EQUIFAX INC EMPLOYEES 401K RETIREMENT & SAVINGS PLAN
11-K, 1997-06-17
BUSINESS SERVICES, NEC
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<PAGE>
 
                       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 (NO FEE REQUIRED) for the fiscal year ended December 31, 1996 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:  2-39822


          A.  Full title of the plan and address of the plan, if different from
that of the issuer named below:  Equifax Inc. Employees 401(k) Retirement and
Savings Plan.

          B.  Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:  Equifax Inc., 1600 Peachtree Street,
N.W., Atlanta, Georgia 30309.
<PAGE>
 
                         EQUIFAX INC. EMPLOYEES 401(K)
                          RETIREMENT AND SAVINGS PLAN

                      FINANCIAL STATEMENTS AND SCHEDULES
                       AS OF DECEMBER 31, 1996 AND 1995
                                 TOGETHER WITH
                               AUDITORS' REPORT
<PAGE>
 
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



To the Pension, Thrift and Group Plans 
Investment and Administrative Committee of 
Equifax Inc.:

We have audited the accompanying statements of net assets available for plan
benefits of the EQUIFAX INC. EMPLOYEES 401(K) RETIREMENT AND SAVINGS PLAN as of
December 31, 1996 and 1995 and the related statement of changes in net assets
available for plan benefits with fund information for the year ended December
31, 1996.  These financial statements and the schedules referred to below are
the responsibility of the plan administrator.  Our responsibility is to express
an opinion on these financial statements and schedules 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 net assets available for plan benefits of the Equifax
Inc. Employees 401(k) Retirement and Savings Plan as of December 31, 1996 and
1995 and the changes in its net assets available for plan benefits for the year
ended December 31, 1996 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 supplemental schedules of assets
held for investment purposes and reportable transactions are presented for
purposes of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974.  The fund information in the
statement of changes in net assets available for plan benefits with fund
information is presented for purposes of additional analysis rather than to
present the changes in net assets available for plan benefits of each fund.  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.


                                                 /s/ Arthur Andersen LLP


Atlanta, Georgia
June 10, 1997

<PAGE>
 
                         EQUIFAX INC. EMPLOYEES 401(K)

                          RETIREMENT AND SAVINGS PLAN


              STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS

                           DECEMBER 31, 1996 AND 1995

<TABLE>
<CAPTION>
 
 
                                                        1996          1995
                                                   -----------   -----------
<S>                                                <C>           <C>
 
INVESTMENTS, AT FAIR VALUE (NOTES 1 AND
 2; SCHEDULE I):
   Interest-bearing cash:
     Government Money Market Portfolio            $     85,436  $          0  
     Managed Income Fund                                     0       636,008  
     Equifax Stock Fund--participant-directed          163,886       689,116  
     Equifax Stock Fund--nonparticipant-directed       259,390     1,102,755  
   Equifax Inc. common stock:                                                 
     Participant-directed                           91,920,842    67,595,758  
     Nonparticipant-directed                       145,485,996   108,169,841  
   Guaranteed investment                                                      
    contracts--Managed Income Portfolio                      0    20,002,542  
   Money market funds:                                                        
     Government Money Market Portfolio               4,193,050     3,506,690  
     Equifax Stock Fund--participant-directed        1,038,834       827,412  
     Equifax Stock Fund--nonparticipant-directed     1,644,194     1,324,063  
   Common/collective trust                                                    
    fund--Managed Income Portfolio                  44,904,160    28,473,569  
   Shares of registered investment                                            
    companies:                                                                
     U.S. Bond Index Fund                            2,525,699     2,609,611  
     U.S. Equity Index Portfolio                    20,835,554    14,509,015  
     Asset Manager:  Fund                           11,508,197     9,931,638  
     Asset Manager:  Income Fund                     2,083,498     2,135,019  
     Asset Manager:  Growth Fund                    15,574,027    12,571,760  
     Value Fund                                        137,357             0  
     Low-Priced Stock Fund                             246,752             0  
                                                  ------------  ------------
       Total investments                           342,606,872   274,084,797  
                                                                              
