibility to invest in corporate, government and
municipal bonds, preferred stock warrants and options. Fund assets were
$15,058,349 and $14,469,607 at December 31, 1994 and 1993.
<PAGE>
24. CAPITAL APPRECIATION FUND. The Capital Appreciation Fund invests in
undervalued and out-of-favor stocks and balances its aggressive approach
with prudent risk management. The Fund has the flexibility to move into
short-term money market investments during times of market uncertainty.
The Fund's primary goal is capital growth. Fund assets were $1,101,989 and
$820,186 at December 31, 1994 and 1993.
25. INTERNATIONAL BOND FUND. The International Bond Fund invests
primarily in high-quality government and corporate bonds issued in foreign
currencies. It is designed to provide high current income, capital growth
potential and the benefits of diversifying investments worldwide. Fund
assets were $478,120 and $405,213 at December 31, 1994 and 1993.
26. EUROPEAN STOCK FUND. The European Stock Fund invests primarily in
European companies in markets and sectors which have strong growth
potential. The Fund's goal is long-term capital appreciation. Fund assets
were $790,848 and $488,766 at December 31, 1994 and 1993.
27. SPECTRUM INCOME FUND. The Spectrum Income Fund is invested in a
variety of income instruments, including Treasuries, GNMAs, high-quality
bonds, high-yield bonds, foreign issues and dividend-producing stocks. It
offers broad diversification in meeting long-term goals. Fund assets were
$656,619 and $507,028 at December 31, 1994 and 1993.
28. SPECTRUM GROWTH FUND. The Spectrum Growth Fund invests in domestic
and international stocks with growth and income potential, and money market
securities to add stability. It primarily seeks capital growth and,
secondarily, income by diversifying investment. Fund assets were
$1,233,965 and $762,150 at December 31, 1994 and 1993.
Investments that represent 5 percent or more of the Plan's net assets are
separately identified below:
<TABLE>
<CAPTION>
December 31, 1994 December 31, 1993
----------------- -----------------
Number of Fair Number of Fair
Shares Value Shares Value
-------- ----- -------- -----
<S> <C> <C> <C> <C>
Investments at Fair Value
Stable Value Fund 30,969,188 $30,969,188 31,734,434 $31,734,434
Equity Income Fund 942,325 15,058,349 869,045 14,469,607
Growth Stock Fund 753,976 14,137,055 690,888 14,107,936
Morrison Knudsen Corporation
Restricted Stock Fund 1,090,585 13,904,961 812,687 20,418,760
International Stock Fund 581,161 6,578,740
Science & Technology Fund 291,182 6,301,175
</TABLE>
During 1994 and 1993, the Plan's investments (including investments bought,
sold, and held during the year) (depreciated) appreciated in value by
$(17,822,871) and $7,676,752, respectively, as follows:
<TABLE>
<CAPTION>
1994 1993
---- ----
<S> <C> <C>
Mutual Funds ($ 4,042,493) $4,867,770
Common Stock ( 13,780,378) 2,808,982
------------- ----------
($17,822,871) $7,676,752
------------- ----------
------------- ----------
</TABLE>
Following is a statement of changes in net assets available for benefits by fund
at December 31, 1994 and 1993.
