SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
X Annual Report Pursuant to Section 15 (d) of
- ---- the Securities Exchange Act of 1934
For the Fiscal Year Ended October 31, 1995
Transition Report Pursuant to Section 15 (d)
of the Securities Exchange Act of 1934
- -----
For the transition period from to
------ ------
Commission file number:
Harnischfeger Industries
Employees' Savings Plan 1-9299
A. Full title of the Plan and the address of the
Plan, if different from that of the issuer named
below:
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
B. Name of issuer of the securities held
pursuant to the Plan and the address of its principal executive office:
Harnischfeger Industries, Inc.
13400 Bishops Lane
Brookfield, Wisconsin 53005
REPORT OF INDEPENDENT ACCOUNTANTS
---------------------------------------------
To the Participants and Administrator of Harnischfeger
Industries Employees' Savings Plan
In our opinion, the accompanying statements of net assets
available for benefits and the related statements of
changes in net assets available for benefits present
fairly, in all material respects, the net assets available
for benefits of the Harnischfeger Industries Employees'
Savings Plan (the "Plan") at October 31, 1995 and 1994, and
the changes in net assets available for benefits for the
years then ended, in conformity with generally accepted
accounting principles. 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 of these
statements in accordance with generally accepted auditing
standards which 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,
assessing the accounting principles used and significant
estimates made by management, and evaluating the overall
financial statement presentation. We believe that our
audits provide a reasonable basis for the opinion expressed
above.
Our audit was made for the purpose of forming an opinion on
the basic financial statements taken as a whole. The
additional information included in Schedules I and II is
presented for purposes of additional analysis and is not a
required part of the basic financial statements but is
additional information required by ERISA. Such information
has been subjected to the auditing procedures applied in
the audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a
whole.
Price Waterhouse LLP
April 25, 1996
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
October 31, 1995
<TABLE>
<CAPTION>
Fidelity
Fidelity Equity
Magellan Income Fixed Income
Fund Fund Fund
------------ ----------- -----------------
<S> <C> <C> <C>
ASSETS: $ $ $
Investments -
Fixed income fund - - 86,515,627
Mutual stock funds 42,554,483 12,399,609 -
Mutual bond fund - - -
Diversification fund - - -
Harnischfeger common
stock fund - - -
Loans to participants - - -
------------- ------------ -------------
Total Investments 42,554,483 12,399,609 86,515,627
------------- ------------ -------------
LIABILITIES:
Payables -
Accrued expenses - - 98,321
------------- ------------- ------------
Total Liabilities - - 98,321
------------ ----------- ------------
NET ASSETS AVAILABLE
FOR BENEFITS 42,554,483 12,399,609 86,417,306
========= ======== ========
</TABLE>
The accompanying notes are an integral part of these
financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1995
<TABLE>
<CAPTION>
Fidelity Fidelity Fidelity
Intermediate Overseas U.S. Equity
Bond Fund Fund Index Fund
----------------- ------------ ---------------
<S> <C> <C> <C>
ASSETS: $ $ $
Investments -
Fixed income fund - - -
Mutual stock funds - 2,842,068 1,541,520
Mutual bond fund 2,413,078 - -
Diversification fund - - -
Harnischfeger common
stock fund - - -
Loans to participants - - -
------------ ------------ ------------
Total Investments 2,413,078 2,842,068 1,541,520
------------ ------------ ------------
LIABILITIES:
Payables -
Accrued expenses - - -
------------ ------------ ------------
Total Liabilities - - -
------------ ------------ ------------
NET ASSETS AVAILABLE
FOR BENEFITS 2,413,078 2,842,068 1,541,520
======= ======= =======
</TABLE>
The accompanying notes are an integral part of these
financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1995
<TABLE>
<CAPTION>
Harnischfeger Fidelity
Common Stock Asset Manager Loans To
Fund Fund Participants
------------- ------------- -------------
<S> <C> <C> <C>
ASSETS: $ $ $
Investments -
Fixed income fund - - -
Mutual stock funds - - -
Mutual bond fund - - -
Diversification fund - 1,441,145 -
Harnischfeger common
stock fund 25,003,120 - -
Loans to participants - - 4,423,730
------------- ----------- ------------
Total Investments 25,003,120 1,441,145 4,423,730
------------- ----------- ------------
