<PAGE>1
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 the fiscal year ended December 31, 1998
Commission File No. 0-14139
A: Full title of the Plan:
VWR SCIENTIFIC PRODUCTS CORPORATION INVE$TOR TAX SAVINGS PLAN
B: Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
VWR SCIENTIFIC PRODUCTS CORPORATION
Goshen Corporate Park West
1310 Goshen Parkway
West Chester, PA 19380
<PAGE>2
REQUIRED INFORMATION
--------------------
VWR SCIENTIFIC PRODUCTS CORPORATION INVE$TOR TAX SAVINGS PLAN
Financial Statements, Supplemental Schedules, and Exhibit
December 31, 1998
Financial Statements and Supplemental Schedules PAGE
Report of Independent Auditors....................................... 4
Statements of Net Assets Available for Benefits...................... 5
Statements of Changes in Net Assets Available for Benefits ......... 6
Notes to Financial Statements........................................ 7
Supplemental Schedules
Line 27a--Schedule of Assets Held For Investment Purposes.......... 14
Line 27d--Schedule of Reportable Transactions...................... 16
Exhibit
Consent of Independent Auditors...................................... 17
<PAGE>3
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
VWR SCIENTIFIC PRODUCTS CORPORATION
---------------------------------
(Registrant)
Date: June 24, 1999 BY (SIGNATURE)
David M. Bronson
Senior Vice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)
<PAGE>4
REPORT OF INDEPENDENT AUDITORS
VWR Scientific Products Pension Plan Committee
VWR Scientific Products Corporation Inve$tor Tax Savings Plan
We have audited the accompanying statements of net assets available for
benefits of the VWR Scientific Products Corporation Inve$tor Tax Savings
Plan (the Plan) as of December 31, 1998 and 1997, 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, the financial statements referred to above present fairly,
in all material respects, the net assets available for benefits at December
31, 1998 and 1997, and the changes in its net assets available for benefits
for the years then ended, in conformity with generally accepted accounting
principles.
Our audits were performed for the purpose of forming an opinion on the
financial statements taken as a whole. The accompanying supplemental
schedules of assets held for investment purposes as of December 31, 1998,
and of reportable transactions for the year then ended, are presented for
the purpose of additional analysis and are not a required part of the
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. These
supplemental schedules are the responsibility of the Plan's management.
The supplemental schedules have been subjected to the auditing procedures
applied in our audits of the financial statements and, in our opinion, are
fairly stated in all material respects in relation to the financial
statements taken as a whole.
Philadelphia, Pennsylvania
June 24, 1999
BY (SIGNATURE)
ERNST & YOUNG LLP
<PAGE>5
VWR SCIENTIFIC PRODUCTS CORPORATION INVE$TOR TAX SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31,
1998 1997
---- ----
ASSETS
Investments, at fair value $48,413,626 $45,273,155
----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $48,413,626 $45,273,155
=========== ===========
See notes to financial statements.
<PAGE>6
VWR SCIENTIFIC PRODUCTS CORPORATION INVE$TOR TAX SAVINGS PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31,
1998 1997
---- ----
Additions:
Investment income:
Interest $275,251 $245,995
Net (depreciation)appreciation in fair
value of investments (1,585,608) 11,712,014
--------- ----------
(1,310,357) 11,958,009
Contributions:
Participants 4,995,692 4,051,340
Employer 986,232 831,781
--------- ----------
Total additions 4,671,567 16,841,130
Deductions:
Benefits paid to participants 1,518,852 2,638,249
Administrative expenses 12,244 11,769
--------- ---------
Total deductions 1,531,096 2,650,018
--------- ---------
INCREASE IN NET ASSETS 3,140,471 14,191,112
Net assets available for benefits at
beginning of year 45,273,155 31,082,043
---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS
AT END OF YEAR $48,413,626 $45,273,155
========== ==========
See notes to financial statements.