<PAGE>
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, 1994
Participant Directed Funds
-------------- ------------ ------------- -------- --------------- -------- ------------- -----------
Unrestricted Restricted Participant Stable International New Growth New
Stock Stock Notes Rec. Value Stock Asia Stock Era
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $640,618 $7,490,031 $2,749,619 $1,042,337 $778,097 $1,310,716 $79,506
Employer's Contributions 254,806 878,426 308,790 245,745 432,443 27,304
Investment income - net 122,445 689,486 1,821,627 414,993 359,881 1,287,166 22,262
Net appreciation
(depreciation) in
fair value of investments (1,827,660) (11,952,718) 0 (485,264) (1,015,018) (1,154,395) (11,366)
Participants' withdrawals (503,467) (2,778,164) (272,599) (4,968,492) (604,233) (353,467) (1,511,918) (22,922)
Interfund transfers 222,865 37,564 742,618 (1,246,426) 723,420 709,757 (334,893) 98,819
------------- ------------- ----------- ------------- ----------- ------------ ------------ ---------
Increase (decrease)
in net assets (1,090,393) (6,513,799) 470,019 (765,246) 1,400,043 724,995 29,119 193,603
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 3,392,496 20,418,760 2,741,306 31,734,434 5,178,697 2,574,435 14,107,936 172,196
------------- ------------- ----------- ------------- ----------- ------------ ------------ ---------
End of year $2,302,103 $13,904,961 $3,211,325 $30,969,188 $6,578,740 $3,299,430 $14,137,055 $365,799
------------- ------------- ----------- ------------- ----------- ------------ ------------ ---------
------------- ------------- ----------- ------------- ----------- ------------ ------------ ---------
<CAPTION>
-------------- ------------- ----------- ----------- ----------- ------------ ---------- -----------
New New Prime Small-Cap Equity Global U.S. Growth &
Horizons Income Reserve Value Index Govt. Bond Treasury Income
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $774,792 $101,832 $352,409 $440,132 $206,960 $32,723 $600,935 $610,376
Employer's Contributions 291,545 28,978 112,234 143,006 78,386 9,248 286,842 195,240
Investment income - net 493,804 24,646 111,311 143,707 31,206 5,023 69,378 113,696
Net appreciation
(depreciation) in
fair value of investments (455,565) (31,014) 0 (167,617) (20,279) (7,085) 0 (115,887)
Participants' withdrawals (541,629) (29,820) (576,989) (181,584) (71,099) (6,253) (264,809) (251,861)
Interfund transfers (133,584) (64,697) 121,300 88,714 (20,506) (15,720) 157,300 (214,484)
------------- ------------ ------------ ------------ ---------- ------------ ------------ -----------
Increase (decrease)
in net assets 429,363 29,925 120,265 466,358 204,668 17,936 849,646 337,080
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 5,023,236 316,701 2,907,801 1,423,535 586,649 75,900 1,373,802 1,673,131
------------- ------------ ------------ ------------ ---------- ------------ ------------ -----------
End of year $5,452,599 $346,626 $3,028,066 $1,889,893 $791,317 $93,836 $2,223,448 $2,010,211
------------- ------------ ------------ ------------ ---------- ------------ ------------ -----------
------------- ------------ ------------ ------------ ---------- ------------ ------------ -----------
<CAPTION>
----------- ---------- ----------- ------------ ------------ ------------- ---------- --------------
S/T High New Science & US Treasury US Treasury Ginnie Equity
Bond Yield America Technology Intermediate Long-Term Mae Income
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $103,063 $235,784 $647,077 $1,247,102 $173,221 $133,762 $151,765 $1,558,398
Employer's Contributions 34,663 79,298 205,635 449,070 67,931 65,535 53,078 508,371
Investment income - net 16,498 62,466 53,295 99,137 35,612 32,298 39,386 1,247,972
Net appreciation
(depreciation) in
fair value of investments (24,809) (115,348) (218,303) 748,285 (46,945) (57,122) (47,051) (588,771)
Participants' withdrawals (54,912) (111,524) (244,710) (617,274) (129,385) (66,186) (59,982) (1,502,144)
Interfund transfers (22,157) (99,299) (217,267) 107,123 (87,069) (29,847) (123,385) (635,084)
----------- ----------- ---------- ------------ ------------ ------------ ------------ -------------
Increase (decrease)
in net assets 52,346 51,377 225,727 2,033,443 13,365 78,440 13,811 588,742
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 262,586 608,080 2,101,296 4,267,732 555,736 407,752 538,291 14,469,607
