SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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, 1997 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 No. 1-10863
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
YORK INTERNATIONAL CORPORATION
631 South Richland Avenue
York, Pennsylvania 17403
<PAGE>
INDEX
Item Page
- ---- ----
Signature......................................................................2
Audited Plan Financial Statements and Schedules Prepared in Accordance
With the Financial Reporting Requirements of ERISA.............................3
Exhibit Index.................................................................18
Exhibit ......................................................................19
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Pension
and Investment Committee has duly caused this annual report to be signed on its
behalf by the undersigned thereunto duly authorized.
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
Date: February 16, 1999 By:/s/ JANE G. DAVIS
----------------- ----------------------------------
Jane G. Davis
Member, Pension and Investment Committee
-2-
<PAGE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
Financial Statements
and
Additional Information
December 31, 1997 and 1996
-3-
<PAGE>
Independent Auditors' Report
To the Pension and Investment Committee of
York International Corporation:
We have audited the accompanying statements of net assets available for benefits
of York International Corporation Investment Plan as of December 31, 1997 and
1996, and the related statements of changes in net assets available for benefits
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 net assets available for benefits of York
International Corporation Investment Plan as of December 31, 1997 and 1996, and
the changes in net assets available for benefits 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 supplemental schedules of assets held
for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. These supplemental
schedules are the responsibility of the York International Corporation
Investment Plan's management. The Fund Information in the financial statements
is presented for purposes of additional analysis rather than to present the net
assets available for plan benefits and changes in net assets available for 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/ KPMG LLP
September 28, 1998
-4-
<PAGE>
<TABLE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
Statements of Net Assets Available for Benefits
(thousands of dollars)
December 31, 1997 and 1996
1997
PARTICIPANT DIRECTED FUND INFORMATION
<CAPTION>
------------------------------------------------------------------------------------
Fixed Equity Growth & OTC Participant
Income Puritan Magellan Income Income Portfolio Overseas Notes
Fund Fund Fund Fund Fund Fund Fund Receivable Total
-------- -------- -------- ------ ------ --------- ------- ------------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
- ------
Investments:
At fair value ............................. $ -- $17,622 $42,448 $8,851 $15,361 $6,293 $3,091 $ --$ 93,666
At contract value ......................... 65,384 -- -- -- -- -- -- -- 65,384
Participant notes receivable, at fair value -- -- -- -- -- -- -- 2,631 2,631
------- ------- ------- ------ ------- ------ ------ ------ --------
Total investments ...................... 65,384 17,622 42,448 8,851 15,361 6,293 3,091 2,631 161,681
------- ------- ------- ------ ------- ------ ------ ------ --------
Receivables:
Employer's contribution ................ 23 10 21 7 15 6 4 - 86
Participants' contributions ............ 259 113 246 71 146 57 42 - 934
Interest ............................... -- -- -- -- -- -- -- 18 18
------- ------- ------- ------ ------- ------ ------ ------ --------
Total receivables ...................... 282 123 267 78 161 63 46 18 1,038
------- ------- ------- ------ ------- ------ ------ ------ --------
Total assets ........................... 65,666 17,745 42,715 8,929 15,522 6,356 3,137 2,649 162,719
------- ------- ------- ------ ------- ------ ------ ------ --------
Liabilities
- -----------
Accrued expenses ............................ 9 2 6 1 2 1 1 - 22
------- ------- ------- ------- ------- ------- ------ ------- -------
Total liabilities ...................... 9 2 6 1 2 1 1 - 22
-------- ------- ------- ------- ------- ------- ------- ------- -------
Net assets available for benefits ........... $65,657 $17,743 $42,709 $8,928 $15,520 $6,355 $3,136 $ 2,649 $162,697
======= ======= ======= ====== ======= ====== ====== ====== ========
</TABLE>
(continued)
-5-
<PAGE>
<TABLE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
Statements of Net Assets Available for Benefits
(thousands of dollars)
December 31, 1997 and 1996
1996
------------------------------------------------------------------------------
