RYDER SYSTEM INC
11-K, 1996-07-02
AUTO RENTAL & LEASING (NO DRIVERS)
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<PAGE>   1
                                   FORM 11-K


(Mark one)


         [X]  ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE
              SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]

For the fiscal year ended December 31, 1995


                                     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 #________


                   RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
                               Ryder System, Inc.
                              3600 N.W. 82 Avenue
                              Miami, Florida 33166
<PAGE>   2
                          Independent Auditors' Report


The Participants and Administrator
Ryder System, Inc. Employee Savings Plan B:

We have audited the accompanying statements of financial position with fund
information of Ryder System, Inc. Employee Savings Plan B as of December 31,
1995 and 1994, and the related statements of income and changes in plan equity 
with fund information for each of the years in the three-year period ended
December 31, 1995. 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 the Plan as of
December 31, 1995 and 1994, and the changes in net assets available for 
benefits for each of the years in the three-year period ended December 31, 
1995, 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 Investments
and Schedule of 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. The fund information in the statement 
of financial position with fund information and statement of income and 
changes in plan equity with fund information are presented for purposes of 
additional analysis rather than to present the financial position and changes 
in plan equity for 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 PEAT MARWICK LLP

Miami, Florida
June 14, 1996

<PAGE>   3
                   RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
             STATEMENT OF FINANCIAL POSITION WITH FUND INFORMATION
                               DECEMBER 31, 1995


<TABLE>
<CAPTION>
                      Assets              Fund A     Fund B   Fund C  Fund D     Fund E     Fund F     Fund G             
                                       ------------------------------------------------------------------------
<S>                                    <C>          <C>       <C>     <C>        <C>        <C>        <C>                
  Investments:                                                                                                            
    Fixed income investments,                                                                                             
      at cost                          $   779,262  7,122,281     0    268,153    580,997    268,165    134,075           
    Group annuity insurance                                                                                               
      contracts, at cost                         0 65,086,146     0          0          0          0          0           
    Pooled investment funds                                                                                               
      (cost, $94,496,116)                        0          0     0 25,936,796 57,518,443 21,226,632 12,642,366           
    Securities of                                                                                                         
      participating employer                                                                                              
      (cost, $23,995,480)               20,649,019          0     0          0          0          0          0           
    Participant loans receivable                 0          0     0          0          0          0          0
                                       ------------------------------------------------------------------------
      Total investments                 21,428,281 72,208,427     0 26,204,949 58,099,440 21,494,797 12,776,441           
  Dividends and interest                                                                                                  
    receivable                               3,767    394,067     0     89,515          0        405    228,407           
  Contributions receivable                                                                                                
    and other                               55,972    197,891 1,760     65,875    144,896     50,939     37,574           
  Interfund transfers                                                                                                     
    receivable (payable)                   682,002    (71,997)  103    (45,492)   118,529     20,276       (432)          
                                       ------------------------------------------------------------------------
      Total assets                     $22,170,022 72,728,388 1,863 26,314,847 58,362,865 21,566,417 13,041,990                   
                                       ========================================================================
      Liabilities and Plan Equity                                                                                               
  Other liabilities                    $   342,838    215,340 1,863     42,505     90,727     31,125     23,715                 
                                                                                                                                
Plan equity                             21,827,184 72,513,048     0 26,272,342 58,272,138 21,535,292 13,018,275                 
                                       ------------------------------------------------------------------------
  Total liabilities                                                                                                             
    and plan equity                    $22,170,022 72,728,388 1,863 26,314,847 58,362,865 21,566,417 13,041,990                 
                                       ========================================================================
Number of units                            272,574  6,613,336     0    657,858  1,026,469    286,159    234,418                 
                                       ========================================================================
Plan equity per unit                   $     80.08      10.96  0.00      39.94      56.77      75.26      55.53                 
                                       ========================================================================
</TABLE>

<TABLE>
<CAPTION>
                      Assets           Fund H   Fund I  Fund J  Fund K     Loans      Total
                                      ---------------------------------------------------------
<S>                                   <C>       <C>     <C>     <C>        <C>        <C>
  Investments:                       
    Fixed income investments,        
      at cost                          750,251       0       0        0          0   9,903,184
    Group annuity insurance          
      contracts, at cost                     0       0       0        0          0  65,086,146
    Pooled investment funds          
      (cost, $94,496,116)                    0 591,543 386,041  265,388          0 118,567,209
    Securities of                    
      participating employer         
      (cost, $23,995,480)                    0       0       0        0          0  20,649,019
    Participant loans receivable             0       0       0        0 12,643,324  12,643,324
                                      --------------------------------------------------------
      Total investments                750,251 591,543 386,041  265,388 12,643,324 226,848,882
  Dividends and interest             
    receivable                           2,431       0       0        0    233,563     952,155
  Contributions receivable           
    and other                                0     969   1,431      846    398,880     957,033
  Interfund transfers                
    receivable (payable)              (682,494)      0       0  (20,495)         0           0
                                      --------------------------------------------------------
      Total assets                      70,188 592,512 387,472  245,739 13,275,767 228,758,070
                                      ========================================================
      Liabilities and Plan Equity    
  Other liabilities                     70,188       0       0        0    445,379   1,263,680
                                     
Plan equity                                  0 592,512 387,472  245,739 12,830,388 227,494,390
                                      --------------------------------------------------------
  Total liabilities                  
    and plan equity                     70,188 592,512 387,472  245,739 13,275,767 228,758,070
                                      =================================
Number of units                              0   6,959   4,762    3,100
                                      =================================
Plan equity per unit                      0.00   85.14   81.37    79.27
                                      =================================
</TABLE>


See accompanying notes to financial statements.
<PAGE>   4
                   RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
             STATEMENT OF FINANCIAL POSITION WITH FUND INFORMATION
                               DECEMBER 31, 1994


