<PAGE> 1
EXHIBIT 99(f)
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 DECEMBER 31, 2000
COMMISSION FILE NUMBER 1-2275
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
375 Park Avenue
New York, New York 10152
(Full title of the plan and the address of the plan)
THE SEAGRAM COMPANY LTD.
1430 Peel Street
Montreal, Quebec, Canada, H3A 1S9
(Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office)
<PAGE> 2
2
REQUIRED INFORMATION
1. Not Applicable.
2. Not Applicable.
3. Not Applicable.
4 Polygram Holding, Inc. Deferred Savings and Investment Plan for
Employees (the "Polygram Plan") is subject to the requirements of the
Employee Retirement Income Security Act of 1974, as amended ("ERISA").
Attached hereto are the financial statements of the Polygram Plan for
the fiscal year ended December 31, 1999 prepared in accordance with the
financial reporting requirements of ERISA.
EXHIBITS
1. Financial statements of the Polygram Plan for the fiscal year ended
December 31, 1999 prepared in accordance with the financial reporting
requirements of ERISA.
2. Consent of Gutierrez & Co., independent accountants.
<PAGE> 3
3
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on their behalf by the undersigned
hereunto duly authorized.
POLYGRAM HOLDING INC. DEFERRED SAVINGS AND
INVESTMENT PLAN FOR EMPLOYEES
By /s/ John Borgia
-----------------------------------
John Borgia
Member of Benefits Committee
Date: June 30, 2000
<PAGE> 4
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
FINANCIAL STATEMENTS
DECEMBER 31, 1999 and 1998
<PAGE> 5
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
INDEX TO FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
Page
----
<S> <C>
Independent Auditors' Report 1
Statement of Net Assets Available for Benefits 2
Statement of Changes in Net Assets
Available for Benefits 3
Notes to Financial Statements 4-12
</TABLE>
<PAGE> 6
INDEPENDENT AUDITORS' REPORT
The Plan Administrator
PolyGram Holding, Inc.
Deferred Savings and Investment Plan for Employees
We have audited the accompanying statements of net assets available for
benefits of the PolyGram Holding, Inc. Deferred Savings and Investment Plan for
Employees (the "Plan") as of December 31, 1999 and 1998, and the related
statements of changes in net assets available for benefits for the years then
ended These financial 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 audits 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.
As discussed in Note 7 to the financial statements, the Plan incurred
losses on certain investments during 1996. The Company and the Pension
Committee, which administers the Plan, commenced a lawsuit during 1997 against
the former investment manager to recover all such losses.
In our opinion, the financial statements referred to above, of PolyGram
Holding, Inc. Deferred Savings and Investment Plan for Employees as of December
31, 1999 and 1998, and for the years then ended present fairly, in all material
respects, the net assets available for benefits of the Plan at December 31, 1999
and 1998, and the changes in net assets available for benefits for the years
then ended in conformity with generally accepted accounting principles.
/s/ Gutierrez & Co.
Flushing, New York
June 20, 2000
<PAGE> 7
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
<TABLE>
<CAPTION>
December 31,
------------------------------
1999 1998
------------- -----------
<S> <C> <C>
Investments
Money Market Fund:
Dreyfus Cash Mangement Class A Mutual Fund $ $ 2,175,212
Intermediate Fixed Income Fund:
PIMCO Low Duration Mutual Fund 10,230,737
Growth & Income Stock Fund:
Vanguard Windsor II Mutual Fund 39,417,944
Balanced Mutual Fund:
Vanguard Wellington Mutual Fund 17,898,732
Aggressive Equity Fund:
Stein Roe Capital Opportunities Fund 4,542,634
Loans to Participants 2,100,341
------------- -----------
Total Investments 76,365,600
------------- -----------
Receivables
Accrued income 185
Employee contributions 669,702
Employer contributions 206,972
------------- -----------
Total Receivables 876,859
------------- -----------
Net assets held in trust by Bank of New York 74,980,864
------------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $ 74,980,864 $77,242,459
============= ===========
</TABLE>
The accompanying notes are an integral part of the financial statements.
