<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended September 30, 1994
ROCKWELL INTERNATIONAL CORPORATION
SAVINGS PLAN
ROCKWELL INTERNATIONAL CORPORATION
2201 Seal Beach Boulevard
Seal Beach, California 90740
<PAGE>
ROCKWELL INTERNATIONAL CORPORATION
SAVINGS PLAN
INDEX
PAGE NUMBER
FINANCIAL STATEMENTS:
INDEPENDENT AUDITORS' REPORT 1
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS,
SEPTEMBER 30, 1994 AND 1993 2 - 3
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE
FOR BENEFITS, FOR THE YEARS ENDED
SEPTEMBER 30, 1994 AND 1993 4 - 5
NOTES TO FINANCIAL STATEMENTS 6 - 11
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES,
SEPTEMBER 30, 1994 12 - 20
SCHEDULE OF REPORTABLE TRANSACTIONS, FOR THE
YEAR ENDED SEPTEMBER 30, 1994 21
SIGNATURES S-1
EXHIBIT:
INDEPENDENT AUDITORS' CONSENT S-2
<PAGE>
INDEPENDENT AUDITORS' REPORT
To the Rockwell International Corporation Savings Plan
and Participants:
We have audited, by fund and in total, the accompanying statements of net assets
available for benefits of the Rockwell International Corporation Savings Plan as
of September 30, 1994 and 1993, 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, such financial statements present fairly, in all material
respects, by fund and in total, the net assets available for benefits of the
Plan as of September 30, 1994 and 1993, and the changes in net assets available
for benefits for the years then ended in conformity with generally accepted
accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of (1) assets held for investment purposes as of September 30, 1994,and (2)
transactions in excess of five percent of the current value of plan assets for
the year ended September 30, 1994 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 Plan's management. Such supplemental schedules have been subjected to the
auditing procedures applied in our audit of the basic financial statements taken
as a whole.
March 17, 1995
DELOITTE & TOUCHE
Pittsburgh, Pennsylvania
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<TABLE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
SEPTEMBER 30, 1994
($ IN THOUSANDS)
<CAPTION>
Fixed Guaranteed Stock Stock
<S> Diversified Income Return Fund Fund Loan
ASSETS Total Fund Fund Fund A B Fund
<C> <C> <C> <C> <C> <C> <C>
INVESTMENTS:
Certificates of deposit $ 15,000 $ 15,000
Money market funds 35,842 $ 23,911 6,756 $ 1,127 $ 2,531 $ 1,456 $ 61
U.S. Government Securities 14,630 14,630
Corporate debt instruments -
other 134,480 112 134,368
Corporate stock - common 2,203,364 237,606 1,557,220 408,538
Group annuity contracts 323,420 323,420
Loans to participants 65,691 65,691
Total investments 2,792,427 261,629 170,754 324,547 1,559,751 409,994 65,752
RECEIVABLES:
Income 1,671 640 989 3 29 10
Sales pending settlement 3,212 3,212
Total Receivables 4,883 3,852 989 3 29 10
TOTAL ASSETS 2,797,310 265,481 171,743 324,550 1,559,780 410,004 65,752
LIABILITY - Purchases
pending settlement 4,928 2,955 1,385 588
NET ASSETS AVAILABLE
FOR BENEFITS $2,792,382 $262,526 $171,743 $324,550 $1,558,395 $409,416 $65,752
See notes to financial statements.
</TABLE>
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<TABLE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
SEPTEMBER 30, 1993
($ IN THOUSANDS)
<CAPTION>
Fixed Guaranteed Stock Stock
<S> Diversified Income Return Fund Fund Loan
ASSETS Total Fund Fund Fund A B Fund
<C> <C> <C> <C> <C> <C> <C>
INVESTMENTS:
Certificates of deposit $ 115,001 $115,001
Money market funds 41,856 $ 35,881 3,104 $ 1,087 $ 555 $ 1,170 $ 59
Corporate debt instruments -
other 60,806 128 60,678
Corporate stock - common 2,412,783 183,447 1,774,214 455,122
Group annuity contracts 340,601 340,601
Loans to participants 62,116 62,116
Total investments 3,033,163 219,456 178,783 341,688 1,774,769 456,292 62,175
RECEIVABLES:
Income 1,848 516 1,305 2 18 7
Sales pending settlement 523 523
Total Receivables 2,371 1,039 1,305 2 18 7
TOTAL ASSETS 3,035,534 220,495 180,088 341,690 1,774,787 456,299 62,175
LIABILITY - Purchases
pending settlement 808 256 512 40
NET ASSETS AVAILABLE
FOR BENEFITS $3,034,726 $220,239 $180,088 $341,690 $1,774,275 $456,259 $62,175
See notes to financial statements.
