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, 1998
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, 1998 and 1997
Page
Report of Independent Accountants 1
Financial Statements:
Statement of Net Assets Available for
Plan Benefits, with Fund Information 2-3
Statement of Changes in Net Assets Available
for Plan Benefits, with Fund Information 4-5
Notes to Financial Statements 6-10
Additional Information: *
Schedule I - Schedule of Assets Held for
Investment Purposes 11
Schedule II - Schedule of Reportable
Transactions 12
* 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 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
Structural Dynamics Research Corporation Tax Deferred Capital
Accumulation Plan (the "Plan") at December 31, 1998 and 1997,
and the changes in net assets available for benefits for the
year ended December 31, 1998 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 audits were conducted for the purpose of forming an opinion
on the basic financial statements taken as a whole. The
supplemental schedules of Schedule of Assets Held for
Investment Purposes and Schedule of 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
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. These supplemental schedules and fund information
are the responsibility of the Plan's management. 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.
PricewaterhouseCoopers LLP
Cincinnati, Ohio
June 4, 1999
<TABLE>
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Statement of Net Assets Available for Plan Benefits, with Fund
Information
(Amounts in thousands)
<CAPTION>
December 31, 1998
Company Equity Spectrum Stable Int'l New Small Science Int'l Spectrum
Stock Income Growth Balanced Value Stock Horizons Cap & Bond Income Cash Loan
Fund Fund Fund Fund Fund Fund Fund Value Techn. Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at
fair value (Note
2):
Shares of
Registered
Investment Co.
T. Rowe Price** $ -- $18,244* $9,405* $8,351* $9,694* $2,677 $5,488* $4,050 $7,953* $458 $2,365 $-- $ -- $68,685
Securities of
participating
employer** 25,260* -- -- -- -- -- -- -- -- -- -- -- -- 25,260
Cash -- -- -- -- -- -- -- -- -- -- -- 2 -- 2
Participant
loans -- -- -- -- -- -- -- -- -- -- -- -- 907 907
------- ------- ------- ------ ------- ------ ------ ------ ----- ----- ------ ----- ---- -------
Total
investments 25,260 18,244 9,405 8,351 9,694 2,677 5,488 4,050 7,953 458 2,365 2 907 94,854
------- ------- ------- ------ ------- ------ ------ ------ ----- ----- ------ ----- ---- -------
Receivables:
Employer
contributions 666 -- -- -- -- -- -- -- -- -- -- -- -- 666
Participant
contributions 73 143 87 78 59 43 79 76 115 10 28 -- -- 791
------- ------- ------- ------ ------- ------ ------ ------ ----- ----- ------ ----- ---- -------
Total
receivables 739 143 87 78 59 43 79 76 115 10 28 -- -- 1,457
------- ------- ------- ------ ------- ------ ------ ------ ----- ----- ------ ----- ---- -------
Assets available
for plan benefits $25,999 $18,387 $9,492 $8,429 $9,753 $2,720 $5,567 $4,126 $8,068 $468 $2,393 $ 2 $907 $96,311
======= ======= ======= ======= ======== ====== ======= ====== ====== ===== ====== ===== ===== =======
<FN>
The accompanying notes are an integral part of these
financial statements.
* Denotes individual investments that represent 5% or more
of net assets available for benefits.
** Denotes parties-in-interest.
</FN>
</TABLE>
<PAGE>
<TABLE>
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Statement of Net Assets Available for Plan Benefits, with Fund
Information (continued)
(Amounts in thousands)
<CAPTION>
December 31, 1997
Company Equity Spectrum Stable Int'l New Small Science Int'l Spectrum
Stock Income Growth Balanced Value Stock Horizons Cap & Bond Income Cash Loan
Fund Fund Fund Fund Fund Fund Fund Value Techn. Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at
fair value (Note
2):
Shares of
Registered
Investment Co.