<PAGE>7
VWR SCIENTIFIC PRODUCTS CORPORATION INVE$TOR TAX SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
Years Ended December 31, 1998 and 1997
NOTE A -- SIGNIFICANT ACCOUNTING POLICIES
Valuation of Investments: Investments are stated at fair value. VWR Scientific
Products Corporation (VWR) common stock is traded on a national securities
exchange and is valued at the last reported sales price on the last business
day of the VWR Scientific Products Corporation Inve$tor Tax Savings Plan (the
Plan) year. The fair value of the participation units owned by the Plan in
collective investment funds is based on quoted redemption values on the last
business day of the Plan year. The participant notes receivable are valued at
their outstanding balances which approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the ex-
dividend date.
Use of Estimates: The preparation of financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect the amounts reported in the financial statements
and accompanying notes. Actual results could differ from those estimates.
Administrative Expenses: Substantially all administrative expenses and trustee
fees were paid by the Plan's sponsor, VWR.
NOTE B -- DESCRIPTION OF THE PLAN
The Plan is a contributory, defined contribution savings plan for all non-union
personnel. Union employees are also eligible, provided the union also
participates in VWR's health insurance and pension plans. The Plan is subject
to the provisions of the Employee Retirement Income Securities Act of 1974
(ERISA).
Participants may contribute up to 12% of their pretax annual compensation to
the Plan. VWR contributes an amount equal to 50% (after deducting VWR's health
care contribution) of each participant's contribution up to 3% of each
participant's compensation. Participants may elect to allocate a portion of
their contribution to a health care fund, to meet future medical expenses. VWR
will match 100% of any amounts that participants allocate to the health care
fund, limited to 20% of the first 3% of each participant's compensation.
Depending on VWR's profitability in any year, VWR may make an additional
employer contribution on behalf of each participant who is employed on March 31
of the following year. The additional employer contribution shall equal a
specified percentage, determined by VWR each year, of the participant's
contribution for the previous Plan year.
Participants may also contribute amounts representing distributions from other
qualified defined benefit or defined contribution plans.
Employer contributions are invested solely in the VWR Scientific Products
Corporation Stock Fund. Participants over age 55 may elect to have employer
contributions transferred from the VWR Scientific Products Corporation Stock
Fund to an alternative fund.
<PAGE>8
NOTE B -- DESCRIPTION OF THE PLAN - continued
Participant contributions vest immediately while VWR's contributions vest at a
rate of 20% per year of service. Should the Plan terminate at some future
time, all assets of the Plan will be available to participants, and the
rights of all participants shall become 100% vested at that time.
Participants who are employees are eligible to borrow from their account as
limited by Section 72(p)(2) of the Internal Revenue Code and certain other
conditions as described in the Plan document. Interest is accrued at the
prime lending rate on the date of loan disbursement plus 1% (ranging from 7% to
10% at December 31, 1998).
Refer to the Plan agreement for a more complete description of the Plan's
provisions.
NOTE C -- INVESTMENTS
The Plan purchased 204,131 shares of VWR Common Stock for $4,927,644 during
1998 and 143,896 shares for $2,608,898 during 1997. The Plan purchased
securities from Barclay's Global Investors, a party-in-interest, for $8,706,995
during 1998 and $8,194,491 during 1997.
