<PAGE> 1
FORM 11-K
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 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 1-9184
NEWMONT GOLD COMPANY SALARIED RETIREMENT SAVINGS PLAN
-----------------------------------------------------
(Title of Plans)
NEWMONT GOLD COMPANY
--------------------
(Issuer of Securities)
1700 Lincoln Street, Denver, Colorado 80203
-------------------------------------------
(Principal Executive Office)
<PAGE> 2
SIGNATURES
The Plan. 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.
NEWMONT GOLD COMPANY SALARIED RETIREMENT SAVINGS PLAN
By: /s/ DAWN M. PUTATURO
----------------------------------
Dawn M. Putaturo
Administration Committee Member
Dated: June 25, 1997 By: /s/ TIMOTHY J. SCHMITT
----------------------------------
Timothy J. Schmitt
Vice President, Secretary and
Assistant General Counsel
<PAGE> 3
NEWMONT GOLD COMPANY SALARIED
RETIREMENT SAVINGS PLAN
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES
AS OF DECEMBER 31, 1996 AND 1995
TOGETHER WITH REPORT OF INDEPENDENT
PUBLIC ACCOUNTANTS
<PAGE> 4
NEWMONT GOLD COMPANY SALARIED
RETIREMENT SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS AND
SUPPLEMENTAL SCHEDULES
<TABLE>
<CAPTION>
Page(s)
-------
<S> <C>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Plan Benefits,
with Fund Information, as of December 31, 1996 2
Statement of Net Assets Available for Plan Benefits,
with Fund Information, as of December 31, 1995 3
Statement of Changes in Net Assets Available for
Plan Benefits, with Fund Information, for the Year
Ended December 31, 1996 4-5
NOTES TO FINANCIAL STATEMENTS 6-10
SCHEDULES SUPPORTING FINANCIAL STATEMENTS:
Schedule I--Item 27a--Schedule of Assets Held for
Investment Purposes as of December 31, 1996 11
Schedule II--Item 27d--Schedule of Reportable Transactions,
January 1, 1996 through December 31, 1996 12
</TABLE>
<PAGE> 5
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Participants and Administration Committee of the
Newmont Gold Company Salaried Retirement Savings Plan:
We have audited the accompanying statements of net assets available for plan
benefits, with fund information, of the NEWMONT GOLD COMPANY SALARIED
RETIREMENT SAVINGS PLAN as of December 31, 1996 and 1995 and the related
statement of changes in net assets available for plan benefits, with fund
information, for the year ended December 31, 1996. These financial statements
and the schedules referred to below are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements and schedules 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 of the Plan as of
December 31, 1996 and 1995, and the changes in its net assets available for
plan benefits for the year ended December 31, 1996, in conformity with
generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The fund information in
the statements of net assets available for plan benefits and the statement of
changes in net assets available for plan benefits is presented for purposes of
additional analysis rather than to present the net assets available for plan
benefits and changes in net assets available for plan benefits of each fund.
The supplemental schedules and fund information have been subjected to the
auditing procedures applied in the audits of the basic financial statements
and, in our opinion, are fairly stated, in all material respects, in relation
to the basic financial statements taken as a whole.
Denver, Colorado,
May 12, 1997.
-1-
<PAGE> 6
NEWMONT GOLD COMPANY SALARIED RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
Non-Participant
Directed Participant Directed
-------- -------------------------------------------------------------------------
Newmont
Neuberger Gold
PIMCO & Company
Low Berman MasterWorks AIM Templeton Common
Duration Guardian S&P 500 Constellation Foreign Stock
Cash Fund Trust Stock Fund Fund Fund Fund
---- ---- ----- ---------- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
INVESTMENTS, at fair value:
Cash and cash equivalents $150,957 $ -- $ -- $ -- $ -- $ -- $ --
Collective investment funds -- -- -- -- -- -- --
Mutual funds -- 4,228,800 8,249,942 5,322,033 9,090,026 3,274,898 --
Employer stock fund -- -- -- -- -- -- 1,522,713
Participant loans -- -- -- -- -- -- --
---------- ---------- ---------- ---------- ---------- ----------
Total investments 150,957 4,228,800 8,249,942 5,322,033 9,090,026 3,274,898 1,522,713
-------- ---------- ---------- ---------- ---------- ---------- ----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $150,957 $4,228,800 $8,249,942 $5,322,033 $9,090,026 $3,274,898 $1,522,713
======== ========== ========== ========== ========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
-------------------------------------------------------------------------
U.S.
