<PAGE> 1
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, 1996
---------------------------------
A. Full Title of the Plan and the address of the Plan:
GENERAL CABLE CORPORATION
SAVINGS PLAN FOR HOURLY EMPLOYEES
4 Tesseneer Drive
Highland Heights, Kentucky 41076
B. Name of issuer of the securities held pursuant to the Plan and the
address of its principal executive office:
GENERAL CABLE CORPORATION
4 Tesseneer Drive
Highland Heights, Kentucky 41076
<PAGE> 2
REQUIRED INFORMATION
The following financial statements for the General Cable Corporation
Savings Plan for Hourly Employees are attached hereto as Annex I:
INDEPENDENT AUDITORS' REPORT
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Benefits, December 31, 1996
Statement of Net Assets Available for Benefits, December 31, 1995
Statement of Changes in Net Assets Available for Benefits for
the Year Ended December 31, 1996
Statement of Changes in Net Assets Available for Benefits for
the Year Ended December 31, 1995
Notes to Financial Statements
SUPPLEMENTAL SCHEDULE - Schedule of Assets Held for Investment (Item
27a of Form 5500), December 31, 1996
SUPPLEMENTAL SCHEDULES OMITTED
Certain of the Plan's assets are invested in the General Cable
Corporation Master Defined Contribution Trust. Therefore, schedules of
investments held at December 31, 1996 and of reportable transactions
of the Master Trust for the year ended December 31, 1996 have been
certified by the Master Trustee and have been separately filed with
the Department of Labor. Other supplemental schedules not filed
herewith are omitted because of the absence of conditions under which
they are required by the Department of Labor's Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974.
Also attached hereto as Exhibit 23 is the consent of Deloitte & Touche
LLP, independent auditors.
<PAGE> 3
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the trustees (or other persons who administer the Plan) have duly caused this
annual report to be signed by the undersigned thereunto duly authorized.
GENERAL CABLE CORPORATION
SAVINGS PLAN FOR HOURLY EMPLOYEES
Date: July 23, 1997 By: /s/ Robert J. Siverd
-------------------------------
Name: Robert J. Siverd
-----------------------------
Title: Member, Retirement Plans
Finance Committee
<PAGE> 4
ANNEX I
GENERAL CABLE CORPORATION SAVINGS PLAN FOR HOURLY
EMPLOYEES
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Page
<S> <C>
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Benefits, December 31, 1996 2
Statement of Net Assets Available for Benefits, December 31, 1995 3
Statement of Changes in Net Assets Available for Benefits for the
Year Ended December 31, 1996 4
Statement of Changes in Net Assets Available for Benefits for the
Year Ended December 31, 1995 5
Notes to Financial Statements 6
SUPPLEMENTAL SCHEDULE - Schedule of Assets Held for Investment
(Item 27a of Form 5500), December 31, 1996 10
SUPPLEMENTAL SCHEDULES OMITTED
</TABLE>
Certain of the Plan's assets are invested in the General Cable Corporation
Master Defined Contribution Trust. Therefore, schedules of investments held at
December 31, 1996 and of reportable transactions of the Master Trust for the
year ended December 31, 1996 have been certified by the Master Trustee and have
been separately filed with the Department of Labor. Other supplemental
schedules not filed herewith are omitted because of the absence of conditions
under which they are required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974.
<PAGE> 5
DELOITTE &
TOUCHE LLP
- --------------------------------------------------------------------------------
250 East Fifth Street Telephone:(513) 784-7100
P.O. Box 5340
Cincinnati, Ohio 45201-5340
INDEPENDENT AUDITORS' REPORT
To the Trustees and Participants of
General Cable Corporation Savings Plan
for Hourly Employees:
We have audited the accompanying statements of net assets available for
benefits of the General Cable Corporation Savings Plan for Hourly Employees
("the Plan") as of December 31, 1996 and 1995, and the related statements of
changes in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31,
1996 and 1995, and the changes in net assets available for benefits for the
years then ended in conformity with generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule listed in the
Table of Contents is presented for the purpose of additional analysis and is
not a required part of the basic financial statements, but is 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 supplemental information by fund in the statements of net assets
available for benefits and the statements of changes in net assets available
for benefits is presented for the purpose of additional analysis rather than to
present the net assets available for benefits and changes in net assets
available for benefits of the individual funds. The supplemental schedules and
supplemental information by fund is the responsibility of the Plan's
management. Such supplemental schedules and supplemental information by fund
have been subjected to the auditing procedures applied in our audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects when considered in relation to the basic financial statements
taken as a whole.