PARTICIPANT DIRECTED FUND INFORMATION
------------------------------------------------------------------------------
<CAPTION>
Fixed Equity Growth & OTC Participant
Income Puritan Magellan Income Income Portfolio Overseas Notes
Fund Fund Fund Fund Fund Fund Fund Receivable Total
------- ------- ------- ------ -------- --------- ----------- ----------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Assets
Investments:
At fair value ............................. $ -- $14,698 $33,927 $4,935 $8,777 $4,182 $ 2,343 $ -- $ 68,862
At contract value ......................... 64,817 -- -- -- -- -- -- -- 64,817
Participant notes receivable, at fair value -- -- -- -- -- -- -- 2,165 2,165
------- ------- ------- ------ ------ ------ ------ ------ --------
Total investments ...................... 64,817 14,698 33,927 4,935 8,777 4,182 2,343 2,165 135,844
------- ------- ------- ------ ------ ------ ------ ------ --------
Receivables:
Employer's contribution ................ 36 11 25 5 9 4 3 -- 93
Participants' contributions ............ 275 104 225 41 88 39 31 -- 803
Interest ............................... -- -- -- -- -- -- -- 16 16
------- ------- ------- ------ ------ ------ ------ ------ --------
Total receivables ...................... 311 115 250 46 97 43 34 16 912
------- ------- ------- ------ ------ ------ ------ ------ --------
Total assets ........................... 65,128 14,813 34,177 4,981 8,874 4,225 2,377 2,181 136,756
------- ------- ------- ------ ------ ------ ------ ------ --------
Liabilities
Accrued expenses ............................ 10 2 5 1 2 1 1 -- 22
------- ------- ------- ------ ------ -------- -------- -------- --------
Total liabilities ...................... 10 2 5 1 2 1 1 -- 22
------- ------- ------- ------ ------ -------- -------- -------- --------
Net assets available for benefits ........... $65,118 $14,811 $34,172 $4,980 $8,872 $4,224 $2,376 $2,181 $136,734
======= ======= ======= ====== ====== ====== ====== ====== ========
</TABLE>
See accompanying notes to financial statements.
-6-
<PAGE>
<TABLE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
Statements of Changes in Net Assets Available for Benefits
(thousands of dollars)
For the Years Ended December 31, 1997 and 1996
1997
------------------------------------------------------------------------------------------
PARTICIPANT DIRECTED FUND INFORMATION
<CAPTION>
------------------------------------------------------------------------------------------
Fixed Equity Growth & OTC Participant
Income Puritan Magellan Income Income Portfolio Overseas Notes
Fund Fund Fund Fund Fund Fund Fund Receivable Total
------- -- --------- --------- ------ ------ --------- ----------- ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions
Additions to net assets attributed to:
Investment income:
Net appreciation (depreciation) in
fair value of investments ........ $ -- $ 1,807 $ 6,046 $1,354 $ 2,503 $ (11) $ 127 $ -- $ 11,826
Interest and dividends ............. 3,915 1,427 2,718 459 659 434 150 190 9,952
Contributions:
Participants ....................... 3,467 1,624 3,644 1,055 2,085 958 571 -- 13,404
Employer ........................... 340 138 326 90 186 78 59 -- 1,217
-------- -------- -------- ------ ------- ------- ------ ------ --------
Total additions .................... 7,722 4,996 12,734 2,958 5,433 1,459 907 190 36,399
-------- -------- -------- ------ ------- ------- ------ ------ --------
Deductions
Deductions from net assets attributed to:
Benefits paid to participants ......... 7,837 1,556 2,900 607 1,084 459 209 105 14,757
Administrative expenses ............... 47 11 26 6 10 4 2 -- 106
-------- -------- -------- ------ ------- ------- ------ ------ --------
Total deductions ................... 7,884 1,567 2,926 613 1,094 463 211 105 14,863
-------- -------- -------- ------ ------- ------- ------ ------ --------
Net increase prior to transfers ......... (162) 3,429 9,808 2,345 4,339 996 696 85 21,536
Transfers from affiliated plans ......... 4,254 -- -- -- -- -- -- 173 4,427
Interfund transfers .................... (3,553) (497) (1,271) 1,603 2,309 1,135 64 210 --
-------- -------- -------- ------ ------- ------- ------ ------ --------
Net increase ....................... 539 2,932 8,537 3,948 6,648 2,131 760 468 25,963
Net assets available for benefits:
Beginning of year ..................... 65,118 14,811 34,172 4,980 8,872 4,224 2,376 2,181 136,734
-------- -------- -------- ------ ------- ------- ------ ------ --------
End of year ........................... $ 65,657 $ 17,743 $ 42,709 $8,928 $15,520 $ 6,355 $3,136 $2,649 $162,697
======== ======== ======== ====== ======= ======= ====== ====== ========
</TABLE>
(continued)
-7-
<PAGE>
<TABLE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
Statements of Changes in Net Assets Available for Benefits