Government
Money LifePath LifePath LifePath LifePath LifePath
Market 2000 2010 2020 2030 2040
Fund Fund Fund Fund Fund Fund
---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS, at fair value:
Cash and cash equivalents $ -- $ -- $ -- $ -- $ -- $ --
Collective investment funds 3,920,829 1,484,369 2,726,077 2,413,703 1,346,152 745,999
Mutual funds -- -- -- -- -- --
Employer stock fund -- -- -- -- -- --
Participant loans -- -- -- -- -- --
---------- ---------- ---------- ---------- ---------- --------
Total investments 3,920,829 1,484,369 2,726,077 2,413,703 1,346,152 745,999
---------- ---------- ---------- ---------- ---------- --------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $3,920,829 $1,484,369 $2,726,077 $2,413,703 $1,346,152 $745,999
========== ========== ========== ========== ========== ========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
--------------------
Participant
Loans Total
----- -----
<S> <C> <C>
INVESTMENTS, at fair value:
Cash and cash equivalents $ -- $ 150,957
Collective investment funds -- 12,637,129
Mutual funds -- 30,165,699
Employer stock fund -- 1,522,713
Participant loans 2,669,649 2,669,649
---------- -----------
Total investments 2,669,649 47,146,147
---------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $2,669,649 $47,146,147
========== ===========
</TABLE>
The accompanying notes to financial statements and supplemental schedules
are an integral part of this statement.
-2-
<PAGE> 7
NEWMONT GOLD COMPANY SALARIED RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS, WITH FUND INFORMATION
AS OF DECEMBER 31, 1995
<TABLE>
<CAPTION>
Non-Participant
Directed Participant Directed
-------- -------------------------------------------------------------------------
Newmont
Neuberger Gold
PIMCO & Company
Low Berman MasterWorks AIM Templeton Common
Duration Guardian S&P 500 Constellation Foreign Stock
Cash Fund Trust Stock Fund Fund Fund Fund
---- ---- ----- ---------- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C>
INVESTMENTS, at fair value:
Cash and cash equivalents $17,076 $ -- $ -- $ -- $ -- $ -- $ --
Collective investment funds -- -- -- -- -- -- --
Mutual funds -- 5,669,629 7,217,617 3,145,711 6,003,535 1,993,854 --
Employer stock fund -- -- -- -- -- -- 613,264
Participant loans -- -- -- -- -- -- --
-------- ---------- ---------- ---------- ---------- -------- ----------
Total investments 17,076 5,669,629 7,217,617 3,145,711 6,003,535 1,993,854 613,264
CONTRIBUTIONS RECEIVABLE:
Participant rollovers -- -- 12,213 15,488 8,450 634 185,872
---------- ---------- ---------- ---------- ---------- --------
Total contributions -- -- 12,213 15,488 8,450 634 185,872
receivable -------- ---------- ---------- ---------- ---------- -------- ----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $17,076 $5,669,629 $7,229,830 $3,161,199 $6,011,985 $1,994,488 $799,136
======= ========== ========== ========== ========== ========== ========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
---------------------------------------------------------------------------
U.S.