/s/ DELOITTE & TOUCHE LLP
June 27, 1997
- ---------------
DELOITTE TOUCHE
TOHMATSU
INTERNATIONAL
- ---------------
<PAGE> 6
GENERAL CABLE CORPORATION SAVINGS PLAN FOR
HOURLY EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
--------------------------------------------------
NB SHORT-
INTERMEDIATE NB EQUITY NB
GOVERNMENT INCOME TREASURY LOAN
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
ASSETS:
Investment in General Cable Corporation
Master Defined Contribution
Trust (Notes 1,2,4) $234,177 $721,247 $215,935 $1,171,359
Contributions receivable 5,920 15,701 4,118 25,739
Loans to participants (Note 1) $23,888 23,888
-------- -------- -------- ------- ----------
NET ASSETS AVAILABLE FOR BENEFITS $240,097 $736,948 $220,053 $23,888 $1,220,986
======== ======== ======== ======= ==========
</TABLE>
See notes to financial statements.
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<PAGE> 7
GENERAL CABLE CORPORATION SAVINGS PLAN FOR
HOURLY EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS,
DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
------------------------------------------------
NB SHORT-
INTERMEDIATE NB EQUITY NB
GOVERNMENT INCOME TREASURY LOAN
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
ASSETS:
Investment in General Cable Corporation
Master Defined Contribution
Trust (Notes 1,2,4) $125,447 $295,979 $126,677 $548,103
Contributions receivable 3,931 9,912 3,247 17,090
Loans to participants (Note 1) $5,319 5,319
-------- -------- -------- ------ --------
NET ASSETS AVAILABLE FOR BENEFITS $129,378 $305,891 $129,924 $5,319 $570,512
======== ======== ======== ====== ========
</TABLE>
See notes to financial statements.
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<PAGE> 8
GENERAL CABLE CORPORATION SAVINGS PLAN FOR
HOURLY EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1996
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<TABLE>
<CAPTION>
Supplemental Information by Fund
----------------------------------------------------
NB Short-
Intermediate NB Equity NB
Government Income Treasury Loan
Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C>
INCREASES:
Employee contributions (Note 3) $122,833 $335,738 $ 95,350 $ 553,921
Equity in net earnings of the General
Cable Corporation Master Defined
Contribution Trust (Notes 1,2,4) 5,844 90,946 7,820 $ 735 105,345
-------- -------- -------- ------- ----------
Total increase 128,677 426,684 103,170 735 659,266
-------- -------- -------- ------- ----------
DECREASES - Distributions to
participants (Note 3) 918 4,438 2,515 921 8,792
-------- -------- -------- ------- ----------
INTERFUND TRANSFERS (17,040) 8,811 (10,526) 18,755 0
-------- -------- -------- ------- ----------
INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 110,719 431,057 90,129 18,569 650,474
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 129,378 305,891 129,924 5,319 570,512
-------- -------- -------- ------- ----------
End of year $240,097 $736,948 $220,053 $23,888 $1,220,986
======== ======== ======== ======= ==========
</TABLE>
See notes to financial statements.