<PAGE>9
NOTE C - INVESTMENTS (Continued)
During 1998 and 1997, the Plan's investments, including investments bought
and sold as well as held during the year, (depreciated) appreciated in fair
value as follows:
Net
Appreciation (Depreciation) Fair Value
in Fair Value at End
During Year of Year
------------- ----------
Year ended December 31, 1998
VWR Scientific Products Corporation
Stock Fund $(7,376,908) $13,493,066
Daily Money Market Fund -- 2,829,918
Asset Allocation Fund 2,334,527 11,524,466
Bond Index Fund 97,371 1,267,274
S&P 500 Stock Fund 3,204,614 15,105,125
U.S. Treasury Allocation Fund 154,788 2,751,350
Sweep Account -- 61,049
Loan Fund -- 1,381,378
---------- ----------
$(1,585,608) $48,413,626
=========== ===========
Year ended December 31, 1997
VWR Scientific Products Corporation
Stock Fund $ 7,532,322 $18,603,686
Daily Money Market Fund -- 2,587,339
Asset Allocation Fund 1,567,787 8,532,632
Bond Index Fund 88,959 1,003,617
S&P 500 Stock Fund 2,345,471 10,627,415
U.S. Treasury Allocation Fund 177,475 2,502,826
Sweep Account -- 37,075
Loan Fund -- 1,378,565
---------- ----------
$11,712,014 $45,273,155
=========== ===========
The fair values of individual investments that represent 5% or more
of the Plan's net assets are as follows:
December 31,
1998 1997
---- ----
VWR Scientific Products Corporation
-- Common Stock $13,282,666 $18,328,459
Daily Money Market Fund 3,101,367 2,899,641
Asset Allocation Fund 11,524,466 8,532,632
S&P 500 Stock Fund 15,105,125 10,627,415
U.S. Treasury Allocation Fund 2,751,350 2,502,826
<PAGE>10
NOTE D -- PAYMENTS TO PARTICIPANTS
Participants are entitled to their vested benefits upon termination from the
plan. Unvested employer contributions are forfeited upon termination and can
be used to offset employer contributions. However, if participants re-enter
the Plan within a five-year period, the unvested amount is added back to their
respective accounts upon repayment of amounts previously distributed to
participants.
NOTE E -- INCOME TAX STATUS
The Plan has received a determination letter from the Internal Revenue Service
dated July 14, 1995, stating that the Plan is qualified under Section 401(a) of
the Internal Revenue Code (the "Code") and, therefore, the related trust is
exempt from taxation. Once qualified, the Plan is required to operate in
conformity with the Code to maintain its qualification. The Plan Administrator
believes the Plan is being operated in compliance with the applicable
requirements of the Code and, therefore, believes that the Plan is qualified
and the related trust is tax-exempt.
NOTE F -- YEAR 2000 (unaudited)
The Plan Sponsor has determined that it will be necessary to take certain steps
in order to ensure that the Plan's information systems are prepared to handle
year 2000 dates. The Plan Sponsor is taking a two-phase approach. The first
phase addresses internal systems that must be modified or replaced to function
properly. Both internal and external resources are being utilized to replace
or modify existing software applications, and test the software and equipment
for the year 2000 modifications. The Plan Sponsor anticipates substantially
completing this phase of the project by June 1999. Costs associated with
modifying software and equipment are not estimated to be significant and will
be paid by the Plan Sponsor.
For the second phase of the project, Plan management established formal
communications with its third-party service providers to determine that they
have developed plans to address their own year 2000 problems as they relate to
the Plan's operations. All third-party service providers have indicated that
they will be year 2000 compliant by early 1999. If modification of data
processing systems of either the Plan, or the Plan Sponsor, or its service
providers are not completed timely, the year 2000 problem could have a material
impact on the operations of the Plan. Plan management has not developed a
contingency plan, because it is confident that all systems will be year 2000
ready.