T. Rowe Price** $ -- $15,761* $7,726* $6,585* $7,315* $1,873 $5,309* $4,061 $4,970* $327 $1,590 $-- $ -- $55,517
Securities of
participating
employer** 22,056* -- -- -- -- -- -- -- -- -- -- -- -- 22,056
Cash -- -- -- -- -- -- -- -- -- -- -- 2 -- 2
Participant
loans -- -- -- -- -- -- -- -- -- -- -- -- 962 962
------- ------- ------- ------ ------- ------ ------ ------ ----- ----- ------ ----- ---- -------
Total
investments 22,056 15,761 7,726 6,585 7,315 1,873 5,309 4,061 4,970 327 1,590 2 962 78,537
------- ------- ------- ------ ------- ------ ------ ------ ----- ----- ----- ----- ---- -------
Receivables:
Employer
contributions 577 -- -- -- -- -- -- -- -- -- -- -- -- 577
Participant
contributions 73 125 80 67 55 42 74 68 98 10 22 -- -- 714
------- ------- ------- ------ ------ ------ ------ ------ ----- ----- ------ ----- ---- -------
Total
receivables 650 125 80 67 55 42 74 68 98 10 22 -- -- 1,291
------- ------- ------- ------ ------ ------ ------ ------ ----- ----- ------ ----- ---- -------
Assets available
for plan benefits $22,706 $15,886 $7,806 $6,652 $7,370 $1,915 $5,383 $4,129 $5,068 $337 $1,612 $ 2 $962 $79,828
======= ======= ======== ====== ======= ====== ====== ====== ====== ==== ====== ===== ===== =======
<FN>
The accompanying notes are an integral part of these financial statements.
* Denotes individual investments that represent 5% or
more of net assets available for benefits.
** Denotes parties-in-interest.
</FN>
</TABLE>
<PAGE>
<TABLE>
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Changes in Net Assets Available For Plan Benefits, with Fund Information
(Amounts in thousands)
December 31, 1998
<CAPTION>
Small
Company Equity Spectrum Stable Int'l. New Cap Science Int'l Spectrum
Stock Income Growth Balanced Value Stock Horizons Value & Techn. Bond Income Cash Loan
Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Beginning
Balance
01/01/98 $22,706 $15,886 $7,806 $6,652 $7,370 $1,915 $5,383 $4,129 $5,068 $337 $1,612 $ 2 $962 $79,828
Additions:
Investment Income:
Net (depreciation)
appreciation
in fair value of
investments 306 128 279 865 -- 230 43 (866) 2,106 36 (34) -- -- 3,093
Interest -- -- -- -- -- -- -- -- -- -- -- -- 76 76
Dividends -- 1,378 803 241 516 91 283 287 201 20 162 -- -- 3,982
------ ------ ---- ------ ---- ---- ----- ---- ----- ---- ---- ---- ---- ------
306 1,506 1,082 1,106 516 321 326 (579) 2,307 56 128 -- 76 7,151
------ ------ ---- ------ ---- ---- ----- ---- ----- ---- --- ---- ---- ------
Contributions:
Participant 835 1,611 1,005 816 641 469 917 909 1,324 125 312 -- -- 8,964
Employer 3,574 -- -- -- -- -- -- -- -- -- -- -- -- 3,574
Rollovers 65 (237) 108 87 (15) 42 69 81 104 2 29 -- (79) 256
-------- ------ ----- ------ ----- ---- ----- ---- ----- ---- ---- ---- ---- -----
4,474 1,374 1,113 903 626 511 986 990 1,428 127 341 -- (79) 12,794
-------- ------ ----- ------ ----- ---- ----- ---- ----- ---- ---- ---- ---- ------
Net Additions 4,780 2,880 2,195 2,009 1,142 832 1,312 411 3,735 183 469 -- (3) 19,945
-------- ------ ----- ------ ------ ---- ----- ---- ----- ---- ---- ---- ---- ------
Deductions:
Benefits paid to
participants (438) (760) (584) (321) (336) (133) (326) (186) (302) (31) (45) -- -- (3,462)
Transfers (1,049) 381 75 89 1,577 106 (802) (228) (433) (21) 357 -- (52) --