Government
Money LifePath LifePath LifePath LifePath LifePath
Market 2000 2010 2020 2030 2040
Fund Fund Fund Fund Fund Fund
---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS, at fair value:
Cash and cash equivalents $ -- $ -- $ -- $ -- $ -- $ --
Collective investment funds 2,574,376 1,212,379 2,255,733 1,632,771 848,280 429,959
Mutual funds -- -- -- -- -- --
Employer stock fund -- -- -- -- -- --
Participant loans -- -- -- -- -- --
---------- ---------- ---------- -------- ---------- ----------
Total investments 2,574,376 1,212,379 2,255,733 1,632,771 848,280 429,959
CONTRIBUTIONS RECEIVABLE:
Participant rollovers -- -- -- -- 53,042 4,869
---------- ---------- ---------- ---------- -------- ----------
Total contributions -- -- -- -- 53,042 4,869
receivable ---------- ---------- ---------- ---------- -------- ----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $2,574,376 $1,212,379 $2,255,733 $1,632,771 $901,322 $ 434,828
========== ========== ========== ========== ======== ==========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
--------------------
Participant
Loans Total
----- -----
<S> <C> <C>
INVESTMENTS, at fair value:
Cash and cash equivalents $ -- $ 17,076
Collective investment funds -- 8,953,498
Mutual funds -- 24,030,346
Employer stock fund -- 613,264
Participant loans 1,567,959 1,567,959
----------- -----------
Total investments 1,567,959 35,182,143
CONTRIBUTIONS RECEIVABLE:
Participant rollovers -- 280,568
---------- -----------
Total contributions -- 280,568
receivable ---------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $1,567,959 $35,462,711
========== ===========
</TABLE>
The accompanying notes to financial statements and supplemental schedules
are an integral part of this statement.
-3-
<PAGE> 8
NEWMONT GOLD COMPANY SALARIED RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS,
WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Non-Participant
Directed Participant Directed
------------------ --------------------------------
PIMCO Neuberger &
Low Duration Berman
Cash Fund Guardian Trust
---- ---- --------------
<S> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Contributions (Note 1)-
Employee $ -- $ 206,093 $ 748,805
Employer -- 122,276 430,887
Rollovers and repayments, net -- -- 68,936
Investment income-
Interest and dividends 4,404 -- 193,791
Net appreciation/(depreciation)
in fair value of investments -- 239,959 1,065,333
--------- ----------- -----------
Total additions 4,404 568,328 2,507,752
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (647) (429,245) (505,208)
Administrative fees (3,101) (345) (679)
--------- ----------- -----------
Total deductions (3,748) (429,590) (505,887)
INTERFUND TRANSFERS, net 139,544 (1,581,242) (976,470)
OTHER, net (6,319) 1,675 (5,283)
--------- ----------- -----------
Net increase/(decrease) 133,881 (1,440,829) 1,020,112
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 17,076 5,669,629 7,229,830
--------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 150,957 $ 4,228,800 $ 8,249,942
========= =========== ===========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
-------------------------------------------------
MasterWorks AIM Templeton
S&P 500 Constellation Foreign
Stock Fund Fund Fund
---------- ---- ----
<S> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Contributions (Note 1)-
Employee $ 580,387 $ 1,233,270 $ 387,364
Employer 341,676 712,792 210,710
Rollovers and repayments, net 76,682 270,329 81,751
Investment income-
Interest and dividends 167,004 308,878 130,755
Net appreciation/(depreciation)
in fair value of investments 709,587 816,942 307,632
----------- ----------- -----------
Total additions 1,875,336 3,342,211 1,118,212
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (160,996) (271,795) (58,327)
Administrative fees (441) (978) (193)
----------- ----------- -----------
Total deductions (161,437) (272,773) (58,520)
INTERFUND TRANSFERS, net 448,533 11,462 218,128
OTHER, net (1,598) (2,859) 2,590
----------- ----------- -----------
Net increase/(decrease) 2,160,834 3,078,041 1,280,410
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 3,161,199 6,011,985 1,994,488
----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 5,322,033 $ 9,090,026 $ 3,274,898
=========== =========== ===========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
--------------------
Newmont Gold
Company
Common Stock
Fund
----
<S> <C>
ADDITIONS TO NET ASSETS:
Contributions (Note 1)-
Employee $ 219,788
Employer 129,319
Rollovers and repayments, net 34,142
Investment income-
Interest and dividends --
Net appreciation/(depreciation)
in fair value of investments (112,538)
-----------
Total additions 270,711
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (27,901)
Administrative fees (177)
-----------
Total deductions (28,078)
INTERFUND TRANSFERS, net 477,486
OTHER, net 3,458
-----------
Net increase/(decrease) 723,577
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 799,136
-----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 1,522,713
===========
</TABLE>
The accompanying notes to financial statements and supplemental schedules
are an integral part of this statement.