LIABILITIES:
Payables -
Accrued expenses - - -
------------- ----------- ------------
Total Liabilities - - -
------------ ---------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS 25,003,120 1,441,145 4,423,730
======== ====== =======
</TABLE>
The accompanying notes are an integral part of these
financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1995
<TABLE>
<CAPTION>
Total
-------------
<S> <C>
ASSETS: $
Investments -
Fixed income fund 86,515,627
Mutual stock funds 59,337,680
Mutual bond fund 2,413,078
Diversification fund 1,441,145
Harnischfeger common
stock fund 25,003,120
Loans to participants 4,423,730
--------------
Total Investments 179,134,380
--------------
LIABILITIES:
Payables -
Accrued expenses 98,321
--------------
Total Liabilities 98,321
--------------
NET ASSETS AVAILABLE FOR BENEFITS 179,036,059
==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1994
<TABLE>
<CAPTION>
Fidelity
Fidelity Equity
Magellan Income Fixed Income
Fund Fund Fund
------------ ----------- --------------
<S> <C> <C> <C>
ASSETS: $ $ $
Investments -
Fixed income fund - - 94,461,666
Mutual stock funds 37,918,948 11,715,286 -
Mutual bond fund - - -
Diversification fund - - -
Harnischfeger common
stock fund - - -
Loans to participants - - -
------------- ------------ -------------
Total Investments 37,918,948 11,715,286 94,461,666
------------- ------------ -----------
Receivables -
Employer contributions - - -
------------ ----------- -----------
Total Receivables - - -
LIABILITIES:
Payables -
Accrued expenses - - 14,153
------------- ------------ -------------
Total Liabilities - - 14,153
------------ ----------- ------------
NET ASSETS AVAILABLE
FOR BENEFITS 37,918,948 11,715,286 94,447,513
========= ======== ========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1994
<TABLE>
<CAPTION>
Fidelity Fidelity Fidelity
Intermediate Overseas U.S. Equity
Bond Fund Fund Index Fund
----------------- ------------ -------------
<S> <C> <C> <C>
ASSETS: $ $ $
Investments -
Fixed income fund - - -
Mutual stock funds - 3,788,152 1,225,728
Mutual bond fund 3,004,657 - -
Diversification fund - - -
Harnischfeger common
stock fund - - -
Loans to participants - - -
------------ ------------ ------------
Total Investments 3,004,657 3,788,152 1,225,728
------------ ------------ ------------
Receivables -
Employer contributions - - -
------------ ------------ ------------
Total Receivables - - -
LIABILITIES:
Payables -
Accrued expenses - - -
------------ ------------ ------------
Total Liabilities - - -
------------ ------------ ------------
NET ASSETS AVAILABLE
FOR BENEFITS 3,004,657 3,788,152 1,225,728
======= ======= =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1994
<TABLE>
<CAPTION>
Harnischfeger Fidelity
Common Stock Asset Manager Loans to
Fund Fund Participants
----------------- ------------ -------------
<S> <C> <C> <C>
ASSETS: $ $ $
Investments -
Fixed income fund - - -
Mutual stock funds - - -
Mutual bond fund - - -
Diversification fund - 934,425 -
Harnischfeger common
stock fund 18,043,791 - -
Loans to participants - - 4,670,855
------------ ------------ ------------
Total Investments 18,043,791 934,425 4,670,855
------------ ------------ ------------
Receivables -
Employer contributions 3,300,000 - -
------------ ------------ ------------
Total Receivables 3,300,000 - -
LIABILITIES:
Payables -
Accrued expenses - - -
------------ ------------ ------------
Total Liabilities - - -
------------ ------------ ------------
NET ASSETS AVAILABLE
FOR BENEFITS 21,343,791 934,425 4,670,855
======= ======= =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
<TABLE>
<CAPTION>
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
OCTOBER 31, 1994
Total
-------------
<S> <C>
ASSETS: $
Investments -
Fixed income fund 94,461,666
Mutual stock funds 54,648,114
Mutual bond fund 3,004,657
Diversification fund 934,425
Harnischfeger common
stock fund 18,043,791
Loans to participants 4,670,855
--------------
Total Investments 175,763,508
--------------
Receivables -
Employer contributions 3,300,000
--------------
Total Receivables 3,300,000
LIABILITIES:
Payables -
Accrued expenses 14,153
--------------
Total Liabilities 14,153
--------------
NET ASSETS AVAILABLE
FOR BENEFITS 179,049,355
=========
</TABLE>
The accompanying notes are an integral part of these financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED OCTOBER 31, 1995
<TABLE>
<CAPTION>
Fidelity Fidelity
Magellan Equity Income Fixed Income
Fund Fund Fund
------------- ------------- --------------
$ $ $
<S> <C> <C> <C>
Interest and dividend income 273,554 924,518 5,526,782
Realized gains (losses) on
