FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31, 1993.
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from _____ to _____.
Commission file number 1-9993.
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below: Coal-Mac,
Inc. Savings and Retirement Plan.
B. Name of issuer of the securities to be held pursuant to the
plan and the address of its principal executive office:
Ashland Coal, Inc., 2205 Fifth Street Road, Huntington, West
Virginia 25701.
1<PAGE>
Financial Statements and Exhibits
Financial Statements and Schedules
Report of Independent Auditors. . . . . . . . . . . . . . . . 3
Statements of Financial Condition . . . . . . . . . . . . . . 4
Statements of Income and Changes in Plan Equity . . . . . . 6
Notes to Financial Statements . . . . . . . . . . . . . . . . 8
Form 5500 Line 27a-Schedule of Assets Held for Investment . . 10
Form 5500 Line 27d-Schedule of Transactions or Series of
Transactions in Excess of 5% of the Current Value of Plan
Assets . . . . . . . . . . . . . . . . . . . . . . . . . . 12
Exhibits
24 - The consent of Ernst & Young, independent auditors . . . 15
2<PAGE>
Report of Independent Auditors
To the Plan Administrator
Coal-Mac, Inc.
We have audited the accompanying statements of financial
condition of the Coal-Mac, Inc. Savings and Retirement Plan as of
December 31, 1993 and 1992, and the related statements of income
and changes in plan equity for the years then ended. These
financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on the
financial statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the financial position
of the Plan at December 31, 1993 and 1992, and the income and
changes in plan equity for the years then ended, in conformity
with generally accepted accounting principles.
Our audits were made for the purpose of forming an opinion on the
basic financial statements taken as a whole. The accompanying
supplemental schedules of assets held for investment as of
December 31, 1993 and transactions or series of transactions in
excess of 5% of the current value of plan assets for the year
then ended are presented for purposes of complying with the
Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of
1974, and are not a required part of the basic financial
statements. The supplemental schedules have been subjected to
the auditing procedures applied in our audit of the 1993
financial statements and, in our opinion, are fairly stated in
all material respects in relation to the 1993 basic financial
statements taken as a whole.
May 17, 1994 /s/ERNST & YOUNG
3<PAGE>
<TABLE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
STATEMENT OF FINANCIAL CONDITION
December 31, 1993
<CAPTION>
Ashland Coal, U.S.
Inc. Investment Government Diversified
Common Stock Contract Securities Equity
Fund Fund Fund Fund
Total (Option A) (Option B) (Option C) (Option D)
<S> <C> <C> <C> <C> <C>
ASSETS
Investments-Notes 1 & 2
Ashland Coal, Inc. Common Stock
(cost - $229,463,
shares - 8,757) $264,899 $264,899 $- $- $-
Common Trust Funds
United States Government
Securities (cost - $1,869,573,
units - 17,579) 2,159,125 - - 2,159,125 -
Diversified Equity
(cost - $175,092,
units - 1,152) 213,341 - - - 213,341
Short-Term Investments
(cost approximates market) 5,858 5,858 - - -
Investment Contracts
(held by Ashland Oil, Inc.
Collective Investment Trust -
cost approximates market) 356,397 - 356,397 - -
Amounts due from participating
employees and employer
Employees 39,499 2,893 4,563 27,814 4,229
Employer 13,324 904 1,674 9,408 1,338
Amounts receivable from (due to)
other funds - (25,577) (840) 25,577 840
Accrued income receivable 2,133 23 2,100 9 1
$3,054,576 $249,000 $363,894 $2,221,933 $219,749
LIABILITIES AND PLAN EQUITY
Distributions payable $120,085 $1,687 $47,119 $61,804 $9,475
Plan equity 2,934,491 247,313 316,775 2,160,129 210,274
$ 3,054,576 $249,000 $363,894 $2,221,933 $219,749
See accompanying notes.
</TABLE>
4<PAGE>
<TABLE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
STATEMENT OF FINANCIAL CONDITION
December 31, 1992
<CAPTION>
Ashland Coal, U.S.