DIVIDENDS AND INTEREST INCOME RECEIVABLE: 
 Equifax Stock Fund--participant-directed                4,474         3,500  
 Equifax Stock Fund--nonparticipant-directed             7,080         5,245  
                                                  ------------  ------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS            $342,618,426  $274,093,542   
                                                  ============  ============
 
</TABLE>

        The accompanying notes are an integral part of these statements.
<PAGE>
 
                          EQUIFAX INC. EMPLOYEES 401(K)

                          RETIREMENT AND SAVINGS PLAN


                  STATEMENT OF CHANGES IN NET ASSETS AVAILABLE

                    FOR PLAN BENEFITS WITH FUND INFORMATION

                      FOR THE YEAR ENDED DECEMBER 31, 1996



<TABLE>
<CAPTION>
                                                                  PARTICIPANT-DIRECTED 
                                  ----------------------------------------------------------------------------------
                                                            U.S.                           GOVERNMENT          U.S.     
                                        EQUIFAX           EQUITY         MANAGED             MONEY             BOND     
                                         STOC              INDEX         INCOME              MARKET           INDEX     
                                         FUND            PORTFOLIO      PORTFOLIO           PORTFOLIO          FUND     
                                    -------------       -----------    -----------         ----------      ----------
<S>                                 <C>                 <C>            <C>                 <C>             <C>          
INVESTMENT INCOME:                                                                                                   
 Dividends                            $ 1,018,752       $   504,395    $ 2,258,560         $         0     $ 180,417  
 Interest                                  50,840                 0        609,194             182,638             0  
 Net appreciation                                                                                                    
  (depreciation) in fair               
  value of investments                                                                                               
  (Note 2)                             28,622,306         3,186,113              0                                 0
                                      -----------       -----------    -----------         -----------     ---------
       Total investment income         29,691,898         3,690,508      2,867,754             182,638        87,407  
                                      -----------       -----------    -----------         -----------     ---------

CONTRIBUTIONS:                                                                                                       
 Participant                            3,124,732         2,036,085      1,553,571             744,695       304,226  
 Employer                                       0                 0              0                   0             0  
                                      -----------       -----------    -----------         -----------     ---------
       Total contributions              3,124,732         2,036,085      1,553,571             744,695       304,226  
                                      -----------       -----------    -----------         -----------     ---------
PARTICIPANT WITHDRAWALS                (8,578,768)       (1,500,418)    (7,726,672)         (2,383,277)     (501,665) 
                                      -----------       -----------    -----------         -----------     ---------
       Net increase (decrease)         24,237,862         4,226,175     (3,305,347)         (1,455,944)     (110,032) 
        
                                                                                                                     
NET ASSETS AVAILABLE FOR                                                                                             
 PLAN BENEFITS AT                      
 BEGINNING OF YEAR                     69,115,786        14,509,015     49,112,119           3,506,690     2,609,611
                                                                                                                     
                                                                                                                     
INTERFUND TRANSFERS                      (225,612)        2,100,364       (902,612)          2,227,740        26,120  
                                      -----------       -----------    -----------         -----------    ----------
NET ASSETS AVAILABLE FOR                                                                                             
 PLAN BENEFITS AT END OF YEAR         $93,128,036       $20,835,554    $44,904,160         $ 4,278,486    $2,525,699
                                      ===========       ===========    ===========         ===========    ==========

</TABLE> 


<TABLE> 
<CAPTION> 
                         
                               -----------------------------------------------------------------    NONPARTICIPANT- 
                                                 ASSET         ASSET                      LOW-         DIRECTED
                                  ASSET         MANAGER:       MANAGER:                  PRICED        EQUIFAX
                                 MANAGER         INCOME        GROWTH        VALUE       STOCK          STOCK
                                  FUND            FUND         FUND          FUND         FUND           FUND             TOTAL
                               -----------    ----------    -----------    --------     --------     ------------      ------------
<S>                            <C>             <C>           <C>           <C>          <C>           <C>              <C> 
INVESTMENT INCOME:          
 Dividends                     $   896,251     $ 153,666    $ 1,303,228    $ 11,073     $  3,567     $  1,612,410      $  7,942,319
 Interest                                0             0              0           0            0           80,466           923,138
 Net appreciation           
  (depreciation) in fair    
  value of investments      
  (Note 2)                         386,136         1,943      1,016,103      (7,965)      10,913       45,316,532        78,439,071
                               -----------    ----------    -----------    --------     --------     ------------      ------------
       Total investment          
        income                   1,282,387       155,609      2,319,331       3,108       14,480       47,009,408        87,304,528 