</TABLE>
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<TABLE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED SEPTEMBER 30, 1994
($ IN THOUSANDS)
<CAPTION>
Fixed Guaranteed Stock Stock
Diversified Income Return Fund Fund Loan
Total Fund Fund Fund A B Fund
<S> <C> <C> <C> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING
OF YEAR $3,034,726 $220,239 $180,088 $341,690 $1,774,275 $456,259 $62,175
INCOME:
Earnings from Investments:
Dividends 66,639 5,834 48,314 12,491
Interest 33,805 908 7,019 20,882 129 68 4,799
Net appreciation (depreci-
ation) in fair value of
investments (76,994) 11,946 (414) (69,897) (18,629)
Total earnings from
investments 23,450 18,688 6,605 20,882 (21,454) (6,070) 4,799
Contributions:
Employer 78,360 87 78,273
Participants 113,531 36,033 17,461 28,117 31,920
Total contributions 191,891 36,033 17,548 28,117 78,273 31,920
Total income 215,341 54,721 24,153 48,999 56,819 25,850 4,799
EXPENSES:
Payments to participants
or beneficiaries 455,771 33,418 37,932 45,672 267,785 66,262 4,702
Administrative expenses 1,914 775 188 126 654 171
Net income (loss) (242,344) 20,528 (13,967) 3,201 (211,620) (40,583) 97
Net transfers between the funds 21,759 5,622 (20,341) (4,260) (6,260) 3,480
NET INCREASE (DECREASE) (242,344) 42,287 (8,345) (17,140) (215,880) (46,843) 3,577
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $2,792,382 $262,526 $171,743 $324,550 $1,558,395 $409,416 $65,752
See notes to financial statements.
</TABLE>
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<TABLE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED SEPTEMBER 30, 1993
($ IN THOUSANDS)
<CAPTION>
Fixed Guaranteed Stock Stock
Diversified Income Return Fund Fund Loan
Total Fund Fund Fund A B Fund
<S> <C> <C> <C> <C> <C> <C> <C>
NET ASSETS AVAILABLE FOR
BENEFITS, BEGINNING
OF YEAR $2,411,270 $181,025 $174,564 $339,284 $1,323,302 $341,185 $51,910
INCOME:
Earnings from Investments:
Dividends 65,588 4,540 48,522 12,526
Interest 35,545 866 5,925 23,980 105 50 4,619
Net appreciation (depreci-
ation) in fair value of
investments 685,802 20,278 (5) 528,800 136,729
Total earnings from
investments 786,935 25,684 5,920 23,980 577,427 149,305 4,619
Contributions:
Employer 79,716 89 79,627
Participants 110,485 28,837 18,900 31,760 30,988
Total contributions 190,201 28,837 18,989 31,760 79,627 30,988
Total income 977,136 54,521 24,909 55,740 657,054 180,293 4,619
EXPENSE - Payments to parti-
cipants or beneficiaries 353,680 25,028 30,544 43,268 201,248 52,602 990
Net income (loss) 623,456 29,493 (5,635) 12,472 455,806 127,691 3,629
Net transfers between the funds 9,721 11,159 (10,066) (4,833) (12,617) 6,636
NET INCREASE (DECREASE) 623,456 39,214 5,524 2,406 450,973 115,074 10,265
NET ASSETS AVAILABLE FOR
BENEFITS, END OF YEAR $3,034,726 $220,239 $180,088 $341,690 $1,774,275 $456,259 $62,175
See notes to financial statements.
</TABLE>
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ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED SEPTEMBER 30, 1994 AND 1993
1. DESCRIPTION OF THE PLAN
The following description of the Rockwell International Corporation Savings
Plan (the "Plan") is provided for general information purposes only.
Participants should refer to the Plan document for more complete information.
a. General - The Plan is a defined contribution savings plan established by
Rockwell International Corporation (the "Company"). The Company's
Employee Benefit Plan Committee, the Plan's Administrative Committee and
the Plan Administrator control and manage the operation and
administration of the Plan. First Interstate Bank of California and
National Bank of Detroit serve as trustees for the Plan. The assets of
the Plan are managed by the trustees and other investment managers. The
Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974.
The Plan is composed of six funds: the Diversified Fund, which invests
primarily in equity securities; the Fixed Income Fund, which invests in
fixed income securities; the Guaranteed Return Fund, which invests in
contracts with insurance companies providing a guarantee of principal
(backed by the general assets of the insurance company) and a specified
rate of interest; Stock Funds A and B, which invest in or hold the
Common Stock and the Class A Common Stock of the Company; and the Loan
Fund, representing outstanding participant loan balances.
b. Participation - Participation in the Plan is extended to substantially
all salaried employees of the Company who have been employed for 52
weeks. The Plan provides that eligible employees electing to become
participants can contribute to the Plan, through either payroll
deductions or deferrals at a specified percentage (ranging from 1% to
8%) of their base compensation (as defined in the Plan). Participants
currently contributing 8% are eligible to make a supplemental deduction
or deferral contribution of 1% to 3% of their base compensation, or 1%
to 2% if such compensation exceeds a specified amount.
