SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------
FORM 11-K
------------------------
(MARK ONE)
X Annual Report pursuant to Section 15(d) of the Securities
Exchange Act of 1934 for the fiscal year ended December 31, 1994
Transition Report pursuant to Section 15(d) of the Securities
Exchange Act of 1934 for the transition period from _________
to _________.
STRUCTURAL DYNAMICS RESEARCH CORPORATION TAX DEFERRED
CAPITAL ACCUMULATION PLAN
(Full title of the plan)
STRUCTURAL DYNAMICS RESEARCH CORPORATION
(Name of issuer of the securities held pursuant to the plan)
2000 Eastman Drive, Milford, Ohio 45150
(Address of principal executive office)
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Financial Statements and
Additional Information
December 31, 1994 and 1993
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Table of Contents to Financial Statements and Additional Information
Report of Independent Accountants
Financial Statements:
Statement of Net Assets Available for Plan Benefits by Fund
Statement of Changes in Net Assets Available for Plan Benefits by Fund
Notes to Financial Statements
Additional Information: *
Schedule I - Schedule of Assets Held for Investment Purposes
Schedule II - Schedule of Reportable Transactions
* Other schedules required by Section 2520.103-10 of the Department of Labor
Rules and Regulations for Reporting and Disclosure under ERISA have been
omitted because they are not applicable.
REPORT OF INDEPENDENT ACCOUNTANTS
To the Participants and Administrator
of the Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
In our opinion, the accompanying statement of net assets available for benefits
by fund and the related statement of changes in net assets available for
benefits by fund present fairly, in all material respects, the net assets
available for benefits of the Structural Dynamics Research Corporation Tax
Deferred Capital Accumulation Plan (the "Plan") at December 31, 1994, and the
changes in net assets available for benefits for the year 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 audit. We
conducted our audit 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 audit provides a reasonable basis for the opinion expressed above.
Our audit was performed 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. The Fund Information in the statement of net
assets available for benefits and the statement of changes in net assets
available for 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 benefits of each fund. Schedules I and II and the Fund
Information have been subjected to the auditing procedures applied in the audit
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.
The financial statements of Structural Dynamics Research Corporation Tax
Deferred Capital Accumulation Plan for the year ended December 31, 1993 were
audited by other independent accountants whose report dated April 29, 1994
expressed an unqualified opinion on those statements.
/S/ Price Waterhouse LLP
PRICE WATERHOUSE LLP
Cincinnati, Ohio
June 23, 1995
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
<TABLE>
Statement of Net Assets Available for Plan Benefits by Fund
December 31, 1994
<CAPTION>
Company Fixed
Stock Equity Interest Balanced Growth Loan
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Assets: -
Investments,
at
fair value
(Note 2):
Securities of
participating
employer $4,148,968 $ -- $ -- $ -- $ -- $ -- $ 4,148,968
Money market
accounts 661 246,753 -- 299,372 522,409 -- 1,069,195
U.S. Government
securities -- -- -- 1,329,007 -- -- 1,329,007
Common stocks -- 5,137,762 -- 2,302,671 2,360,371 -- 9,800,804
Participants' -- -- -- -- -- 284,980 284,980
loans
4,149,629 5,384,515 -- 3,931,050 2,882,780 284,980 16,632,954
Deposit with
insurance company,
at contract
value (Note 4) -- -- 6,883,824 -- -- -- 6,883,824
Total
investments 4,149,629 5,384,515 6,883,824 3,931,050 2,882,780 284,980 23,516,778
Receivables:
Employer 696,526 75,469 108,855 95,709 137,404 -- 1,113,963
contributions
Employee 40,961 62,542 85,043 57,062 60,653 -- 306,261
contributions
Accrued
interest -- -- -- 19,083 -- -- 19,083
Total
receivables 737,487 138,011 193,898 171,854 198,057 -- 1,439,307
Cash -- 14,476 -- 526 91 -- 15,093
Assets available $4,887,116 $5,537,002 $7,077,722 $4,103,430 $3,080,928 $284,980 $24,971,178
for plan benefits
</TABLE>
The accompanying notes are an integral part
of these financial statements.