NOTE G -- SUBSEQUENT EVENT
VWR announced on June 8, 1999 that it has entered into an agreement to merge
with a subsidiary of Merck KGaA. Merck KGaA and its affiliates currently own
approximately 49.9% of the Company's common shares. The merger is contingent
upon a tender offer by affiliates of Merck KGaA at $37.00 per share for VWR
common shares and regulatory approvals. The merger would result in all VWR
common shares not owned by Merck KGaA and its affiliates being converted into
the right to receive $37.00 in cash per VWR common share. The effect of the
merger with Merck KGaA on the Plan and its administration cannot presently be
determined
<PAGE>11
<TABLE>
NOTE H--NET ASSETS AVAILABLE FOR BENEFITS BY FUND
December 31, 1998
<CAPTION>
VWR Scientific
Products Daily Asset Bond U.S. Treasury
Corporation Money Allocation Index S&P 500 Allocation Sweep
Stock Fund Market Fund Fund Fund Stock Fund Fund Account Loan Fund Total
----------- ---------- ---------- ---------- ------------ ---------- ------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments, at fair
value $13,493,066 $2,829,918 $11,524,466 $1,267,274 $15,105,125 $2,751,350 $61,049 $1,381,378 $48,413,626
----------- ---------- ----------- ---------- ----------- ---------- -------- ---------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS $13,493,066 $2,829,918 $11,524,466 $1,267,274 $15,105,125 $2,751,350 $61,049 $1,381,378 $48,413,626
=========== ========== =========== ========== =========== ========== ======== ========== ===========
December 31, 1997
<CAPTION>
VWR Scientific
Products Daily Asset Bond U.S. Treasury
Corporation Money Allocation Index S&P 500 Allocation Sweep
Stock Fund Market Fund Fund Fund Stock Fund Fund Account Loan Fund Total
------------ ----------- ---------- ---------- ---------- ---------- ------ --------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments, at fair
value $18,603,686 $2,587,339 $8,532,632 $1,003,617 $10,627,415 $2,502,826 $37,075 $1,378,565 $45,273,155
----------- ---------- ---------- ---------- ---------- ---------- ------- ---------- ----------
NET ASSETS AVAILABLE
FOR BENEFITS $18,603,686 $2,587,339 $8,532,632 $1,003,617 $10,627,415 $2,502,826 $37,075 $1,378,565 $45,273,155
=========== ========== ========== ========== ========== ========== ======= ========== ==========
</TABLE>
<PAGE>12
<TABLE>
NOTE I - CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY FUND
Year Ended December 31, 1998
<CAPTION>
VWR Scientific Daily
Corporation Money Asset Bond U.S. Treasury
Stock Market Allocation Index S&P 500 Allocation Sweep Loan
Fund Fund Fund Fund Fund Fund Account Fund Total
-------- --------- ---------- ------- ---------- ------------ -------- -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest $ $ 136,294 $ $ $ $ $2,976 $135,981 $ 275,251
Net appreciation
in fair value
of investments (7,376,908) 2,334,527 97,371 3,204,614 154,788 (1,585,608)
--------- -------- ---------- --------- ----------- ---------- ----- ------- ----------
(7,376,908) 136,294 2,334,527 97,371 3,204,614 154,788 2,976 135,981 (1,310,357)
Contributions:
Participants 908,330 351,081 1,164,490 200,955 2,080,159 290,691 (14) 4,995,692
Employer 986,700 (468) 986,232
--------- ------- --------- ------- --------- ------- ----- ------- ----------
Total additions (5,481,878) 487,375 3,499,017 298,326 5,284,773 445,479 2,494 135,981 4,671,567
Deductions:
Benefits paid to
participants 467,094 386,647 188,974 18,254 340,904 45,876 720 70,383 1,518,852
Administrative expenses 2,439 1,552 3,237 446 3,419 1,133 18 12,244
------- ------- ------- ------- ------- ------- ------ ------- ---------
Total deductions 469,533 388,199 192,211 18,700 344,323 47,009 738 70,383 1,531,096
Transfers to (from) other
funds 840,791 143,403 (314,972) (15,969) (462,740) (149,946) 22,218 (62,785)
--------- ------- --------- ------- ---------- -------- ------ -------- ---------
840,791 143,403 (314,972) (15,969) (462,740) (149,946) 22,218 (62,785)
--------- ------- --------- ------- ---------- -------- ------ -------- ---------
INCREASE(DECREASE) in
NET ASSETS (5,110,620) 242,579 2,991,834 263,657 4,477,710 248,524 23,974 2,813 3,140,471
Net assets available for
benefits at beginning
of year 18,603,686 2,587,339 8,532,632 1,003,617 10,627,415 2,502,826 37,075 1,378,565 45,273,155