Amounts contributed by employees pursuant to payroll deductions are
included in the participants' taxable income in the period of the
contribution. Amounts contributed by employees pursuant to payroll
deferral are excluded from the participants' taxable income until such
amounts are received by them as a distribution from the Plan.
The Plan provides that the Company, when extending the benefits of the
Plan to any employee of a component of the Company or an affiliated
company, may place such limitations as it deems appropriate on the
amount of compensation deferral contributions or on compensation
deduction contributions to comply with certain statutory limitations.
A participant who elects compensation deduction contributions may, upon
15 days' notice, revoke such election and elect instead to make
compensation deferral contributions effective on the first payroll
payment date following the expiration of the notice period. A
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participant who has elected compensation deferral contributions may, by
giving notice to the Company in February or August of any year, revoke
such election and elect instead compensation deduction contributions
effective the first payroll payment date in April or October of that
year, respectively.
c. Investment Elections - A participant may elect to have contributions
made (i) entirely to the Diversified Fund, the Fixed Income Fund, Stock
Fund B or the Guaranteed Return Fund or (ii) equally to any two of these
investment funds. Participants may change such investment elections for
future contributions in April and October of any year by giving notice
to the Company in February and August, respectively.
A participant may elect once per year (i) to have the total value of his
investment in the Diversified Fund converted to units in the Fixed
Income Fund or (ii) to have the total value of the investment in the
Fixed Income Fund converted to units in the Diversified Fund. The value
of such units will be determined as of the first valuation date
following such election. Such election shall have no effect on any
other election offered under the Plan.
Participants may annually elect to transfer a percentage of their Stock
Fund B account to the Fixed Income Fund. The allowable annual transfer
is 10% of the Stock Fund B amount prior to reaching age 55, and 50% of
the Stock Fund B account thereafter.
A participant, upon attainment of age 65, may irrevocably elect to have
(i) the total value of the units in Stock Fund A and/or (ii) the total
value of the units in Stock Fund B converted to units in the Fixed
Income Fund. The value of such units will be determined on the first
valuation date following such election. All subsequent Company
contributions made to such participant's Company contributions account
would be invested in the Fixed Income Fund.
Participants' contributions to the Guaranteed Return Fund are invested
in contracts with Metropolitan Life Insurance Company, the Prudential
Insurance Company of America and New York Life Insurance Company with
various guaranteed annual returns to participants for the contract
periods. Such contracts guarantee the following annual returns:
Guaranteed Contract
Periods of Contributions Annual Return Expiration Date
April 1, 1989 - March 31, 1990 9.05% March 31, 1993
April 1, 1990 - March 31, 1991 8.55% March 31, 1994
April 1, 1991 - March 31, 1992 8.50% March 31, 1995
April 1, 1992 - March 31, 1993 5.16% March 31, 1994
April 1, 1993 - March 31, 1994 5.25% March 31, 1996
April 1, 1994 - March 31, 1995 5.00% March 31, 1997
April 1, 1995 - March 31, 1996 8.00% March 31, 1998
A participant with units in the Guaranteed Return Fund may irrevocably
elect, by providing a written notice at least 30 days prior to the
contract expiration date, to convert his interest in such contract
solely to units in the Diversified Fund or solely to units in the Fixed
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Income Fund. Such conversion will be based on the value of units in
such respective Funds as of the date of such expiration, or the
valuation date immediately preceding the transfer of funds, whichever is
later.
d. Unit Values - Participants do not own specific securities or other
assets in the various Funds, but have an interest therein represented by
units valued as of the last business day of each month. However, voting
rights are extended to participants in proportion to their interest in
the Common Stock and Class A Common Stock held in Stock Funds A and B,
as represented by Common Units and Class A Units. Contributions to and
withdrawal payments from each fund are converted to units by dividing
the amounts of such transactions by the unit value as last determined,
and the participants' accounts are charged or credited with the number
of units properly attributable to each participant.
e. Contributions - The Company's contributions to the Plan equal 75% of the
participants' contributions subject to reductions as the result of
forfeitures. Company contributions are generally made to Stock Fund A
in the form of cash, Common Stock or any combination thereof. Active
participants age 65 or older may elect to transfer their balances in
Stock Fund A to the Fixed Income Fund. Based on this election, future
Company contributions applicable to these participants are made in cash
directly to the Fixed Income Fund.
f. Vesting - Amounts contributed by participants are fully vested at all
times. Amounts contributed through compensation deduction contributions
may be distributed at any time. However, amounts contributed through
compensation deferral contributions may be distributed to participants
only (i) upon termination of employment, (ii) upon attaining the age of
59-1/2 or (iii) upon demonstration by the participant to the
Administrative Committee that there is hardship as defined in the Plan.