(thousands of dollars)
For the Years Ended December 31, 1997 and 1996
1996
------------------------------------------------------------------------------------
PARTICIPANT DIRECTED FUND INFORMATION
<CAPTION>
------------------------------------------------------------------------------------
Fixed Equity Growth & OTC Participant
Income Puritan Magellan Income Income Portfolio Overseas Notes
Fund Fund Fund Fund Fund Fund Fund Receivable Total
------- ------ --------- ------ ---- --------- -------- ----------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Additions
Additions to net assets attributed to:
Investment income:
Net appreciation/(depreciation) in
fair value of investments ............... $ -- $ 270 $ (1,575) $ 405 $ 732 $ 154 $ 88 $ -- $ 74
Interest and dividends .................... 3,931 1,596 5,283 260 356 436 138 167 12,167
Contributions:
Participants .............................. 3,735 1,740 3,673 723 1,430 657 509 -- 12,467
Employer .................................. 364 135 320 44 89 41 39 -- 1,032
-------- ------- -------- ------ ----- ------ ------ ------ --------
Total additions ........................... 8,030 3,741 7,701 1,432 2,607 1,288 774 167 25,740
-------- ------- -------- ------ ----- ------ ------ ------ --------
Deductions
Deductions from net assets attributed to:
Benefits paid to participants ................ 5,307 640 1,107 35 82 34 39 79 7,323
Administrative expenses ...................... 53 11 23 4 7 4 2 -- 104
-------- ------ -------- ------ ----- ------ ------ ------ --------
Total deductions .......................... 5,360 651 1,130 39 89 38 41 79 7,427
-------- ------- -------- ------ ----- ------ ------ ------ --------
Net increase prior to interfund transfers ...... 2,670 3,090 6,571 1,393 ,518 1,250 733 88 18,313
Interfund transfers ............................ (1,958) (738) (4,944) 1,701 3,727 1,704 309 199 --
-------- ------- -------- ------ ----- ------ ------ ------ --------
Net increase .............................. 712 2,352 1,627 3,094 6,245 2,954 1,042 287 18,313
Net assets available for benefits:
Beginning of year ............................ 64,406 12,459 32,545 1,886 2,627 1,270 1,334 1,894 118,421
-------- ------- -------- ------ ----- ------ ------ ------ --------
End of year ..................................$ 65,118 $14,811 $ 34,172 $4,980 $8,872 $4,224 $2,376 $2,181 $136,734
======== ======= ======== ====== ===== ====== ====== ====== ========
</TABLE>
See accompanying notes to financial statements.
-8-
<PAGE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
As of and for the Years Ended December 31, 1997 and 1996
A. Plan Description
The York International Corporation (Company) Investment Plan (Plan) is
a defined contribution plan to enable eligible employees to save for
retirement by investing a portion of their earnings in investment
securities (see Investment Elections section below). The following
brief description of the Plan is provided for general information
purposes only. Participants should refer to the Plan agreement for a
more complete description of the Plan's provisions.
1. Plan Administration
The Plan is administered by a committee appointed by the Company's Board of
Directors (the Plan Committee). The Plan assets are held by Corestates NA,
Philadelphia, Pennsylvania, as trustee (the Trustee). Fidelity Investments
Institutional Operations Company is responsible for record keeping services
and fund management.
2. Eligibility
Employees of the Company may participate in the Plan if they have been
employed for their respective eligibility period and are members of
employee groups to which the Plan has been extended.
3. Contributions to the Plan
Each participant may elect to contribute as before tax contributions from
one to sixteen percent of his or her compensation through periodic payroll
withholdings. Each participant may also elect to contribute an additional
one to ten percent of his or her compensation as after-tax contributions,
but the total of both before-tax and after-tax contributions cannot exceed
sixteen percent of compensation. Certain employee groups may be eligible to
receive a Company match of 25% of the participant's pre-tax contributions.
Any Company match is limited to the first 4% of the employee's earnings
contributed.
4. Investment Elections
The Plan offers seven investment programs to participants. Participants may
elect to invest in ten percent increments from zero to one hundred percent
of their individual contributions in any of these funds.
-9-
<PAGE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
4. Investment Elections (Continued)
The investment elections presently available are:
The "Fixed Income Fund", under an agreement between the Trustee and various
insurance companies, provides a guaranteed rate of interest on
contributions.