sales of investments 1,040,769 10,245 -
Unrealized appreciation
of investments 8,850,237 1,100,878 -
Employee contributions 4,456,006 1,487,694 6,239,848
Interfund transfers (762,972) 882,979 (762,900)
Withdrawals and
distributions (1,924,955) (870,526) (10,632,669)
-------------- ------------- -------------
Net Increase (Decrease) 11,932,639 3,535,788 371,061
Oasis Plan Assets
Transferred In 206,296 - 103,890
Syscon Plan Assets
Transferred Out (7,503,400) (2,851,465) (8,505,158)
Net assets at
beginning of year 37,918,948 11,715,286 94,447,513
-------------- ------------ -------------
Net assets at
end of year 42,554,483 12,399,609 86,417,306
======== ========= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED OCTOBER 31, 1995
<TABLE>
<CAPTION>
Fidelity Fidelity Fidelity
Intermediate Overseas US Equity
Bond Fund Fund Index Fund
--------------- ----------- -------------
$ $ $
<S> <C> <C> <C>
Interest and dividend income 182,326 68,134 41,407
Realized gains (losses) on
sales of investments 32,001 (125,575) 78,452
Unrealized appreciation
of investments 64,443 24,600 186,949
Employee contributions 470,581 678,203 396,216
Interfund transfers 407,653 (492,568) 346,171
Withdrawals and distributions (153,903) (208,715) (144,137)
------------ ------------ -----------
Net Increase (Decrease) 1,003,101 (55,921) 905,058
Oasis Plan Assets
Transferred In 54,688 123,432 138,903
Syscon Plan Assets
Transferred Out (1,649,368) (1,013,595) (728,169)
Net assets at
beginning of year 3,004,657 3,788,152 1,225,728
------------ ------------- -------------
Net assets at
end of year 2,413,078 2,842,068 1,541,520
======== ======== =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED OCTOBER 31, 1995
<TABLE>
<CAPTION>
Harnischfeger Fidelity
Common Stock Asset Manager
Fund Fund
--------------- -- --------
$ $
<S> <C> <C>
Interest and dividend income 340,668 48,831
Realized gains (losses) on
sales of investments 545,242 (4,633)
Unrealized appreciation
of investments 4,784,724 76,787
Employee contributions 419,186 284,809
Interfund transfers (550,481) 357,228
Withdrawals and distributions (1,473,176) (44,003)
-------------- ------------
Net Increase (Decrease) 4,066,163 719,019
Oasis Plan Assets
Transferred In - 58,693
Syscon Plan Assets
Transferred Out (406,834) (270,992)
Net assets at
beginning of year 21,343,791 934,425
-------------- ------------
Net assets at
end of year 25,003,120 1,441,145
========= ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED OCTOBER 31, 1995
<TABLE>
<CAPTION>
Loans to
Participants Total
-------------- ------
$ $
<S> <C> <C>
Interest and dividend income 4,798 7,411,018
Realized gains (losses) on
sales of investments - 1,576,501
Unrealized appreciation
of investments - 15,088,618
Employee contributions - 14,432,543
Interfund transfers 574,890 -
Withdrawals and distributions (160,164) (15,612,248)
------------- ------------
Net Increase (Decrease) 419,524 22,896,432
Oasis Plan Assets
Transferred In 44,468 730,370
Syscon Plan Assets
Transferred Out (711,117) (23,640,098)
Net assets at
beginning of year 4,670,855 179,049,355
------------ ------------
Net assets at
end of year 4,423,730 179,036,059
======== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED OCTOBER 31, 1994
<TABLE>
<CAPTION>
Fidelity Fidelity
Magellan Equity Income Fixed Income
Fund Fund Fund
------------- ------------- --------------
$ $ $
<S> <C> <C> <C>
Interest and dividend
income 3,559,641 721,710 6,211,080
Realized gains (losses) on
sales of investments (503,735) (23,362) -
Unrealized appreciation
/(depreciation)
of investments (2,161,575) (96,128) -
Employer contributions - - -
Employee contributions 4,871,601 1,549,896 6,612,447
Interfund transfers 652,448 309,250 (2,619,325)
Withdrawals and
distributions (1,594,693) (747,895) (8,298,004)
--------- -------- ----------
Net Increase (Decrease) 4,823,687 1,713,471 1,906,198
H-K Systems assets
transferred out (2,309,680) (721,379) (3,136,073)
Net assets at
beginning of year 35,404,941 10,723,194 95,677,388
------------ ----------- ------------
Net assets at
end of year 37,918,948 11,715,286 94,447,513
======== ========= =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED OCTOBER 31, 1994
<TABLE>
<CAPTION>
Fidelity Fidelity Fidelity
Intermediate Overseas US Equity
Bond Fund Fund Index Fund
--------------- ----------- -------------
$ $ $
<S> <C> <C> <C>
Interest and dividend
income 259,209 40,858 45,160
Realized gains (losses) on
sales of investments (75,270) 28,528 (9,605)
Unrealized appreciation
/(depreciation)
of investments (250,979) 162,071 10,564
Employer contributions - - -
Employee contributions 608,018 681,452 361,805
Interfund transfers (489,877) 1,258,990 (77,340)