All Company contributions through September 30, 1988 became fully vested
effective October 1, 1988. Units attributable to all subsequent Company
contributions vest when a participant has completed five years of
continuous service, except that all units fully vest upon termination of
the Plan or upon a participant's (i) retirement, (ii) death, (iii)
layoff, (iv) termination of employment because of inability to meet
Company medical standards, (v) termination of employment in order to
enter the Armed Forces of the United States or to accept employment with
the Government of the United States, (vi) termination of employment in
connection with the divestiture of a component of the Company or (vii)
reaching age 65 while employed.
g. Benefit Claims Payable - Retiring participants may irrevocably elect at
any time during the 30-day period ending on the day immediately prior to
the effective date of their retirement to remain in the Plan without any
further contributions until January 1 of the calendar year following the
effective date of their retirement, at which time they shall be entitled
to receive their account balance valued as of the valuation date
immediately prior to such January 1. Terminated participants will
receive their vested benefits no later than 60 days after the end of the
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plan year in which such termination occurs. Participants separating
from service who have not attained the age of 65 and who have an account
balance greater than $3,500 must provide written consent to the Plan
Administrator in order to receive their distribution before reaching age
65. At September 30, 1994 and 1993, the amounts of such benefit claims
payable to retired and terminated participants were approximately $13.4
million and $18.7 million, respectively.
h. Forfeitures - When certain terminations of participation in the Plan
occur, the nonvested portion of a participant's account, as defined by
the Plan, represents a potential forfeiture. Such forfeitures reduce
subsequent Company contributions to the Plan. However, if upon
reemployment, the former participant fulfills certain requirements, as
defined in the Plan, the previously forfeited nonvested portion of the
participant's account will be restored through Company contributions.
i. Loans to Participants - The Plan provides for loans to participants.
The participant may apply for and obtain a loan in an amount as defined
in the Plan (not less than $1,000 and not greater than $50,000 or 50% of
his vested account balance) from the account balance. The loans can be
repaid through payroll deductions over the period of 12 to 60 months or
up to 120 months for the purchase of a primary residence, or they can be
repaid in full at any time that is at least 12 months following the date
of the loan. Interest is charged at a rate equal to First Interstate
Bank of California's prime rate plus one percent. Payments of principal
and interest are credited to the participant's account. Also,
participants may have only one outstanding loan at a time.
j. Plan Termination - The Company has the right to suspend contributions to
the Plan or to terminate or modify the Plan from time to time. In the
event that the Plan is terminated or contributions by the Company are
discontinued, each participant's Company contributions account will be
fully vested. Benefits under the Plan will be provided solely from the
Plan assets.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Valuation of Investment Securities - Investments in common stocks are
stated at fair value based upon closing sales prices reported on
recognized securities exchanges on the last business day of the fiscal
year or, for listed securities having no sales reported and for unlisted
securities, upon last reported bid prices on that date. Investments in
Class A Common Stock of the Company are stated at fair value based upon
the closing sales prices of the Common Stock into which it is
convertible. Investments in certificates of deposit, money market funds
and corporate debt instruments (commercial paper) are stated at cost
which approximates fair value.
b. Valuation of Guaranteed Annuity Contracts - The guaranteed annuity
contracts with insurance companies are valued at contract value (which
approximates fair value). Contract value represents contributions made
by participants, plus interest at the contract rates, less withdrawals
or transfers by participants.
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c. Expenses - Plan fees and expenses, including fees and expenses connected
with the providing of administrative services by external service
providers, are paid from plan assets (see Note 6).
3. UNIT VALUES
Participation units outstanding at September 30, 1994 and 1993 and
participants' equity per unit at the end of each quarter within the fiscal
years then ended are as follows:
Units Participants' Equity Per Unit
Outstanding, September June March December
Fiscal year 1994 September 30 30 30 31 31
Diversified Fund 27,205,743 $9.577 $9.001 $8.929 $9.197
Fixed Income Fund 27,802,902 6.121 6.051 5.999 5.960
Guaranteed Return Fund:
5.00% Contract 151,314,371 1.025 1.012
5.25% Contract 83,593,964 1.081 1.067 1.053 1.040
5.16% Contract 1.106 1.092
8.50% Contract 57,529,859 1.334 1.307 1.280 1.254
8.55% Contract 1.395 1.367
Stock Fund A:
Common Stock 132,941,971 8.798 9.597 10.186 9.545
Class A Common Stock 43,175,591 8.795 9.599 10.179 9.536
Stock Fund B:
Common Stock 214,440,209 1.534 1.673 1.775 1.664
Class A Common Stock 49,967,795 1.550 1.692 1.793 1.680
Units Participants' Equity Per Unit
Outstanding, September June March December
Fiscal year 1993 September 30 30 30 31 31
Diversified Fund 24,564,871 $8.910 $8.647 $8.523 $8.247
Fixed Income Fund 30,104,985 5.902 5.851 5.802 5.757
Guaranteed Return Fund:
5.25% Contract 81,044,117 1.027 1.013
5.16% Contract 86,561,475 1.079 1.064 1.051 1.038
8.50% Contract 66,149,762 1.228 1.203 1.178 1.154
8.55% Contract 60,607,785 1.338 1.310 1.283 1.257
9.05% Contract 1.420 1.390
Stock Fund A:
Common Stock 139,259,157 9.262 8.552 7.821 7.468
Class A Common Stock 51,070,512 9.247 8.541 7.803 7.451
Stock Fund B:
Common Stock 220,887,456 1.616 1.491 1.363 1.301
Class A Common Stock 58,043,378 1.629 1.505 1.375 1.313
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4. INVESTMENTS EXCEEDING 5% OF NET ASSETS
The Plan's investments which exceeded 5% of net assets available for
benefits as of September 30, 1994 and 1993 are as follows (dollars in
thousands):
Description of Investment 1994 1993
Rockwell International
Corporation Common Stock $1,506,052 $1,657,915
Rockwell International
Corporation Common Stock
Class A 459,706 571,423
5. TAX STATUS
The Plan obtained its latest determination letter in 1993, in which the
Internal Revenue Service stated that the Plan, as then designed, was in
compliance with the applicable requirements of the Internal Revenue Code.