-4-
<PAGE> 9
Page 2 of 2
NEWMONT GOLD COMPANY SALARIED RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS,
WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Participant Directed
-----------------------------------------------
U.S.
Government
Money LifePath LifePath
Market 2000 2010
Fund Fund Fund
---- ---- ----
<S> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Contributions (Note 1)-
Employee $ 618,482 $ 90,927 $ 306,780
Employer 417,995 48,122 171,113
Rollovers and repayments, net 69,419 618 618
Investment income-
Interest and dividends 140,612 -- --
Net appreciation/(depreciation)
in fair value of investments -- 82,015 252,711
----------- ----------- -----------
Total additions 1,246,508 221,682 731,222
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (161,937) (34,486) (195,090)
Administrative fees (685) (75) (179)
----------- ----------- -----------
Total deductions (162,622) (34,561) (195,269)
INTERFUND TRANSFERS, net 209,820 87,076 (61,676)
OTHER, net 52,747 (2,207) (3,933)
----------- ----------- -----------
Net increase/(decrease) 1,346,453 271,990 470,344
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 2,574,376 1,212,379 2,255,733
----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 3,920,829 $ 1,484,369 $ 2,726,077
=========== =========== ===========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
---------------------------------------------
LifePath LifePath LifePath
2020 2030 2040
Fund Fund Fund
---- ---- ----
<S> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Contributions (Note 1)-
Employee $ 280,042 $ 189,388 $ 141,247
Employer 185,200 127,151 90,026
Rollovers and repayments, net 37,319 3,728 21,194
Investment income-
Interest and dividends -- -- --
Net appreciation/(depreciation)
in fair value of investments 252,046 157,590 97,622
----------- ----------- ---------
Total additions 754,607 477,857 350,089
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (44,946) (31,893) (2,696)
Administrative fees (240) (185) (156)
----------- ----------- ---------
Total deductions (45,186) (32,078) (2,852)
INTERFUND TRANSFERS, net 75,484 173 (35,843)
OTHER, net (3,973) (1,122) (223)
----------- ----------- ---------
Net increase/(decrease) 780,932 444,830 311,171
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 1,632,771 901,322 434,828
----------- ----------- ---------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 2,413,703 $ 1,346,152 $ 745,999
=========== =========== =========
</TABLE>
<TABLE>
<CAPTION>
Participant Directed
--------------------
Participant
Loans Total
----- -----
<S> <C> <C>
ADDITIONS TO NET ASSETS:
Contributions (Note 1)-
Employee $ -- $ 5,002,573
Employer -- 2,987,267
Rollovers and repayments, net -- 664,736
Investment income-
Interest and dividends 204,962 1,150,406
Net appreciation/(depreciation)
in fair value of investments -- 3,868,899
----------- ------------
Total additions 204,962 13,673,881
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (90,797) (2,015,964)
Administrative fees -- (7,434)
----------- ------------
Total deductions (90,797) (2,023,398)
INTERFUND TRANSFERS, net 987,525 --
OTHER, net -- 32,953
----------- ------------
Net increase/(decrease) 1,101,690 11,683,436
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 1,567,959 35,462,711
----------- ------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 2,669,649 $ 47,146,147
=========== ============
</TABLE>
The accompanying notes to financial statements and supplemental
schedules are an integral part of this statement.
- 5 -
<PAGE> 10
NEWMONT GOLD COMPANY SALARIED
RETIREMENT SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996 AND 1995
(1) DESCRIPTION OF PLAN
The following description of the Plan provides only general information.
Participants should refer to the Plan document for a more complete description
of the Plan's provisions.
General
The Plan was established on July 1, 1973 by Newmont Mining Corporation. The
Plan sponsorship transferred in 1994 to Newmont Gold Company (the "Company").
The Plan is a defined contribution plan subject to the provisions of the
Employee Retirement Income Security Act of 1974 ("ERISA"). Benefits under the
Plan are not subject to guarantee by the Pension Benefit Guaranty Corporation.