Withdrawals and
distributions (145,314) (316,616) (178,731)
------------ ------------ -----------
Net Increase
(Decrease) (94,213) 1,855,283 151,853
H-K Systems assets
transferred out (141,703) (102,419) (42,746)
Net assets at
beginning of year 3,240,573 2,035,288 1,116,621
------------ ------------- -------------
Net assets at
end of year 3,004,657 3,788,152 1,225,728
======== ======== =========
</TABLE>
The accompanying notes are an integral part of these financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED OCTOBER 31, 1994
<TABLE>
<CAPTION>
Harnischfeger Fidelity
Common Stock Asset Manager
Fund Fund
----------------- --------------
$ $
<S> <C> <C>
Interest and dividend income 300,944 5,616
Realized gains (losses) on
sales of investments 167,908 (242)
Unrealized appreciation
/(depreciation)
of investments 2,049,269 1,732
Employer contributions 3,300,000 -
Employee contributions 347,310 44,160
Interfund transfers (338,901) 916,535
Withdrawals and
distributions (808,270) (33,376)
-------------- ------------
Net Increase (Decrease) 5,018,260 934,425
H-K Systems assets
transferred out (1,714,426) -
Net assets at
beginning of year 18,039,957 -
-------------- -------------
Net assets at
end of year 21,343,791 934,425
======== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED OCTOBER 31, 1994
<TABLE>
<CAPTION>
Loans to
Participants Total
----------------- ---------
$ $
<S> <C> <C>
Interest and dividend income (57,141) 11,087,077
Realized gains (losses) on
sales of investments - (415,778)
Unrealized appreciation
/(depreciation)
of investments - (285,046)
Employer contributions - 3,300,000
Employee contributions - 15,076,689
Interfund transfers 388,220 -
Withdrawals and
distributions (233,689) (12,356,588)
------------- ------------
Net Increase (Decrease) 97,390 16,406,354
H-K Systems assets
transferred out (313,910) (8,482,336)
Net assets at
beginning of year 4,887,375 171,125,337
---------------- ------------
Net assets at
end of year 4,670,855 179,049,355
======== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
HARNISCHFEGER INDUSTRIES EMPLOYEES' SAVINGS PLAN
- -------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
------------------------------
OCTOBER 31, 1995 AND 1994
-------------------------
(1) PLAN HISTORY
Harnischfeger Corporation established the
Harnischfeger Corporation Employee Savings
and Protection Plan effective April 1, 1984
(the "Harnischfeger Plan"). Effective
March 2, 1987, sponsorship of the
Harnischfeger Plan was assumed by
Harnischfeger Industries, Inc. (the
"Company") and the Plan was renamed the
Harnischfeger Industries Employees' Savings
Plan (the "Plan"). The Plan was amended
and restated July 1, 1995 to incorporate
all previous Plan amendments including the
Optical Alignment Systems and Inspection
Services, Inc. ("OASIS") plan merger on May
1, 1995. The term "Company" as used in
these financial statements refers to
Harnischfeger Industries, Inc. and its
subsidiaries excluding Joy Technologies
Inc. and Dobson Park Industries plc.
Effective October 29, 1993, as a result of
the sale of H-K Systems, Inc. (formerly
Harnischfeger Engineers, Inc.) and pursuant
to the sale agreement, participation in the
Plan by H-K Systems, Inc. and its employees
ceased. Transfer of account balances for
participants employed by H-K Systems, Inc.
to a defined contribution retirement plan
established by H-K Systems, Inc. was
completed on January 20, 1994.
Effective February 16, 1995, the Company
completed the sale of Syscon Corporation to
Logicon, Inc. Account balances of
participants employed by Syscon and its
subsidiaries were transferred to an
existing Logicon defined contribution
retirement plan on April 28, 1995.
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation
---------------------
The accompanying financial statements have
been prepared on the accrual basis.
Investments
------------
Investments are stated at fair market value
except guaranteed investment contracts
which are stated at contract value.
Contract value represents contributions
made under the contract, plus interest at
the contract rate, less participant
withdrawals. Unrealized gains and losses
on investments are computed based upon
market values at the beginning of the year,
or acquisition cost if acquired during the
year, and market values at the end of the
year. Realized gains and losses are
recorded based upon market values at the
time of sale.
(3) PLAN PROVISIONS
The following description of the Plan
provides only general information.
Participants should refer to the Summary
Plan Document for a more complete
description of the Plan's provisions.