Inc. Investment Government Diversified
Common Stock Contract Securities Equity
Fund Fund Fund Fund
Total (Option A) (Option B) (Option C) (Option D)
<S> <C> <C> <C> <C> <C>
ASSETS
Investments-Notes 1 & 2
Ashland Coal, Inc. Common Stock
(cost - $330,672,
shares - 12,652) $321,045 $321,045 $- $- $-
Common Trust Funds
United States Government
Securities (cost - $1,626,876,
units - 15,864) 1,845,833 - - 1,845,833 -
Diversified Equity
(cost - $208,383,
units - 1,461) 239,815 - - - 239,815
Short-Term Investments
(cost approximates market) 23,400 23,400 - - -
Investment Contracts
(held by Ashland Oil, Inc.
Collective Investment Trust -
cost approximates market) 349,246 - 349,246 - -
Amounts due from participating
employees and employer
Employees 42,799 7,666 5,893 25,974 3,266
Employer 13,675 2,237 1,891 8,450 1,097
Amounts receivable from (due to)
other funds - 25,697 448 (26,145) -
Accrued income receivable 2,445 69 2,367 8 1
$2,838,258 $380,114 $359,845 $1,854,120 $244,179
LIABILITIES AND PLAN EQUITY
Distributions payable $163,015 $42,408 $716 $57,773 $62,118
Plan equity 2,675,243 337,706 359,129 1,796,347 182,061
$2,838,258 $380,114 $359,845 $1,854,120 $244,179
See accompanying notes.
</TABLE>
5<PAGE>
<TABLE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
Year Ended December 31, 1993
<CAPTION>
Ashland Coal, U.S.
Inc. Investment Government Diversified
Common Stock Contract Securities Equity
Fund Fund Fund Fund
Total (Option A) (Option B) (Option C) (Option D)
<S> <C> <C> <C> <C> <C>
Investment income
Dividends $3,903 $3,903 $- $- $-
Interest 26,241 322 25,846 65 8
Net appreciation in
fair value of investments 173,025 37,832 - 107,975 27,218
Contributions
Employees 332,774 33,816 44,898 222,404 31,656
Employer 173,158 20,316 24,058 113,356 15,428
709,101 96,189 94,802 443,800 74,310
Withdrawals (449,853) (23,510) (118,104) (264,197) (44,042)
Option transfers by
participants - net - (163,072) (19,052) 184,179 (2,055)
(449,853) (186,582) (137,156) (80,018) (46,097)
Net increase (decrease) in
plan equity 259,248 (90,393) (42,354) 363,782 28,213
Plan equity at beginning of year 2,675,243 337,706 359,129 1,796,347 182,061
Plan equity at end of year $2,934,491 $247,313 $316,775 $2,160,129 $210,274
See accompanying notes.
</TABLE>
6<PAGE>
<TABLE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
Year Ended December 31, 1992
<CAPTION>
Ashland Coal, U.S.
Inc. Investment Government Diversified
Common Stock Contract Securities Equity
Fund Fund Fund Fund
Total (Option A) (Option B) (Option C) (Option D)
<S> <C> <C> <C> <C> <C>
Investment income
Dividends $4,626 $4,626 $- $- $-
Interest 31,332 876 30,314 85 57
Net appreciation (depreciation)
in fair value of investments 15,326 (109,310) - 107,488 17,148
Contributions
Employees 384,491 64,559 61,502 231,188 27,242
Employer 119,055 18,994 18,820 72,051 9,190
554,830 (20,255) 110,636 410,812 53,637
Withdrawals (395,227) (60,848) (86,726) (169,877) (77,776)
Option transfers by
participants - net - 95,990 (55,577) (112,424) 72,011
(395,227) 35,142 (142,303) (282,301) (5,765)
Net increase (decrease) in
plan equity 159,603 14,887 (31,667) 128,511 47,872
Plan equity at beginning of year 2,515,640 322,819 390,796 1,667,836 134,189
Plan equity at end of year $2,675,243 $337,706 $359,129 $1,796,347 $182,061
See accompanying notes.
