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, 1994.
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, with Fund Information. 4
Statements of Income and Changes in Plan Equity, with Fund
Information. . . . . . . . . . . . . . . . . . . . . . . 6
Notes to Financial Statements . . . . . . . . . . . . . . 8
Schedule of Assets Held for Investment Purposes . . . . . 11
Schedule of Reportable Transactions . . . . . . . . . . . 13
Exhibits
24 - The consent of Ernst & Young LLP, independent auditors 16
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, 1994
and 1993, 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 these 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, 1994 and 1993, and the income and changes in plan equity
for the years then ended, in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole. The accompanying
supplemental schedules of assets held for investment purposes as of
December 31, 1994, and reportable transactions 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 Fund Information in the statements
of financial condition and the statements of income and changes in plan
equity is presented for purposes of additional analysis rather than to
present the financial condition and income and changes in plan equity of
each fund. The supplemental schedules and Fund Information have been
subjected to the auditing procedures applied in our 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.
May 18, 1995 /s/ERNST & YOUNG LLP
3<PAGE>
<TABLE>
<CAPTION>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
STATEMENT OF FINANCIAL CONDITION, WITH FUND INFORMATION
December 31, 1994
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 - $122,774,
shares - 4,672) $ 133,152 $ 133,152 $ - $ - $ -
Common Trust Funds
United States Government
Securities (cost - $1,579,024, 1,797,981 - - 1,797,981 -
units - 14,469)
Diversified Equity
(cost - $249,191,
units - 1,518) 286,519 - - - 286,519
Short-Term Investments
(cost approximates market) 10,638 10,638 - - -
Investment Contracts
(held by Ashland Inc.
Collective Investment Trust -
cost approximates market) 328,711 - 328,711 - -
Amounts due from participating
employees and employer
Employees 35,699 1,406 5,335 22,925 6,033
Employer 10,087 412 1,632 6,484 1,559
Accrued income receivable 1,822 49 1,768 4 1
$ 2,604,609 $ 145,657 $ 337,446 $ 1,827,394 $ 294,112
PLAN EQUITY $ 2,604,609 $ 145,657 $ 337,446 $ 1,827,394 $ 294,112
See accompanying notes.
</TABLE>
4<PAGE>
<TABLE>
<CAPTION>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
STATEMENT OF FINANCIAL CONDITION, WITH FUND INFORMATION
December 31, 1993
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 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>
5<PAGE>
<TABLE>
<CAPTION>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION
Year Ended December 31, 1994
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 $ 2,621 $ 2,621 $ - $ - $ -
Interest 20,773 234 20,491 34 14
Net appreciation (depreciation) in
fair value of investments 10,681 (17,513) - 21,996 6,198
Contributions
Employees 330,013 18,441 38,217 219,288 54,067
Employer 100,568 5,663 16,119 67,127 11,659
464,656 9,446 74,827 308,445 71,938
Withdrawals (794,538) (54,044) (98,851) (608,491) (33,152)
Option transfers by participants - net - (57,058) 44,695 (32,689) 45,052
(794,538) (111,102) (54,156) (641,180) 11,900
Net increase (decrease) in plan equity (329,882) (101,656) 20,671 (332,735) 83,838
Plan equity at beginning of year 2,934,491 247,313 316,775 2,160,129 210,274
Plan equity at end of year $ 2,604,609 $ 145,657 $ 337,446 $ 1,827,394 $ 294,112
See accompanying notes.
</TABLE>
6<PAGE>
<TABLE>
<CAPTION>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY, WITH FUND INFORMATION
Year Ended December 31, 1993
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>
7<PAGE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
December 31, 1994
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.
Effective January 1, 1994, as a result of guidance provided by
the AICPA Employee Benefit Plans Committee, the Plan is required
to disclose in the notes to the financial statements the amount
of assets that have been allocated but not paid to participants
who have withdrawn from the Plan as of year-end. Such amounts
(none at December 31, 1994) are not recorded as a deduction from
the Plan's equity until paid. However, for presentation in Form
5500, the Department of Labor continues to require such amounts
to be included in liabilities and withdrawals. The 1993
financial statements have not been restated to reflect this
change.