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
<TABLE>
Statement of Net Assets Available for Plan Benefits by Fund
December 31, 1993
<CAPTION>
Company Fixed
Stock Equity Interest Balanced Growth Loan
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Assets: -
Investments, at
fair
value (Note 2):
Securities of
participating
employer $12,154,799 $ -- $ -- $ -- $ -- $ -- $12,154,799
Money market
accounts 1,352 812,134 -- 263,828 319,694 -- 1,397,008
U.S. Government
securities -- -- -- 1,198,864 -- -- 1,198,864
Common stocks -- 3,877,109 -- 2,041,409 1,746,116 -- 7,664,634
Participants'
loans -- -- -- -- -- 194,348 194,348
_______________________________________________________________________________________________
12,156,151 4,689,243 -- 3,504,101 2,065,810 194,348 22,609,653
Deposit with
insurance
company, at
contract
value (Note 4) -- -- 6,358,127 -- -- -- 6,358,127
Total
investments 12,156,151 4,689,243 6,358,127 3,504,101 2,065,810 194,348 28,967,780
Cash -- 418 -- 525 -- -- 943
Assets available
for plan
benefits $12,156,151 $4,689,661 $6,358,127 $3,504,626 $2,065,810 $194,348 $28,968,723
</TABLE>
The accompanying notes are an integral part
of these financial statements.
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
<TABLE>
Statements of Changes in Net Assets Available for Plan Benefits by Fund
Years ended December 31, 1994 and 1993
<CAPTION>
Company Fixed
Stock Equity Interest Balanced Growth Loan
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
Assets available
for plan
benefits,
December 31,
1992 $7,837,964 $4,291,589 $6,368,667 $1,715,230 $652,036 $178,002 $21,043,488
Investment
income:
Net appreciation
(depreciation)
in fair value of
investments
(Note 4) 4,414,875 299,630 -- 141,548 (55,596) -- 4,800,457
Interest 265 9,414 452,179 64,971 11,453 16,249 554,531
Dividends -- 114,398 -- 31,909 11,909 -- 158,216
Investment
expenses (67) (57,644) (16,842) (31,179) (18,011) -- (123,743)
Participants
contributions' 607,628 675,235 970,007 658,458 662,965 -- 3,574,293
Benefits paid to (346,696) (185,871) (364,069) (115,216) (26,667) -- (1,038,519)
participants
Interfund
transfers, net (357,818) (457,090) (1,051,815) 1,038,905 827,721 97 --
Assets available
for plan
benefits,
December 31,
1993 $12,156,151 $4,689,661 $6,358,127 $3,504,626 $2,065,810 $194,348 $28,968,723
Investment
income:
Net depreciation
in fair value of
investments
(Note 4) (8,445,436) (176,390) -- (106,014) (107,491) -- (8,835,331)
Interest 612 48,345 441,844 139,516 11,974 18,984 661,275
Dividends -- 122,972 -- 42,291 17,165 -- 182,428
Investment
expenses (24) (64,246) (17,135) (42,011) (27,242) -- (150,658)
Participants'
contributions 630,496 842,668 944,111 848,949 805,151 -- 4,071,375
Employer
contributions,
net of
forfeitures 696,526 75,469 108,855 95,709 137,404 -- 1,113,963
Benefits paid to (273,119) (142,951) (391,165) (172,136) (61,226) -- (1,040,597)
participants
Interfund
transfers, net 121,910 141,474 (366,915) (207,500) 239,383 71,648 --
Assets available
for plan benefits
December 31,
1994 $4,887,116 $5,537,002 $7,077,722 $4,103,430 $3,080,928 $284,980 $24,971,178
</TABLE>
The accompanying notes are an integral part
of these financial statements.
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Notes to Financial Statements
(1)Description of Plan
The following description of the Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan (the "Plan") provides only general
information. Participants should refer to the Plan agreement for a more
complete description of the Plan's provisions.
(a) General
The Plan is a defined contribution plan covering all salaried
employees of the domestic divisions of Structural Dynamics Research
Corporation (the Company). It is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA).
(b) Contributions
A participant may make contributions to the Plan by authorizing a
reduction of their compensation (before-tax contribution) of at least 1%
up to a maximum of 15%. The Company will reduce the participant's
compensation by the authorized percentage, subject to limits specified
by the Plan. The Company may provide a matching contribution equal to
50% of the participant's contribution. Additionally, a participant's
contribution in excess of 6% of his compensation is disregarded for the
purpose of determining the Company's matching contribution. The
Company's matching contribution, if any, may take the form of either
Company Common Stock or cash. Participants other than officers can
redirect the Company's accumulated matching contribution into other
investment options offered under the Plan.