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<PAGE> 9
GENERAL CABLE CORPORATION SAVINGS PLAN FOR
HOURLY EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1995
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
SUPPLEMENTAL INFORMATION BY FUND
------------------------------------------------------------
NB SHORT-
INTERMEDIATE NB EQUITY NB
GOVERNMENT INCOME TREASURY LOAN
FUND FUND FUND FUND TOTAL
<S> <C> <C> <C> <C> <C>
INCREASES:
Employee contributions (Note 3) $ 82,405 $169,168 $ 83,113 $334,686
Equity in net earnings of the General
Cable Corporation Master Defined
Contribution Trust (Notes 1,2,4,5) 8,115 40,352 4,176 52,643
-------- -------- -------- ------ --------
Total increase 90,520 209,520 87,289 387,329
-------- -------- -------- ------ --------
DECREASES - Distributions to
participants (Note 3) 328 2,226 310 2,864
-------- -------- -------- ------ --------
INTERFUND TRANSFERS (5,460) 825 (684) $5,319
-------- -------- -------- ------ --------
INCREASE IN NET ASSETS
AVAILABLE FOR BENEFITS 84,732 208,119 86,295 5,319 384,465
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 44,646 97,772 43,629 186,047
-------- -------- -------- ------ --------
End of year $129,378 $305,891 $129,924 $5,319 $570,512
======== ======== ======== ====== ========
</TABLE>
See notes to financial statements.
- 5 -
<PAGE> 10
GENERAL CABLE CORPORATION SAVINGS PLAN FOR
HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
1. PLAN DESCRIPTION
The assets of the Plan are maintained in the General Cable Corporation
Master Defined Contribution Trust ("Master Trust"). This description of
the Plan is provided for general information only. Participants should
refer to the Summary Plan Description for more information.
GENERAL - The General Cable Corporation Savings Plan for Hourly Employees
(the "Plan") is a defined contribution plan consisting primarily of the
following components: the Before-Tax Savings Account which accumulates
the participant's share of the trust funds attributable to participant
contributions and the Rollover Contribution Account which represents the
participant's share of the trust funds attributable to the rollover of
their accrued benefits from previous employer qualified retirement plans.
The Plan was created on January 1, 1994.
The purpose of the Plan is to provide eligible employees with an
opportunity to save on a regular basis and thereby accumulate capital for
their retirement years. Contributions and earnings accumulate tax free
until withdrawn from the Plan. The Plan is intended to comply with the
provisions of Sections 401(a) and 401(k) of the Internal Revenue Code,
and the requirements of the Employee Retirement Income Security Act of
1974 ("ERISA").
PARTICIPATION - Hourly employees of the Bonham, Texas plant, the
Monticello, Illinois plant, the Manchester, New Hamphshire plant, the
Kenly, North Carolina plant, the Sanger, California plant, the Plano,
Texas plant, the Cass City, Michigan plant and the Watkinsville, Georgia
plant of General Cable Corporation (the "Company") are eligible to
participate in the Plan following completion of one year of service.
Participation in the Plan is voluntary.
Separate participant accounts are maintained and participants can choose
from among the following investment funds within the Master Trust (Fund
descriptions have been provided by the Trustee of the Plan or the Plan
Administrator):
* NATIONSBANK SHORT-INTERMEDIATE GOVERNMENT FUND - Invests
principally in bonds issued by the U.S. Government, its agencies and
instrumentalities. It is structured to have an average weighted
maturity of less than five years.
* NATIONSBANK EQUITY INCOME FUND - Invests in common stocks and
convertible securities.
* NATIONSBANK TREASURY FUND - Invests in obligations both issued and
guaranteed by the U.S. Treasury and repurchase agreements secured by
such obligations. Maturities are limited to thirteen months or less.
The Plan also has a Loan Fund provision from which loans to participants
are permitted at an interest rate equal to the prime rate plus 1%. The
amount borrowed may not exceed, as of the date of the loan, the lesser of
one half the participant's vested amount in the Plan or $50,000. The
interest rate on loans outstanding at December 31, 1996 is 9.25% and the
loans mature from 1997 to 1999.
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<PAGE> 11
2. SIGNIFICANT ACCOUNTING POLICIES
The following are the significant accounting policies followed
by the Plan:
* Investments are generally valued on the basis of the quoted market
value.
* Security transactions are recorded on the trade date.
* Income from investments is recognized when earned.