2
<PAGE> 8
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT PLAN FOR EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
<TABLE>
<CAPTION>
Year Ended December 31,
----------------------------------
1999 1998
--------------- ----------------
<S> <C> <C>
CONTRIBUTIONS
Employee contributions $ 6,601,796 $ 7,863,284
Employer contributions - restorations 2,085,232
Employer contributions 2,220,525 2,716,564
--------------- ----------------
Total Contributions 8,822,321 12,665,080
--------------- ----------------
INVESTMENT ACTIVITIES
Investment Income - Former Trustee
Money Market Fund 108,848 104,161
Intermediate Fixed Income Fund 391,134 703,491
Growth & Income Stock Fund 402,694 1,245,606
Balanced Mutual Fund 308,107 640,000
Aggressive Equity Fund 132 395
Participant Loan 88,801 182,137
--------------- ----------------
Total Investment Income 1,299,716 2,875,790
--------------- ----------------
Net appreciation in fair value of investments - Former Trustee
Intermediate Fixed Income Fund ( 298,666) 10,706
Growth & Income Stock Fund 1,572,031 4,088,359
Balanced Mutual Fund 744,760 1,248,214
Aggressive Equity Fund ( 104,423) ( 86,024)
--------------- ----------------
Total Net Appreciation in Fair Value of
Investments 1,913,702 5,261,255
--------------- ----------------
Increase in Plan Equity from Investment
Activities - Former Trustee 3,213,418 8,137,045
--------------- ----------------
Investment Income on assets held by Bank of New York
Net appreciation in fair value of investments 294,178
Dividends and interest 115,784
PARTICIPANT WITHDRAWALS ( 12,718,906) ( 6,716,327)
--------------- ----------------
INCREASE (DECREASE) IN PLAN EQUITY ( 273,205) 14,085,798
TRANSFER TO SUCCESSOR TRUSTEE FOR USA STUDIOS ( 1,988,390)
PLAN EQUITY AT BEGINNING OF YEAR 77,242,459 63,156,661
--------------- ----------------
PLAN EQUITY AT END OF YEAR $ 74,980,864 $ 77,242,459
=============== ================
</TABLE>
The accompanying notes are an integral part of the financial statements.
3
<PAGE> 9
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
1. Description of the Plan
The following brief description of PolyGram Holding, Inc. Deferred
Savings and Investment Plan for Employees (the "Plan") is provided for
general information purposes only. Participants should refer to the
plan document for more complete information.
General
The Plan became effective January 1, 1987, and the Plan was amended
from time to time including amendments subsequent to December 31, 1998
as described in Note 7. It is a profit sharing, thrift-type defined
contribution plan with a 401(k) provision under which certain employees
of PolyGram Holding, Inc. (the "Company") may participate. Leased
employees, "freelance" employees or consultants are not eligible to
participate. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974, as amended (ERISA).
Eligibility
The Plan is a voluntary defined contribution plan. Under the terms of
the Plan, employees with one year of service are eligible to
participate in the Plan. Employees are eligible to participate in the
Plan beginning with the calendar month following the completion of one
year of service. Effective August 23, 1999, the one year of service
eligibility requirement is no longer applicable.
Contribution
Eligible employees may make a combination of pretax dollars and
after-tax dollars contributions, in whole percentage of annual
earnings, through payroll deductions. Participants may contribute up to
16% (17% after August 23,1999) of their annual earnings, subject to a
12% maximum in pre-tax contributions and 10% (17% after August 23,
1999) maximum in after-tax contributions. Highly compensated employees,
as defined by the Plan, are allowed to make Pre-Tax contributions up to
12% (17% after August 23, 1999 with a limit of 12% of their pre-tax
account). On the first pretax contribution of 6% of a participant's
annual earnings, the Company will match fifty cents for each dollar.