----------- ----------- ---------- ------------ ------------ ------------ ------------ -------------
End of year $314,932 $659,457 $2,327,023 $6,301,175 $569,101 $486,192 $552,102 $15,058,349
----------- ----------- ---------- ------------ ------------ ------------ ------------ -------------
----------- ----------- ---------- ------------ ------------ ------------ ------------ -------------
<CAPTION>
------------ ----------------- ----------- -------------- ------------ ------------- ---------------
Capital International European Spectrum Spectrum
Appreciation Bond Stock Income Growth Other Total
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $259,856 $114,923 $156,261 $221,728 $317,839 $757,107 $23,288,969
Employer's Contributions 78,922 43,789 57,152 65,412 111,363 181,540 5,294,752
Investment income - net 90,241 37,290 13,531 45,555 95,162 7,579,076
Net appreciation
(depreciation) in
fair value of investments (54,881) (43,937) 8,620 (56,461) (82,280) (17,822,871)
Participants' withdrawals (74,511) (62,571) (48,802) (104,849) (139,149) (16,155,305)
Interfund transfers (17,824) (16,587) 115,320 (21,794) 168,880 6,943 0
-------------- -------------- ------------- ------------- ------------- ------------- ---------------
Increase (decrease)
in net assets 281,803 72,907 302,082 149,591 471,815 945,590 2,184,621
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 820,186 405,213 488,766 507,028 762,150 23,366 119,918,804
-------------- -------------- ------------- ------------- ------------- ------------- ---------------
End of year $1,101,989 $478,120 $790,848 $656,619 $1,233,965 $968,956 $122,103,425
-------------- -------------- ------------- ------------- ------------- ------------- ---------------
-------------- -------------- ------------- ------------- ------------- ------------- ---------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
-------------- -------------- -------------- -------------- ------------- ------------
Unrestricted Restricted Participant Stable International New
Stock Stock Notes Rec. Value Stock Asia
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $657,036 $7,713,826 $3,092,811 $693,114 $355,191
Employer's Contributions 288,107 1,164,412 256,887 115,939
Investment Income - net 107,440 486,077 1,956,058 125,164 50,228
Net appreciation (depreciation)
in fair value of investments 447,213 2,361,769 0 1,211,624 739,804
Participants' withdrawals (324,451) (1,485,746) (114,775) (4,532,535) (205,339) (96,816)
Interfund transfers (344,091) 40 2,856,081 (3,601,539) 51,640 954,126
----------- ------------ ----------- ------------ ----------- ------------
Increase (decrease) in net assets 829,256 9,075,966 2,741,306 (1,920,793) 2,133,090 2,118,472
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 2,563,240 11,342,794 0 33,655,227 3,045,607 455,963
----------- ------------ ----------- ------------ ----------- ------------
End of year $3,302,496 $20,418,780 $2,741,306 $31,734,434 $5,178,097 $2,574,495
----------- ------------ ----------- ------------ ----------- ------------
----------- ------------ ----------- ------------ ----------- ------------
<CAPTION>
------------ ------------ ------------- ----------- ------------
S/T High New Science & US Treasury
Bond Yield America Technology Intermediate
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $102,651 $215,957 $524,656 $950,992 $201,186
Employer's Contributions 41,091 75,075 191,330 360,648 80,536
Investment Income - net 13,582 40,122 83,700 491,291 28,893
Net appreciation (depreciation)
in fair value of investments (194) 37,832 183,315 134,243 6,261
Participants' withdrawals (7,948) (43,925) (79,231) (151,273) (99,901)
Interfund transfers (56,679) 76,959 319,678 1,256,631 (7,762)
------------ ------------ ------------- ----------- ------------
Increase (decrease) in net assets 92,503 402,020 1,223,448 3,042,532 209,033
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 170,083 206,060 877,848 1,226,200 346,703
------------ ------------ ------------- ----------- ------------
End of year $262,688 $606,000 $2,101,296 $4,267,732 $665,738
------------ ------------ ------------- ----------- ------------
------------ ------------ ------------- ----------- ------------
<CAPTION>
----------- ------------ ------------ ------------- ----------- ------------
Growth New New New Prime Small-Cap
Stock Era Horizons Income Reserve Value
