FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1034
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the fiscal year ended November 29, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 1-5197
A. Full title of the plan and address of the plan, if different from that of
the issurer below:
Plymouth Rubber Company Retirement Savings and Profit Sharing Plan and
Trust
B. Name of issurer of the securities held pursuant to the plan and the address
of its principal executive office:
Plymouth Rubber Company Inc., 104 Revere Street, Canton, Massachusetts
<PAGE> 1
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE PLAN ADMINISTRATOR OF
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
Canton, Massachusetts 02021
We have audited the accompanying statement of net assets available for
plan benefits of the Plymouth Rubber Company Retirement Savings and
Profit Sharing Plan and Trust as of December 31, 1996, and the related
statement of changes in net assets available for plan benefits for the
year 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 audit.
We conducted our audit 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 audit
provides a reasonable basis for our opinion.
In our opinion, the aforementioned financial statements present fairly,
in all material respects, the net assets available for plan benefits of
the Plymouth Rubber Company Retirement Savings and Profit Sharing Plan
and Trust as of December 31, 1996, and the changes in its net assets
available for plan benefits for the year then ended, in conformity with
generally accepted accounting principles.
Morris & Morris, P.C.
Morris & Morris, P.C.
Needham Heights, Massachusetts
May 21, 1997
<PAGE> 2
<TABLE>
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
<CAPTION>
December 31, 1996
ASSETS
<S> <C>
Investments, at Market $ 4,886,396
Cash and Equivalents 842,510
Participant Loan Fund 239,807
Employer Contribution Receivable 189,002
TOTAL ASSETS $ 6,157,715
NET ASSETS AVAILABLE FOR PLAN BENEFITS
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 6,157,715
</TABLE>
The accompanying notes and independent auditors' report
are an integral part of the financial statements.
2
<PAGE> 3
<TABLE>
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
<CAPTION>
Year Ended December 31, 1996
<S> <C>
ADDITIONS:
Employee Contributions $ 715,373
Change in Unrealized Gains on Investments 649,930
Employer Contributions 189,002
Interest Income 82,775
Dividend Income 36,366
Net Realized Gain Upon Disposition of Investments 23,336
Employee Rollover 22,414
1,719,196
DEDUCTIONS:
Benefits Paid to Trust Beneficiaries 103,712
Employee Transfers 44,172
Administrative Services 40,662
188,546
Net Additions 1,530,650
ASSETS AVAILABLE FOR PLAN BENEFITS,
Beginning of Year 4,627,065
ASSETS AVAILABLE FOR PLAN BENEFITS,
End of Year $ 6,157,715
</TABLE>
The accompanying notes and independent auditors' report
are an integral part of the financial statements.
3
<PAGE> 4
<TABLE>
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
SUMMARY OF INVESTMENTS
<CAPTION>
December 31, 1996 December 31, 1995
ERISA ERISA
Value Market Value Market
<S> <C> <C> <C> <C>
U.S. Government
Obligations $ - $ - $ - $ -
Foreign Government
Obligations 55,188 53,055 53,511 60,063
Corporate Bonds
and Debentures 457,655 444,897 395,463 417,804
Common Stocks 3,421,353 4,165,039 2,213,409 2,795,085
Party-in-Interest
Investments 302,270 223,405 223,620 295,538
TOTALS $4,236,466 $4,886,396 $2,886,003 $3,568,490
</TABLE>
4
<PAGE> 5
<TABLE>
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
DETAIL OF INVESTMENTS
<CAPTION>
December 31, 1996
ERISA
Face Value Company Due Value Market
<S> <C> <C>
FOREIGN GOVERNMENT OBLIGATIONS
$ 50,000 Ontario Prov.
CDA 8% 10/17/2001 $ 55,188 $ 53,055
TOTALS $ 55,188 $ 53,055
CORPORATE BONDS AND DEBENTURES
$ 50,000 Ford Holdings Co., Inc.
9.25% 07/15/97 $ 52,695 $ 50,891
25,000 General Motors Accept. Corp.
7.125% 06/01/99 26,004 25,406
50,000 Philip Morris Cos., Inc.
8.625% 03/01/99 53,898 51,984
50,000 Texas Utilities Elec. Co.
1st Mtg & Col
6.75% 03/01/2003 51,289 49,883
50,000 Nationsbank Corp.