Plan Purpose
-------------
The purposes of the Plan are to encourage
savings by employees and to assist them in
meeting major financial needs,
supplementing retirement benefits and
acquiring an equity interest in the
Company.
Plan Administration
--------------------
The Plan is administered by an eight-member
Pension and Investment Committee (the
"Committee").
The assets of the Plan are trusteed by
Fidelity Management Trust Company and
detailed records of participants' accounts
are maintained by Fidelity Institutional
Retirement Services Company.
Substantially all administrative expenses
of the Plan are paid or accrued for by the
Company.
Eligibility
------------
Substantially every U.S. employee of the
Company, (except any employee who is
covered by a collective bargaining
agreement which does not provide for such
employee's participation in the Plan and
employees of Carolina Material Handling,
J&L Fiber Services, Inc. through January
31, 1996 and Birmingham Crane & Hoist, Inc.
through January 31, 1996) who has been
employed for at least thirty calendar days
is eligible to participate in the Plan. An
eligible employee may become an active
participant in the Plan on the first day of
any month in which he meets all of the
requirements for eligibility. The Plan is
subject to the provisions of the Employee
Retirement Income Security Act of 1974
("ERISA").
Contributions
--------------
Participants may elect to make regular
contributions to the Plan of up to ten
percent of their pre-tax earnings ("salary
reduction contributions"). Participants
may also make additional contributions of
up to ten percent of after-tax earnings.
Pre-tax contributions are subject to
Internal Revenue Service guidelines.
The Company may, at its discretion, make a
profit sharing contribution as determined
by the Company. There were no Company
contributions made to the Plan for fiscal
1995. Profit sharing contributions to the
Plan for fiscal 1994 were based on the
Company's consolidated performance as
measured by Economic Value Added ("EVA").
In fiscal 1995, the Company made profit
sharing contributions totaling $3,300,000
for fiscal 1994 based upon the 1994 results
of the Company. Company profit sharing
contributions are allocated to each active
participant on a pro rata basis on such
employee's base earnings, up to $100,000,
for the fiscal year ended October 31. The
Company profit sharing contributions are
invested 100 percent in the Harnischfeger
Common Stock Fund.
Investment Options
Each participant elects to invest his
contribution in one or more of the
investment funds offered under the Plan.
Such elections are made directly to
Fidelity at the discretion of the
participant. The investment funds
currently available to Plan participants
are as follows:
Fidelity Magellan Fund
----------------------
This is a capital appreciation mutual
fund which invests primarily in
common stocks of companies which are
expected to demonstrate long-term
earnings growth greater than the
economy as a whole. This fund had
2,302 and 2,874 participants at
October 31, 1995 and 1994,
respectively.
Fidelity Equity Income Fund
---------------------------
This stock fund, which had 1,161 and
1,540 participants as of October 31,
1995 and 1994, respectively, invests
in income-producing common stocks or
preferred stocks whose prospects for
appreciation in both value and
dividend income are deemed favorable.
The fund looks for a dividend yield
that exceeds the average yield of the
"Standard and Poor's 500".
Fixed Income Fund
-----------------
This fund invests primarily (I) in
government obligations, treasury
bills, certificates of deposit,
commercial paper, bonds, notes and
other evidences of indebtedness and
other obligations of a similar nature
expected to produce a fixed income,
(ii) in a deposit account, deposit
administration fund, guaranteed
investment contract ("GIC") or
similar fund or contract maintained
by a legal reserve life insurance
company pursuant to an agreement with
or a group annuity contract issued by
such insurance company, or (iii) in a
combination of investments permitted
under (I) and (ii) above. This fund
had 3,181 and 3,942 participants as
of October 31, 1995 and 1994,
respectively.
Fidelity Intermediate Bond Fund
-------------------------------
This fund invests in high and upper
medium grade fixed-income obligations
with an average maturity of three to
ten years. Investments include
obligations (I) of U.S. and foreign
corporations, (ii) issued or
guaranteed by the U.S. government or
any of its agencies, (iii) of U.S.
banks, including certificates of
deposit and bankers' acceptances, and
(iv) other instruments of comparable
quality to those mentioned above,
which are expected to produce high
current income. There were 476 and
737 participants as of October 31,
1995 and 1994, respectively.
Fidelity Overseas Fund
----------------------
The Overseas fund seeks long-term
capital appreciation primarily
through investments in foreign
securities. There were 500
participants at October 31, 1995 and
647 participants at October 31, 1994.
Fidelity U.S. Equity Index Fund
-------------------------------
This fund seeks investment results
that correspond to the total return
performance of U.S. publicly traded
common stocks. The total return
performance is the combination of
capital changes and income. At
October 31, 1995 and 1994, this fund
had 310 and 351 participants,
respectively.