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $1,362,003 $56,208 $787,244 $155,852 $244,967 $370,808
Employer's Contributions 508,080 24,067 299,339 30,606 110,578 114,783
Investment Income - net 780,943 11,788 711,225 17,501 77,272 43,473
Net appreciation (depreciation)
in fair value of investments 1,152,699 6,902 143,132 4,199 (2) 154,966
Participants' withdrawals (779,935) (11,430) (228,434) (31,936) (943,783) (49,926)
Interfund transfers (857,682) (11) 151,907 (23,174) (464,528) 359,919
----------- ------------ ------------ ------------- ----------- ------------
Increase (decrease) in net assets 2,153,886 87,510 1,844,413 153,046 (375,476) 966,043
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 11,954,048 84,666 3,178,823 163,655 3,263,277 435,492
----------- ------------ ------------ ------------- ----------- ------------
End of year $14,107,936 $172,196 $5,023,238 $316,701 $2,907,801 $1,423,535
----------- ------------ ------------ ------------- ----------- ------------
----------- ------------ ------------ ------------- ----------- ------------
<CAPTION>
----------- ------------ ------------ ------------- ------------- ------------
US Treasury Ginnie Equity Capital International European
Long-Term Mae Income Appreciation Bond Stock
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $149,701 $153,679 $1,622,292 $268,492 $141,641 $124,827
Employer's Contributions 70,842 65,040 579,082 78,393 50,340 42,642
Investment Income - net 29,658 35,729 1,048,616 32,313 39,139 2,807
Net appreciation (depreciation)
in fair value of investments 2,866 (5,857) 852,533 49,822 16,449 78,880
Participants' withdrawals (22,073) (78,116) (922,735) (56,364) (33,923) (16,300)
Interfund transfers (16,689) (64,321) (1,063,195) 111,421 (112,480) 31,551
----------- ------------ ------------ ------------- ----------- ------------
Increase (decrease) in net assets 214,305 106,154 2,096,573 472,077 101,166 204,216
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 193,447 432,137 12,373,034 348,109 304,047 224,558
----------- ------------ ------------ ------------- ----------- -----------
End of year $407,752 $536,291 $14,469,607 $820,188 $405,213 $486,708
----------- ------------ ------------ ------------- ----------- -----------
----------- ------------ ------------ ------------- ----------- -----------
<CAPTION>
----------- ------------ ------------ -------------
Equity Global U.S. Growth &
Index Govt. Bond Treasury Income
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $241,897 $43,824 $565,635 $576,164
Employer's Contributions 83,615 9,937 262,807 171,698
Investment Income - net 12,977 5,230 25,918 91,003
Net appreciation (depreciation)
in fair value of investments 27,893 211 0 42,168
Participants' withdrawals (28,369) (7,118) (105,139) (57,833)
Interfund transfers (56,641) (19,358) 26,467 320,066
----------- ------------ ----------- -------------
Increase (decrease) in net assets 281,062 32,726 796,688 1,143,566
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 306,597 43,174 576,114 529,548
----------- ------------ ----------- -------------
End of year $506,649 $75,900 $1,373,802 $1,673,131
----------- ------------ ----------- -------------
----------- ------------ ----------- -------------
<CAPTION>
----------- ------------ ----------- -------------
Spectrum Spectrum
Income Growth Other Total
ADDITIONS TO (DEDUCTIONS FROM)
NET ASSETS ATTRIBUTED TO:
Participants' Contributions $220,299 $223,568 ($48,175) $21,756,386
Employer's Contributions 61,911 71,376 (9,238) 5,206,873
Investment Income - net 31,051 54,876 6,403,872
Net appreciation (depreciation)
in fair value of investments 8,006 48,470 7,676,752
Participants' withdrawals (65,459) (44,309) (10,024,844)
Interfund transfers 47,241 120,215 10,408 0
----------- ------------ ----------- -------------
Increase (decrease) in net assets 293,048 466,198 (47,005) 31,018,039
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 213,960 295,954 70,371 88,900,765
----------- ------------ ----------- -------------
End of year $507,028 $762,150 $23,300 $119,918,804
----------- ------------ ----------- -------------
----------- ------------ ----------- -------------
</TABLE>
<PAGE>
4. WITHDRAWALS PAYABLE
As of December 31, 1994 and 1993, net assets available for benefits
included benefits of $553,660 and $771,843, respectively, due to
participants who have withdrawn from participation in the Plan.
