FORM 11-K/A-1
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 Loans or Fixed Income Obligations. . . . . . 13
Schedule of Reportable Transactions. . . . . . . . . . . 14
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 loans or fixed income
obligations 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
</TABLE>
11<PAGE>
<TABLE>
<CAPTION>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES--Continued
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
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
* 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.
</TABLE>
12<PAGE>
<TABLE>
<CAPTION>
COAL-MAC, INC. SAVINGS AND RETIREMENT PLAN
SCHEDULE OF LOANS OR FIXED INCOME OBLIGATIONS
Year Ended December 31, 1994
Principal Interest
Original Received Received Unpaid
Identity and Amount During During Balance at Detailed Principal Interest
Address of Obligor of Loan the Year the Year End of Year Description of Loan Overdue Overdue
<S> <C> <C> <C> <C> <C> <C> <C>
Confederation Life Insurance Co. $3,202 - - $3,202 Confederation Life Ins., $3,202 $-
1 Mount Pleasant Rd. 9.48% due 9/29/94
Toronto, ON M4Y 2Y5
</TABLE>
13<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 Number of Purchase Selling Incurred with Cost of Transaction Gain
Involved or Issuer Description 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 Bank Employee Benefits
Reserve Fund 1 N/A $185,681 Net $163,554 $185,681 $22,127
Society National Bank Employee Benefits
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 Bank Employee Benefits
Money Market Fund 80 $447,671 N/A Net 447,671 447,461 N/A
Society National Bank Employee Benefits
Reserve Fund 21 368,731 N/A Net 368,731 368,731 N/A
Dispositions:
Society National Bank Employee Benefits
Money Market Fund 59 N/A 442,891 Net 442,891 442,891 None
Society National Bank Employee Benefits
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.
</TABLE>
14<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, Coal-Mac, Inc. has duly caused this amended annual report
to be signed on its behalf by the undersigned hereunto duly
authorized.
COAL-MAC, INC. SAVINGS AND
RETIREMENT PLAN
Date: January 22, 1997 By: /s/ Richie Phillips
Plan Administrator
15<PAGE>
INDEX TO EXHIBITS
Exhibit Item Page
24 Consent of Independent Auditors 17
16<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/A-1)
for the year ended December 31, 1994.
/s/ERNST & YOUNG LLP
Louisville, Kentucky
January 20, 1997
17<PAGE>