------- ----- ----- ----- ------ ---- ----- ---- ----- ----- ---- ---- ---- ------
Net Deductions (1,487) (379) (509) (232) 1,241 (27) (1,128) (414) (735) (52) 312 -- (52) (3,462)
------- ----- ----- ----- ------ ---- ----- ---- ----- ----- ---- ---- ---- ------
Net (decrease)
increase 3,293 2,501 1,686 1,777 2,383 805 184 (3) 3,000 131 781 -- (55) 16,483
------- ------ ----- ------ ----- ---- ----- ---- ------ ----- ---- --- ---- ------
Net assets available
for benefits:
Ending Balance
12/31/98 $25,999 $18,387 $9,492 $8,429 $9,753 $2,720 $5,567 $4,126 $8,068 $468 $2,393 $ 2 $907 $96,311
======= ====== ====== ====== ====== ====== ====== ====== ======= ==== ===== === ==== =======
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
<TABLE>
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Changes in Net Assets Available For Plan Benefits,
with Fund Information (continued)
(Amounts in thousands)
December 31, 1997
<CAPTION>
Small
Company Equity Spectrum Stable Int'l. New Cap Science Int'l Spectrum
Stock Income Growth Balanced Value Stock Horizons Value & Techn. Bond Income Cash Loan
Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Beginning
Balance
01/01/97 $18,793 $ 9,482 $5,914 $5,033 $7,367 $1,188 $3,354 $2,225 $3,792 $215 $ 825 $ 20 $722 $58,930
Additions:
Investment Income:
Net (depreciation)
appreciation
in fair value of
investments 2,770 1,648 293 741 -- (104) 355 529 (409) (21) 47 -- -- 5,849
Interest -- -- -- -- -- -- -- -- -- -- -- -- 71 71
Dividends -- 1,486 783 243 453 100 129 255 470 15 94 -- -- 4,028
------ ----- ----- ----- ---- ---- ----- ---- ---- ---- ---- ---- ---- ------
2,770 3,134 1,076 984 453 (4) 484 784 61 (6) 141 -- 71 9,948
------ ----- ----- ----- ---- ---- ----- ---- ---- ---- ---- ---- ---- -----
Contributions:
Participant 783 1,160 848 663 634 370 791 581 1,020 103 226 -- -- 7,179
Employer 1,921 -- -- -- -- -- -- -- -- -- -- -- -- 1,921
Rollovers 38 2,096 208 373 364 322 1,067 242 122 7 334 -- 42 5,215
-------- ----- ----- ------ ----- ---- ----- ---- ---- ---- ---- ---- ---- -----
2,742 3,256 1,056 1,036 998 692 1,858 823 1,142 110 560 -- 42 14,315
-------- ----- ----- ------ ----- ---- ----- ---- ---- ---- ---- ---- ---- ------
Net Additions 5,512 6,390 2,132 2,020 1,451 688 2,342 1,607 1,203 104 701 -- 113 24,263
-------- ----- ----- ------ ----- ---- ----- ---- ----- ---- ---- ---- ---- ------
Deductions:
Benefits paid to
participants (757) (557) (302) (256) (763) (93) (165) (235) (172) (4) (61) -- -- (3,365)
Transfers (842) 571 62 (145) (685) 132 (148) 532 245 22 147 (18) 127 --
------- ----- ----- ----- ---- ---- ----- ---- ----- ---- ----- ---- ---- -----
Net Deductions (1,599) 14 (240) (401) (1,448) 39 (313) 297 73 18 86 (18) 127 (3,365)
------- ----- ----- ----- ---- ---- ----- ---- ----- ---- ----- ---- ---- ------
Net (decrease)
increase 3,913 6,404 1,892 1,619 3 727 2,029 1,904 1,276 122 787 (18) 240 20,898
------ ----- ----- ----- ---- ---- ----- ---- ----- ---- ----- ---- ---- ------
Net assets available
for benefits:
Ending Balance
12/31/97 $22,706 $15,886 $7,806 $6,652 $7,370 $1,915 $5,383 $4,129 $5,068 $337 $1,612 $ 2 $962 $79,828
====== ====== ====== ====== ====== ====== ====== ====== ====== ==== ===== === === ======
The accompanying notes are an integral part of these financial statements.