                               -----------    ----------    -----------    --------     --------     ------------      ------------
CONTRIBUTIONS:              
 Participant                     1,290,923       298,157      2,207,768       8,092        9,084                0        11,577,333
 Employer                                0             0              0           0            0        4,132,386         4,132,386
                               -----------    ----------    -----------    --------     --------     ------------      ------------
       Total contributions       1,290,923       298,157      2,207,768       8,092        9,084        4,132,386        15,709,719
                               -----------    ----------    -----------    --------     --------     ------------      ------------
PARTICIPANT WITHDRAWALS         (1,059,467)     (389,604)    (1,254,676)          0            0      (11,094,816)      (34,489,363)
                               -----------    ----------    -----------    --------     --------     ------------      ------------
       Net increase              
        (decrease)               1,513,843        64,162      3,272,423      11,200       23,564       40,046,978        68,524,884 

                            
NET ASSETS AVAILABLE FOR    
 PLAN BENEFITS AT           
 BEGINNING OF YEAR               9,931,638     2,135,019     12,571,760           0            0      110,601,904       274,093,542
                            
                            
INTERFUND TRANSFERS                 62,716      (115,683)      (270,156)    126,157      223,188       (3,252,222)                0
                               -----------    ----------    -----------    --------     --------     ------------      ------------
NET ASSETS AVAILABLE FOR    
 PLAN BENEFITS AT END OF    
 YEAR                          $11,508,197    $2,083,498    $15,574,027    $137,357     $246,752     $147,396,660      $342,618,426
                               ===========    ==========    ===========    ========     ========     ============      ============
 
</TABLE>

         The accompanying notes are an integral part of this statement.
<PAGE>
 
                         EQUIFAX INC. EMPLOYEES 401(K)

                          RETIREMENT AND SAVINGS PLAN


                  NOTES TO FINANCIAL STATEMENTS AND SCHEDULES


                           DECEMBER 31, 1996 AND 1995

 1. DESCRIPTION OF THE PLAN

    GENERAL

    The following brief description of the Equifax Inc. Employees 401(k)
    Retirement and Savings Plan (the "Plan"), formerly known as the Equifax Inc.
    Employees' Thrift Plan, is provided for informational purposes only.
    Participants should refer to the plan agreement for more complete
    information.

    The Plan became effective April 1, 1971 and has been amended from time to
    time.  The Plan is subject to the Employee Retirement Income Security Act of
    1974, as amended. All salaried employees of the participating companies of
    Equifax Inc. and its subsidiaries (the "Company") who have completed one
    year of service and have attained the age of 21 are eligible to participate
    in the Plan.

    Individual accounts are maintained for each of the Plan's participants to
    reflect the participant's share of the Plan's earnings, company
    contributions, and the participant's contributions. Allocations of earnings
    are based on participant account balances, as defined.

    CONTRIBUTIONS

    Each participant may make basic contributions from 1% to 6% of his/her total
    salary (base salary for highly compensated employees) through payroll
    deductions on a pretax or an after-tax basis. In addition, each nonhighly
    compensated participant may elect to make supplemental contributions of 1%
    to 10% of pay on a pretax or an after-tax basis through payroll deductions,
    subject to certain limits. Participants may also elect to make supplemental
    contributions by making an after-tax lump-sum contribution. Supplemental
    contributions are limited to 10% of pay for all years of participation in
    the Plan, less after-tax contributions made in previous years.