</TABLE>
7<PAGE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 1993
NOTE 1-SIGNIFICANT ACCOUNTING POLICIES
The accounts of the Coal-Mac, Inc. Savings and Retirement
Plan (the Plan) are maintained on the accrual basis of
accounting. All costs and expenses of administering the
Plan, except certain investment advisor's fees relative to
Option B (which are paid from funds invested in that option),
are paid by the plan administrator, Coal-Mac, Inc. (Coal-
Mac).
Investments are accounted for at market value based on the
closing market price for investments traded on an exchange,
on bid price for other listed investments and at cost (which
approximates market) for investment contracts and short-term
investment funds.
NOTE 2-DESCRIPTION OF THE PLAN
The Plan was established as a savings and retirement plan
covering eligible employees of Coal-Mac. Coal-Mac is a
wholly-owned subsidiary of Ashland Coal, Inc. (Ashland Coal).
Generally, employees who work at least 1,000 hours annually
become eligible for participation in the Plan after ninety
days of employment. Such employees may elect to have their
salaries or wages reduced by up to 15% and have such amounts
contributed to the Plan on their behalf. Coal-Mac currently
contributes an amount equal to 50% of the first 4% of the
participant's annual compensation contributed to the Plan.
Coal-Mac may also make discretionary contributions to the
Plan which are allocated to eligible participants according
to their annual compensation.
Participants have the following options in which their
contributions can be invested:
Option A: Funds are invested in Ashland Coal's common stock.
Option B: Funds are invested in a portfolio of investment
contracts with a number of insurance companies. The principal
amount invested in the fund is guaranteed by the insurance
companies, but there is no predetermined fixed interest rate
over a specified period. Presently, these Fund B
investments are held and managed by the trustee under the
Ashland Oil, Inc. Collective Investment Trust. The Plan
held .11% and .12% interests in this fund at December 31,
1993 and 1992, respectively. The remaining interests at
December 31, 1993, were held by the Ashland Oil, Inc.
Employee Thrift Plan, the Ashland Coal, Inc. Employee Thrift
Plan, the SuperAmerica Hourly Associates Savings Plan, and
the Mingo Logan Coal Company Retirement Plan.
8<PAGE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - CONTINUED
NOTE 2-DESCRIPTION OF THE PLAN--Continued
Option C: Funds are invested in a common trust fund, maintained
by the trustee of the Plan, which is invested in obligations of
the United States Government and its agencies and instru-
mentalities with maximum maturities of four years.
Option D: Funds are invested in a common trust fund, maintained
by the trustee of the Plan, which is invested primarily in common
stocks of large, well capitalized corporations.
Coal-Mac has the right to discontinue its contributions at
any time and to initiate the termination of the Plan. In the
event of a termination of the Plan, the participant account
balances become nonforfeitable and the Plan and related Trust
shall be continued until such time as all accounts have been
fully distributed, at which time the Plan and Trust shall
terminate.
Information about benefits and other provisions of the Plan
are contained in the Summary Plan Description, copies of
which are available from Coal-Mac.
NOTE 3-TAX STATUS OF THE PLAN
To its best knowledge and belief, the plan administrator
believes the Plan is being operated in compliance with
applicable law and that the Plan was qualified and the
related trust was tax-exempt as of the financial statement
date.
The most recent favorable determination letter pertaining to
the Plan was dated July 23, 1987. That letter confirmed that
the provisions of the plan document, as they existed on that
date (including certain proposed amendments submitted to the
Internal Revenue Service on July 2, 1987), were in compliance
with the applicable requirements of the Internal Revenue
Code. The Plan has been amended several times since the 1987
determination letter was issued and is in the process of being
amended to bring it into compliance with subsequent changes in
the law. Such changes are required to be adopted no later than
December 31, 1994. Once the changes are adopted, the Plan will
be submitted to the Internal Revenue Service for an updated
determination letter. Neither Coal-Mac nor its benefits counsel
have any reason to believe that the revised Plan will not receive
a favorable determination letter or that revisions cannot be made
that would allow a favorable determination letter to be issued.