The Company may elect to make additional discretionary
contributions. Such contributions shall be allocated to the account of
each participant in an amount equal to the ratio of the employee's
annual salary to the total annual salaries paid to all participants.
Participants other than officers can redirect the Company's
discretionary contributions into other investment options offered under
the Plan.
(c) Participant Accounts
Each participant's account is credited with the participant's
contribution and allocation of the Company's contribution and Plan
earnings. Earnings, gains and losses of each investment fund are
allocated among the accounts of all participants in each fund in the
ratio each participant account bears to the total account balance. The
benefit to which a participant is entitled is the benefit that can be
provided from the participant's vested account.
(d) Vesting
Participants are immediately vested in their voluntary
contributions plus actual earnings thereon. One hundred percent
vesting in the Company contributions occurs after three years of
continuous service. Forfeitures of Company contributions by
participants when they terminate before becoming vested are used to
reduce future Company contributions. At December 31, 1994 and 1993,
forfeited nonvested accounts totaled $26,034 and $22,966, respectively.
During 1994 and 1993, employer contributions were reduced by $49,000 and
$-0-, respectively, from forfeited nonvested accounts.
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Notes to Financial Statements (continued)
(e) Investment Options
Upon enrollment in the Plan, a participant may direct employee and
employer contributions in any of the following investment options:
Company Stock Fund
This fund is invested in Structural Dynamics Research Corporation
Common Stock.
Equity Fund
This fund is a portfolio of the common stocks of major corporations
and cash reserves.
Fixed Interest Fund
This fund is invested in a guaranteed investment contract with an
insurance company.
Balanced Fund
This fund is a portfolio of U.S. Government securities,
the common stocks of major corporations and cash reserves.
Growth Fund
This fund is a portfolio of common stocks of major
corporations and cash reserves.
(f) Payment of Benefits
Under the terms of the Plan, participants' accounts are
distributable upon termination of employment. Participants may also
make withdrawals in the case of financial hardship (as determined by the
Plan administrator).
Amounts allocated to accounts of persons who have withdrawn from
participation in the earnings and operations of the Plan were
approximately $1,010,357 and $280,000 at December 31, 1994 and 1993,
respectively, and have been included as a component of assets available
for plan benefits. The Plan is required to file a Form 5500 with the
Internal Revenue Service which reflects benefits payable as a liability
and, accordingly, a deduction from assets available for plan benefits.
(g) Loans
The Plan allows participants to borrow a minimum of $1,000 up to a
maximum equal to the lesser of $50,000 or 50% of their interest in all
funds other than the Company Stock Fund, within certain limitations and
upon approval by the Plan administrator. Loan transactions are treated
as a transfer to (from) the investment options of the Plan from (to) the
Loan Fund. Loan terms range from 1 - 5 years or up to 15 years for the
purchase of a primary residence. The loans are secured by the balance
in the participant's account and bear interest at 2% over the prime rate
on the first day of the month preceding the effective date of the loan.
The interest rate is fixed for the entire repayment period. Principal
and interest is paid ratably through monthly payroll deductions.
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Notes to Financial Statements (continued)
(2) Summary of Significant Accounting Policies
(a) Basis of Presentation
The accompanying financial statements of the Plan have been
prepared on the accrual basis of accounting.
(b) Investments and Income Recognition
Insurance contracts are carried at contract value as reported by
the insurance company (Note 4). Money market accounts are valued at
cost which approximates fair value. All other investments are
recorded at fair value based on quotations obtained from national
securities exchanges. Participant loans are recorded at the unpaid
principal balances of the individual loans.
Purchases and sales of investments are recorded on the trade date.
Gains or losses on the sale of investments are calculated on the
specific identification method. Interest income is recorded on the
accrual basis. Dividends are recorded on the ex-dividend date.
(c) Contributions
Employee contributions are recorded in the period which the Company
makes payroll deductions from the Plan participants' earnings.
(d) Expenses
Certain administrative fees of the Plan are paid by the Company.
Investment expenses are paid by the Plan and are deducted from
investment income.
(e) Reclassifications
Certain amounts in the 1993 financial statements have been
reclassified to conform with the 1994 presentation.