<TABLE>
<CAPTION>
                      Assets               Fund A      Fund B       Fund C       Fund D       Fund E                            
                                       ----------------------------------------------------------------
<S>                                    <C>            <C>          <C>          <C>          <C>                                
  Investments:                                                                                                                  
    Fixed income investments,                                                                                                   
      at cost                          $    667,248    1,266,239     116,146       470,545    1,029,562                         
    Group annuity insurance                                                                                                     
      contracts, at contract value                0   50,313,811           0             0            0                         
    Pooled investment funds                                                                                                     
      (cost, $63,472,127)                         0            0   2,248,172    15,264,599   33,139,293                         
    Securities of                                                                                                               
      participating employer                                                                                                    
      (cost, $22,643,220)                18,581,777            0           0             0            0                         
    Other Securities                                                                                                               
      (cost, $2,430,211)                          0            0           0             0            0                           
    Participant loans receivable                  0            0           0             0            0                           
                                       ----------------------------------------------------------------
      Total investments                  19,249,025   51,580,050   2,364,318    15,735,144   34,168,855                           
  Dividends and interest                                                                                                          
    receivable                                  368      298,653         130           138           67                           
  Contributions receivable                                                                                                        
    and other                                20,044       18,373      18,856        24,308       29,898                           
  Interfund transfers                                                                                                             
    receivable (payable)                    619,917      152,408      37,926      (164,803)    (194,645)                          
                                       ----------------------------------------------------------------
      Total assets                     $ 19,889,354   52,049,484   2,421,230    15,594,787   34,004,175                           
                                       ================================================================
      Liabilities and Plan Equity                                                                                                
Other liabilities                      $    706,459      571,806      61,425         3,646      513,717                          
Plan equity                              19,182,895   51,477,678   2,359,805    15,591,141   33,490,458                          
                                       ----------------------------------------------------------------
  Total liabilities                                                                                                              
    and plan equity                    $ 19,889,354   52,049,484   2,421,230    15,594,787   34,004,175                          
                                       ================================================================
Number of units                             276,586    5,042,557     115,204       518,324      833,001                          
                                       ================================================================
Plan equity per unit                   $      69.36        10.21       20.48         30.08        40.20                          
                                       ================================================================
</TABLE>  
          
<TABLE>   
<CAPTION>                                                                                                                        
                      Assets              Fund F      Fund G     Fund H     Loan Fund        Total                               
                                       ----------------------------------------------------------------
<S>                                    <C>         <C>         <C>            <C>           <C>                                  
  Investments:                                                                                                                   
    Fixed income investments,                                                                                                    
      at cost                              537,308     646,568      1,117             0       4,734,733                          
    Group annuity insurance                                                                                                      
      contracts, at contract value               0           0          0             0      50,313,811                          
    Pooled investment funds                                                                                                      
      (cost, $63,472,127)               10,884,049  10,025,537          0             0      71,561,650                          
    Securities of                                                                                                                
      participating employer                                                                                                     
      (cost, $22,643,220)                        0           0          0             0      18,581,777                          
    Other Securities                                                                                                              
      (cost, $2,430,211)                         0           0  1,069,759             0       1,069,759                          
    Participant loans receivable                 0           0          0     7,931,900       7,931,900                          
                                       ----------------------------------------------------------------
      Total investments                 11,421,357  10,672,105  1,070,876     7,931,900     154,193,630                          
  Dividends and interest                                                                                                         
    receivable                                 160         192     16,739       115,040         431,487                          
  Contributions receivable                                                                                                       
    and other                               25,044         529      6,995       380,243         524,290                          
  Interfund transfers                                                                                                            
    receivable (payable)                  (111,954)    (99,863)   (23,391)     (215,595)              0                          
                                       ----------------------------------------------------------------
      Total assets                      11,334,607  10,572,963  1,071,219     8,211,588     155,149,407                          
                                       ================================================================
      Liabilities and Plan Equity                                                                                                
Other liabilities                           18,976      75,204      1,308             0       1,952,541                          
Plan equity                             11,315,631  10,497,759  1,069,911     8,211,588     153,196,866                          
                                       ----------------------------------------------------------------                           
  Total liabilities                                                                                                              
    and plan equity                    $11,334,607  10,572,963  1,071,219     8,211,588     155,149,407
                                       ================================================================
Number of units                            191,008     219,390     20,455
                                       ==================================
Plan equity per unit                         59.24       47.85      52.31
                                       ==================================
</TABLE>


See accompanying notes to financial statements.
<PAGE>   5
                   RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
      STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY WITH FUND INFORMATION
                      FOR THE YEAR ENDED DECEMBER 31, 1995


<TABLE>
<CAPTION>
                                            Fund A      Fund B      Fund C     Fund D      Fund E     Fund F                   
                                        ----------------------------------------------------------------------
<S>                                     <C>            <C>          <C>        <C>       <C>        <C>                          
Net investment income:                                                                                                         
  Dividends                             $    590,297           0           0  2,892,143   3,035,211  2,409,941                 
  Interest                                    15,642   4,599,014      36,897     18,771      40,670     14,078                 
                                        ----------------------------------------------------------------------
    Net investment income                    605,939   4,599,014      36,897  2,910,914   3,075,881  2,424,019                 
                                                                                                                               
Realized gains/(losses)                      901,883           0           0    111,744   1,081,927    174,229                 
                                                                                                                               
Net change in                                                                                                                  
  unrealized appreciation                                                                                                      
  on investments                           1,677,760           0           0  2,726,812  11,126,677  1,100,934                 
                                                                                                                               
Contributions:                                                                                                                 
  Employer contributions                     852,625   2,860,459      64,592    609,985   1,290,239    692,433                 
  Employee contributions                   2,757,697   7,381,015     102,217  2,541,017   5,305,673  2,908,670                 
                                        ----------------------------------------------------------------------
    Total contributions                    3,610,322  10,241,474     166,809  3,151,002   6,595,912  3,601,103                 
                                                                                                                               
Participant loan repayments                  555,485   1,570,060      16,744    485,329   1,121,031    456,057                 
                                                                                                                               
Distributions and other                     (994,377) (5,011,788)    (80,485)  (644,943) (1,472,141)  (571,587) 
                                                                                                                               