9<PAGE>
<TABLE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
FORM 5500 LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT
December 31, 1993
<CAPTION>
Number of
Identity of Issue, Shares or
Borrower, or Principal Market
Similar Party Amount Cost Value
<S> <C> <C> <C>
ASHLAND COAL, INC. COMMON STOCK 8,757 $229,463 $264,899
UNITED STATES GOVERNMENT SECURITIES
Employee Benefits Reserve Fund 17,579 1,869,573 2,159,125
DIVERSIFIED EQUITY INVESTMENT FUNDS
Employee Benefits Value Equity Fund 1,152 175,092 213,341
SHORT-TERM INVESTMENT FUNDS
Employee Benefits Money Market Fund $5,858 5,858 5,858
INVESTMENTS HELD IN COLLECTIVE
INVESTMENT TRUST
Bankers Trust Employee Benefits Money
Market Fund $8,377,618 8,377,618 8,377,618
Bankers Trust Basic, 5.18% 32,940,328 32,940,328 32,940,328
Aetna Life Ins., 9.25%, due 6/1/95 6,710,591 6,710,591 6,710,591
Aetna Life Ins., 9.45%, due 9/17/97 6,704,932 6,704,932 6,704,932
Aetna Life Ins., 9.45%, due 2/7/96 29,457,616 29,457,616 29,457,616
Allstate Life Ins., 9.10%,
due 10/31/94 7,189,423 7,189,423 7,189,423
Canada Life Assurance, 9.53%,
due 7/12/95 5,219,144 5,219,144 5,219,144
Canada Life Ins., 9.42%,
due 11/27/95 5,039,618 5,039,618 5,039,618
CNA Assurance, 9.70%, due 5/16/94 9,115,363 9,115,363 9,115,363
Commonwealth Life Ins., 8.26%,
due 6/30/94 6,020,267 6,020,267 6,020,267
Confederation Life Ins., 9.65%,
due 1/5/94 2,190,787 2,190,787 2,190,787
Confederation Life Ins., 9.48%,
due 9/29/94 3,070,037 3,070,037 3,070,037
Confederation Life Ins., 8.75%,
due 1/3/95 5,433,752 5,433,752 5,433,752
Confederation Life Ins., 8.54%,
due 1/1/96 5,418,478 5,418,478 5,418,478
Confederation Life Ins., 8.71%,
due 2/1/95 5,431,770 5,431,770 5,431,770
Continental Assurance, due 4/1/99 9,559,518 9,559,518 9,559,518
Hartford Life Ins., 8.51%, due 5/1/96 6,284,711 6,284,711 6,284,711
Hartford Life Ins., 7.56% 4,005,466 4,005,466 4,005,466
Hartford Life Ins., 6.70%,
due variable 10,133,333 10,133,333 10,133,333
John Hancock Mutual Life, 9.67%,
due 10/2/97 6,750,523 6,750,523 6,750,523
Mass Mutual Life Ins., 7.00% 9,236,032 9,236,032 9,236,032
Mass Mutual Life Insurance Co. 10,050,800 10,050,800 10,050,800
Massachusetts Mutual Life, 9.41%,
due 3/31/97 7,049,133 7,049,133 7,049,133
Metropolitan Life Ins., 7.25%,
due variable 15,030,518 15,030,518 15,030,518
Metropolitan Life Ins., 8.80% 4,874,417 4,874,417 4,874,417
Metropolitan Life Ins., 8.65% 2,617,098 2,617,098 2,617,098
</TABLE>
10<PAGE>
<TABLE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
FORM 5500 LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT--
Continued
<CAPTION>
Number of
Identity of Issue, Shares or
Borrower, or Principal Market
Similar Party Amount Cost Value
<S> <C> <C> <C>
INVESTMENTS HELD IN COLLECTIVE
INVESTMENT TRUST--Continued
New York Life Ins. Co., 4.88%,
due 11/28/96 6,226,219 6,226,219 6,226,219
New York Life Ins. Co., 6.52%,
due 1/12/98 5,317,068 5,317,068 5,317,068
New York Life Ins. Co., 5.57%,
due 5/28/98 10,349,460 10,349,460 10,349,460
Peoples Security Life Ins., 8.79%,
due variable 4,332,478 4,332,478 4,332,478
Peoples Security Life Ins., 8.51%,
due variable 5,213,566 5,213,566 5,213,566