Trust
Trustee, record keeping, and investment management services were performed by
401(k) MasterWorks Division of Wells Fargo Institutional Trust Company, N.A.
and various investment managers. Plan assets were held under a Trust Agreement
(the "Trust") maintained by Wells Fargo Bank, N.A. (the "Trustee").
Barclays Bank PLC and certain of its affiliates acquired substantially all of
Wells Fargo Institutional Trust Company, N.A. ("WFITC") as of December 31,
1995. As a result, the name WFITC was changed to BZW Barclays Global Investors,
N.A. ("BGI"), effective January 1, 1996. Additionally, as a result of its
acquisition of WFITC, BGI acquired the 401(k) MasterWorks Division of Wells
Fargo and succeeded the business of the MasterWorks Division, effective January
1, 1996. Effective October 15, 1996, BZW Barclays Global Investors, N.A. was
renamed Barclays Global Investors, N.A.
An Investment Committee of not less than three nor more than five members is
appointed by the Company's Board of Directors. The Investment Committee
evaluates the performance of the Trustee, may retain independent advisors and
consultants, and selects the investment options offered under the Plan.
-6-
<PAGE> 11
Eligibility and Contributions
Salaried employees are eligible to participate in the Plan on the first day of
the first month following their date of employment. Participants may elect to
contribute to the Plan up to 15% of their base annual compensation to a maximum
of $9,500 and $9,240 on a pre-tax basis for the 1996 and 1995 plan years,
respectively. Participant's contributions are matched by the Company, not to
exceed 6% of their base compensation. Total matching contributions are limited
to $9,000 annually per participant. Total annual additions under the Plan and
all other plans sponsored by the Company are limited to the lesser of 25% of
eligible compensation or $30,000. Annual additions are defined as the
participant's contributions and Company's matching contributions.
Vesting
Participants' contributions are fully vested. Participants vest 20% in Company
matching contributions for each year of service to a maximum of 100% after five
years of service. Additionally, participants may become fully vested in the
matching Company contributions under certain other circumstances, including Plan
termination.
At December 31, 1996 and 1995, forfeited nonvested accounts totaled $150,957
and $17,076, respectively. These amounts are used to reduce future Company
contributions. During 1996, Company contributions were reduced by $17,643 from
forfeited nonvested accounts.
The Plan provides that the Trustee may accept from a participant a contribution
representing distributions from another plan which meets the requirements of
Section 401(a) of the Internal Revenue Code (the "Code"). Such "rollover
contributions" shall be fully vested and shall not be subject to, or affect in
any way, the maximum annual contribution limitation.
Participant Accounts
Each participant's account is credited with the participant's contribution, the
Company's matching contribution and an allocation of Plan earnings, based on
participant account balances on a daily basis.
Payment of Benefits
Upon retirement, death, disability, or termination of service, a participant
may elect to receive a lump-sum distribution equal to his or her vested account
balance.
Investments
Participants may invest their contributions and their portion of the Company's
matching contribution in the following investment funds:
o PIMCO Low Duration Fund - Holds cash and shares of the PIMCO Low
Duration Mutual Fund which invests in a diversified portfolio of
fixed-income securities with an average duration between one and
three years.
-7-
<PAGE> 12
o Neuberger & Berman Guardian Trust - A growth and income fund which
invests in stocks of established high-quality companies considered
to be undervalued in comparison to stocks of similar companies.
o BGI - MasterWorks (formerly Stagecoach) S&P 500 Stock Fund - Invests
in the companies included in the Standard & Poor's 500 Index.
o AIM Constellation Fund - Aggressively seeks capital appreciation by
investing principally in common stocks, with emphasis on
medium-sized and smaller emerging-growth companies.
o Templeton Foreign Fund - Seeks long-term capital growth through a
flexible policy of investing in stocks and debt obligations of
companies and governments outside the United States.
o Newmont Gold Company Common Stock Fund - Invests solely in the
common stock of Newmont Gold Company.
o BGI - U.S. Government Money Market Fund - Invests primarily in
securities of the U.S. Government or its agencies with maturities of
less than one year.
o BGI - LifePath Collective Trust (five fund elections) - The LifePath
Funds invest in a changing mix of U.S. and international stocks,
bonds, and money market securities according to the targeted
retirement year of the investor.