(f) Payment of Benefits
Benefits are recorded when paid.
(3) Benefit Obligations
Benefit obligations for persons who have withdrawn from participation in
the Plan are as follows:
December 31,
1994 1993
Company Stock Fund $223,118 $130,272
Equity Fund 292,036 20,538
Fixed Interest Fund 272,571 89,110
Balanced Fund 69,754 31,020
Growth Fund 152,878 9,060
These amounts are reflected as liabilities in the Plan's Form 5500.
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Notes to Financial Statements (continued)
(4) Investments
The Company has entered into a Trust Agreement with Smith Barney Shearson
(Shearson), with respect to the operation of the Plan and the establishment
and management of the trust fund. Shearson, as Trustee, initially invests
all participants' contributions to the Plan into a money market account,
and subsequently distributes the amounts among the funds as directed by the
individual participants.
The Plan maintains a deposit contract with Connecticut General Life
Insurance Company (CIGNA), totaling $6,883,824 and $6,358,127 at December
31, 1994 and 1993, respectively. CIGNA holds the Plan's investments in a
guaranteed investment contract which provides a rate of return of 6.74% and
7.25% for the years ended December 31, 1994 and 1993, respectively.
Except for its deposit with an insurance company described above, the
following table presents the fair values of investments that represent five
percent or more of the Plan's assets:
December 31,
1994 1993
Securities of
participating employer -
Structural Dynamics $4,148,968 $12,154,799
Research
Corporation Class A
Common Stock
At June 23, 1995, the fair market value of the Company's Common Stock was
$12.00 per share. Based on shares held at December 31, 1994, this
approximates a $5,113,000 increase in the value of the Common Stock Fund
since December 31, 1994.
During 1994 and 1993, the Plan's investments (including investments bought,
sold, and held during the year) appreciated (depreciated) in value by
$(8,835,331) and $4,800,457, respectively, as follows:
December 31,
1994 1993
Securities of
participating employer $(8,445,436) $4,414,875
U.S. Government securities (122,882) 23,623
Common stocks (267,013) 361,959
Net change in fair value $(8,835,331) $4,800,457
(5) Plan Termination
Although it has not expressed any intent to do so, 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.
(6) Tax Status
The Plan obtained its latest determination letter on July 21, 1992, in
which the Internal Revenue Service stated that the Plan, as then
designated, was in compliance with the applicable requirements of the
Internal Revenue Code. The Plan has been amended since receiving the
determination letter. However, the Plan administrator believes that the
Plan is currently designed and operated in compliance with the applicable
requirements of the Internal Revenue Code. Therefore, the Plan
administrator believes that the Plan is qualified and its underlying trust
is tax exempt as of the financial statement date.
Schedule I
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Schedule of Assets Held For Investment Purposes
Issuer Description of Cost Current
Investment Value
Money market accounts:
Company Stock Funds:
Smith Barney Shearson 431 units of $ 431 $ 431
Government & Agencies Fund short-term pooled
investment fund
Smith Barney Shearson Daily 230 units of
Dividend Fund short-term pooled 230 230
investment fund
Equity Fund:
Dreyfus Government 50,058 units of short-
Securities term pooled 50,058 50,058
investment fund
Dreyfus Government 196,695 units of short- 196,695 196,695
Securities term pooled
investment fund
Balanced Fund:
Dreyfus Government 299,372 units of short-
Securities term pooled 299,372 299,372
investment fund
Growth Fund:
Dreyfus Government 522,409 units of short-
Securities term pooled 522,409 522,409
investment fund
Total money market $1,069,195 $1,069,195
accounts
U.S. Government securities:
Balanced Fund:
United States Treasury $150,000 face value
Notes notes dated
August 15, 1992, bearing $ 149,742 $ 137,345
interest at 6.375% and
due August 15, 2002
United States Treasury $446,000 face value
Notes notes dated
May 15, 1988, bearing 472,621 461,052
interest at 9.0% and due
May 15, 1998
United States Treasury $266,000 face value
Notes notes dated
May 15, 1989, bearing 303,032 278,220
interest at 9.125% and
due May 15, 1999
United States Treasury $450,000 face value
Notes notes dated
October 16, 1989, 492,251 452,390
bearing interest at 8.0%
and due October 15,
1996.