Transfer from plan A                       1,602,759   9,479,382     852,637  1,147,496   2,339,258  1,077,097                 
                                                                                                                               
Plan fees and expenses                       (65,865)   (291,526)     (1,895)   (47,794)    (87,683)   (28,190) 
                                                                                                                               
Loans to participants                       (934,498) (2,886,601)    (22,806)  (833,551) (1,985,110)  (704,573)                
                                                                                                                               
Interfund transfers                       (4,315,119)  3,335,355  (3,327,706) 1,674,192   2,985,928  2,690,572                 
                                        ----------------------------------------------------------------------
  Net changes in                                                                                                               
  plan equity                              2,644,289  21,035,370  (2,359,805)10,681,201  24,781,680 10,219,661                 
                                                                                                                               
Plan equity at                                                                                                                 
  beginning of period                     19,182,895  51,477,678   2,359,805 15,591,141  33,490,458 11,315,631                 
                                        ----------------------------------------------------------------------
Plan equity at                                                                                                                 
  end of period                         $ 21,827,184  72,513,048           0 26,272,342  58,272,138 21,535,292                 
                                        ======================================================================
</TABLE>

<TABLE>
<CAPTION>
                                           Fund G      Fund H    Fund I   Fund J  Fund K  Loan Fund     Total
                                        ------------------------------------------------------------------------
<S>                                     <C>           <C>        <C>      <C>     <C>     <C>         <C>
Net investment income:                  
  Dividends                                 878,367      11,852        0       0       0           0   9,817,811
  Interest                                    9,385           0        0       0       0     663,637   5,398,094
                                        ------------------------------------------------------------------------
    Net investment income                   887,752      11,852        0       0       0     663,637  15,215,905
                                        
Realized gains/(losses)                     (81,314)   (404,454)   3,554  15,330   1,616           0   1,804,515
                                        
Net change in                           
  unrealized appreciation               
  on investments                            923,695     397,674   55,557  20,209  27,686           0  18,057,004
                                        
Contributions:                          
  Employer contributions                    637,377           0   46,512  31,774   7,953           0   7,093,949
  Employee contributions                  2,623,473           0  213,966 200,321  55,961           0  24,090,010
                                         -----------------------------------------------------------------------
    Total contributions                   3,260,850           0  260,478 232,095  63,914           0  31,183,959
                                        
Participant loan repayments                 396,807       3,655   11,706   3,972   4,943  (4,625,789)          0
                                        
Distributions and other                    (661,005)    (42,121)  (3,027)   (897)   (484)   (508,480) (9,991,335)
                                        
Transfer from plan A                        924,945      62,414        0       0       0   1,090,529  18,576,517
                                        
Plan fees and expenses                      (21,407)     (4,681)       0       0       0           0    (549,041)
                                        
Loans to participants                      (569,428)    (26,823) (27,106) (7,076) (1,331)  7,998,903           0
                                        
Interfund transfers                      (2,540,379) (1,067,427) 291,350 123,839 149,395           0           0
                                         -----------------------------------------------------------------------
  Net changes in                        
  plan equity                             2,520,516  (1,069,911) 592,512 387,472 245,739   4,618,800  74,297,524
                                        
Plan equity at                          
  beginning of period                    10,497,759   1,069,911        0       0       0   8,211,588 153,196,866
                                         -----------------------------------------------------------------------
Plan equity at                          
  end of period                          13,018,275           0  592,512 387,472 245,739  12,830,388 227,494,390
                                         =======================================================================
</TABLE>

See accompanying notes to financial statements.
<PAGE>   6
                   RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
      STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY WITH FUND INFORMATION
                      FOR THE YEAR ENDED DECEMBER 31, 1994

<TABLE>
<CAPTION>
                                           Fund A      Fund B       Fund C       Fund D       Fund E       Fund F      
                                       ----------------------------------------------------------------------------
<S>                                    <C>            <C>          <C>          <C>          <C>        <C>            
Net investment income:
  Dividends                            $    460,922            0           0     1,543,107    1,408,251     720,738   
  Interest                                   13,287    3,407,918      80,738         4,740        7,540       4,717   
                                       ----------------------------------------------------------------------------
    Net investment income                   474,209    3,407,918      80,738     1,547,847    1,415,791     725,455   
                                                                                                                    
Realized gains                               14,035            0           0         6,952      155,174       7,922   
                                                                                                                    
Net change in unrealized                                                                                            
  (depreciation) on investments          (3,543,082)           0           0      (954,368)  (1,249,664)   (183,923) 
                                                                                                                    
Contributions:                                                                                                      
  Employer contributions                    205,995      521,882      55,627       194,034      441,567     170,936  
  Employee contributions                  1,942,528    4,484,973     373,701     1,893,553    4,354,295   1,863,625  
                                       ----------------------------------------------------------------------------
    Total contributions                   2,148,523    5,006,855     429,328     2,087,587    4,795,862   2,034,561  
                                                                                                                    
Participant loan repayments                 484,978    1,281,105     112,997       387,657      973,470     369,492  
                                                                                                                    
Distributions and other                    (893,079)  (1,910,026)   (169,367)     (367,340)    (557,320)   (452,187) 
                                                                                                                    
Transfer from (to) Plan A                 1,088,554     (176,128)     17,065      (286,196)      35,467      38,180  
                                                                                                                    
Plan fees and expenses                      (31,244)     (83,685)     (4,885)      (22,039)     (40,689)    (14,528) 
                                                                                                                    
Loans to participants                      (475,216)  (1,521,645)   (104,658)     (407,977)    (905,810)   (307,356) 
                                                                                                                    
Interfund transfers                       1,715,724     (638,678)   (106,905)     (912,028)  (1,164,447)    237,552  
                                       ----------------------------------------------------------------------------
  Net changes in plan equity                983,402    5,365,716     254,313     1,080,095    3,457,834   2,455,168  
                                                                                                                    