The Plan has been amended since receiving the determination letter. The
Company believes that the Plan currently is designed and being operated in
compliance with the applicable requirements of the Internal Revenue Code
and that, therefore, the Plan continues to qualify under Section 401(a) and
the related trust continues to be tax-exempt as of September 30, 1994.
Therefore, no provision for income taxes is included in the Plan's
financial statements.
6. PLAN AMENDMENT
Effective 1995 the Plan was amended to establish an additional investment
fund known as the Intermediate Bond Fund; more frequent and flexible
investment change options for both existing account balances and ongoing
contributions; a simplified method of determining amounts available for
withdrawals; and a new annual installment distribution option.
Effective October 1, 1993 the Plan was amended, to provide for payment of
Plans fees and expenses, including fees and expenses connected with the
providing of administrative services by external service providers from the
Plan assets. The Plan was also amended during 1993 to adopt the provisions
of the Unemployment Compensation Amendments of 1992.
Effective January 1, 1995 the Plan was amended to provide for payment of
internal administrative and asset management expenses directly connected
to the ongoing operations of the Plan.
7. NEW ACCOUNTING STANDARD
In September 1994, the American Institute of Certified Public Accountants
issued Statement of Position 94-4, "Reporting of Investment Contracts Held
by Health and Welfare Benefit Plans and Defined Contribution Pension Plans"
("SOP"), which is effective for plan years beginning after December 15,
1994. The SOP requires defined contribution plans to report investment
contracts at fair value. The Plan has not adopted the SOP at this time.
Plan management has not estimated the impact of adopting this SOP at this
time.
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ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
DIVERSIFIED FUND
Money Market Funds
*First Interstate Pacific American Fund U.S.
Bank of California Treasury $12,032 $12,032
*National Bank of NBD Master Trust
Detroit Money Market Treasury Fund 11,879 11,879
Total Money Market Funds $23,911 $23,911
Convertible Securities
Ericsson LM Tel Co. Subordinated debentures,
4.25%, dated 6/30/93,
matures 6/30/00 $ 80 $ 112
Common Stocks
Industrial
Archer Daniels Midland Co. 14,175 shares $ 316 $ 368
Coca Cola Company 120,000 shares 727 5,834
General Mills Inc. 6,600 shares 350 380
Heinz HJ Company 20,000 shares 463 733
Kellogg Company 30,000 shares 617 1,720
Pepsico Inc. 70,000 shares 830 2,318
Sara Lee Corp. 35,000 shares 917 787
Anheuser Busch Cos Inc. 20,000 shares 412 1,017
American Brands Inc. 35,000 shares 857 1,269
Phillip Morris Companies 100,000 shares 2,083 6,112
Readers Digest Assn Inc. 18,000 shares 733 791
Adobe System Inc. 59,000 shares 1,273 1,917
Donnelley RR & Sons Co. 23,000 shares 690 690
Knight Ridder Inc. 10,000 shares 535 497
McGraw Hill Inc. 10,000 shares 699 732
Caremark International Inc. 7,750 shares 56 181
American Home Products Corp. 42,000 shares 1,989 2,519
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ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
Lilly Eli & Co. 59,700 shares $ 3,355 $3,455
Merck & Company 125,000 shares 2,915 4,452
Pfizer Inc. 30,000 shares 2,143 2,074
Upjohn Company 73,000 shares 2,368 2,490
Warner Lambert Co. 10,000 shares 366 802
Medtronic Inc. 34,000 shares 466 1,797
Abbott Laboratories Corp. 45,000 shares 524 1,411
Baxter Intl Inc. 50,000 shares 1,274 1,406
Johnson & Johnson 40,000 shares 1,563 2,069
Puritan Bennett Corp. 5,700 shares 152 90
Gillette Company 25,000 shares 1,452 1,768
Procter & Gamble 30,000 shares 483 1,789
Eastman Kodak 45,000 shares 1,922 2,328
Polaroid Corp. 40,000 shares 1,330 1,405
Walt Disney 25,000 shares 638 968
Harcourt General Inc. 50,000 shares 1,222 1,719
Price/Costco Incorporated 22,000 shares 368 352