5. TAX STATUS
The Internal Revenue Service has determined and informed the Company by
letter dated March 29, 1988, that the Plan is qualified under Section
401(a) of the Internal Revenue Code and, accordingly, income of the Plan is
exempt from Federal income taxes under provisions of section 501(a) of the
Code. The Plan Administrator and its qualified tax counsel do not
anticipate that changes in the Plan after the date of the amendments
covered by the Internal Revenue Service determination letter will affect
the qualified status of the Plan.
6. PLAN TERMINATION
Although the Company has not expressed any intent to do so, the Company
retains the right under the Plan to discontinue contributions to or
terminate the Plan at any time, subject to the provisions of ERISA. In the
event of Plan termination, participants become 100% vested in their
accounts.
7. RELATED PARTY TRANSACTIONS
The Company incurred approximately $128,335 and $110,523 of general and
administrative expenses of the Plan for 1994 and 1993, respectively.
8. UNALLOCATED ASSETS
At December 31, 1994 and 1993, contributions receivable of $949,157 and
$10,510 respectively, were not allocated to participant accounts.
9. PARTICIPANT NOTES RECEIVABLE
Beginning January 1, 1993, participants may borrow from their fund accounts
a minimum of $1,000 up to a maximum equal to the lessor of $50,000 or 50
percent of their account balance. Loan transactions are treated as
transfers between the investment funds and the Participant Notes Fund.
Loan terms range from 1 to 5 years or up to 10 years for the purchase of a
primary residence. The loans are secured by the balance in the
participant's account and bear interest at a rate of one percent above
prime at the time of the loan. The interest rate varies from 7.0 to 8.25
percent for participants' notes outstanding at December 31, 1994.
Principal and interest are paid ratably through bi-weekly payroll
deductions.
10. SUBSEQUENT EVENTS
Participants who contributed to the Plan's restricted stock fund were
eligible for an allocation of shares in the Employee Stock Ownership Plan
(ESOP) not to exceed 3% of participant's eligible compensation. Effective
March 31, 1995, due to the depletion of unallocated shares in the ESOP, the
entire 5% was matched in cash to any participant in the Plan who
contributed at least 5% of their total salary to the Plan at that time.
<PAGE>
Effective February 22, 1995, the Restricted Stock Fund established in 1990
was renamed the MK Stock Fund with restrictions lifted from this fund.
Effective May 31, 1995, the Company's fiduciary insurance carrier was
changed from the Aetna Casualty and Surety Company to the National Union
Fire Insurance Company.