Total U.S. Government $1,417,646 $1,329,007
securities
Structural Dynamics Research Corporation
Schedule I - Continued
Tax Deferred Capital Accumulation Plan
Schedule of Assets Held For Investment Purposes (continued)
Issuer Description of Cost Current
Investment Value
Common stocks:
Equity Fund:
Alliance Global Environment 10,000 shares $93,750 $87,500
Fd, Inc.
American Express Co. 1,400 shares 39,725 41,300
American Home Products Corp. 1,150 shares 67,466 72,163
AMP Inc. Delaware 1,040 shares 65,130 75,660
Automatic Data Processing, 2,660 shares 136,325 155,610
Inc.
Baker Fentress & Co. 8,597 shares 160,925 118,209
Banc One Corp. Ohio 3,806 shares 134,337 96,577
Boeing Co. 1,800 shares 76,028 84,600
Canadian Pacific Ltd. 4,000 shares 59,000 60,000
Chris Craft Industries, Inc. 1,236 shares 45,900 42,642
Cincinnati Financial Corp. 2,780 shares 145,295 143,170
Coca-Cola Co. 1,610 shares 68,138 82,915
Cooper Tire & Rubber Co. 2,950 shares 73,750 69,694
Dial Corp. 2,400 shares 46,200 51,000
Dun & Bradstreet Corp. 2,190 shares 135,319 120,450
Ericsson L M Tel Co. 1,520 shares 69,920 83,790
Federal Home Loan Mtg Corp. 1,900 shares 68,621 95,950
Fifth Third Bancorp 3,000 shares 158,050 144,000
Franklin Resources, Inc. 4,000 shares 152,000 142,500
Gannett Co., Inc. 2,500 shares 120,000 133,125
Geico Corp. 2,540 shares 138,586 124,460
General Electric Co. 1,720 shares 81,485 87,720
General Motors Corp. Cl E 4,700 shares 132,247 180,362
General RE Corp. 1,420 shares 160,128 175,370
Global Health Sciences Fd Shs 9,000 shares 87,750 88,875
Golden West Financial Corp. 1,400 shares 53,375 49,350
GT Greater Europe Fund SBI 7,000 shares 84,875 83,125
Hasbro, Inc. 1,600 shares 57,088 46,600
Hewlett Packard Co. 1,690 shares 129,195 168,789
H & R Block 3,440 shares 134,447 127,710
ITT Corp. 700 shares 60,025 62,038
Johnson & Johnson 3,070 shares 119,730 168,083
J P Morgan & Co., Inc. 700 shares 49,613 39,288
Loews Corp. 500 shares 47,875 43,438
Schedule I - Continued
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Schedule of Assets Held For Investment Purposes (continued)
Issuer Description of Cost Current
Investment Value
Common stocks: (continued)
Equity Fund: (continued)
Merck & Co., Inc. 2,540 shares $ 81,915 $96,837
Minnesota Mining & Mfg. Co. 2,920 shares 154,764 155,855
Nations Bank Corp. 2,760 shares 126,216 124,545
Pacific Telesis Group 5,080 shares 164,180 144,780
Reuters Hldgs. Plc Adr B 3,330 shares 116,342 146,104
Salomon Brothers Fund, Inc. 11,240 shares 155,210 118,020
Sara Lee Corp. 5,210 shares 123,386 131,552
Sears Roebuck & Co. 900 shares 49,837 41,400
Seagram Co. Ltd. 2,000 shares 54,250 59,000
State Street Boston Corp. 4,820 shares 167,192 137,972
Telefonos De Mexico SA 2,800 shares 162,888 114,800
Tri Continental Corp. 8,657 shares 212,500 172,058
Wal-Mart Stores, Inc. 6,430 shares 169,845 136,637
Walt Disney Company 3,440 shares 149,518 158,240
Warner Lambert Co. 700 shares 46,988 53,899
$5,187,329 $5,137,762
Balanced Fund:
Aflac, Inc. 723 shares $ 17,355 $ 23,136
Amer International Group, Inc. 1,075 shares 75,316 105,350
Arrow Electronics, Inc. 2,055 shares 63,910 73,723
Avon Products, Inc. 1,540 shares 78,753 92,015
Becton Dickinson & Co. 2,490 shares 88,539 119,520
Dole Food, Inc. 2,800 shares 95,931 64,400
Exel Ltd. 2,300 shares 105,733 90,850
Federal Home Loan Mtg Corp. 2,025 shares 102,306 102,262
Federated Department Stores, 2,045 shares 45,870 39,366
Inc.