The cost basis of the Plan's investments was $43,556,619 and $35,047,884 at
December 31, 1996 and 1995, respectively. The fair market value of individual
investments that represent 5% or more of the Plan's total investments as of
December 31, 1996 and 1995 are as follows:
<TABLE>
<CAPTION>
1996 1995
---- ----
<S> <C> <C>
PIMCO Low Duration Fund $4,228,800 $5,669,629
Neuberger & Berman Guardian Trust Fund 8,249,942 7,217,617
BGI - MasterWorks S&P 500 Stock Fund 5,322,033 3,145,711
AIM Constellation Fund 9,090,026 6,003,535
Templeton Foreign Fund 3,274,898 1,993,854
BGI - U.S. Government
Money Market Fund 3,920,829 2,574,376
BGI - LifePath 2010 Fund 2,726,077 2,255,733
BGI - LifePath 2020 Fund 2,413,703 1,632,771
Participant Loans 2,669,649 1,567,959
</TABLE>
-8-
<PAGE> 13
At December 31, 1996, the Plan held no derivative instruments directly.
However, the Plan held such instruments indirectly through their investments in
the collective investment funds and mutual funds, which under their trust
agreements may invest in such instruments. These consist mainly of futures
contracts and options. Credit risk exists with respect to these instruments.
The credit related gains and losses during the year ended December 31, 1996
were immaterial.
Loans
Loans are permitted from individual plan accounts on 50% of the participant's
vested balance. The minimum loan amount is $1,000 and the maximum is the lesser
of 50% of the vested balance or $50,000. The repayment period may be up to five
years, or up to ten years if the loan is for the purchase of a principal
residence. The interest rate is determined by the plan administrator based on
prime plus 1% and is fixed over the life of the note.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The accompanying financial statements are prepared on the accrual basis of
accounting. The preparation of the financial statements in conformity with
generally accepted accounting principles requires the Plan's management to use
estimates and assumptions that affect the accompanying financial statements and
disclosures. Actual results could differ from these estimates.
Valuation of Investments
The Plan's investment funds are stated at fair value based on quoted market
prices, which were readily determinable at December 31, 1996 and 1995. Cash
equivalents and participant loans are stated at cost which approximates fair
value.
Net Appreciation (Depreciation) in Fair Value of Investments
Net realized and unrealized appreciation (depreciation) is recorded in the
accompanying statement of changes in net assets available for plan benefits as
net appreciation (depreciation) in fair value of investments.
Payment of Benefits
Benefits are recorded when paid.
Administrative Fees
The Company pays all administrative expenses of the Plan, except for loan
processing fees.
-9-
<PAGE> 14
(3) PLAN TERMINATION
Although it is the expectation of the Company to continue the Plan
indefinitely, in the event of termination of the Plan, with respect to a group
or class of participants, or partial discontinuance of contributions, the
balance credited to the Company's matching contributions accounts of all
participants subject to such partial termination or partial discontinuance of
contributions, will become fully vested and nonforfeitable.
(4) TAX STATUS
The Trust established under the Plan is qualified under the Internal Revenue
Code as exempt from Federal income taxes and a favorable determination letter
has been received from the IRS dated December 4, 1996. The Plan administrator
and the Plan's legal counsel believe that the Plan is currently designed and
being operated in compliance with the applicable requirements of the Internal
Revenue Code. Therefore, they believe that the Plan is qualified and the
related Trust is tax exempt as of the financial statement date.
(5) RELATED PARTY TRANSACTIONS
Certain plan investments are units of collective investment funds and mutual
funds managed by BGI, an affiliate of the Trustee. Also, certain plan
investments are shares of Newmont Gold Company, the sponsor of the Plan.