Participants may elect to have their contributions invested in a
variety of investment funds (see note 2). Investment elections in the
funds may be changed at the beginning of any calendar month and must be
made in increments of 5%. Effective August 23, 1999, changes in
investment elections or contribution rate changes can be made on a
daily basis in increments of 1%.
Participants are 100% vested in their pre-tax, after-tax and rollover
contributions. A participant's interest in the Company's matching
contribution will become vested according to the following schedule:
4
<PAGE> 10
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
1. Description of the Plan (continued)
<TABLE>
<CAPTION>
COMPLETED YEAR OF SERVICE PERCENTAGE VESTED
------------------------- ----------------------------
<S> <C> <C>
1 year 20%
2 years 40%
3 years 60%
4 years 80%
5 years or more 100%
</TABLE>
In addition, nonvested employer matching contributions become 100%
vested upon Disability (as defined by the Plan), retirement or death.
Participants as of December 10, 1998 are fully vested in their benefits
accrued through December 31, 1998. Employer matching contributions
related to services performed by employees from January 1, 1999 forward
are subject to the vesting schedule set forth in the Plan. Effective
August 23, 1999, participants who attain age 60 while in service with
the Employer shall become 100% vested.
Forfeited balances of terminated participants' nonvested accounts are
used to reduce future Company contributions. For 1999 and 1998, the
total forfeited amounts were $35,692 and $148,018, respectively.
Loans
Participants may borrow from their vested account balance. The minimum
loan amount is $1,000 and the maximum is the lesser of $50,000 or 50%
of the participant's vested amount balance. Only one loan may be
outstanding at any one time. The interest rate on the loan is Prime
Rate plus 1%. Effective August 23, 1999, the interest rate charged on
loans shall be set monthly for loans made during the month. Repayments
are made through payroll deductions over a period of no more than 5
years although the term may be extended to 15 years if the loan is for
the purchase of the participant's primary residence.
Participant Distributions
The distribution to which a plan participant is entitled is provided by
the vested contributions and income thereon allocated to the
participants account. The election may be made upon retirement, death,
Disability or termination of employment. Distributions are in the form
of immediate or deferred cash lump sum or immediate or deferred
installments. Installments are available only for participants who
retire or who are disabled as defined by the Plan. Normal retirement
age is 65; however, a participant may work past his normal retirement
date and continue to participate in the Plan until 70-1/2. If a former
participant is rehired and has not received a distribution of his
account balance, any forfeited amounts will be reinstated. If the
former participant has received a
5
<PAGE> 11
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
1. Description of the Plan (continued)
distribution, then the distribution must be repaid within five years
from the participant's rehire date in order to restore the forfeiture
amount. There are also certain inservice withdrawals from the Plan.
2. Summary of Significant Accounting Policies
Basis of Accounting
Accounting records of the Plan are maintained on an accrual basis.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets, liabilities
and disclosures of contingent assets and liabilities at the date of the
financial statements and the reported amounts of additions and
deductions during the reporting period. Actual results could differ
from those estimates.
Risks and Uncertainties
The Plan provides for various investment options. Investment securities
are exposed to various risks such as interest rate, market and credit.
Due to the risk associated with investment securities and the
uncertainty related to changes in the value of such securities, it is
at least reasonably possible that changes in risks, in the near term
could materially affect participants' account balances and the amounts
reported in the statements of net assets available for plan benefits
and the statements of changes in net assets available for plan
benefits.
Investments
The Pension Committee, or its appointed investment advisor(s),
periodically reviews the investment results of current investment
options and evaluates new investments that may be suitable for the
Plan.
Market values of the investments held in the Trust are valued by
reference to published market quotations where a quoted market exists.
When no published market quotation exists, the values are determined by
the trustee. Purchases and sales of securities are reflected by the
Trustee on a trade-date basis. Unrealized appreciation and depreciation
are recognized on the last business day of the year and income from
debt securities is recognized as earned. Realized gains and losses are
determined on the basis of average cost of investments sold.