The "Puritan Fund" is a mutual fund which seeks to obtain as much income as
possible, consistent with the preservation and conservation of capital, by
investing in a broadly diversified portfolio of high-yielding securities,
including common stocks, preferred stocks, and bonds.
The "Magellan Fund" is a mutual fund which invests primarily in common
stock, and securities convertible into common stock, of U.S.,
multinational, and foreign companies of all sizes that offer potential for
growth.
The "Equity Income Fund" is a growth and income fund. It seeks reasonable
income with the potential for capital appreciation. The fund tries to
achieve a yield that exceeds the composite yield of the S&P 500. It also
considers the potential for capital appreciation when selecting
investments. It invests primarily in income-producing equity securities
(common and preferred stocks) but can also invest in bonds and convertible
securities.
The "Growth & Income Fund" is a growth and income fund. It seeks high total
return through a combination of current income and capital appreciation. It
invests in securities of companies that pay current dividends and offer
potential growth of earnings, such as common stocks, securities convertible
into common stocks, preferred stocks and fixed-income securities.
The "OTC Portfolio Fund" is a growth fund. It seeks long-term capital
appreciation by investing primarily in securities traded on the
over-the-counter securities market. Securities in which the Portfolio Fund
may invest include common stocks, preferred stocks, securities convertible
into common stocks and debt securities. Companies whose securities trade on
the OTC market generally are smaller or newer companies than those on the
New York and American Stock Exchanges.
The "Overseas Fund" is an international growth fund. It seeks long-term
capital growth primarily through investments in foreign securities. These
investments may include common stock and securities convertible into common
stock, as well as debt instruments. Normally, at least 65% of the fund's
total assets will be invested in securities of issuers from at least three
different countries outside of North America.
-10-
<PAGE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
5. Participants' Accounts
Separate accounts are maintained for each participant in each investment
program. These accounts are credited with each participant's contributions
and a pro rata share of fund earnings and expenses. Contributions to and
earnings of each fund are invested in appropriate holdings on a timely
basis.
Participant interests are accounted for in shares of value in each program.
At December 31, 1997 and 1996 the funds are comprised as follows:
Fixed Income Fund
1997 1996
-------------- --------------
Outstanding Shares (in thousands) 61,130 64,817
Market Value per Unit $ 1.00 $ 1.00
Cost per Unit $ 1.00 $ 1.00
Puritan Fund
1997 1996
-------------- --------------
Outstanding Shares (in thousands) 909 853
Market Value per Unit $ 19.38 $ 17.24
Cost per Unit $ 16.52 $ 15.83
Magellan Fund
1997 1996
-------------- --------------
Outstanding Shares (in thousands) 446 421
Market Value per Unit $ 95.27 $ 80.65
Cost per Unit $ 76.35 $ 72.63
Equity Income Fund
1997 1996
-------------- --------------
Outstanding Shares (in thousands) 169 115
Market Value per Unit $ 52.41 $ 42.83
Cost per Unit $ 42.45 $ 38.70
-11-
<PAGE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
5. Participants' Accounts (Continued)
Growth & Income Fund
1997 1996
-------------- --------------
Outstanding Shares (in thousands) 403 286
Market Value per Unit $ 38.10 $ 30.73
Cost per unit $ 30.56 $ 27.31
OTC Portfolio Fund
1997 1996
-------------- --------------
Outstanding Shares (in thousands) 188 128
Market Value per Unit $ 33.45 $ 32.71
Cost per unit $ 32.87 $ 30.99
Overseas Fund
1997 1996
-------------- --------------
Outstanding Shares (in thousands) 95 76
Market Value per Unit $ 32.54 $ 30.84
Cost per unit $ 30.96 $ 29.46
6. Vesting
Fund assets attributable to contributions from participants are fully
vested at all times. Employer contributions are vested to each
participant's account based on the following schedule:
Years of Service Vested %
Less than 2 0%
2 33%
3 67%
4 or more 100%
-12-
<PAGE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
7. Withdrawals
Withdrawals of participant contributions may be made at the participant's
option subject to Internal Revenue Code limitations. All vested interests
are distributed upon termination of employment unless the participant
elects to defer distribution. All assets are distributed in cash.
8. Forfeitures
Forfeitures may be used first to pay any expenses payable for the plan year
and then shall be used to reduce the employer contributions for the plan
year. At December 31, 1997 forfeited nonvested accounts totaled $53,896.