Plan equity at beginning of                                                                                         
  period                                 18,199,493   46,111,962   2,105,492    14,511,046   30,032,624   8,860,463  
                                       ----------------------------------------------------------------------------
Plan equity at end of                                                                                               
  period                               $ 19,182,895   51,477,678   2,359,805    15,591,141   33,490,458  11,315,631  
                                       ============================================================================
</TABLE>


<TABLE>
<CAPTION>

                                           Fund G           Fund H       Loan Fund          Total
                                        -----------------------------------------------------------
<S>                                     <C>               <C>            <C>            <C>          
Net investment income:
  Dividends                              1,082,644             6,060              0       5,221,722 
  Interest                                   3,273             4,181        435,436       3,961,830 
                                        -----------------------------------------------------------
    Net investment income                1,085,917            10,241        435,436       9,183,552 
                                                                                                    
Realized gains                                 244           100,040              0         284,367 
                                                                                                    
Net change in unrealized                                                                            
  (depreciation) on investments         (1,050,127)       (1,220,511)             0      (8,201,675)
                                                                                                    
Contributions:                                                                                      
  Employer contributions                   164,233              (278)             0       1,753,996 
  Employee contributions                 1,978,315                 0              0      16,890,990 
                                        -----------------------------------------------------------
    Total contributions                  2,142,548              (278)             0      18,644,986 
                                                                                                    
Participant loan repayments                343,523             1,101     (3,954,323)              0 
                                                                                                    
Distributions and other                   (377,581)          (52,743)       (14,658)     (4,794,301)
                                                                                                    
Transfer from (to) Plan A                  411,225           (15,566)       227,174       1,339,775 
                                                                                                    
Plan fees and expenses                     (13,570)           (6,954)             0        (217,594)
                                                                                                    
Loans to participants                     (280,103)          (43,935)     4,046,700               0 
                                                                                                    
Interfund transfers                      1,087,752          (217,427)        (1,543)              0 
                                        -----------------------------------------------------------
  Net changes in plan equity             3,349,828        (1,446,032)       738,786      16,239,110 
                                                                                                    
Plan equity at beginning of                                                                         
  period                                 7,147,931         2,515,943      7,472,802     136,957,756 
                                        -----------------------------------------------------------
Plan equity at end of                                                                               
  period                                10,497,759         1,069,911      8,211,588     153,196,866 
                                        ===========================================================


</TABLE>


See accompanying notes to financial statements.
<PAGE>   7
                   RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
      STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY WITH FUND INFORMATION
                      FOR THE YEAR ENDED DECEMBER 31, 1993

<TABLE>
<CAPTION>
                                               Fund A       Fund B        Fund C     Fund D         Fund E      Fund F      
                                           ------------------------------------------------------------------------------
<S>                                        <C>            <C>          <C>        <C>            <C>           <C>
Net investment income:
  Dividends                                $    461,120            0           0   1,309,263      1,161,789       966,582 
  Interest                                        4,066    4,102,694      87,650       3,462          6,508         4,603 
                                           ------------------------------------------------------------------------------
    Net investment income                       465,186    4,102,694      87,650   1,312,725      1,168,297       971,185 
                                                                                                                          
Realized gains                                  806,698            0           0      70,447      1,109,774       615,749 
                                                                                                                          
Net change in unrealized appreciation/                                                                                    
  (depreciation) on investments               1,374,522            0           0     412,264      3,015,777       343,876 
                                                                                                                          
Contributions:                                                                                                            
  Employer contributions                        230,514      877,893      94,141     221,841        505,875       187,029 
  Employee contributions                      1,829,759    7,140,217     550,594   2,061,728      4,614,359     1,780,814 
                                           ------------------------------------------------------------------------------
    Total contributions                       2,060,273    8,018,110     644,735   2,283,569      5,120,234     1,967,843 
                                                                                                                          
Participant loan repayments                     466,061    1,698,669     129,588     437,145        959,997       308,985 
                                                                                                                          
Distributions and other                        (762,260)  (2,905,166)   (154,904)   (643,819)    (1,259,366)     (408,485)
                                                                                                                          
Distribution to other Plan                   (1,279,973) (13,098,988)   (902,341) (1,654,146)    (4,735,903)   (4,167,222)
                                                                                                                          
Plan fees and expenses                          (38,574)     (84,828)     (8,487)    (26,823)       (47,555)      (18,356)
                                                                                                                          
Loans to participants                          (641,183)  (1,911,788)   (199,888)   (388,003)    (1,101,295)     (328,786)
                                                                                                                          
Transfer from Plan A                         20,647,725   49,771,601   2,887,754  13,031,525     26,577,146     7,967,404 
                                                                                                                          
Equity transfer to Fund H                    (3,014,323)           0           0           0              0             0 
                                                                                                                          
Interfund transfers                          (1,884,659)     521,658    (378,615)   (323,838)      (774,482)    1,608,270 
                                           ------------------------------------------------------------------------------
  Net changes in plan equity                 18,199,493   46,111,962   2,105,492  14,511,046     30,032,624     8,860,463 
                                                                                                                          
Plan equity at beginning of                           0            0           0           0              0             0 
  period                                                                                                    
                                           ------------------------------------------------------------------------------
Plan equity at end of                                                                                       
  period                                   $ 18,199,493   46,111,962   2,105,492  14,511,046     30,032,624     8,860,463  
                                           ==============================================================================
</TABLE>

<TABLE>
<CAPTION>
                                               Fund G       Fund H        Loan Fund        Total
                                            ------------------------------------------------------
<S>                                         <C>           <C>            <C>           <C>
Net investment income:
  Dividends                                    791,381            0               0      4,690,135 
  Interest                                       2,908            0         472,546      4,684,437 
                                            ------------------------------------------------------
    Net investment income                      794,289            0         472,546      9,374,572 
                                                                                                   
Realized gains                                  51,622            0               0      2,654,290 
                                                                                                   
Net change in unrealized appreciation/                                                             
  (depreciation) on investments              1,090,373     (139,941)              0      6,096,871 
                                                                                                   