---------- --------- --------- --------- ---------- --------- ------- --------- ----------
Net assets available for
benefits at end
of year $ 13,493,066 $ 2,829,918 $11,524,466 $ 1,267,274 $ 15,105,125 $2,751,350 $ 61,049 $1,381,378 $ 48,413,626
=========== ========== ========== ========== =========== ========== ======= ========== ===========
</TABLE>
<PAGE>13
<TABLE>
NOTE I - CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS BY FUND
Year Ended December 31, 1997
<CAPTION>
VWR Scientific Daily
Corporation Money Asset Bond U.S. Treasury
Stock Market Allocation Index S&P 500 Allocation Sweep Loan
Fund Fund Fund Fund Fund Fund Account Fund Total
-------- --------- ---------- ------- ---------- ------------ -------- -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest $ $ 121,259 $ $ $ $ $2,814 $121,922 $ 245,995
Net appreciation
in fair value
of investments 7,532,322 1,567,787 88,959 2,345,471 177,475 11,712,014
--------- -------- --------- --------- ----------- ---------- ----- ------- ----------
7,532,322 121,259 1,567,787 88,959 2,345,471 177,475 2,814 121,922 11,958,009
Contributions:
Participants 635,549 367,816 990,761 155,619 1,626,312 275,283 4,051,340
Employer 831,781 831,781
--------- ------- --------- ------- --------- ------- ----- ------- ----------
Total additions 8,999,652 489,075 2,558,548 244,578 3,971,783 452,758 2,814 121,922 16,841,130
Deductions:
Benefits paid to
participants 671,703 284,517 511,106 150,089 738,685 174,639 (7,269) 114,779 2,638,249
Administrative expenses 1,502 1,097 1,925 288 1,920 902 4,135 11,769
------- ------- ------- ------- ------- ------- ------ ------- ---------
Total deductions 673,205 285,614 513,031 150,377 740,605 175,541 (3,134) 114,779 2,650,018
Transfers to (from) other
funds (361,310) 65,869 (353,639) (73,084) 895,282 (319,004) 31,127 114,759
--------- ------- --------- ------- ---------- -------- ------ -------- ----------
(361,310) 65,869 (353,639) (73,084) 895,282 (319,004) 31,127 114,759
--------- ------- --------- ------- ---------- -------- ------- -------- ----------
INCREASE(DECREASE) in
NET ASSETS 7,965,137 269,330 1,691,878 21,117 4,126,460 (41,787) 37,075 121,902 14,191,112
Net assets available for
benefits at beginning
of year 10,638,549 2,318,009 6,840,754 982,500 6,500,955 2,544,613 1,256,663 31,082,043
---------- --------- --------- ------- --------- --------- ------- --------- ----------
Net assets available for
benefits at end
of year $18,603,686 $2,587,339 $8,532,632 $1,003,617 $10,627,415 $2,502,826 $37,075 $1,378,565 $45,273,155
=========== ========== ========== ========== =========== ========== ======= ========== ===========
</TABLE>
<PAGE>14
LINE 27a-SCHEDULE OF ASSETS HELD FOR PURPOSES
<TABLE>
VWR SCIENTIFIC PRODUCTS CORPORATION INVE$TOR TAX SAVINGS PLAN
December 31, 1998
<CAPTION>
VWR Scientific Products Daily Money Asset Bond S&P 500
Corporation Stock Fund Market Fund Allocation Fund Index Fund Stock Fund
---------------------- ----------- --------------- ---------- ----------
Identity of Issue,
Borrower, Lessor Current Current Current Current Current
or Similar Party Cost Value Cost Value Cost Value Cost Value Cost Value
- ------------------- ---- ------- ---- ------- ---- ---- ---- ------ ----- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
*VWR Scientific
Products Common Stock
764,470 shares $11,957,271 $13,282,666
*Barclays Global Investors
Daily Money Market Fund
2,829,917 units $210,400 $210,400 $2,829,918 $2,829,918
*Barclays Global Investors
Asset Allocation Fund
347,332 units $6,501,719 $11,524,466
*Barclays Global Investors
Bond Index Fund
72,209 units $ 1,050,615 $1,267,274
*Barclays Global Investors
S&P 500 Stock Fund
320,092 units $9,067,043 $15,105,125
*Barclays Global Investors
U.S. Treasury
Allocation Fund
146,504 units
*Participant notes receivable
bearing interest
ranging from 7%
to 10%
----------- ----------- ---------- ---------- ---------- ----------- ---------- ---------- ---------- -----------
$12,167,671 $13,493,066 $2,829,918 $2,829,918 $6,501,719 $11,524,466 $1,050,615 $1,267,274 $9,067,043 $15,105,125
=========== =========== ========== ========== ========== =========== ========== ========== ========== ===========
* Indicates party-in-interest to the Plan.