</TABLE>
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Notes to Financial Statements
(Amounts in Thousands)
(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. A participant may also make
voluntary contributions to the plan of rollover amounts from
other benefit plans. The Company may provide a matching
contribution equal to 50% of the participant's contribution
(excluding rollovers) up to 6% of the participant's compensation.
Quarterly, the Board of Directors vote on the Company's matching
contribution amount, if any. The Company's matching
contribution, if any, may take the form of either Company Common
Stock or cash in which 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. In 1998 and 1997, no
discretionary contributions were made.
c) Participant Accounts
Each participant's account is credited with the participant's
contribution and allocation of the Plan earnings and Company's
contribution, if any. Earnings of each investment fund are
allocated among the accounts of all participants in each fund in
the ratio each participant's 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, 1998 and
1997, forfeited nonvested accounts totaled $145 and $36,
respectively. During 1998 and 1997, employer contributions were
not reduced from forfeited nonvested accounts.
e) Investment Options
The participants direct employee and employer contributions in
any of the following funds:
- - Company Stock Fund
Invests in the Company's Common Stock.
- - Equity Income Fund
Portfolio of the common stocks of major corporations and
cash reserves.
- - Balanced Fund
Portfolio of U.S. Government securities, the common
stocks of major corporations and cash reserves.
- - Stable Value Fund
Portfolio of investment contracts issued by insurance
companies and banks.
- - International Stock Fund
Portfolio of common stocks of major foreign companies.
- - New Horizons Fund
Portfolio of common stocks of growing companies.
- - Small Cap Value Fund
Portfolio of common stocks of undervalued small
companies.
- - Science and Technology Fund
Portfolio of common stocks of companies in the computer,
electronics, biotechnology and chemical industries.
- - International Bond Fund
Portfolio of government and corporate bonds issued
overseas.
- - Spectrum Income Fund
Portfolio of mutual funds including domestic and
international bond funds, money funds and income-oriented
stock funds.
- - Spectrum Growth Fund
Portfolio of mutual funds including domestic and
international stock funds.
f) Payment of Benefits
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 $0 and $97 at December 31, 1998 and 1997,
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 up to a
maximum equal to the lesser of $50 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 one to five 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% above 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.
h) Trust Agreement
The trustee of the plan is T. Rowe Price Trust Company (T. Rowe).
T. Rowe invests and holds all contributions made by the Plan
Administrator and allocates the amounts among the funds as
directed by the individual participants.
(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) Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
c) Investments and Income Recognition
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 as of the
end of the year. 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 and 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.
d) Contributions
Employee contributions are recorded in the period in which the
Company makes payroll deductions from the Plan participants'
earnings.
e) 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.
f) Payment of Benefits
Benefits are recorded when paid.
g) Reclassifications
Certain amounts in the 1997 financial statements have been
reclassified to conform with the 1998 presentation.
(3) Benefit Obligations
Benefit obligations for persons who have withdrawn from
participation in the Plan are as follows:
December 31,
1998 1997
Company Stock Fund $ - $ 1
Equity Income Fund - 22
Balanced Fund - -
Stable Value Fund - -
International Stock Fund - 18
New Horizons Fund - 19
Small Cap Value Fund - -
Science & Technology Fund - 18
International Bond Fund - -
Spectrum Income Fund - 19
Spectrum Growth Fund - -
-------- --------
$ - $ 97
======== ========
These amounts are reflected as liabilities in the Plan's Form
5500.