First Interstate Bancorp 1,525 shares 74,836 103,128
Freeport McMoran Copper & 228 shares 5,091 4,845
Gold, Inc.
Freeport McMoran, Inc. 6,100 shares 113,143 108,275
Fruit of the Loom, Inc. 2,325 shares 56,081 62,775
General Electric Co. 1,550 shares 63,813 79,050
General Motors Corp. 1,670 shares 78,875 70,349
Structural Dynamics Research Corporation
Schedule I-Continued
Tax Deferred Capital Accumulation Plan
Schedule of Assets Held For Investment Purposes (continued)
Issuer Description of Cost Current
Investment Value
Common stocks: (continued)
Balanced Fund: (continued)
Hasbro, Inc. 2,885 shares $ 96,758 $84,026
Hercules, Inc. 950 shares 59,694 109,606
Johnson & Johnson 1,600 shares 65,465 87,600
McDonnell Douglas Corp. 845 shares 98,412 119,990
McMoran Oil & Gas Co. 610 shares 2,745 1,868
MCI Communications Corp. 1,215 shares 18,104 22,326
Mead Corp. 735 shares 25,787 35,739
Minnesota Mining & Mfg. Co. 440 shares 19,808 23,485
Monsanto Co. 940 shares 55,805 66,270
National Health Laboratories 2,595 shares 41,345 34,384
Holdings, Inc.
Progressive Corp. 1,610 shares 27,907 56,350
Sprint Corp. 550 shares 16,362 15,194
TIG Holding, Inc. 2,440 shares 52,358 45,750
Trans America Corp. 1,540 shares 67,459 76,615
Travelers, Inc. 3,000 shares 75,994 97,125
Triton Energy Corp. 1,275 shares 40,443 43,350
Union Texas Petroleum 5,500 shares 113,796 114,125
Holdings, Inc.
Warner Lambert Co. 800 shares 53,279 61,600
Whitman Corporation 3,955 shares 54,283 68,224
$2,051,356 $2,302,671
Growth Fund:
Airtouch Communications, Inc. 960 shares $ 23,979 $ 27,960
ALC Communications Corp. 495 shares 16,582 15,407
Amer International Group, Inc. 172 shares 15,185 16,856
Analog Devices, Inc. 440 shares 13,420 15,455
Applied Materials, Inc. 735 shares 39,082 31,054
Automatic Data Processing, 695 shares 36,497 40,658
Autozone, Inc. 2,665 shares 72,016 64,626
Browning Ferris Industries, 315 shares 9,183 8,938
Inc.
Cabletron System, Inc. 400 shares 16,458 18,600
Capital Cities/ABC, Inc. 1,200 shares 89,015 102,300
Cardinal Health, Inc. 460 shares 18,819 21,332
Carnival Corp. 1,200 shares 28,070 25,500
Coca-Cola Co. 595 shares 24,921 30,643
Schedule I - Continued
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Schedule of Assets Held For Investment Purposes (continued)
Issuer Description of Cost Current
Investment Value
Common stocks: (continued)
Growth Fund: (continued)
Compaq Computer Corp. 755 shares $ 26,232 $29,822
Computer Sciences Corp. 390 shares 16,748 19,890
Compuware Corp. 290 shares 13,881 10,440
Danka Business Systems 820 shares 18,194 17,732
Enron Corp. 2,910 shares 80,839 88,755
Ericsson L M Tel Co. CL B 1,495 shares 73,453 82,412
Federal Home Loan Mtg. Corp. 350 shares 18,561 17,675
Federal National Mortgage 1,135 shares 87,363 82,713
First Data Corp. 1,375 shares 56,550 65,141
First Financial Mgmt. Corp. 610 shares 34,320 37,591
First USA, Inc. 1,150 shares 42,267 37,806
General Instr. Corp. 460 shares 12,389 13,800
GFC Financial Corp. 620 shares 22,404 19,685
Gillette Co. 470 shares 30,186 35,191
Grupo Tribasa S A DE CV 380 shares 12,459 6,317
Harley-Davidson, Inc. 750 shares 19,329 21,000
Hewlett Packard Co. 625 shares 57,260 62,422
Home Depot, Inc. 2,933 shares 121,177 134,918
Hong Kong Telecommunications 990 shares 16,461 18,934
Hospitality Franchise System, 470 shares 13,865 12,455
Inc.