American Stores Co. 30,000 shares 616 757
K Mart Corporation 70,000 shares 1,232 1,250
May Department Stores 30,000 shares 529 1,181
Penney JC & Company 20,000 shares 535 1,032
Sears Roebuck & Company 21,000 shares 569 1,008
Toys R Us 17,000 shares 641 605
Walgreen Co. 15,000 shares 606 564
Wal Mart Stores Inc. 35,000 shares 924 817
Woolworth Corp. 55,000 shares 1,223 956
Hilton Hotels Corp. 16,000 shares 764 957
GC Companies 8,900 shares 232 260
Eastman Chemical 2,500 shares 100 136
Whirlpool Corporation 20,000 shares 549 1,028
Arvin Industries Inc. 40,000 shares 1,105 970
Ford Motor Company 110,000 shares 1,359 3,052
General Motors Corp. 11,500 shares 536 539
Aluminum Co of America 38,000 shares 2,519 3,220
Englehard Corporation 46,000 shares 1,147 1,236
Phelps Dodge Corp. 20,000 shares 911 1,239
Calmat Company 23,000 shares 562 485
Boise Cascade Corp. 12,000 shares 348 354
Georgia Pacific Corp. 15,000 shares 936 1,147
Weyerhaeuser Company 25,000 shares 621 1,115
Temple Inland Inc. 29,942 shares 643 1,653
-13-<PAGE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
Westvaco Corporation 20,000 shares $ 603 $ 763
International Paper 7,500 shares 542 588
Scott Paper 14,000 shares 461 853
Union Camp Corp. 25,000 shares 983 1,228
PPG Industries Inc. 30,000 shares 290 1,188
Dow Chemical Company 25,000 shares 1,451 1,956
Du Pont EI. De Nemours & Co. 68,000 shares 2,427 3,943
Grace WR. & Company 16,000 shares 631 664
Monsanto Company 10,000 shares 521 804
Rohm & Haas Company 27,500 shares 1,561 1,571
USX US Steel Group 25,000 shares 664 1,047
BW/IP Incorporated 8,100 shares 136 150
Belden Inc. 16,000 shares 263 334
Manpower Inc. 110,000 shares 1,647 3,010
Electronic Arts Inc. 18,000 shares 292 332
Dun & Bradstreet 7,500 shares 441 431
PHH Corp. 30,000 shares 1,094 1,087
Sanifill Inc. 10,000 shares 185 222
Minnesota Mining & Manufacturing 48,000 shares 1,598 2,652
Alumax Inc. 25,000 shares 471 802
Timken Company 20,000 shares 634 753
CBI Industries 15,000 shares 411 406
Emerson Electric 12,000 shares 707 716
General Electric 70,000 shares 954 3,369
Catepillar Inc. 82,000 shares 2,703 4,437
Cincinnati Milacron Inc. 8,000 shares 190 206
Deere & Company 10,000 shares 651 685
Harsco Corporation 30,000 shares 843 1,245
Harnischfeger Industries Inc. 30,000 shares 582 791
Kennametal Inc. 28,000 shares 609 732
FMC Corporation 13,000 shares 636 808
Eaton Corporation 21,400 shares 565 1,017
Tandem Computers Inc. 144,500 shares 2,026 2,383
Digital Equipment Corporation 75,000 shares 3,144 1,988
Stratus Computer Inc. 34,000 shares 1,056 1,181
Xerox Corporation 20,000 shares 1,181 2,135
Lockheed Corp. 15,000 shares 647 1,044
Northrop Grumman Corp. 30,000 shares 767 1,357
United Technologies Corp. 20,000 shares 855 1,253
Sundstrand Corp. 10,000 shares 402 507
AMP Inc. 28,000 shares 1,471 2,167
Hewlett Packard Company 15,000 shares 953 1,311
-14-<PAGE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
Intel Corp. 56,250 shares $ 806 $ 3,459
LSI Logic Corporation 42,500 shares 392 1,594
Motorola Inc. 65,100 shares 1,276 3,433
National Semiconductor Corp. 40,000 shares 352 625
Perkin Elmer Corp. 26,000 shares 860 815
Tektronix Inc. 32,000 shares 843 1,240
Texas Instruments Incorporated 51,000 shares 2,355 3,468
Unitrin Inc. 17,090 shares 60 824
Dresser Industries Inc. 35,000 shares 742 709
Schlumberger Limited 20,000 shares 1,230 1,087
Atlantic Richfield 10,000 shares 694 1,009
Pennzoil Company 12,000 shares 251 563
Ultramar Corp. 50,000 shares 852 1,275
Unocal Corp. 23,000 shares 600 649
Mobil Corporation 28,000 shares 776 2,216
Chevron Corp. 36,000 shares 565 1,499
Amoco Corp. 5,000 shares 108 296
Exxon Corp. 43,000 shares 2,301 2,473
Allied Signal Inc. 23,000 shares 833 785
Honeywell Incorporated 12,000 shares 427 416
Total Industrial $109,866 $166,352
Transportation
Skyline Corporation 15,300 shares $ 280 $ 310
American President Co. Ltd. 50,000 shares 879 1,263
Gatx Corp. 25,000 shares 1,049 1,023