    The Plan requires the Company to make minimum annual contributions of 25% of
    the sum of all basic contributions made by participants during that year,
    net of any in-service withdrawals, without regard to lump-sum cash
    contributions and roll-over contributions, either deposited or withdrawn.
    Employer contributions shall not exceed the maximum amount which, together
    with employer contributions to the Equifax Inc. U.S. Retirement Income Plan
 
<PAGE>
 
                                      -2-

   for a plan year, is deductible under the Internal Revenue Code (the "IRC")
   or such other federal income tax statutory provision as may be applicable.

   All employer contributions are made to the Equifax Stock Fund.  Participant
   contributions are allocated among investment options as directed by the
   individual participants.

   Effective July 1, 1993, all participants are 100% vested in employer matching
   contributions.

   ADMINISTRATION

   The Plan is administered by the Company.  The trustee of the Plan is Fidelity
   Management Trust Company ("Fidelity" or the "Trustee").  Fidelity also
   performs participant record-keeping and other administrative duties for the
   Plan.  The Equifax Inc. Pension, Thrift and Group Plans Investment and
   Administrative Committee is appointed by the Company's board of directors and
   oversees the Plan's operations.

   INVESTMENT OPTIONS

   The Plan allows participants to select among ten different investment options
   and allows daily changes in investment elections:

        The Fidelity Retirement Government Money Market Portfolio ("Money Market
        Fund") strives to keep invested principal stable while generating
        current income by investing in money market instruments which are issued
        or guaranteed by the U.S. government.  The portfolio itself is neither
        insured nor guaranteed by the U.S. government.

        The Managed Income Portfolio is a stable value fund that seeks to
        preserve invested principal while providing a competitive level of
        income over time.  The goal of the portfolio is to maintain a stable $1
        share price, although there is no assurance that it will do so.  This
        investment option held individual guaranteed investment contracts
        ("GICs") through 1996 and changed to investing mainly in the Fidelity
        collective trust in 1996 as the individual GICs matured.  The Fidelity
        collective trust purchases investment contracts issued by banks,
        insurance companies, and other approved financial institutions.  The
        portfolio's yield will fluctuate.

        The Fidelity U.S. Bond Index Fund is a mutual fund which seeks to
        provide investment results that correspond to the aggregate price and
        interest performance of the debt securities in The Lehman Brothers
        Aggregate Bond Index.  The portfolio invests only in debt securities
        that are of investment-grade or the equivalent.

        The Fidelity U.S. Equity Index Portfolio is a growth and income mutual
        fund.  It seeks to duplicate the composition and total return of the S&P
        500 which is comprised of U.S. publicly traded common stocks.  Total
        return performance is the combination of capital appreciation and
        income.

        The Equifax Stock Fund ("ESF") is a portfolio which invests primarily in
        Equifax common stock.  A small portion of the fund will be used to
        purchase short-term investments for liquidity.  All Equifax matching
<PAGE>
 
                                      -3-

        contributions are invested in this fund and may not be moved by
        participants to other funds until the participant is separated from
        service.

        The Fidelity Asset Manager:  Income is a mutual fund which seeks a high
        level of current income by maintaining a diversified portfolio of
        stocks, bonds, and short-term interest-bearing securities.  The fund
        emphasizes investments in bonds and other short-term securities for
        income and price stability.

        The Fidelity Asset Manager (TM) is a mutual fund which may invest in
        stocks, bonds, and other short-term securities, both in the U.S. and
        abroad.  The fund seeks high total return with moderate risk over the
        long-term.

        The Fidelity Asset Manager:  Growth is a mutual fund which seeks to
        maximize total return over the long-term by investing in a more
        aggressive mix of stocks, bonds, and other short-term securities.  The
        fund may invest in both U.S. and foreign securities.

        The Fidelity Low-Priced Stock Fund (new in 1996) seeks capital
        appreciation and invests primarily in equity securities of small market
        capitalization companies considered undervalued or out of favor with
        investors and offers the possibility for significant growth.  The
        majority of the equity securities held are $25 or less (i.e., "Low
        Priced").  The fund characteristics should be anticipated to reflect a
        price/earnings ratio less than the S&P 500 and include foreign
        securities.  The securities held are often stocks of smaller, less well-
        known companies.  A redemption fee of 1.5% is charged if a participant
        sells shares held less than 90 days.