Harnischfeger Common Stock Fund
-------------------------------
This fund invests exclusively in the
common stock of Harnischfeger
Industries, Inc. The fund encourages
employee ownership while seeking
long-term capital appreciation. At
October 31, 1995 and 1994, this fund
had 3,692 and 3,446 participants,
respectively.
Fidelity Asset Manager Fund
---------------------------
Effective August 1, 1994, this fund
became available to Plan
participants. This mutual fund
maintains a mix of investments in
domestic and foreign stocks, bond,
and short-term instruments with the
expectation of achieving a long-term
high total return. This fund had 188
participants at October 31, 1995 and
115 participants at October 31, 1994.
Vesting of Participant Accounts
-------------------------------
Each participant has a 100% vested interest
in his account, including employer
contributions, from the date of
contribution until distribution.
Participant Loans
------------------
Participants are allowed to obtain loans
from the Plan which are drawn against their
investment accounts, subject to limitations
of the Plan, and bear interest rates of 2%
over prime as of the date of the loan.
Distributions
--------------
Upon termination of employment with the
Company for any reason, including
resignation, retirement, dismissal, long-
term disability or death, participants (or
designated beneficiaries) are paid the
vested amounts due them by payment in: (1)
a lump sum, or (2) substantially equal
quarterly or annual installments over a
period not to exceed the lesser of (a) 10
years or (b) the life expectancy of the
participant or, if the participant has
designated a beneficiary who is an
individual, the joint and last survivor
expectancy of the participant and his
designated beneficiary or (3) a combination
of a lump sum and installment payments.
Payment may be made in cash or property
(fair market value at date of distribution
as determined by the trustee).
Participants may request distribution of
their accounts be invested in the
Harnischfeger Common Stock Fund.
In the event of financial hardship, a
participant may apply for a withdrawal of
all or any portion of the salary reduction
contributions credited to his account.
Withdrawals during employment of salary
reduction contributions may be granted by
the Committee only if the participant can
demonstrate to the satisfaction of the
Committee that a financial hardship exists
within the definitions of the Internal
Revenue Code.
(4) PLAN TERMINATION
The Company has the right under the Plan to
discontinue its contributions at any time
and to terminate the Plan subject to the
provisions of ERISA. In the event of Plan
termination, participants will become 100%
vested in their accounts.
(5) FEDERAL INCOME TAXES
The Internal Revenue Service has determined
and informed the Company by a letter dated
May 10, 1993, that the Plan and related
trust are designed in accordance with
applicable sections of the Internal Revenue
Code ("IRC"). As the Plan is qualified
under the provisions of Section 401(a) of
the IRC, it is exempted from federal income
taxes. Therefore, no provision for income
taxes has been included in the Plan's
financial statements.
With respect to participants, pre-tax
contributions to the Plan are excluded from
wages subject to federal and most state
income taxes. Earnings on contributions
are not taxable until distributed.
<PAGE>
<TABLE>
<CAPTION>
(6) INVESTMENTS
The following relates to investment shares, net asset values
and market value at October 31.
1995
- ------------------------------------------------------------------------
Net
Number Asset Fair Market
Funds of Shares Value Value
- ------------------------------------------ ----------- -------------
<S> <C> <C> <C>
Investments at Fair Value
as Determined
by Quoted Market Price:
Fidelity Magellan Fund 472,880.1 $89.99 $ 42,554,483
Fidelity Equity Income
Fund 339,994.8 36.47 12,399,609
Fidelity Intermediate
Bond Fund 234,507.1 10.29 2,413,078
Fidelity Overseas Fund 99,442.5 28.58 2,842,068
Fidelity U.S. Equity
Index Fund 71,832.3 21.46 1,541,520
Fidelity Asset Manager
Fund 93,459.4 15.42 1,441,145
Harnischfeger Common
Stock Fund 794,428.3 31.47 25,003,120
Investments at Estimated
Fair Value:
Loans to Participants - 1.00 4,423,730
Investments at Contract Value:
Fixed Income Fund - 1.00 86,515,627
------------
$179,134,380
===========
</TABLE>
<TABLE>
<CAPTION>
The following information relates to investment gain (loss)
activity during the periods.
Realized Gains (Losses)
----------------------------------------------
Fund 1995 1994
- ---------------------------- ------ -------
<S> <C> <C>
Fidelity Magellan Fund $1,040,769 $(503,735)
Fidelity Equity Income Fund 10,245 (23,362)
Fidelity Intermediate Bond
Fund 32,001 (75,270)
Fidelity Overseas Fund (125,575) 28,528
Fidelity U.S. Equity Index
Fund 78,452 (9,605)
Fidelity Asset Manager Fund (4,633) (242)
Harnischfeger Common Stock
Fund 545,242 167,908
------------- -------------
$1,576,501 $(415,778)
======== ========
</TABLE>
<TABLE>
<CAPTION>
(6) INVESTMENTS
The following relates to investment shares, net asset values
and market value at October 31.
