MORRISON KNUDSEN CORP
11-K, 1995-08-31
GENERAL BLDG CONTRACTORS - NONRESIDENTIAL BLDGS
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<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


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