        The Fidelity Value Fund (new in 1996) invests primarily in stocks of
        companies that possess valuable assets (i.e., equipment, franchises,
        real estate, natural resources, etc.) or that the fund manager feels are
        undervalued.  The fund seeks capital appreciation by investing in large
        market capitalization securities with a value-oriented investment style.
        The fund may invest in both U.S. and foreign securities.

   Direct exchanges between the Money Market Fund and the Managed Income
   Portfolio are not allowed.  An exchange must be made to a noncompeting fund
   for 90 days.

   BENEFITS

   Withdrawals from participant accounts may be made only for the following
   reasons:  termination of employment, financial hardship, retirement, death,
   disability, or attainment of age 59.5.  Upon occurrence of one of these
   events and upon election of the participant, the Plan will distribute to the
   participant 100% of the participant's account balance.  This lump-sum
   distribution is payable in cash, company common stock, or a combination of
   the two, at the participant's election.

   If a participant's account balance is less than $3,500 upon retirement or
   termination, a distribution of the participant's account will be made
   automatically.  In-service withdrawals of the company matching portion of a
   participant's account are not allowed.
<PAGE>
 
                                      -4-

   PLAN TERMINATION

    Although the Company intends for the Plan to be permanent, the Plan provides
    that the Company has the right to discontinue contributions or terminate the
    Plan at any time. In the event of the Plan's termination, the Trustee shall
    determine as of the termination date the value of the account balance of
    each participant, former participant, and beneficiary. Each such account
    balance shall become fully vested. The Trustee shall then make a
    distribution in a time and manner solely determined by the board of
    directors of the Company.

 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

    BASIS OF ACCOUNTING

    The financial statements of the Plan are prepared on the accrual basis of
    accounting.

    The preparation of financial statements in conformity with generally
    accepted accounting principles requires the Plan's management to make
    estimates and assumptions that affect the accompanying financial statements
    and disclosures. Actual results could differ from those estimates.

    EXPENSES

    All expenses for the administration of the Plan, except for brokerage
    commissions and related expenses on security transactions, are paid by the
    participating companies of the Company. The expenses for administration
    include the fees and expenses of the Plan's Trustee.

    VALUATION OF PLAN INVESTMENTS

    Investments of the Plan are carried at fair value as determined by quoted
    market price, except for guaranteed investment contracts, which are carried
    at contract value.

    The Plan adopted Statement of Position ("SOP") 94-4, "Reporting of
    Investment Contracts Held by Health and Welfare Benefit Plans and Defined-
    Contribution Pension Plans," effective January 1, 1995. This SOP specifies
    that fully benefit-responsive investment contracts held by defined
    contribution plans should continue to be reported at contract value. The
    guaranteed investment contracts held by the Plan at December 31, 1995 have
    been determined to be fully benefit-responsive and are therefore carried at
    contract value in the accompanying financial statements.

    The fair value of the guaranteed investment contracts as of December 31,
    1995 was approximately $20,003,000. All guaranteed investment contracts held
    by the Plan matured during the Plan year ended December 31, 1996.

    In addition, the Fidelity Managed Income Portfolio is a collective trust
    which invests in guaranteed investment contracts issued by insurance
    companies and banks as well as synthetic investment contracts.  The
    portfolio's trustee determines the fair values of these contracts in good
    faith.
<PAGE>
 
                                      -5-

   The fair market values of individual investments that represent 5% or more of
   the Plan's net assets as of December 31, 1996 and 1995 are as follows:

<TABLE>
<CAPTION>

              1996:                                                 
              <S>                                      <C>          
                Equifax Inc. common stock               $237,406,838 
                Fidelity Managed Income Portfolio         44,904,160 
                Fidelity U.S. Equity Index Portfolio      20,835,554 
              1995:                                                 
                Equifax Inc. common stock                175,765,599 
                Fidelity Managed Income Portfolio         28,473,569 
                Fidelity U.S. Equity Index Portfolio      14,509,015  
 
</TABLE>

   NET APPRECIATION IN FAIR VALUE OF INVESTMENTS


   The net appreciation (depreciation) in fair value of investments in the
   accompanying statement of changes in net assets available for plan benefits
   with fund information reflects the net difference between the market value
   and cost of investments bought and sold as well as held and distributed
   during the year.