6
<PAGE> 12
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
2. Summary of Significant Accounting Policies (continued)
Until August 16, 1999, participants may allocate their investments in
the five investment funds as follows:
- Intermediate Fixed Income Fund invests in the PIMCO Low Duration
Fund with an objective to obtain maximum current income
consistent with preservation of capital and daily liquidity by
investing in a diversified portfolio of securities of varying
maturities.
- Growth & Income Stock Fund invests in the Vanguard Windsor II
mutual fund with an objective to provide long-term growth of
capital and income by investing primarily in common stocks. The
fund return attempts to mirror the Standard & Poor's Composite
Price Index.
- Balanced Mutual Fund invests in the Vanguard Wellington Fund with
an objective to provide conservative investors with a prudent
investment program. The fund invests in a combination of common
stocks and bonds. The fund return attempts to mirror a combined
index composed of the Standard & Poor's Composite Stock Price
Index and the Lehman Long-Term Corporate AA or Better Bond Index.
- Money Market Fund invests in the Dreyfus Cash Management Class A
Mutual Fund with an objective to provide a high level of current
income with the preservation of capital and the maintenance of
liquidity. This is achieved by investing in short-term money
market obligations, including securities issued by the U.S.
Government, certificates of deposit and other short-term
obligations.
- Aggressive Equity Fund invests in the Stein Roe Capital
Opportunities Mutual Fund with an objective to provide long-term
capital appreciation by investing in selected companies that in
the opinion of Stein Roe & Farnham Inc., the advisor, offer
opportunities for capital appreciation. This fund was removed
from the Plan effective May 31,1999.
Effective August 16, 1999, the Chase Manhattan Bank was removed as
Trustee of the Plan and Bank of New York was appointed as successor
Trustee.
Effective August 16, 1999, the assets are held in trust by Bank of New
York (Trustee) in the Joseph E. Seagram & Sons, Inc. Master Trust
(Master Trust), which also includes assets of the 401(k) plans of the
company's affiliates, Universal Studios, Inc., UMG Manufacturing and
Logistics, Inc. and Spencer Gifts, Inc. The related investment income
and appreciation in fair value represents allocations to the Plan based
upon the ratio of the Plan's assets to total Master Trust Assets.
7
<PAGE> 13
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
2. Summary of Significant Accounting Policies (continued)
Investment securities are recorded and valued as follows:
United States government obligations at fair value based on the current
market yields; temporary investments in short-term investment funds at
cost which in the normal course approximates market value; securities
representing units of other funds at net asset value; The Seagram
Company Ltd. common shares at the closing price reported on the
composite tape of the New York Stock Exchange on the valuation date.
During the year ended December 31, 1999, the Plan was comprised of nine
investment funds: (i) the Money Market Fund investing primarily in the
State Street Yield Enhanced STIF Fund managed by State Street Bank and
Trust Company; (ii) the Stable Income Fund investing in the La Salle
Income Plus Fund managed by LaSalle National Trust, N.A.; (iii) the
Bond Fund investing in PIMCO Total Return Fund (which replaced the
Putnam Income Fund, Class A Shares on June 1, 1998) managed by PIMCO;
(iv) the S&P 500 Index Fund investing in the S&P 500 Flagship Fund,
Series C, managed by State Street Bank and Trust Company; (v) the
Managed Equity Fund investing in Lazard Equity Portfolio managed by
Lazard Freres Asset Management; (vi) the Growth Equity Fund investing
in Brandywine fund, Inc. managed by Freiss Associates (up to February
1, 1999); on December 1, 1999, the Growth Equity Fund was reestablished
investing in Vanguard Institutional Index Fund managed by Vanguard;
(vii) the Seagram Stock Fund investing primarily in The Seagram Company
Ltd. common shares; (viii) the Dreyfus Small Company Value Fund
investing in the Dreyfus Small Company Value Fund managed by Dreyfus
and (ix) the MSDW International Fund investing in MSDW International
Equity Fund managed by Morgan Stanley. The investments are administered
by the Investment Committee appointed by the Board of Directors of the
Company.