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 are expected to 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 by Society National Bank
(the Trustee) under the Ashland Inc. Collective
Investment Trust. The Plan held .10% and .11%
interests in this fund at December 31, 1994 and
8<PAGE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - CONTINUED
NOTE 2-DESCRIPTION OF THE PLAN--Continued
1993, respectively. The remaining interests at
December 31, 1994, were held by the Ashland
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 and Mingo
Logan Hourly Employees Savings Plan. The
average yields relative to the investment
contract fund were 6.6% and 7.5% for the years
ended December 31, 1994 and 1993, respectively,
and the average crediting interest rates were
6.8% and 7.2% as of December 31, 1994 and 1993,
respectively.
Effective as of the valuation date immediately
preceding August 1, 1994, approximately 5.6% of
this trust fund was frozen and segregated from
the rest of the investments in the trust fund.
This frozen portion represents the part of the
Fund that was invested in investment contracts
issued by Confederation Life Insurance Company
of Canada. On or about August 12, 1994,
applicable Canadian and United States
regulatory authorities took control of
Confederation Life's assets. The portion of
the trust fund attributable to the
Confederation Life investments will remain
frozen until a reasonable valuation of the
Confederation Life investment contracts can be
made. The plan administrator does not believe
the resolution of this matter will have a
material adverse effect on the Plan's financial
position.
Option C: Funds are invested in a common trust fund,
maintained by the Trustee, which is invested in
obligations of the United States Government and
its agencies and instrumentalities with maximum
maturities of four years.
Option D: Funds are invested in a common trust fund,
maintained by the Trustee, 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.
9<PAGE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS - CONTINUED
NOTE 3-TAX STATUS OF THE PLAN--Continued
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 has been amended to bring it into
compliance with subsequent changes in the law. The Plan has
been 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.
10<PAGE>
<TABLE>
<CAPTION>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1994
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 4,672 $ 122,774 $ 133,152
UNITED STATES GOVERNMENT SECURITIES
Employee Benefits Reserve Fund 14,469 1,579,024 1,797,981
DIVERSIFIED EQUITY INVESTMENT FUNDS
Employee Benefits Value Equity
Fund 1,518 249,191 286,519
SHORT-TERM INVESTMENT FUNDS
Employee Benefits Money Market
Fund $ 10,638 10,638 10,638
INVESTMENTS HELD IN COLLECTIVE
INVESTMENT TRUST
Bankers Trust Employee Benefits
Money Market Fund $ 807,772 807,772 807,772
Bankers Trust Basic, 5.18% 34,858,341 34,858,341 34,858,341
Aetna Life Ins., 9.45%,
due 2/7/96 21,601,711 21,601,711 21,601,711
Aetna Life Ins., 7.75%,
due 11/15/02 14,626,685 14,626,685 14,626,685
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 5,040,862 5,040,862 5,040,862
Commonwealth Life Ins., 6.87%,
due 11/15/97 8,857,308 8,857,308 8,857,308
Commonwealth Life Ins., 6.01%,
due 5/15/99 2,937,150 2,937,150 2,937,150
Commonwealth Life Ins., 6.20%,
due 2/25/98 3,876,008 3,876,008 3,876,008
Commonwealth Life Ins., 7.06%,
due 5/15/99 6,619,833 6,619,833 6,619,833
Commonwealth Life Ins., 7.82%,
due 10/25/00 2,741,729 2,741,729 2,741,729
Confederation Life Ins., 9.48%,
due 9/29/94 * 3,235,863 3,235,863 3,235,863
Confederation Life Ins., 8.75%,
due 1/3/95 * 5,246,015 5,246,015 5,246,015
Confederation Life Ins., 8.54%,
due 1/1/96 * 5,233,157 5,233,157 5,233,157
Confederation Life Ins., 8.71%,
due 2/1/95 * 5,244,910 5,244,910 5,244,910
Continental Assurance,
due 4/1/99 1,588,778 1,588,778 1,588,778
Hartford Life Ins., 8.51%,
due 5/1/96 6,819,540 6,819,540 6,819,540
Hartford Life Ins., 7.56%,
due 6/15/95 4,008,458 4,008,458 4,008,458
Hartford Life Ins., 6.70%,
due variable 10,193,303 10,193,303 10,193,303
John Hancock Mutual Life,
9.67%, due 10/2/97 7,403,285 7,403,285 7,403,285