Contributions:                                                                                     
  Employer contributions                       131,122            0               0      2,248,415 
  Employee contributions                     1,210,112            0               0     19,187,583 
                                            ------------------------------------------------------
    Total contributions                      1,341,234            0               0     21,435,998 
                                                                                                   
Participant loan repayments                    248,464            0      (4,248,909)             0 
                                                                                                   
Distributions and other                       (465,509)     (39,317)          8,044     (6,630,782)
                                                                                                   
Distribution to other Plan                  (2,590,927)    (214,737)     (1,782,944)   (30,427,181)
                                                                                                   
Plan fees and expenses                         (14,191)           0               0       (238,814)
                                                                                                   
Loans to participants                         (233,887)      (2,663)      4,807,493              0 
                                                                                                   
Transfer from Plan A                         5,656,267      (61,549)      8,214,929    134,692,802 
                                                                                                   
Equity transfer to Fund H                            0    3,014,323               0              0 
                                                                                                   
Interfund transfers                          1,270,196      (40,173)          1,643              0 
                                            ------------------------------------------------------
  Net changes in plan equity                 7,147,931    2,515,943       7,472,802    136,957,756 
                                                                                                   
Plan equity at beginning of                                                                        
  period                                             0            0               0              0 
                                            ------------------------------------------------------
Plan equity at end of                                                                              
  period                                     7,147,931    2,515,943       7,472,802    136,957,756 
                                            ======================================================
</TABLE>
See accompanying notes to financial statements.
<PAGE>   8
                   RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
                         NOTES TO FINANCIAL STATEMENTS
                               DECEMBER 31, 1995


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER MATTERS

A.  BASIS OF ACCOUNTING

    The financial statements of the Ryder System, Inc. Employee Savings Plan B
    (the "Plan") are prepared on the accrual basis of accounting.  Plan assets,
    except for fixed income investments, participant loan receivables and group
    annuity insurance contracts which are valued at contract value, are stated
    at market value (quoted market prices) as determined by the Plan's trustee.
    Purchases and sales of securities are recorded on a trade date basis.  Cost
    is determined based on historical average cost.

B.  RECLASSIFICATION

    Certain 1994 financial statement amounts have been reclassified to conform
    with the current year's presentation.

C.  USE OF ESTIMATES

    The Plan administrator has made a number of estimates and assumptions
    relating to the reporting of assets and liabilities and the disclosure of
    contingent assets and liabilities to prepare these financial statements in
    conformity with generally accepted accounting principles.  Actual results
    could differ from those estimates.

2.  THE PLAN

    The following description of the Plan reflects all Plan amendments through
    December 31, 1995, and is provided for general purposes only.  As of
    January 1, 1993, the Ryder System, Inc. Employee Savings Plan B was
    established for active salaried employees and active employees, whether
    salaried or hourly, of the Aviation Services Division.  Such employees and
    their participating account balances were transferred from the Ryder
    System, Inc. Employee Savings Plan A.  Effective January 1, 1995, field
    hourly employees of Ryder Dedicated Logistics, Inc. and full-time employees
    of Ryder Driver Leasing, Inc. became eligible for this Plan. Any related
    account balances in the Ryder System, Inc. Employee Savings Plan A were
    transferred to the Ryder System, Inc. Employee Savings Plan B.

    Participants should refer to the Plan document for more complete
    information.  The Plan is a defined contribution plan and, as such, is
    subject to some, but not all, of the provisions of the Employee Retirement
    Income Security Act of 1974 ("ERISA").  It is excluded from coverage under
    Title IV of ERISA, which generally provides for guaranty and insurance of
    retirement benefits; and it is not subject to the funding requirements of
    Title I of ERISA.  The Plan is, however, subject to those provisions of
    Title I and II of ERISA which, among other things, require that each
    participant be


<PAGE>   9

    furnished with an annual financial report and a comprehensive description
    of the participant's rights under the Plan, set minimum standards of
    responsibility applicable to fiduciaries of the Plan, and establish minimum
    standards for participation and vesting.

    Participation in the Plan is voluntary.  However, to participate in the
    Plan, an employee of Ryder System, Inc. (the "Company") must meet certain
    eligibility requirements related to employment date, age and service hours.
    In general, salaried employees of the Company and participating
    affiliates, field hourly employees of Ryder Dedicated Logistics, Inc. and
    full-time employees of Ryder Driver Leasing, Inc. are eligible to 
    participate in the Plan, however, an employee who is in a unit of 
    employees represented by a collective bargaining agent is excluded from 
    participation in the Plan unless the unit has negotiated coverage under 
    the Plan. In addition, employees eligible to participate under another 
    Company sponsored qualified savings plan, will be excluded from 
    participation in the Plan.

    The number of participants' accounts in each of the funds at December 31,
    1995 and 1994 is as follows:


<TABLE>
<CAPTION>
                                          1995       1994     
                                          -----      -----    
                             <S>          <C>        <C>      
                             Fund A       3,786      2,548    
                             Fund B       8,006      3,104    
                             Fund C           0        628    
                             Fund D       3,272      2,041    
                             Fund E       4,896      3,202    
                             Fund F       3,146      1,776    
                             Fund G       2,832      1,778    
                             Fund H           0      2,010    
                             Fund I          63          0    
                             Fund J         168          0    
                             Fund K         264          0    
                             Loan Fund    2,328      1,351    
</TABLE>

3.  PLAN INVESTMENT FUNDS

    The Plan's trustee, State Street Bank and Trust Company, maintains Plan
    assets in separate investment funds.  Participants may elect to contribute
    to, or transfer among, any of the funds.  Participants may transfer among
    funds on a daily basis.  Prior to April 17, 1995, earnings were allocated
    monthly based on units of investment.  Effective April 17, 1995, earnings
    are allocated daily.

    Investment Fund A ("Fund A") - Fund A is invested in Ryder System, Inc.
    common stock, which is purchased on a regular and continuous basis.
    Dividends are automatically reinvested in the common stock.