Humana, Inc. 895 shares 17,871 20,249
Kohls Corp. 475 shares 22,800 18,881
Loewen Group, Inc. 1,090 shares 26,098 28,885
Lowes Companies, Inc. 965 shares 34,616 33,534
Manpower, Inc. 530 shares 14,032 14,906
MBNA Corp. 3,380 shares 68,870 79,008
MCI Communications Corp. 695 shares 15,770 12,771
Medtronic, Inc. 525 shares 27,622 29,203
Mercury Fin Co. 1,370 shares 21,598 17,810
MGIC Invt. Corp. 925 shares 26,562 30,641
Microsoft Corp. 2,054 shares 85,975 125,551
Motorola, Inc. 2,520 shares 96,837 146,160
Schedule I - Continued
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Schedule of Assets Held For Investment Purposes (continued)
Issuer Description of Cost Current
Investment Value
Common stocks: (continued)
Growth Fund: (continued)
Office Depot, Inc. 2,190 shares $50,378 $51,533
Oracle Systems Corp. 1,640 shares 44,973 72,365
Oxford Health Plans, Inc. 200 shares 13,550 15,850
Pittston Services Group 850 shares 23,535 22,313
Sensormatic Electronics Corp. 1,180 shares 40,969 42,480
Sunbeam-Oster, Inc. 590 shares 14,424 15,193
Sun Healthcare Group, Inc. 610 shares 14,193 15,479
Talbots, Inc. 545 shares 18,871 17,031
Toys R Us 380 shares 14,060 11,637
United Healthcare Corp. 2,545 shares 88,074 114,843
U.S. Healthcare, Inc. 2,667 shares 88,064 110,014
Wal-Mart Stores, Inc. 3,765 shares 103,581 80,006
$2,150,488 $2,360,371
Structural Dynamics Research 771,901 shares of $6,869,975 $4,148,968
Corporation Common Stock
Total Common Stocks $16,259,148 $13,949,772
Participants' loans:
Loan Fund -
* Various plan 59 loans to participants $284,980 $284,980
participants with interest rates
ranging from 8% to 10.5%
Deposit with insurance
company:
Fixed Interest Fund - Guaranteed investment
Connecticut General Life contract bearing 6,883,824 6,883,824
Insurance interest at 6.74%
Company
Total $25,914,793 $23,516,778
* Denotes party-in-interest
Schedule II
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
<TABLE>
Schedule of Reportable Transactions
<CAPTION>
Current
value on
Identity of Description Number Purchase Selling Cost of transact-
party involved of of price price asset ion date Net
investment transact sold gain
ions
<S> <C> <C> <C> <C> <C> <C> <C>
Dreyfus Short-term 210 $3,960,500 $ -- $ -- $3,960,500 $ --
Government pooled 97 -- 3,996,617 3,996,617 3,996,617 --
Securities investment
fund
*Smith Barney
Shearson
Government & Short-term 91 4,655,842 -- -- 4,655,842 --
Agencies Fund pooled 45 -- 4,688,211 4,688,211 4,688,211 --
investment
fund
* Smith Barney
Shearson Short-term
Daily pooled 39 -- 1,663,147 1,663,147 1,663,147 --
Dividend investment
Fund fund
* Denotes party-in-interest
</TABLE>
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Trustees have duly caused this annual report to be signed on behalf of
the undersigned hereunto duly authorized.
STRUCTURAL DYNAMICS RESEARCH CORPORATION
TAX DEFERRED CAPITAL ACCUMULATION PLAN
Date:June 28, 1995 By: /s/ Jeffrey J. Vorholt
Jeffrey J. Vorholt, Trustee
Date:June 29, 1995 By: /s/ John A. Mongelluzzo
John A. Mongelluzzo, Trustee
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-22136) of Structural Dynamics Research
Corporation of our report dated June 23, 1995 appearing on page 3 of the Annual
Report of the Structural Dynamics Research Corporation Tax Deferred Capital
Accumulation Plan on Form 11-K for the year ended December 31, 1994.
/s/ Price Waterhouse LLP
PRICE WATERHOUSE LLP
Cincinnati, Ohio
June 23, 1995