   The net appreciation in the fair value of investments by category for the
   year ended December 31, 1996 is as follows (in thousands):

<TABLE>

           <S>                                <C>                
              Common stock                                $73,939
              Registered investment companies               4,500
                                                          -------
                                                          $78,439
                                                          ======= 
 
</TABLE>

   PARTICIPANT-DIRECTED FUND INFORMATION


    The ESF assigns units to all participants. As of December 31, 1996 and 1995,
    the per unit values of this fund were $31.17 and $21.54, respectively.
    Outstanding units were 7,716,544.646 and 8,343,562.324 for December 31, 1996
    and 1995, respectively.

 3. TAX STATUS

    The Plan has received a favorable determination letter from the Internal
    Revenue Service ("IRS") dated November 13, 1996. In the opinion of plan
    management, the Plan is designed and is currently being operated in
    compliance with the applicable requirements of the Code, and therefore, the
    related trust is exempt from federal income taxes.

 4. SUBSEQUENT EVENT

    Equifax Inc. has announced its intention to spin off its insurance services
    group ("ISG") into a new public company, ChoicePoint Inc. ("ChoicePoint").
    The spin-off is expected to be completed in mid-1997.  With the spin-off of
    the ISG, Equifax will terminate the services of employees in those
    operations, and those affected employees will become ChoicePoint employees.
<PAGE>
 
                                      -6-

    As a result of the spin-off, a new ChoicePoint 401(k) plan will receive a
    transfer from the Plan of participant account balances of ChoicePoint
    employees, and employees of ChoicePoint will not be eligible for
    participation in the Plan.
<PAGE>
 
                                                                      SCHEDULE I

                         EQUIFAX INC. EMPLOYEES 401(K)

                          RETIREMENT AND SAVINGS PLAN


           ITEM 27A--SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES

                               DECEMBER 31, 1996



<TABLE>
<CAPTION>
 
 
                                           DESCRIPTION OF INVESTMENT, 
                                        INCLUDING MATURITY DATE, RATE OF
   IDENTITY OF ISSUER, BORROWER,       INTEREST, COLLATERAL, AND PAR OR                         CURRENT
    LESSOR, OR SIMILAR PARTY                  MATURITY VALUE                     COST            VALUE
- ------------------------------------  ----------------------------------     ------------     ------------ 
<S>                                    <C>                                   <C>              <C>
*  FIDELITY MANAGEMENT TRUST COMPANY   Interest-bearing cash                 $    508,712     $    508,712
                                                                             ------------     ------------
*  EQUIFAX INC.                        Common stock, 7,752,060 shares          47,275,634      237,406,838
                                                                             ------------     ------------

   COMMON/COLLECTIVE TRUST FUND:
*  Fidelity Group Trust for Employee   
   Benefit Plans                       Managed Income Portfolio                44,904,160       44,904,160 
                                                                             ------------     ------------
   MONEY MARKET FUNDS:
*  Fidelity Money Market Trust         Retirement Government Money 
                                         Market Portfolio                       4,193,050        4,193,050 
*  Fidelity                            Institutional Cash Portfolio             2,683,028        2,683,028
                                                                             ------------     ------------
                                                                                6,876,078        6,876,078
                                                                             ------------     ------------
   SHARES OF REGISTERED INVESTMENT
   COMPANIES:
*  Fidelity Institutional Trust        
   Portfolio                           Fidelity U.S. Equity Index              15,166,659       20,835,554 
*  Fidelity Concord Street Trust       Fidelity U.S. Bond Index Fund            2,551,627        2,525,699
*  Fidelity Charles Street Trust       Fidelity Asset Manager                  10,636,861       11,508,197
*  Fidelity Charles Street Trust       Fidelity Asset Manager:  Income          1,997,348        2,083,498
*  Fidelity Charles Street Trust       Fidelity Asset Manager:  Growth         13,820,358       15,574,027
*  Fidelity Capital Trust              Fidelity Value Fund                        145,317          137,357
*  Fidelity Puritan Trust              Fidelity Low-Priced Stock Fund             235,841          246,752
                                                                             ------------     ------------
     Total shares of registered                                              
     investment companies                                                      44,554,011       52,911,084 
                                                                             ------------     ------------
                                                                             $144,118,595     $342,606,872  
                                                                             ============     ============
</TABLE>
                        *Represents a party in interest.