3. Priorities Upon Termination of the Plan
The Plan may be terminated at the discretion of the Board of Directors
of the Company. The employer contributions on behalf of the
participants shall then become fully vested. The total value of the
employer and employee vested accounts shall be distributed to the
participants in a lump-sum cash payment.
4. Administrative Expenses
All costs associated with the maintenance of accounting records and
certain investment fees of the Plan are borne by the Company.
Administrative expenses paid to investment brokers are deducted from
plan earnings.
8
<PAGE> 14
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
5. Tax Status
The Plan is approved as qualified under Section 401(a) of the Internal
Revenue Code (the "Code") of 1986, as amended, and, therefore, is
exempt from Federal income taxes under Section 501(a) of such Code,
pursuant to a determination letter dated December 10, 1997 from the
Internal Revenue Service (the "IRS"). In the opinion of the plan
administrator, the Plan and its underlying trust have operated within
the terms of the Plan and the compliance requirements to remain
qualified under the applicable provisions of the Code.
6. Litigation
As a result of losses incurred in the Intermediate Fixed Income Fund
during 1996, the Company and the Pension Committee, which administers
the Plan, commenced a lawsuit in the United States District Court for
the Southern District of New York on behalf of the Plan, against the
former investment manager, Barclay. The lawsuit alleges, among other
things, that Barclay breached its fiduciary duty in the management of
the assets and seeks to recover from Barclay all losses incurred by the
Plan as a result of such breach. As of June 1998, the Pension Committee
determined to keep the litigation off the court's active calendar with
the understanding that it can be reactivated in response to further
developments.
The Company, as a result of these losses, determined to make a one-time
special contribution to the Plan to restore losses incurred in the
period July 1, 1996 to November 30, 1996. The Company obtained a
favorable ruling from the IRS in November 1997 to make the restoration
payment. The payment, which was made on March 2, 1998, was $2,085,232
and included interest through February 1998. The payment was allocated
to the investment funds in accordance with the participant current
investment elections. The following table shows the distribution of the
restorative payment:
<TABLE>
<CAPTION>
STEIN ROE VANGUARD VANGUARD
DREYFUS CAPITAL PIMCO WELLINGTON WINDSOR II TOTAL
------------ --------------- ------------ -------------- --------------- -------------
<S> <C> <C> <C> <C> <C> <C>
Net loss $ 989,389 $165,109 $94,977 $223,630 $432,380 $1,905,485
Interest 93,331 15,575 8,959 21,095 40,787 179,747
---------- ------- ------- ------- ------- ---------
$1,082,720 $180,684 $103,936 $244,725 $473,167 $2,085,232
========== ======= ======= ======= ======= =========
</TABLE>
The Plan changed its investment manager from Barclay to Pacific Asset
Management, Inc. in December 1996.
9
<PAGE> 15
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
7. Plan Amendments
The Plan was amended as of August 1, 1999 to comply with the benefit
covenants set forth in the acquisition agreement with respect to the
acquisition of Polygram N.V. Further, the provisions of the Plan have
been amended as of August 23, 1999 to become substantially similar to
the provisions of the other 401(k) plans sponsored by affiliates of the
Company in order to simplify and streamline administration of the Plan
and the 401(k) plans of its affiliates and to restate the Plan for
recent federal legislation. Other changes to the Plan included the
change of trustee and recordkeeper as well the investment funds that
participants could allocate their investments.
8. ASSETS HELD IN TRUST
The assets of the Plan are invested in the Master Trust held by the
Trustee where the assets of other related employee benefit plans of
affiliates are invested on a commingled basis.
The Master Trust net assets consist of the following classification of
assets and liabilities as of December 31, 1999.