CSX Corp. 14,000 shares 343 959
Union Pacific Corp. 14,000 shares 813 751
Conrail Inc. 12,000 shares 591 593
Norfolk Southern Corp. 34,000 shares 1,538 2,117
AMR Corp. 63,000 shares 3,828 3,245
Delta Air Lines Inc. 40,500 shares 2,310 1,813
Federal Express Corp. 73,000 shares 3,756 4,517
Total Transportation $ 15,387 $ 16,591
Public Utilities
AT&T Corp. 30,000 shares $ 1,379 $ 1,620
Comsat Corp. 40,000 shares 574 1,025
-15-<PAGE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
Detroit Edison Co. 30,000 shares $ 648 $ 765
Peco Energy Co. 35,000 shares 1,069 888
Peoples Energy Corp. 40,000 shares 722 1,050
Telephone & Data Systems Inc 6,000 shares 241 276
Texas Utilities Company 25,000 shares 837 816
U. S. West, Inc. 32,000 shares 1,096 1,240
Total Public Utilities $ 6,566 $ 7,680
Finance
Banc One Corp. 10,000 shares $ 348 $ 300
Bankamerica Corp. 31,000 shares 1,459 1,368
Bankers Trust New York Corp. 16,000 shares 692 1,068
Barnett Banks Inc. 17,000 shares 748 752
Chase Manhattan Corp. 20,000 shares 756 693
Chemical Banking Corp. 12,500 shares 472 438
Citicorp 35,000 shares 1,237 1,488
First Bank System Inc. 20,000 shares 413 730
First of America Bank Corp. 4,800 shares 174 169
First Security Corp. 45,000 shares 1,226 1,305
Morgan JP & Company 28,000 shares 1,092 1,702
Nationsbank Corp. 35,000 shares 1,659 1,715
H F Ahmanson & Co. 65,000 shares 1,196 1,358
Great Western Financial Corp. 65,000 shares 1,172 1,251
Beneficial Corporation 30,000 shares 511 1,223
Federal National Mortgage Assn. 14,000 shares 1,126 1,104
Household International Inc. 33,000 shares 526 1,180
American Express Co. 35,000 shares 760 1,063
Merrill Lynch & Co Inc. 24,000 shares 767 832
Zurich Reinsurance Centre 10,000 shares 274 270
AON Corp. 45,000 shares 948 1,503
Aetna Life & Casualty Co 20,000 shares 1,138 928
American General Corp. 80,064 shares 1,649 2,173
American International Group 14,500 shares 1,233 1,289
Continental Corporation 44,000 shares 1,172 595
Geico Corp. 8,000 shares 414 391
General RE Corp. 19,000 shares 1,934 2,013
Lincoln National Corp. 30,000 shares 759 1,121
Marsh & McLennan Companies Inc. 21,500 shares 1,801 1,680
Transamerica Corp. 25,000 shares 917 1,256
Argonout Group Inc. 21,054 shares 155 626
Santa Anita Realty Enterprises 33,000 shares 587 573
Total Finance $ 29,315 $ 34,157
-16-<PAGE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
Foreign
Canadian Pacific Limited 30,000 shares $ 399 $ 503
Ericsson LM Telephone 94,000 shares 3,086 5,053
News Corp. LTD ADR 18,000 shares 703 909
Reuters Holdings PLC ADR 19,500 shares 449 878
Royal Dutch Petroleum Company 31,500 shares 1,651 3,382
Sony Corp American Depositary 5,500 shares 189 320
Vodafone Group PLC Sponsored ADR 57,000 shares 1,291 1,781
Total Foreign 7,768 12,826
Total Common Stock $168,902 $237,606
TOTAL INVESTMENTS - Diversified Fund $192,893 $261,629
FIXED INCOME FUND
Certificates of Deposit
Bank of New York $10,000,000 par value,
4.78125% due October 4, 1994 $ 10,000 $ 10,000
Bank of New York $5,000,000 par value,
4.750%, due October 4, 1994 5,000 5,000
Total Certificates of Deposit $ 15,000 $ 15,000
Money Market Funds
*First Interstate Bank Pacific American Fund
of California U.S. Treasury $ 6,756 $ 6,756
-17-<PAGE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
FIXED INCOME FUND
Commercial Paper
Corestates $5,000 par value, 5.02%,
due January 3, 1995 $ 4,874 $ 4,874
Federal HM $5,000 par value,
due January 9, 1995 4,917 4,917
Federal HM $25,000 par value,
due January 12, 1995 24,477 24,477
Federal HM $10,000 par value,
due January 30, 1995 9,792 9,792
Federal HM $10,000 par value,
due December 20, 1994 9,877 9,877
Federal HM $1,500 par value,
due November 1, 1994 1,495 1,495
Federal HM $25,000 par value,
due November 2, 1994 24,890 24,890
Federal National Mtg. $20,000 par value,
due January 19, 1995 19,511 19,511
Federal National Mtg. $5,000 par value,
due February 17, 1995 4,870 4,870
Federal National Mtg. $15,000 par value,