B. Summary of Significant Accounting Policies
The following are the significant accounting policies followed by the Plan:
1. Basis of Accounting
The financial statements of the Plan are prepared under the accrual method
of accounting.
2. Valuation of Investments and Income Recognition
Investments in the Magellan Fund, Puritan Fund, Equity Income Fund, Growth
& Income Fund, OTC Portfolio Fund and Overseas Fund are stated at fair
value as reported by the Trustee. Investments in the Fixed Income Fund are
stated at contract value. Contract value represents contributions made
under the contract, plus earnings, less Plan withdrawals and administrative
expenses. Participant Notes Receivable are valued at cost which
approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are recorded on
the ex-dividend date.
3. Administrative Expenses
Certain administrative expenses are paid by the Company.
4. Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets, liabilities, and
changes therein, and disclosure of contingent assets and liabilities.
Actual results could differ from those estimates.
-13-
<PAGE>
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
5. Payment of Benefits
Benefits are recorded when paid.
C. Tax Status of the Plan
The Internal Revenue Service has determined and informed the Company by a
letter dated September 26, 1996, that the Plan and related trust are
designed in accordance with applicable sections of the Internal Revenue
Code (IRC). The Plan has been amended since receiving the determination
letter. However, the Plan administrator believes that the Plan is designed
and is being operated in compliance with the applicable requirements of the
IRC.
D. Plan Termination
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA. In the event of Plan
termination, participants will become 100 percent vested in their accounts.
E. Transfer in from Affiliated Plans
During 1997 the Board of Directors of the Company, the Plan's sponsor,
voted to merge effective December 31, 1997, the Investment Plan for Imeco
Employees and the Miller-Picking Corporation Retirement Savings Plan. All
assets and the participants' eligibility were transferred to the Plan. The
assets were invested in the Fixed Income Fund at December 31, 1997. The
related assets were transferred to investment funds in February 1998, based
on the participants' election designations.
F. Events (Unaudited) Subsequent to the Date of the Report of the
Independent Auditor
In December 1998, the Company amended the Plan to accept a participant's
direct rollover from another employer's plan at any time after employment
with the Company. Prior to the amendment the Plan accepted a participant's
direct rollover from another employer's plan only during the first six
months of employment.
In February of 1998, the Company amended the Plan to merge the
Pace-Gamewell Employee Retirement Savings Plan into the Plan.
Effective January 1998, the Company amended the Plan to expand the
participant's investment programs from seven to fourteen. The additional
investment elections are:
The "U.S. Equity Index Fund" is a growth and income fund. It seeks
investment results that try to duplicate the composition and total return
of the S&P 500. The fund invests primarily in the 500 companies that make
up the S&P 500 and in other securities that are based on the value of the
Index.
The "U.S. Bond Index Fund" is an income fund. It seeks investment results
that correspond to the aggregate price and interest performance of the debt
securities in the Lehman Brothers Aggregate Bond Index. The Lehman Brothers
Aggregate Bond Index is a market value weighted performance benchmark
investment-grade fixed-rate debt issue, including government, corporate,
asset-backed, and mortgage-backed securities, with maturities of at least
one year.
-14-
<PAGE>
The fund invests in investment grade (medium to high quality) or
above with maturities of at least one year, including U.S. Treasury or
government securities and corporate bonds, asset-backed and mortgage-backed
securities and U.S. dollar-denominated foreign securities.
The "Freedom Income Fund" is an asset allocation fund designed for
investors who want a simple approach to investing for retirement by
investing in a collection of other Fidelity mutual funds. It seeks high
current income and, as a secondary objective, some capital appreciation for
those already in retirement.
The "Freedom 2000 Fund" is an asset allocation fund designed for investors
who want a simple approach to investing for retirement by investing in a
collection of other Fidelity mutual funds. It seeks high total returns for
those planning to retire in approximately 1-10 years.
The "Freedom 2010 Fund" is an asset allocation fund designed for investors
who want a simple approach to investing for retirement by investing in a
collection of other Fidelity mutual funds. It seeks high total returns for
those planning to retire in approximately 10-20 years.
The "Freedom 2020 Fund" is an asset allocation fund designed for investors
who want a simple approach to investing for retirement by investing in a
collection of other Fidelity mutual funds. It seeks high total returns for
those planning to retire in approximately 20-30 years.
The "Freedom 2030 Fund" is an asset allocation fund designed for investors
who want a simple approach to investing for retirement by investing in a
collection of other Fidelity mutual funds. It seeks high total returns for
those planning to retire in approximately 30-40 years.