-10-
<PAGE> 15
SCHEDULE I
NEWMONT GOLD COMPANY SALARIED
RETIREMENT SAVINGS PLAN
ITEM 27a--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
Name of Issuer Market Cost
or Party Involved Description of Assets Value Basis
- --------------------------------- ---------------------------- ----------- -----------
<S> <C> <C> <C>
Cash Cash and Cash Equivalents
Fund $ 150,957 $ 150,957
PIMCO Low Duration Fund Mutual Fund 4,228,800 3,906,277
Neuberger & Berman Guardian Trust Mutual Fund 8,249,942 7,357,198
*BGI - MasterWorks S&P 500
Stock Fund Mutual Fund 5,322,033 4,652,113
AIM Constellation Fund Mutual Fund 9,090,026 8,335,480
Templeton Foreign Fund Mutual Fund 3,274,898 2,980,600
*Newmont Gold Company
Common Stock Fund Employer Stock Fund 1,522,713 1,668,288
*BGI - U.S. Government
Money Market Fund Collective Investment Fund 3,920,829 3,920,829
*BGI - LifePath 2000 Fund Collective Investment Fund 1,484,369 1,406,390
*BGI - LifePath 2010 Fund Collective Investment Fund 2,726,077 2,496,091
*BGI - LifePath 2020 Fund Collective Investment Fund 2,413,703 2,164,117
*BGI - LifePath 2030 Fund Collective Investment Fund 1,346,152 1,192,347
*BGI - LifePath 2040 Fund Collective Investment Fund 745,999 656,283
Participant Loans (a) Interest rates ranging
from 7.0% to 10.0% 2,669,649 2,669,649
----------- -----------
Totals $47,146,147 $43,556,619
=========== ===========
</TABLE>
* Represents a party-in-interest.
(a) Participant loans under the Plan bear interest at prime plus one percent.
The accompanying notes to financial statements are an integral part
of this schedule.
-11-
<PAGE> 16
SCHEDULE II
NEWMONT GOLD COMPANY SALARIED
RETIREMENT SAVINGS PLAN
ITEM 27d--SCHEDULE OF REPORTABLE TRANSACTIONS (a)
JANUARY 1, 1996 THROUGH DECEMBER 31, 1996
(a) Individual or series of transactions which, when aggregated, involve an
amount in excess of 5% of plan assets as of the beginning of the plan year.
Purchases and sales are made at current value on the date of the
transactions.
<TABLE>
<CAPTION>
Number of
Transactions
---------------- Purchase Selling
Name of Issuer or Party Involved/Description Purchases Sales Price Price Cost Net Gain
- ----------------------------------------------- --------- ----- ---------- ---------- --------- -----------
<S> <C> <C> <C> <C> <C> <C>
PIMCO Low Duration - Mutual Fund 56 -- $ 633,783 $ -- $ 633,783 $ --
PIMCO Low Duration - Mutual Fund -- 119 -- 2,314,570 2,214,478 100,092
Neuberger & Berman Guardian Trust - Mutual Fund 82 -- 1,550,621 -- 1,550,621 --
Neuberger & Berman Guardian Trust - Mutual Fund -- 124 -- 1,583,629 1,518,349 65,280
*BGI - MasterWorks--S&P 500 Stock - Mutual Fund 111 -- 1,911,479 -- 1,911,479 --
*BGI - MasterWorks--S&P 500 Stock - Mutual Fund -- 86 -- 444,744 414,259 30,485
AIM Constellation - Mutual Fund 131 -- 3,441,840 -- 3,441,840 --
AIM Constellation - Mutual Fund -- 94 -- 1,172,290 1,075,621 96,669
*BGI - U.S. Government Money Market -
Collective Investment Fund 96 -- 2,164,486 -- 2,164,486 --
*BGI - U.S. Government Money Market -
Collective Investment Fund -- 104 -- 909,182 909,182 --
*Represents a party-in-interest
</TABLE>
The accompanying notes to financial statements are an integral part
of this schedule.
-12-
<PAGE> 17
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
Number Exhibit
- ------- -----------
<S> <C>
23 Consent of Arthur Andersen LLP
</TABLE>
<PAGE> 1
EXHIBIT 23
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the use of our
report dated May 12, 1997 on the Newmont Gold Company Salaried Retirement
Savings Plan, included in this Form 11-K for the year ended December 31, 1996.
/s/ Arthur Andersen LLP
Denver, Colorado,
June 25, 1997