due November 7, 1994 14,817 14,817
Federal National Mtg. $10,000 par value,
due November 10, 1994 9,881 9,881
Tennessee Valley Authority $5,000 par value,
due October 7, 1994 4,966 4,966
Total Commercial Paper $134,367 $134,367
-18-<PAGE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
U.S. Government & Agencies
U.S. Treasury Bills $15,000 par value,
due March 9, 1995 $ 14,630 $ 14,630
TOTAL INVESTMENTS - Fixed Income Fund $170,754 $170,754
GUARANTEED RETURN FUND
Money Market Funds
*First Interstate Bank Pacific American Fund
of California U.S. Treasury $ 1,127 $ 1,127
Group Annuity Contracts
GIC Prudential Insurance Contract No. 6398-212, 8.50% $ 77,079 $77,079
GIC New York Life Contract No. 06719, 5.25% 91,000 91,000
GIC Metropolitan Life Contract No. 13673, 5.00% 155,341 155,341
Total Group Annuity Contracts $323,420 $323,420
TOTAL INVESTMENTS - Guaranteed Return Fund $324,547 $324,547
STOCK FUND A
Common Stocks - Domestic
*Rockwell International
Corporation 34,314,403 shares $717,161 $1,175,268
*Rockwell International
Corporation - Class A 11,151,886 shares 106,393 381,952
Total Common Stock $823,554 $1,557,220
-19-<PAGE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
SEPTEMBER 30, 1994
($ IN THOUSANDS)
Column B Column C Column D Column E
Description of investment,
Identity of issue, including collateral, rate of
borrower, lessor interest, maturity date, par Current
or similar party or maturity value Cost Value
Money Market Funds
*First Interstate Bank Pacific American Fund
of California U.S. Treasury $ 2,531 $ 2,531
TOTAL INVESTMENTS - Stock Fund A $826,085 $1,559,751
STOCK FUND B
Common Stocks - Domestic
*Rockwell International
Corporation 9,657,927 shares $224,025 $ 330,784
*Rockwell International
Corporation-Class A 2,270,189 shares 26,722 77,754
Total Common Stock $250,747 $ 408,538
Money Market Funds
*First Interstate Bank Pacific American Fund
of California U.S. Treasury $ 1,456 $ 1,456
TOTAL INVESTMENTS - Loan Fund $252,203 $ 409,994
LOAN FUND
*Loans to Participants Various loans; 7.0% to 11%,
due 12 to 120 months from
date of loan $ 65,691 $ 65,691
Money Market Funds
*First Interstate Bank of Pacific American Fund U.S.
California Treasury $ 61 $ 61
TOTAL INVESTMENTS - Loan Fund $ 65,752 $ 65,752
TOTAL INVESTMENTS - ALL FUNDS $1,832,234 $2,792,427
*Party-in-interest
-20-<PAGE>
<TABLE>
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED SEPTEMBER 30, 1994
SERIES TRANSACTIONS, WHEN AGGREGATED, INVOLVING AN AMOUNT
IN EXCESS OF FIVE PERCENT OF THE CURRENT VALUE OF PLAN ASSETS
($ IN THOUSANDS)
<CAPTION>
Column A Column B Column C Column D Column G Column H Column I
<S> <C> <C> <C> <C> <C> <C>
Identity of Purchase Selling Cost Current Value Net Gain
Party Involved Description of Asset Price Price of Asset of Asset or (Loss)
National Bank of Detroit Money Market Fund $ 97,548 $ 97,548 $ 97,548 $ -
National Bank of Detroit Money Market Fund $102,988 102,988 102,988 -
First Interstate Pacific American Fund -
Bank of California U.S. Treasury 768,962 768,962 768,962 -
First Interstate Pacific American Fund -
Bank of California U.S. Treasury 770,774 770,774 770,774 -
Rockwell International
Corporation Common Stock 1,852,253 1,852,153 1,852,253 -
Rockwell International
Corporation Common Stock 10,105 7,912 10,105 2,193
</TABLE>
-21-<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has duly caused this annual report to be signed by the
undersigned, hereunto duly authorized.
ROCKWELL INTERNATIONAL CORPORATION SAVINGS PLAN
By Alfred J. Spigarelli
Alfred J. Spigarelli
Plan Administrator
Date: March 27, 1995
S-1<PAGE>
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement
No. 33-32662 of Rockwell International Corporation on Form S-8 of our report
dated March 17, 1995, appearing in this Annual Report on Form 11-K of the
Rockwell International Corporation Savings Plan for the year ended
September 30, 1994.
Deloitte & Touche LLP
Pittsburgh, Pennsylvania
March 27, 1995
S-2