6.875% 02/15/2005 52,094 49,461
21,398 sh. Strategic Active Management
Bond Fund for Employee Trusts 221,675 217,272
TOTALS $ 457,655 $ 444,897
</TABLE>
5
<PAGE> 6
<TABLE>
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
DETAIL OF INVESTMENTS (Continued)
<CAPTION>
December 31, 1996
COMMON STOCKS
ERISA
Shares Company Value Market
<S> <C> <C>
300 Allied Signal $ 14,250 $ 20,100
600 American General Corp. 20,925 24,525
200 American International Group, Inc. 18,500 21,650
200 American Telephone & Telegraph, Co. 9,325 8,675
400 Amsouth Bancorporation 16,150 19,350
500 Automatic Data Processing, Inc. 18,563 21,438
350 Bristol Myers Squibb Co. 30,056 38,150
200 Eastman Kodak 13,400 16,050
200 Exxon Corp. 16,100 19,600
600 First Data Corp. 23,796 21,900
350 General Electric Co. 25,200 34,606
632 GTE Corporation 27,729 28,677
400 Hewlett Packard Co. 20,970 20,100
250 Intel Corporation 14,188 32,734
64 Lucent Technologies, Inc. 3,625 2,960
500 May Department Stores Co. 19,137 23,375
700 McDonalds Corp. 31,588 31,763
450 Merck & Co., Inc. 29,531 35,831
200 Mobil Corp. 22,350 24,450
400 Pepsico, Inc. 11,175 11,700
300 Reuters Holdings 16,538 22,950
200 Royal Dutch Petroleum Co. 28,225 34,150
500 Warner Lambert Co. 24,281 37,500
29,368 Matrix Stock Fund 2,320,332 2,853,724
34,136 Strategic Active Management
Stock Fund for Employee Trusts 645,419 759,081
TOTALS $3,421,353 $4,165,039
</TABLE>
6
<PAGE> 7
<TABLE>
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
DETAIL OF INVESTMENTS (Continued)
<CAPTION>
December 31, 1996
PARTY-IN-INTEREST INVESTMENTS
ERISA
Value Market
<S> <C> <C>
15,416 Plymouth Rubber Co., Inc. -
Class A $ 154,770 $ 110,803
16,231 Plymouth Rubber Co., Inc. -
Class B 147,500 112,602
Total Party-In-Interest
Investments $ 302,270 $ 223,405
</TABLE>
7
<PAGE> 8
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
Year Ended December 31, 1996
A. DESCRIPTION OF THE PLAN
The following description of the Plymouth Rubber Company Retirement Savings
and Profit Sharing Plan and Trust (the Plan) is provided for general
information purposes only. Participants should refer to the Plan Agreement
for a more complete description of the Plan's provisions.
1. General Information
Effective December 1, 1989, Plymouth Rubber Company, Inc. (the Company),
as Plan sponsor, amended a trust which embodies a profit-sharing plan for
the Company. The Plan is a defined contribution profit-sharing plan for
the exclusive benefit of the employees of the Company and their bene-
ficiaries, enabling participants to save and invest in accordance with the
terms of the Plan. The Plan, as amended, is established under provisions
of Section 401(a) and 401(k) of the Internal Revenue Code and is subject
to the provisions of the Employee Retirement Income Security Act of 1974
(ERISA), as amended. Participants in the Plan may elect to participate in
a tax-deferred savings program offered under the Plan, whereby contri-
butions are made through payroll deductions.
2. Administration
The Plan is administered by the Company in accordance with the Plan
Agreement. Trustees consist of designated Company directors and officers.
The Plan's record keeper is Kimball, Akins and Bigwood. The Plan's assets
are held in trust by State Street Bank & Trust Company. Expenses for record
keeping and benefit distributions of the Plan are paid by the Company.
3. Eligibility
An employee is eligible to participate in the Plan upon the completion of
one year of continuous service with a minimum of 1,000 hours of service and
attainment of age 21.
8
<PAGE> 9
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
Year Ended December 31, 1996
A. DESCRIPTION OF THE PLAN (Continued):
4. Contributions
Participants may contribute up to 15% of their annual before-tax
compensation, as defined in the Plan Agreement. Before-tax
contributions are limited to the maximum 401(k) contribution
permitted by law. Contributions from the Company are discretionary
and are limited to the maximum amount deductible under the Internal
Revenue Code.