    Investment Fund B ("Fund B") - Fund B consists of funding accounts
    established by contracts with various insurance companies.  Participants'
    accounts are credited with interest based on a pooling of the returns of
    the various funding accounts.  Funding


<PAGE>   10

    accounts generally continue for a period of two to five years after their
    inception.  During 1995 and 1994, the yield on open funding contracts
    ranged from 4.89% to 9.05% for both years.

    Investment Fund C ("Fund C") - Fund C consists of a funding account
    established with the Ryder System Federal Credit Union. Effective April 1,
    1995, the assets of this fund were merged into Fund B and this fund was
    discontinued as an Investment Fund under the Plan.

    Investment Fund D ("Fund D") - Fund D may normally be invested in a variety
    of common, preferred or capital stocks, but may include investments in
    bonds or securities convertible into common or capital stocks, similar
    types of equity investments and bonds.  Since Plan inception, this fund has
    been invested solely in shares of the Lord Abbett, Affiliated Fund.

    Investment Fund E ("Fund E") - Fund E may be invested primarily in common
    or capital stocks, though it may invest in other types of securities,
    including convertible bonds, convertible preferred stock, warrants,
    preferred stock or debt securities.  Since Plan inception, this fund has
    been invested solely in shares of the Putnam Voyager Fund.

    Investment Fund F ("Fund F") - Fund F may be invested in securities issued
    by US based companies that are selling below book value.  Up to 50% of the
    fund's portfolio may consist of securities of companies involved in
    prospective mergers, consolidations, liquidations and reorganizations.  The
    fund may also engage in covered call option writing.  The primary objective
    of the fund is capital appreciation and not necessarily the attainment of a
    balanced investment program.  Since Plan inception, this fund has been
    invested solely in shares of the Mutual Series Fund, Inc., Qualified
    Income Fund.

    Investment Fund G ("Fund G") - Fund G may be invested in all types of
    securities, including stocks and debt securities of companies and
    governments of all nations.  The fund's investment objective is long-term
    capital growth.  Since Plan inception, this fund has been invested solely
    in shares of the Templeton World Fund.  Effective April 1, 1995, assets in
    this fund were transferred to the Templeton Foreign Fund.  All investments
    in the Templeton World Fund have been discontinued.  Like the Templeton
    World Fund, the Templeton Foreign Fund's objective is long-term capital
    growth.  The Templeton Foreign Fund maintains a flexible investment policy
    and can invest in all types of securities in any foreign country, developed
    or undeveloped.

    Investment Fund H ("Fund H") - Fund H was invested in Aviall, Inc. Common
    stock and was a frozen fund.  Participants could not contribute to nor
    transfer into the fund.  Participants could transfer assets from Fund H to
    any other investment fund of the Plan.  Monies remaining in the fund at
    December 31, 1995, were liquidated and reinvested in Fund A.

    Investment Fund I ("Fund I") - Effective April 1, 1995, the Life Solutions
    Growth Fund managed by State Street Bank was added as an investment option
    in the Plan.  This


<PAGE>   11

    fund's primary objective is price appreciation; income is secondary. The
    typical allocation (subject to current market conditions) is 65% US
    equities, 15% international equities and 20% bonds.

    Investment Fund J ("Fund J") - Effective April 1, 1995, the Life Solutions
    Balanced Growth Fund managed by State Street Bank was added as an
    investment option in the Plan.  This fund's primary objective is to provide
    both current income and opportunities for price appreciation. The typical
    allocation (subject to current market conditions) is 50% US equities, 10%
    international equities and 40% bonds.

    Investment Fund K ("Fund K") - Effective April 1, 1995, the Life Solutions
    Income & Growth Fund managed by State Street Bank was added as an
    investment option in the Plan. This fund's primary objective is to provide
    a high level of income and more limited opportunities for price
    appreciation. The typical allocation (subject to current market conditions)
    is 35% US equities, 5% international equities and 60% bonds.

4.  CONTRIBUTIONS

    Participants may elect to contribute to the Plan by having their
    compensation reduced by a minimum of 1% of compensation up to a maximum of
    the lesser of a) 10% or 15% of compensation, depending on an individual's
    annual salary level, b) $9,240, or c) such other amount as shall be
    determined by the Company's Retirement Committee from time to time.
    Effective April 1, 1995, the Company matches 50% of the employee's annual
    contribution not to exceed the greater of (1) 50% of the first $1,200 in
    contributions for any plan year, or, (2) 50% of the first 3% of the
    employee's compensation for any plan year.  Some eligible employees receive
    Company contributions that include $400 of basic fully vested contribution,
    plus 100% match to the first $300 of employee fully vested contribution and
    50% match to the next $400 or $800 of employee contribution.  Participants
    are fully vested in the earnings of their individual contributions to the
    Plan and vest 25% per year in the Company contributions and the earnings
    attributable to such contributions.  Upon participant's distribution,
    related, non-vested Company contributions are forfeited and are used to
    offset future Company contributions.

5.  DISTRIBUTIONS

    On termination of service, if a participant's account balance is greater
    than $3,500, a participant's account is distributed to the participant in
    the form of a single lump-sum  payment upon receipt of participant's
    consent.  Terminated participants whose account balance is less than $3,500
    receive automatic distributions. The 1995 and 1994 Plan Equity on the
    Statement of Financial Position includes the following amounts allocated to
    accounts of terminated persons who have not yet been paid.


<PAGE>   12



<TABLE>
<CAPTION>
                                       1995          1994     
                                     --------       -------   
                          <C>        <C>            <C>       
                          Fund A     $ 23,394        49,221   
                          Fund B      119,839       205,931   
                          Fund C            0        34,788   
                          Fund D        9,538        23,353   
                          Fund E       16,587        63,623   
                          Fund F        9,310        34,909   
                          Fund G       11,090        25,947   
                          Fund H            0         3,527   
                          Fund I        4,637        36,088   
                          Fund J        3,393             0   
                          Fund K            0             0   
                          Loan Fund     4,334             0   
                                     --------       -------
                          Total      $202,122       477,387   
                                     ========       =======   
</TABLE>

6.  WITHDRAWALS

    A participant may request a withdrawal of all or a portion of his elective
    contribution account balance if he can demonstrate financial hardship.  The
    Plan administrator must approve the request, and the amount withdrawn
    cannot be subsequently repaid to the Plan.  Such amounts will be considered
    distributions to the participant for tax purposes.