Effective March 1, 1999, the Company amended the Plan to offer participants
an additional investment as follows:
The "York International Stock Fund" consists primarily of York
International Corporation stock, with a small portion of short-term money
market instruments for liquidity. The liquidity is necessary to allow for
daily transfers in and out of the fund. Also, participants do not receive
shares of York International stock for their investment; instead their
balance is reported in units of participation. The fund's share price will
vary in relation to the market price of York International stock. The York
International Stock Fund is not a mutual fund -- it is an unmanaged
non-diversified investment option. If participants choose to invest in the
York International Stock Fund, the following restrictions will apply to
their investment:
o Limitation on New Contributions - participants will only be permitted
to invest up to 20% of any new contributions to the Plan in the York
International Stock Fund.
o No Rollover Purchase - participants will not be permitted to invest
any portion of a rollover contribution in the York International Stock
Fund.
o No Transfers from Other Funds into the York International Stock Fund -
although participants will be able to continue to make exchanges
between other investment funds, participants will not be permitted to
transfer amounts that are invested in another investment fund into the
York International Stock Fund.
o Sales of York International Stock Fund Must Occur During Window Period
- although participants will be permitted to sell any portion of their
investment in the York International Stock Fund and invest the
proceeds of that sale into another investment fund, any sale can only
occur during a "window" period that will be established by the
Company. Throughout the year, participants will be notified of
upcoming window periods.
-15-
<PAGE>
SCHEDULE 1
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
(in thousands)
December 31, 1997
Total
Description of Total Current
Identity of Issue of Investment Cost Value
---------------------- ---------------------- --------- ------------
Fidelity Investments Fixed Income Fund $ 65,384 $ 65,384
Fidelity Investments Magellan Fund 34,020 42,448
Fidelity Investments Puritan Fund 15,026 17,622
Fidelity Investments Equity Income Fund 7,169 8,851
Fidelity Investments Growth & Income Fund 12,322 15,361
Fidelity Investments OTC Portfolio 6,185 6,293
Fidelity Investments Overseas Fund 2,939 3,091
Participant Notes
Receivable (Interest
Rates from 9.5%-
9.75%)
2,631 2,631
------------ ------------
Total Investments at 12/31/97 $145,677 $161,681
-16-
<PAGE>
<TABLE>
SCHEDULE 2
YORK INTERNATIONAL CORPORATION
INVESTMENT PLAN
Item 27d - Schedule of Reportable Transactions
(in thousands)
For Year Ended December 31, 1997
<CAPTION>
Expense Current
Purchase Selling Lease Incurred with Cost of Value Realized
Identity of Party Involved Description of Asset Price Price Rental Transaction Asset of Asset Gain/Loss
- -------------------------- -------------------- ----- ----- ------ ----------- ----- -------- ---------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Fidelity Investment Company Fixed Income Fund $15,778 $ 0 $0 $0 $ 15,778 $ 15,778 0
Fidelity Investment Company Fixed Income Fund 0 15,211 0 0 15,211 15,211 0
Fidelity Investment Company Puritan Fund 4,445 0 0 0 4,445 4,445 0
Fidelity Investment Company Puritan Fund 0 3,328 0 0 2,912 3,328 416
Fidelity Investment Company Magellan Fund 8,792 0 0 0 8,792 8,792 0
Fidelity Investment Company Magellan Fund 0 6,317 0 0 5,324 6,317 993
Fidelity Investment Company Growth & Income Fund 6,851 0 0 0 6,851 6,851 0
Fidelity Investment Company Growth & Income Fund 0 2,770 0 0 2,330 2,770 440
</TABLE>
-17-
<PAGE>
EXHIBIT INDEX
Exhibit No. Document
23 Consent of Independent Accountants
-18-
<PAGE>
Exhibit 23
CONSENT OF INDEPENDENT AUDITORS
The Board of Directors
York International Corporation:
We consent to incorporation by reference in the Registration Statement on Form
S-8 of York International Corporation of our report dated September 28, 1998,
relating to the statements of net assets available for benefits of the York
International Corporation Investment Plan as of and for the years ended December
31, 1997 and 1996, the related statements of changes in net assets available for
benefits for the years then ended, and the related schedules as of and for the
year ended December 31, 1997, which report appears elsewhere in this Form 11-K.
/s/ KPMG LLP
Harrisburg, Pennsylvania
February 23, 1999
-19-
<PAGE>