<TABLE>
<CAPTION>
Assets
------
<S> <C>
Investments held in trust at fair valued determined by
quoted market prices:
Money Market Fund
State Street Yield Enhanced STIF Fund $ 57,250,843
Stable Income Fund
The LaSalle Income Plus Fund 54,177,363
Bond Fund
PIMCO Total Return Fund, Class A Shares 108,694,075
S&P 500 Index Fund
State Street S&P 500 Flagship Fund Series C 257,741,161
Managed Equity Fund
Lazard Equity Portfolio Fund 69,428,179
Growth Equity Fund
Vanguard Institutional Index Fund 10,005,713
Cash 195,458
Brandywine Fund Inc. Common Shares
Seagram Stock Fund
The Seagram Company Ltd. Common Shares 31,925,545
Collective Short Term Investment Fund 847,036
The Coca-Cola Company Stock Fund
The Coca-Cola Company Common Stock 3,214,351
</TABLE>
10
<PAGE> 16
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
8. ASSETS HELD IN TRUST ( Continued )
<TABLE>
<S> <C>
Collective Short Term Investment Fund $ 77,420
Dreyfus Small Company Value Fund
Dreyfus Small Company Value Fund 15,733,411
MSDW International Equity Fund
MSDW International Equity Fund 13,493,724
Dreyfus GIC Fund
GICs and GACS 13,110,054
Collective Short Term Investment Fund 198,267
Loans to Participants 9,614,355
----------------
Total Investments 645,706,955
----------------
Receivables
Accrued interest and dividends 5,226,406
Contributions receivable 2,068
Proceeds from securities sold 1,925,793
----------------
Total Receivables 7,154,267
----------------
Total assets 652,861,222
----------------
Liabilities
-----------
Accounts payable for securities purchased 6,551,837
Administrative expenses 13,989
Other payables 49,311
Benefit payments 1,944
----------------
Total liabilities 6,617,081
----------------
Net Assets $646,244,141
================
</TABLE>
As of December 31, 1999, the equitable share of PolyGram Holding, Inc.
Deferred Savings and Investment Plan for Employees in the Master Trust
is 11.60%.
11
<PAGE> 17
POLYGRAM HOLDING, INC.
DEFERRED SAVINGS AND INVESTMENT
PLAN FOR EMPLOYEES
Notes to Financial Statements
December 31, 1999 and 1998
8. ASSETS HELD IN TRUST ( Continued )
As of December 31, 1999, the net assets of the Master Trust available
to the Plan for benefits in the individual investment funds were as
follows:
<TABLE>
<S> <C>
Money Market Fund $ 5,604,386
Stable Income Fund 460,154
Bond Fund 15,294,023
S & P 500 Index Fund 14,648,376
Managed Equity Fund 32,373,325
Growth Equity Fund 1,883,977
Seagram Stock Fund 304,315
Dreyfus Small Company Value Fund 1,508,108
MSDW International Equity Fund 1,432,088
Loan accounts 1,472,112
-------------
Total $ 74,980,864
=============
</TABLE>
9. INVESTMENT INCOME FROM MASTER TRUST
The appreciation in fair value and other income is as follows:
Investments held in trust at fair value determined by quoted market
prices:
<TABLE>
<CAPTION>
December 31,
1999
--------------
<S> <C>
Bond Fund $ 82,421
S & P Index Fund 1,279,554
Managed Equity Fund ( 1,226,565)
Growth Equity Fund 60,289
Seagram Stock Fund ( 10,968)
Dreyfus Small Company Value Fund 69,853
MSDW International Equity Fund 39,594
-------------
Investment gains (net of investment losses) 294,178
-------------
Interest and dividends 115,784
-------------
Investment Income $ 409,962
=============
</TABLE>
12
<PAGE> 18
CONSENT OF INDEPENDENT ACCOUNTANTS
The Seagram Company Ltd.
PolyGram Holding, Inc. Deferred Savings and Investment Plan for Employees
We hereby consent to the incorporation by reference in the Registration
Statement No. 333-85485 on Form S-8 of our Report dated June 20, 2000 which
appears in your Annual Report on Form 11-K of the PolyGram Holding, Inc.
Deferred Savings and Investment Plan for Employees for the fiscal year ended
December 31, 1999.
/s/ Gutierrez & Co.
Flushing, New York
June 30, 2000