(4) Investments
During 1998 and 1997, the Plan's investments (including
investments bought, sold, and held during the year) appreciated
in value by $3,093 and $5,849, respectively, as follows:
December 31,
1998 1997
Securities of participating employer $ 306 $ 2,770
Mutual funds 2,787 3,079
------- ------
$ 3,093 $ 5,849
======= =======
(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 and the funds will be
distributed or held until the time the member would otherwise
have received their interest in the Plan.
(6) Tax Status
The Plan obtained its latest determination letter on June 3,
1996, in which the Internal Revenue Service advised the Company
that the Plan, including the amendments adopted on December 31,
1993 and October 1, 1995, was in compliance with the applicable
requirements of the Internal Revenue Code and its underlying
trust is tax exempt as of the financial statement date.
<PAGE>
<TABLE>
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Additional Information
Schedule of Assets Held for Investment Purposes - Form 5500 Line
Item 27(a) Schedule I
<CAPTION>
Description
of Investment Cost Fair Value
<S> <C> <C> <C>
* SDRC Common stock 1,270,959 shares $ 18,438,875 $ 25,260,304
* T. Rowe Price:
Equity Income Fund 693,154 shares 15,915,695 18,243,810
Spectrum Growth Fund 571,714 shares 8,596,313 9,404,694
Balanced Fund 449,206 shares 6,564,459 8,350,738
Stable Value Fund 9,694,048 shares 9,694,048 9,694,048
International Stock Fund 178,600 shares 2,519,817 2,677,220
New Horizons Fund 235,140 shares 5,184,068 5,488,179
Small Cap Value Fund 213,510 shares 4,340,762 4,050,293
Science and Technology Fund 211,124 shares 6,349,476 7,953,045
International Bond Fund 43,754 shares 435,964 457,667
Spectrum Income Fund 205,643 shares 2,356,886 2,364,898
Cash Fund - shares 1,793 1,793
Participants' Loans Rate of prime plus 2% - 907,212
----------
Total $ 94,853,901
==========
* Denotes parties-in-interest.
</TABLE>
<TABLE>
Structural Dynamics Research Corporation
Tax Deferred Capital Accumulation Plan
Additional Information
Schedule of Reportable Transactions - Form 5500 Line 27(d) Schedule II
<CAPTION>
Current
Identity of Description Number of Cost of value on
Party involved of investment transactions Purchase price Selling price asset sold transaction date Net gain/(loss)
<S> <C> <C> <C> <C> <C> <C> <C>
T. Rowe Price
Company Stock Stock 101 8,293,183 8,293,183
Fund Fund 118 5,365,722 3,821,409 5,365,722 1,544,313
Stable Value Mutual 123 5,889,153 5,889,153
Fund Fund 86 3,510,130 3,510,130 3,510,130 -
Science and Mutual 83 2,688,588 2,688,588
Technology Fund 111 1,811,431 1,811,943 1,811,431 (512)
Fund
Equity Income Mutual 96 4,897,140 4,897,140
Fund Fund 107 2,541,885 2,302,320 2,541,885 239,565
Spectrum Mutual 75 2,810,078 2,810,078
Growth Fund 97 1,409,883 1,312,909 1,490,883 177,994
Fund
</TABLE>
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan Administrators 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
By: /s/ William A. Schwartz Date: 6/22/99
William A. Schwartz
Vice President - Human Resources
By: /s/ Jeffrey J. Vorholt Date: 6/20/99
Jeffrey J. Vorholt
Vice President, Chief Financial Officer and Treasurer
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the
Registration Statement on S-8 (No. 33-22136) of Structural
Dynamics Research Corporation of our report dated June 4, 1999
appearing on page 1 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, 1998.
/s/ PricewaterhouseCoopers LLP
PRICEWATERHOUSECOOPERS LLP
Cincinnati, Ohio
June 28, 1999