<PAGE>
SCHEDULE 1
MORRISON KNUDSEN CORPORATION SAVINGS PLAN
ITEM 27 (A) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1994
<TABLE>
<CAPTION>
Identity of Description of
Borrower Investment Cost Current Value
-------- ---------- ---- -------------
Common Stock
- ------------
<S> <C> <C> <C>
Morrison Knudsen Corporation(1) Unrestricted Stock $ 3,809,906 $ 2,302,103
Morrison Knudsen Corporation(2) Restricted Stock 23,969,005 13,904,961
----------- ----------
$ 27,778,911 $ 16,207,064
------------ ------------
------------ ------------
MUTUAL FUNDS
T. Rowe Price Stable Value Fund $ 30,969,188 $ 30,969,188
T. Rowe Price International Stock Fund 6,259,700 6,578,740
T. Rowe Price New Asia Fund 3,651,404 3,299,430
T. Rowe Price Growth Stock Fund 13,570,407 14,137,055
T. Rowe Price New Era Fund 375,796 365,799
T. Rowe Price New Horizons Fund 5,501,632 5,452,599
T. Rowe Price New Income Fund 370,442 346,626
T. Rowe Price Prime Reserve Fund 3,028,066 3,028,066
T. Rowe Price Small-Cap Value Fund 1,921,982 1,889,893
T. Rowe Price Equity Index Fund 780,067 791,317
T. Rowe Price Global Government Bond Fund 101,085 93,836
T. Rowe Price U.S. Treasury Money Fund 2,223,448 2,223,448
T. Rowe Price Growth and Income Fund 2,079,703 2,010,211
T. Rowe Price Short-Term Bond Fund 336,298 314,932
T. Rowe Price High Yield Fund 728,620 659,457
T. Rowe Price New America Growth Fund 2,332,936 2,327,023
T. Rowe Price Science & Technology Fund 5,426,957 6,301,175
T. Rowe Price U.S. Treasury Inter. Fund 605,530 569,101
T. Rowe Price U.S. Treasury Long-Term Fund 534,052 486,192
T. Rowe Price GNMA Fund 594,373 552,102
T. Rowe Price Equity Income Fund 14,177,670 15,058,349
T. Rowe Price Capital Appreciation Fund 1,127,626 1,101,989
T. Rowe Price International Bond Fund 512,837 478,120
T. Rowe Price European Stock Fund 734,313 790,848
T. Rowe Price Spectrum Income Fund 701,315 656,619
T. Rowe Price Spectrum Growth Fund 1,289,545 1,233,965
------------ ------------
$ 99,934,992 $101,716,080
------------ ------------
------------ ------------
Participant Notes Receivable Promissory Notes $ 3,211,325 $ 3,211,325
------------ ------------
------------ ------------
<FN>
(1) There were 180,557 shares of Morrison Knudsen Corporation stock held at December 31, 1994.
(2) There were 1,090,585 shares of Morrison Knudsen Corporation stock held at December 31, 1994.
</TABLE>
<PAGE>
SCHEDULE 2
MORRISON KNUDSEN CORPORATION SAVINGS PLAN
ITEM 27 (D) - SCHEDULE OF REPORTABLE TRANSACTIONS
SERIES OF SECURITY TRANSACTIONS IN EXCESS OF FIVE PERCENT
OF PLAN ASSETS AT THE BEGINNING OF THE YEAR
YEAR ENDED DECEMBER 31, 1994
<TABLE>
<CAPTION>
Identity of Description of Purchase Selling Cost of Net Gain
Party Involved Asset Price Price Asset or (Loss)
- -------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Morrison Knudsen
Corporation:
Restricted Stock Stock $8,232,905 $8,232,905 -
T. Rowe Price: Pooled
Stable Value Fund Investment $7,101,571 $7,101,571 -
T. Rowe Price: Pooled
Stable Value Fund Investment $7,866,817 $7,866,817 -
</TABLE>
<PAGE>
Exhibit 23
INDEPENDENT AUDITORS' CONSENT
To the Stockholders and Board of Directors
Morrison Knudsen Corporation
We consent to the incorporation by reference in Post-Effective Amendment No. 2
to Registration Statement No. 33-32415 of Morrison Knudsen Corporation on Form
S-8, dated December 3, 1991, of our report dated July 20, 1995 appearing in this
Annual Report on Form 11-K of the Morrison Knudsen Corporation Savings Plan for
the year ended December 31, 1994.
/s/ DELOITTE & TOUCHE LLP
DELOITTE & TOUCHE LLP
Boise, Idaho
August 29, 1995