1994
-------------------------------------
Net
Number Asset Fair Market
Funds of Shares Value Value
- ------------------------------------------ -------- -------------
<S> <C> <C> <C>
Investments at Fair Value as
Determined by Quoted
Market Price:
Fidelity Magellan Fund 544,108.9 $69.69 $ 37,918,948
Fidelity Equity Income
Fund 351,388.3 33.34 11,715,286
Fidelity Intermediate
Bond Fund 303,807.5 9.89 3,004,657
Fidelity Overseas Fund 129,864.7 29.17 3,788,152
Fidelity U.S. Equity
Index Fund 70,121.8 17.48 1,225,728
Fidelity Asset Manager
Fund 63,783.3 14.65 934,425
Harnischfeger Common
Stock Fund 721,751.6 25.00 18,043,791
Investments at Estimated Fair Value:
Loans to Participants - 1.00 4,670,855
Investments at Contract Value:
Fixed Income Fund - 1.00 94,461,666
-----------
$175,763,508
==========
</TABLE>
<TABLE>
<CAPTION>
The following information relates to investment gain (loss)
activity during the periods.
Change in Unrealized
Appreciation (Depreciation)
----------------------------------------------
Fund 1995 1994
- -------------------------------------- ------------ -----
<S> <C> <C>
Fidelity Magellan Fund $8,850,237 $(2,161,575)
Fidelity Equity Income Fund 1,100,878 (96,128)
Fidelity Intermediate Bond Fund 64,443 (250,979)
Fidelity Overseas Fund 24,600 162,071
Fidelity U.S. Equity Index Fund 186,949 10,564
Fidelity Asset Manager Fund 76,787 1,732
Harnischfeger Common Stock Fund 4,784,724 2,049,269
------------- --------------
$15,088,618 $(285,046)
======== =========
</TABLE>
<TABLE>
<CAPTION>
HARNISCHFEGER INDUSTRIES, INC. EMPLOYEES' SAVINGS PLAN Additional
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES Information
OCTOBER 31, 1995 Schedule I
Description of
Identity of Issue Investment
- ---------------------------------- ---------------
<S> <C>
Employer's Stock Fund:
Harnischfeger Industries Inc. Common Stock Common Stock
Mutual Funds:
Fidelity Equity Income Fund
Fidelity Magellan Fund Open-end
Fidelity Overseas Fund Mutual
Fidelity U.S. Equity Index Fund Funds
Fidelity Intermediate Bond Fund
Diversification Fund:
Fidelity Asset Manager Open-end
Fixed Income Securities:
Fidelity Cash Portfolio, at 5.72% Open-end
Lincoln National Guaranteed Investment
Contract, at rates
ranging from 6.08% to 7.82% Dec., 1995 thru June, 1999
Prudential Insurance Company of
America Guaranteed Investment Contract,
at rates ranging from 2.46% to 4.51% January, 1996
CDC Capital Guaranteed Investment
Contract, at 6.15% March, 1996
Aetna Life Insurance Co. Guaranteed
Investment Contract, at 7.35% January, 1996
Provident Life & Accident Guaranteed
Investment Contract, at 5.85% December, 1998
Sun Life of Canada Guaranteed
Investment Contract, at
rates ranging from 6.74% to 6.99% Jan., 1996 thru Mar., 2000
Connecticut General Guaranteed
Investment Contract, at 7.35% January, 1996
Deutsche Bank Guaranteed Investment
Contract, at rates ranging
from 5.98% to 6.13% November, 1995
New England Mutual Guaranteed
Investment Contract,
at rates ranging from 3.95% to 6.55% Dec., 1998 thru Dec., 2001
New York Life Guaranteed Investment
Contract, at 6.05% September, 1998
Protective Life Guaranteed Investment, at 6.05% June 30, 1998
SunAmerica Life Insurance Guaranteed
Investment Contract, at 5.96% December, 1998
</TABLE>
<TABLE>
<CAPTION>
HARNISCHFEGER INDUSTRIES, INC. EMPLOYEES' SAVINGS PLAN Additional
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES Information
OCTOBER 31, 1995 Schedule I
Cost Fair Market
Identity of Issue of Asset Value
- ----------------------------- ------- -------------
<S> <C> <C>
Employer's Stock Fund:
Harnischfeger Industries Inc.