5. Vesting
A participant's vested interest in Company-discretionary contri-
butions, plus actual earnings thereon, is based upon years of
service to the Company as follows:
Vested
Years of Service Percentage
Less than three years 0%
3 years but less than 4 years 10
4 years but less than 5 years 20
5 years or more 100
A participant is always fully vested in his or her voluntary
contributions and earnings thereon.
6. Participant Loans
Participants may borrow amounts not to exceed the lesser of fifty
percent (50%) of the participant's vested account balance, or
$50,000, reduced by the highest outstanding loan balance during
the preceding twelve (12) months. Participants may take up to two
loans in a calendar year, but may not have more than one loan out-
standing at a time. Repayment terms of the loans are determined by
each employee, but generally may not exceed sixty (60) months, and
bear a reasonable rate of interest.
9
<PAGE> 10
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
Year Ended December 31, 1996
A. DESCRIPTION OF THE PLAN (Continued):
7. Distributions
Distributions are made to participants or their beneficiaries upon
death, retirement, disability, termination of employment or financial
hardship. If one of the preceding events occur and the participants'
or their beneficiaries' account balance is in excess of certain
limitations, they may elect to have the Plan continue to administer
their account balance.
8. Plan Amendment and Termination
The Company intends to continue the Plan without interruption, but
reserves the right to terminate or amend the Plan. In the event that
the Company terminates the Plan, there shall be immediate and full
vesting for all participants.
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
1. Method of Accounting
The financial statements have been prepared using the accrual basis
of accounting.
Purchases and sales of investments are reflected on a trade-date
basis. Gain or loss on sale of investments is computed based upon
the difference between net sales price and ERISA value.
Investments at year end are reported at market value (ERISA value).
ERISA value for investments is determined by adjusting current year
purchases or prior year market value (ERISA value), to market value
at the end of the Plan year. ERISA value is then used as the basis
for all transactions for the following year.
10
<PAGE> 11
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
Year Ended December 31, 1996
B. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (Continued)
1. Method of Accounting (Continued)
In accordance with the policy of stating investments at market value,
net unrealized gain or loss on investments for the year, is reflected
in the Statement of Changes in Net Assets Available for Plan Benefits.
2. Investment Valuation
The value of investments, other than cash and equivalents, is based on
the closing prices on December 31, 1996, as received from State Street
Bank & Trust Company.
3. Income Taxes
The Plan has received a favorable determination letter from the Internal
Revenue Service dated March 27, 1991, with respect to the tax-exempt
status of the Plan.
C. CONTRIBUTION DUE FROM EMPLOYER:
The Company's Board of Directors voted to make discretionary contributions
on behalf of the Company, to the Plan in the amount of $189,002 for the year
ended December 31, 1996.
D. CASH AND EQUIVALENTS:
State Street Bank & Trust Co. $ 842,510
E. PARTICIPANT LOAN FUND:
Balance, Beginning of Year $ 190,830
Plus: Loans Issued 175,427
Less: Loan Repayments (126,450)
Balance, End of Year $ 239,807
Interest income earned on employee fund loans for the year ended December
31, 1996 was $22,142, and is included in interest income.
11
<PAGE> 12
PLYMOUTH RUBBER COMPANY
RETIREMENT SAVINGS AND PROFIT SHARING
PLAN AND TRUST
NOTES TO FINANCIAL STATEMENTS
Year Ended December 31, 1996
F. NET GAINS REALIZED UPON DISPOSITION OF INVESTMENTS:
ERISA Sale Gain
Value Proceeds (Loss)
Common Stocks $ 223,314 $247,116 $ 23,802
Corporate Bonds and
Debentures 25,687 25,221 (466)
TOTALS $ 249,001 $ 272,337 $ 23,336
G. PURCHASES OF SECURITIES (COST):
Common Stocks $ 856,310
Corporate Bonds and
Debentures 60,663
TOTAL $ 916,973
12
<PAGE> 13
SIGNATURES
The Plan. Pursuant to the requirement of the Securities Exchange Act of 1934,
the trustees (or other persons who administer of the employee benefit plan)
have duly caused this annual report to be signed on behalf by the undersigned
thereunto duly authorized.
Plymouth Rubber Company Retirement
Savings and Profit Sharing Plan and Trust
Date: May 21, 1997 Duane E. Wheeler
Duane E. Wheeler
Trustee