</TABLE>
<PAGE>15
LINE 27a-SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES - (CONTINUED)
VWR SCIENTIFIC PRODUCTS CORPORATION INVE$TOR TAX SAVINGS PLAN
<TABLE>
December 31, 1998
<CAPTION>
U.S. Treasury Sweep
Allocation Fund Account Loan Fund Total
Identity of Issue, --------------- ---------- --------- -----
Borrower, Lessor or
Similar Party Current Current Current Current
- ------------------- Cost Value Cost Value Cost Value Cost Value
---- ------- ---- ------- ---- ------- ---- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
*VWR Scientific
Products Common Stock
764,470 shares $11,957,271 $ 13,282,666
*Barclays Global Investors
Daily Money Market Fund
2,829,917 units $61,049 $61,049 3,101,367 3,101,367
*Barclays Global Investors
Asset Allocation Fund
347,332 units 6,501,719 11,524,466
*Barclays Global Investors
Bond Index Fund
72,209 units 1,050,615 1,267,274
*Barclays Global Investors
S&P 500 Stock Fund
320,092 units 9,067,043 15,105,125
*Barclays Global Investors
U.S. Treasury
Allocation Fund
146,504 units $2,220,319 $2,751,350 2,220,319 2,751,350
*Participant notes receivable
bearing interest
ranging from 7%
to 10% $ -- $1,381,378 -- 1,381,378
---------- ---------- -------- -------- ---------- ---------- ----------- -----------
$2,220,319 $2,751,350 $ 61,049 $ 61,049 $ -- $1,381,378 $33,898,334 $48,413,626
========== ========== ======== ======== ========== ========== =========== ===========
</TABLE>
* Indicates party-in-interest to the Plan.
<PAGE>16
LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
<TABLE>
VWR SCIENTIFIC PRODUCTS CORPORATION INVE$TOR TAX SAVINGS PLAN
Year Ended December 31, 1998
<CAPTION>
Identity of Party Current Value
Involved/Description Purchase Selling Cost of of Asset on
of Asset Price Price Asset Transaction Date Net Gain
- -------------------- --------- --------- -------- ---------------- --------
<S> <C> <C> <C> <C> <C> <C>
Category (iii) -- A series of transactions in excess of 5% of Plan Assets
- -------------------------------------------------------------------------
VWR Scientific
Products Corporation $4,927,644 $ $4,927,644 $4,927,644 $
Common Stock 2,630,968 1,261,332 2,630,968 1,369,636
Barclays Global Investors
Daily Money Market Fund 2,494,256 2,494,256 2,494,256
2,251,678 2,251,678 2,251,678
Barclays Global Investors
Asset Allocation Fund 1,736,679 1,736,679 1,736,679
1,079,373 645,151 1,079,373 434,222
Barclays Global Investors
S&P 500 Stock Fund 3,417,168 3,417,168 3,417,168
2,144,071 1,380,914 2,144,071 763,157
VWR Scientific
Products Corporation 6,984,730 6,984,730 6,984,730
Money Market Fund 6,689,179 6,689,179 6,689,179
</TABLE>
There were no category (i), (ii), or (iv) reportable transactions during 1998.
Note: "Lease Rental" and "Expenses Incurred with Transactions" are not
applicable.
- -------------------------------------------------------------------------------
[DESCRIPTION] Consent of Independent Auditors
<PAGE> 17
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement
(Form S-8 No. 33-34262) pertaining to the VWR Scientific Products Corporation
Inve$tor Tax Savings Plan and in the related Prospectus of our report dated
June 24, 1999, with respect to the financial statements and schedules of the
VWR Scientific Products Corporation Inve$tor Tax Savings Plan included in this
Annual Report (Form 11-K) for the year ended December 31, 1998.
BY (SIGNATURE)
ERNST & YOUNG LLP
Philadelphia, Pennsylvania
June 24, 1999