         The accompanying notes are an integral part of this schedule.
<PAGE>
 
                                                                     SCHEDULE II

                         EQUIFAX INC. EMPLOYEES 401(K)

                          RETIREMENT AND SAVINGS PLAN


               ITEM 27D--SCHEDULE OF REPORTABLE TRANSACTIONS (A)

                      FOR THE YEAR ENDED DECEMBER 31, 1996

<TABLE>
<CAPTION>
                                                                                                     CURRENT VALUE                 
                                                                                                      OF ASSET ON                  
                                                       PURCHASE         SELLING         COST OF       TRANSACTION   
IDENTITY OF PARTY INVOLVED AND DESCRIPTION OF ASSET     PRICE            PRICE           ASSET           DATE           NET GAIN 
- ---------------------------------------------------  ------------     -----------     -----------    -------------    -----------
<S>                                                  <C>              <C>             <C>            <C>              <C>
*  EQUIFAX INC. COMMON STOCK:                                                                                       
     Purchased (13 transactions)                      $ 8,396,104     $         0     $         0     $         0     $         0
     Sold (110 transactions)                                    0      20,701,833       4,799,368      20,701,883      15,902,465
                                                                                                                    
*  FIDELITY MANAGED INCOME PORTFOLIO:                                                                               
     Purchased (252 transactions)                      28,234,283               0               0               0               0
     Sold (251 transactions)                                    0      11,803,691       11,803,691     11,803,691               0
                                                                                                                    
*  FIDELITY INSTITUTIONAL CASH PORTFOLIO:                                                                           
     Purchased (108 transactions)                      22,742,777               0               0               0               0
     Sold (158 transactions)                                    0      22,173,165      22,173,165      22,173,165               0
                                                                                                                    
   GUARANTEED INVESTMENT CONTRACT--TRAVELERS GR 15546                                                               
     AND GR 15942:                                                                                                  
       Matured (2 transactions)                                 0      20,582,764      20,582,764      20,582,764               0
 </TABLE>



              *Represents a transaction with a party in interest.

(a) Represents transactions or a series of transactions in securities of the
    same issue in excess of 5% of the current value of plan assets at the
    beginning of the year.

         The accompanying notes are an integral part of this schedule.
<PAGE>
 
                                   SIGNATURES


          The Plan.  Pursuant to the requirements of the Securities Exchange Act
          --------                                                              
of 1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                         EQUIFAX INC. 401(k) RETIREMENT AND   
                                         SAVINGS PLAN                         
                                                                              
Date:  June 16, 1997                    By: /s/ David A. Post
                                            ----------------------------------
                                               David A. Post                  
                                               Corporate Vice President and   
                                               Chairman of the Pension,       
                                               Thrift and Group Benefit Plans 
                                               Administrative Committee        


<PAGE>
 
                                 EXHIBIT INDEX
                                 -------------


Exhibit
Number
- ------

  23       Written Consent of Independent Public Accountants

<PAGE>
 
                                                                   EXHIBIT 23


               [LETTERHEAD OF ARTHUR ANDERSEN LLP APPEARS HERE]


                   REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS



As independent public accountants, we hereby consent to the incorporation of our
report included in this Form 11-K into Equifax Inc.'s previously filed 
Registration Statement on Form S-8, File No. 33-58627.

                                       /s/ ARTHUR ANDERSEN LLP

Atlanta, Georgia
June 10, 1997






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