Peoples Security Life Ins., 8.93%,
due 8/16/94 5,164,340 5,164,340 5,164,340
Provident Life & Accident 25,818,857 25,818,857 25,818,857
Provident Mutual Life Ins., 9.20%,
due 10/5/95 1,359,508 1,359,508 1,359,508
Provident Nat'l Assurance Co., 5.13% 6,977,422 6,977,422 6,977,422
Prudential Ins. Co. of America,
9.32%, due variable 3,251,867 3,251,867 3,251,867
Prudential Ins. Co. of America, 8.63% 8,034,544 8,034,544 8,034,544
Prudential Ins. Co. of America,
8.59%, due 6/3/96 6,018,283 6,018,283 6,018,283
Prudential Ins. Co. of America,
8.90%, due 6/1/97 6,055,582 6,055,582 6,055,582
State Mutual Life Assurance,
9.23%, due 7/28/97 7,157,516 7,157,516 7,157,516
State Mutual Life Ins., 8.93%,
due 2/2/94 2,412,393 2,412,393 2,412,393
Less other plans' interest in
Collective Investment Trust
holding above investments (327,243,979) (327,243,979) (327,243,979)
356,397 356,397 356,397
$2,636,383 $2,999,620
</TABLE>
11<PAGE>
<TABLE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
FORM 5500 LINE27d- SCHEDULEOF TRANSACTIONSOR SERIESOF TRANSACTIONS
IN EXCESS OF 5% OF THE CURRENT VALUE OF PLAN ASSETS
Year Ended December 31, 1993
<CAPTION>
Current
Value of
Expenses Asset on Net
Identity of Party Number of Purchase Selling Incurred with Cost of Transaction Gain
Involved or Issuer Description of Asset Transactions Price Price Transaction Asset Date (Loss)
Category (iii)--Series of transactions in excess of 5% of plan assets
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Acquisitions:
Society National Bank Employee Benefits
Money Market Fund 67 $615,852 N/A Net $615,852 $615,852 N/A
Society National Bank Employee Benefits
Reserve Fund 20 501,722 N/A Net 501,722 501,722 N/A
Ashland Coal, Inc. Ashland Coal, Inc.
Common Stock 5 64,974 N/A Net 64,974 64,974 N/A
Dispositions:
Society National Bank Employee Benefits
Money Market Fund 48 N/A $633,394 Net 633,394 633,394 None
Society National Bank Employee Benefits
Reserve Fund 13 N/A 296,405 Net 259,026 296,405 $37,379
Ashland Coal, Inc. Ashland Coal, Inc.
Common Stock 4 N/A 158,952 Net 166,183 158,952 (7,231)
There were no category (i), (ii), or (iv) reportable transactions during the year ended December 31, 1993.
</TABLE>
12<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, Coal-Mac, Inc. has duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
COAL-MAC, INC. SAVINGS AND
RETIREMENT PLAN
By:COAL-MAC, INC. as
Plan Administrator
Date: June 23, 1994 By:/s/ Roy F. Layman
Roy F. Layman,
Vice President
13<PAGE>
INDEX TO EXHIBITS
Exhibit Item Page
24 Consent of Independent Auditors 15
14<PAGE>
Exhibit 24
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration
Statement (Form S-8, No. 33-38229) pertaining to the Coal-Mac,
Inc. Savings and Retirement Plan and in the related Prospectus
and in the Registration Statement (Form S-3, No. 33-46856) and in
the related Prospectus of our report dated May 17, 1994, with
respect to the financial statements and schedules of the Coal-
Mac, Inc. Savings and Retirement Plan included in this Annual
Report (Form 11-K) for the year ended December 31, 1993.
/s/ERNST & YOUNG
Louisville, Kentucky
June 21, 1994
15<PAGE>