Common Stock $16,083,057 $25,003,120
Mutual Funds:
Fidelity Equity Income Fund 9,769,033 12,399,609
Fidelity Magellan Fund 30,735,783 42,554,483
Fidelity Overseas Fund 2,726,866 2,842,068
Fidelity U.S. Equity Index Fund 1,323,124 1,541,520
Fidelity Intermediate Bond Fund 2,402,809 2,413,078
---------- -----------
46,957,615 61,750,758
Diversification Fund:
Fidelity Asset Manager 1,368,852 1,441,145
Fixed Income Securities:
Fidelity Cash Portfolio, at 5.72% 2,602,907 2,602,907
Lincoln National Guaranteed Investment
Contract, at rates
ranging from 6.08% to 7.82% 8,833,185 8,833,185
Prudential Insurance Company of America
Guaranteed Investment Contract,
at rates
ranging from 2.46% to 4.51% 15,925,332 15,925,332
CDC Capital Guaranteed Investment
Contract, at 6.15% 4,020,321 4,020,321
Aetna Life Insurance Co. Guaranteed
Investment Contract, at 7.35% 7,487,903 7,487,903
Provident Life & Accident Guaranteed
Investment Contract, at 5.85% 4,158,518 4,158,518
Sun Life of Canada Guaranteed Investment
Contract, at rates ranging from 6.74%
to 6.99% 11,986,839 11,986,839
Connecticut General Guaranteed Investment
Contract, at 7.35% 12,279,348 12,279,348
Deutsche Bank Guaranteed Investment
Contract, at rates ranging
from 5.98% to 6.13% 8,051,425 8,051,425
New England Mutual Guaranteed Investment
Contract, at rates ranging from
3.95% to 6.55% 105,701 105,701
New York Life Guaranteed Investment
Contract, at 6.05% 4,077,129 4,077,129
Protective Life Guaranteed Investment,
at 6.05% 3,057,847 3,057,847
SunAmerica Life Insurance Guaranteed
Investment Contract, at 5.96% 3,929,172 3,929,172
----------- ----------
86,515,627 86,515,627
Outstanding Loan Balance 4,423,730 4,423,730
----------- ----------
Total Assets Held For Investment $155,348,881 $179,134,380
============ ============
</TABLE>
<TABLE>
<CAPTION>
HARNISCHFEGER INDUSTRIES EMPLOYEES' Additional
SAVINGS PLAN Information
5500-ITEM 27(d) Schedule II
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED OCTOBER 31, 1995
IDENTITY OF DESCRIPTION PURCHASE
PARTY INVOLVED OF ASSET PRICE
- ------------------------ ----------- ---------
<S> <C> <C>
Fidelity Magellan
190 Purchases $7,529,552
127 Sales
Lincoln National Guaranteed
Investment
Contract
1 Purchase $1,061,826
2 Sales
Cash Portfolio Short-term
Marketable
Securities
149 Purchases $35,691,397
139 Sales
</TABLE>
<TABLE>
<CAPTION>
HARNISCHFEGER INDUSTRIES EMPLOYEES' Additional
SAVINGS PLAN Information
5500-ITEM 27(d) Schedule II
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED OCTOBER 31, 1995
EXPENSE
SELLING LEASE INCURRED WITH
PRICE RENTAL TRANSACTION
- ------- ------- ------------------
<S> <C> <C>
$12,785,024 N/A None
$9,735,394 N/A None
$42,158,776 N/A None
</TABLE>
<TABLE>
<CAPTION>
HARNISCHFEGER INDUSTRIES EMPLOYEES' Additional
SAVINGS PLAN Information
5500-ITEM 27(d) Schedule II
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED OCTOBER 31, 1995
CURRENT VALUE
COST OF OF ASSET ON NET
ASSET TRANSACTION DATE GAIN(LOSS)
- ------------ ----------------- -----------
<S> <C> <C>
$7,529,552
$11,092,172 $12,785,024 $1,692,852
$1,061,826
$9,735,394 $9,735,394 None.
$35,691,397
$42,158,776 $42,158,776 None.
</TABLE>
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
by the undersigned thereunto duly authorized.
HARNISCHFEGER INDUSTRIES
EMPLOYEES' SAVINGS PLAN
(Name of Plan)
Date: April 26, 1996
By: /s/ Francis M. Corby, Jr.
-------------------------
Francis M. Corby, Jr.
Executive Vice President For
Finance and Administration
and Chief Financial Officer
Harnischfeger Industries, Inc.
CONSENT OF INDEPENDENT ACCOUNTANTS
----------------------------------
We hereby consent to the incorporation by
reference in the Registration Statement on Form
S-8 (No. 33-23985) of Harnischfeger Industries,
Inc. of our report dated April 25, 1996 appearing
on page 1 of this Annual Report on Form 11-K.
Price Waterhouse LLP
Milwaukee, Wisconsin
April 26, 1996