Mass Mutual Life Ins., 7.00%,
due 10/5/01 7,605,645 7,605,645 7,605,645
Mass Mutual Life Insurance
Co., due 7/5/00 10,645,956 10,645,956 10,645,956
Massachusetts Mutual Life,
9.41%, due 3/31/97 7,712,457 7,712,457 7,712,457
Metropolitan Life Ins., 7.25%,
due variable 15,887,107 15,887,107 15,887,107
Metropolitan Life Ins., 8.65%,
due 12/31/98 2,801,603 2,801,603 2,801,603
Metropolitan Life Ins., 8.80%,
due 12/31/98 5,222,937 5,222,937 5,222,937
Metropolitan Life Ins., 5.76%,
due 4/30/99 10,509,679 10,509,679 10,509,679
11<PAGE>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES--Continued
Number of
Shares or
Principal Market
Amount Cost Value
INVESTMENTS HELD IN COLLECTIVE
INVESTMENT TRUST--Continued
Metropolitan Life Ins., 5.52%,
due 2/1/99 9,497,068 9,497,068 9,497,068
New York Life Ins. Co., 4.88%,
due 11/28/96 6,226,218 6,226,218 6,226,218
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
New York Life Ins. Co., 5.72%,
due 8/3/98 10,476,405 10,476,405 10,476,405
Peoples Security Life Ins.,
8.79%, due 12/29/94 4,097,174 4,097,174 4,097,174
Peoples Security Life Ins.,
8.51%, due 10/6/95 5,541,123 5,541,123 5,541,123
Provident Life & Accident,
due 9/1/03 27,208,795 27,208,795 27,208,795
Provident Mutual Life Ins.,
9.20%, due 10/5/95 742,112 742,112 742,112
Provident Nat'l Assurance
Co., 5.13%, due 7/31/97 6,973,546 6,973,546 6,973,546
Prudential Ins. Co. of
America, 9.32%, due 5/14/01 2,723,825 2,723,825 2,723,825
Prudential Ins. Co. of
America, 8.63%, due 5/15/05 2,900,436 2,900,436 2,900,436
Prudential Ins. Co. of America,
8.59%, due 6/3/96 6,535,254 6,535,254 6,535,254
Prudential Ins. Co. of America,
8.90%, due 6/1/97 6,594,529 6,594,529 6,594,529
State Mutual Life Assurance,
9.23%, due 7/28/97 7,157,516 7,157,516 7,157,516
CDC BRIC, 6.91%, due 10/31/98 6,067,376 6,067,376 6,067,376
CDC BRIC, 7.62%, due 10/25/99 6,072,869 6,072,869 6,072,869
Less other plans' interest in
Collective Investment Trust
holding above investments (340,697,299) (340,697,299) (340,697,299)
Plan's interest in Collective
Investment Trust holding
above investments $ 328,711 328,711 328,711
$ 2,290,338 $ 2,557,001
</TABLE>
* As previously described in Note 2, the Confederation Life Insurance
investments were frozen on the valuation date immediately preceding August
1, 1994. The rates of return identified for these contracts may ultimately
be less than noted because of the liquidation proceedings initiated by the
Canadian and United States regulatory authorities.
12<PAGE>
<TABLE>
<CAPTION>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS
Year Ended December 31, 1994
Current
Value of
Expenses Asset on Net
Identity of Party Description Number of Purchase Selling Incurred with Cost of Transaction Gain
Involved or Issuer of Asset Transactions Price Price Transaction Asset Date (Loss)
Category (i)--Single transactions in excess of 5% of plan assets
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Dispositions:
Society National Employee Benefits
Bank Reserve Fund 1 N/A $ 185,681 Net $ 163,554 $ 185,681 $22,127
Society National Employee Benefits
Bank Reserve Fund 1 N/A 214,342 Net 187,461 214,342 26,881
Category (iii)--Series of transactions in excess of 5% of plan assets
Acquisitions:
Society National Employee Benefits
Bank Money Market Fund 80 $ 447,671 N/A Net 447,671 447,671 N/A
Society National Employee Benefits
Bank Reserve Fund 21 368,731 N/A Net 368,731 368,731 N/A
Dispositions:
Society National Employee Benefits
Bank Money Market Fund 59 N/A 442,891 Net 442,891 442,891 None
Society National Employee Benefits
Bank Reserve Fund 19 N/A 751,871 Net 659,281 751,871 92,590
There were no category (ii) or (iv) reportable transactions during the year ended December 31, 1994.
13<PAGE>
</TABLE>
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 22, 1995 By: /s/ Roy F. Layman
Roy F. Layman,
Vice President/Secretary
14<PAGE>
INDEX TO EXHIBITS
Exhibit Item Page
24 Consent of Independent Auditors 16
15<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 of our
report dated May 18, 1995, 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, 1994.
/s/ERNST & YOUNG LLP
Louisville, Kentucky
June 20, 1995
16<PAGE>