7.  DISTRIBUTIONS TO AVIALL PLAN

    On December 7, 1993, Ryder System, Inc. completed the spin-off of its
    Aviation Division, Aviall, Inc. ("Aviall").  Under the terms of the
    spin-off, the Company distributed to its holders of common stock one share
    of Aviall common stock for each four shares of Ryder System, Inc. common
    stock held.  Participants in the Savings Plan who were invested in the
    Ryder System, Inc. common stock fund on this date received the equivalent
    of one share of Aviall common stock for each four shares of Ryder System,
    Inc. common stock held.  As a result of the spin-off a new "Fund H" was
    created.  The investment fund balances of Aviall employees in the Plan at
    December 7, 1993, were transferred to a newly established plan for employees
    of Aviall.

8.  PARTICIPANT LOANS

    Plan participants are able to request loans against their Plan account
    balances subject to certain limitations as to amount and repayment term.
    Loans accrue interest at a rate which is comparable to those of most major
    lending institutions and all principal and interest payments are allocated
    to the Plan's investment funds based on the participant's investment
    elections at the time of payment.  Loans which are granted and repaid in
    compliance with the Plan provisions will not be considered distributions to
    the participant for tax purposes.


<PAGE>   13


9.  TERMINATION

    While it has not expressed any intention to do so, the Company may amend or
    terminate the Plan at any time.  In the event of termination, Plan assets
    are payable to each participant in a lump sum equal to the balance in the
    participant's account.

10. FEDERAL INCOME TAX EFFECTS OF THE PLAN

    The Plan qualifies as a profit sharing plan under Section 401(a) of the
    Internal Revenue Code of 1986, as amended, (the "Code") and also qualifies
    as a cash or deferred arrangement under Section 401(k) of the Code and,
    therefore, is exempt from federal income taxes under Section 501(a) of the
    Code.  A favorable tax determination letter was obtained on August 21, 1986
    for the Ryder System, Inc. Employee Savings Plan A. The Company requested
    in March, 1995 a tax determination letter from the IRS for the Ryder
    System, Inc. Employee Savings Plan B but has not yet received a response.
    However, management believes the Plan is a qualified plan within the
    meaning of Sections 401(a) and 501(a) of the Internal Revenue Code and,
    accordingly, is exempt from federal income tax.

    Under a plan qualified pursuant to Sections 401(a) and (k) of the Code,
    participants generally will not be taxed on contributions or matching
    contributions, or earnings thereon, until such amounts are distributed to
    participants or their beneficiaries under the Plan.  The tax-deferred
    contributions and matching contributions are deductible by the Company for
    tax purposes when those contributions are made, subject to certain
    limitations set forth in Section 404 of the Code.

    Participants or their beneficiaries will be taxed, at ordinary income tax
    rates, on the amount they receive as a distribution from the Plan, at the
    time they receive the distribution.  However, if the participant or
    beneficiary receives a lump-sum payment of the balance under the Plan in a
    single taxable year, and the distribution is made by reason of death,
    disability or termination of employment of the participant, or after the
    participant has attained age 59 1/2, then certain special tax rules may be
    applicable.

11. PLAN FEES AND EXPENSES

    Generally, Plan fees and expenses are paid by the Plan.  At its discretion,
    the Company may elect to pay some administrative and marketing expenses.


<PAGE>   14


12. NET REALIZED GAINS OR LOSSES

    Net realized gains or losses on investments covering each of the last two
    years are as follows:


FOR THE YEAR ENDED DECEMBER 31, 1995:

<TABLE>
<CAPTION>
                                                  NET
                   AGGREGATE       AGGREGATE    REALIZED
                   PROCEEDS          COST     GAIN/(LOSS)
                   ---------     -----------  -----------
<S>              <C>             <C>          <C>
Fund A           $ 3,052,947      2,151,064     901,883
Fund D             1,057,007        945,263     111,744
Fund E             3,158,219      2,076,292   1,081,927
Fund F             1,021,856        847,627     174,229
Fund G            15,406,810     15,488,124     (81,314)
Fund H             1,323,316      1,727,770    (404,454)
Fund I                67,853         64,299       3,554
Fund J               410,114        394,784      15,330
Fund K                36,743         35,127       1,616
                 -----------     ----------   ---------
                 $25,534,865     23,730,350   1,804,515
                 ===========     ==========   =========

FOR THE YEAR ENDED DECEMBER 31, 1994:
                                                  NET
                   AGGREGATE      AGGREGATE     REALIZED
                   PROCEEDS         COST       GAIN/(LOSS)
                 -----------     ----------    -----------
Fund A           $ 4,039,960      4,025,925      14,035
Fund D             2,618,082      2,611,130       6,952
Fund E             5,539,933      5,384,759     155,174
Fund F             2,543,826      2,535,904       7,922
Fund G             3,333,805      3,333,561         244
Fund H               742,829        642,789     100,040
                 -----------     ----------     -------
                 $18,818,435     18,534,068     284,367
                 ===========     ==========     =======

FOR THE YEAR ENDED DECEMBER 31, 1993:
                                                 NET
                   AGGREGATE       AGGREGATE   REALIZED
                   PROCEEDS          COST     GAIN/(LOSS)
                   ---------     -----------  -----------
Fund A           $ 4,973,090      4,166,392     806,698
Fund D             3,808,556      3,738,109      70,447
Fund E             7,731,536      6,621,762   1,109,774
Fund F             5,262,837      4,647,088     615,749
Fund G             2,775,031      2,723,409      51,622
                 -----------     ----------   ---------
                 $24,551,050     21,896,760   2,654,290
                 ===========     ==========   =========
</TABLE>

<PAGE>   15


13. SUBSEQUENT EVENTS

    The change in net unrealized gains or losses arising in the various funds
    of the Plan after December 31, 1995, and prior to May 1, 1996, are as
    follows:


<TABLE>
<CAPTION>

                UNREALIZED          UNREALIZED         NET CHANGE IN
               APPRECIATION        APPRECIATION         UNREALIZED
           AT DECEMBER 31, 1995  AT APRIL 30, 1996     APPRECIATION  
           --------------------  -----------------  -------------------
<S>                <C>                 <C>                    <C>      
Fund A             $(3,346,461)           221,755             3,568,216
Fund B                       0                  0                     0
Fund C                       0                  0                     0
Fund D               2,532,836          3,949,852             1,417,016
Fund E              19,211,210         25,334,066             6,122,856
Fund F               1,896,818          3,601,281             1,704,463
Fund G                 326,777          1,280,955               954,178
Fund H                       0                  0                     0
Fund I                  55,557             88,097                32,540
Fund J                  20,209             36,720                16,511
Fund K                  27,686             27,823                   137
Loan Fund                    0                  0                     0
                   -----------         ----------            ----------
                   $20,724,632         34,540,549            13,815,917
                   ===========         ==========            ==========
</TABLE>

<PAGE>   16
                   RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
                     SCHEDULE I  -  SCHEDULE OF INVESTMENTS

<TABLE>
<CAPTION>
                                NUMBER OF
                              SHARES, UNITS                              UNREALIZED
                               OR PRINCIPAL                 MARKET      APPRECIATION
                                 AMOUNTS        COST         VALUE     (DEPRECIATION)
                              -----------------------------------------------------------------------
<S>                              <C>         <C>          <C>               <C>           <C>
AT DECEMBER 31, 1995

Directed Account Short-Term
  Investment Fund                 9,903,184    9,903,184    9,903,184                0

Fund A                              834,304   23,995,480   20,649,019       (3,346,461)
Fund B                           65,086,146   65,086,146   65,086,146                0
Fund C                                    0            0            0                0
Fund D                            2,237,860   23,403,960   25,936,796        2,532,836
Fund E                            3,771,701   38,307,233   57,518,443       19,211,210
Fund F                              713,740   19,329,814   21,226,632        1,896,818
Fund G                            1,377,164   12,315,589   12,642,366          326,777
Fund H                                    0            0            0                0
Fund I                               50,671      535,986      591,543           55,557
Fund J                               33,905      365,832      386,041           20,209
Fund K                               23,666      237,702      265,388           27,686
Loans                            12,643,324   12,643,324   12,643,324                0
                                            -------------------------
                                             206,124,250  226,848,882                    20,724,632
                                            -------------------------

AT DECEMBER 31, 1994

Directed Account Short-Term
  Investment Fund                 4,734,733    4,734,733    4,734,733                0

Fund A                              831,632   22,643,220   18,581,777       (4,061,443)
Fund B                           50,313,811   50,313,811   50,313,811                0
Fund C                            2,248,172    2,248,172    2,248,172                0
Fund D                            1,551,496   15,458,575   15,264,599         (193,976)
Fund E                            2,920,261   25,054,760   33,139,293        8,084,533
Fund F                              414,102   10,088,165   10,884,049          795,884
Fund G                              707,519   10,622,455   10,025,537         (596,918)
Fund H                              142,596    2,430,211    1,069,759       (1,360,452)
Fund I                                    0            0            0                0
Fund J                                    0            0            0                0
Fund K                                    0            0            0                0
Loans                             7,931,900    7,931,900    7,931,900                0
                                            -------------------------
                                             151,526,002  154,193,630                      2,667,628
                                            -------------------------                   ------------
Net appreciation included in
  statement of income and
  changes in plan equity                                                                  18,057,004
                                                                                        ============
</TABLE>
<PAGE>   17
                    RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B
                SCHEDULE II -- SCHEDULE OF REPORTABLE TRANSACTIONS
                       FOR THE YEAR ENDED DECEMBER 31, 1995


<TABLE>
<CAPTION>
                                                                PROCEEDS
                                                                -------- 
<S>                                                             <C>
Transfer from Plan A
  Fund B: Interest Income Fund                                  $9,479,382

Loans to participants
  Loan Fund:                                                    $7,998,903

</TABLE>    
<PAGE>   18
                         Independent Auditors' Consent


The Participants and Administrator
Ryder System, Inc. Employee Savings Plan B:

We consent to incorporation by reference in the Registration Statement (No.
33-58003) on Form S-8 of Ryder System, Inc. covering the Ryder System, Inc.
Employee Savings Plan B, of our report dated June 14, 1996, relating to the
statements of financial position with fund information of the Ryder System, Inc.
Employee Savings Plan B as of December 31, 1995 and 1994, and the related
statements of income and changes in plan equity with fund information for each
of the years in the three-year period ended December 31, 1995, and related
schedules of investments as of December 31, 1995 and 1994, and schedule of
reportable transactions for the year ended December 31, 1995, which report
appears in the December 31, 1995 annual report on Form 11-K of the Ryder System,
Inc. Employee Savings Plan B filed by Ryder System, Inc.


                                          /s/ KPMG PEAT MARWICK LLP


Miami, Florida
June 27, 1996
<PAGE>   19

                              REQUIRED INFORMATION

Financial Statements

         Independent Auditors' Report
         Statement of Financial Position, with Fund Information, as of 
            December 31, 1995 and 1994
         Statement of Income & Changes in Plan Equity, with Fund Information,
           for the years ending December 31, 1995, 1994, and 1993
         Notes to Financial Statements

Exhibits

         Schedule I - Schedule of Investments
           as of December 31, 1995 and 1994
         Schedule II - Schedule of Reportable Transactions 
           for the year ended December 31, 1995
         Independent Auditors' Consent


                                  SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934, the Ryder
System, Inc. Retirement Committee has duly caused this annual report to be
signed by the undersigned thereunto duly authorized.


                            RYDER SYSTEM, INC. EMPLOYEE SAVINGS PLAN B


Date:  July 2, 1996         By /s/ J. Ernest Riddle
                              --------------------------------------------------
                              J. Ernest Riddle 
                              Member - Retirement Committee 
                              President - International Division



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