USE OF ESTIMATES - The preparation of the financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual
results could differ from those estimates.
3. PARTICIPANTS' ACCOUNTS AND BENEFITS
CONTRIBUTIONS - Employees who are eligible to participate in the Plan may
make a Before-Tax Savings Account contribution up to 13% of their
compensation subject to an overall limitation.
ROLLOVERS - A participant may at any time make a rollover contribution to
the Plan if satisfactory evidence that the amount qualifies as a
"Rollover Contribution" as defined in the Internal Revenue Code is
provided.
VESTING - Participants' contributions are fully vested.
BENEFIT PAYMENTS - Upon retirement or other termination of employment, a
participant's account balance less any amounts necessary to repay
participant loans may be distributed to the participant, or in the case
of death to a designated beneficiary, in a lump-sum distribution.
WITHDRAWALS - Once the participant has attained the age of 59-1/2, all or
part of their rollover contribution account and Before-Tax Savings
Account may be withdrawn without penalty. The full value of the Rollover
Contribution Account may be transferred to another IRC Qualified Plan
before age 59-1/2 without penalty.
4. INVESTMENTS
The Plan's investment in the Master Trust consists of an interest in a
commingled employee benefit trust administered by the Company's
Retirement Plans Finance Committee with NationsBank as trustee. The
assets of the various retirement plans of the Company are commingled for
investment purposes; however, the trustee accounts for changes in net
assets of the Master Trust for each plan.
The Master Trust is presented at fair value based on the market value of
the investments of the Master Trust. Market values are generally
determined by the quoted closing price of the securities on the last
business day of the period. Income from investments is recognized when
earned. The cost of investments sold is determined by the average cost
method.
- 7 -
<PAGE> 12
Net assets and changes in net assets of the Master Trust are:
<TABLE>
<CAPTION>
DECEMBER 31, DECEMBER 31,
NET ASSETS, AT FAIR VALUE 1996 1995
<S> <C> <C>
Noninterest-bearing cash $ 5,094
Corporate common stocks $ 1,837,805 3,055,472
Loans to participants 2,376,341 2,298,743
Value of interest in registered mutual funds 50,559,703 44,539,169
Other receivables 138,402 18
----------- ----------
Total net assets $54,912,251 $49,898,496
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
YEAR ENDED YEAR ENDED
DECEMBER 31, DECEMBER 31,
CHANGES IN NET ASSETS 1996 1995
<S> <C> <C>
Deposits by participating plans $ 5,561,993 $ 5,291,476
Withdrawals by participating plans (6,929,470) (5,920,892)
Increase from investment activities 6,381,232 8,411,872
----------- -----------
Total change in net assets 5,013,755 7,782,456
Beginning of year net assets 49,898,496 42,116,040
----------- -----------
End of year net assets $54,912,251 $49,898,496
=========== ===========
Plan's investment in Master Trust $ 1,171,359 $ 548,103
=========== ===========
Plan's investment in Master Trust as a
percent of total 2.13% 1.10%
==== ====
</TABLE>
Equity in the net earnings of the Master Trust at NationsBank is
allocated to participating plans and participants daily.
5. PLAN TERMINATION
The Company expects to continue the Plan indefinitely, but reserves the
right to terminate it by duly adopted written resolution of the Board of
Directors of the Company. In the event of termination, the plan assets
will be allocated to provide benefits to participants as set forth in the
Plan, or as otherwise required by law.
6. TAX STATUS
The Plan obtained a determination letter on October 24, 1994, in which
the Internal Revenue Service stated that the Plan was in compliance with
the applicable requirements of the Internal Revenue Code (IRC). The plan
administrator believes that the Plan is designed and is currently being
operated in compliance with the applicable provisions of the IRC as of
December 31, 1996 in 1995.
7. TRANSACTIONS WITH RELATED PARTIES
All administrative costs of the Plan are paid by the Company, for which
no fees are charged to the Plan.
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<PAGE> 13
8. CHANGE IN CONTROL OF PLAN SPONSOR
During May, 1997 the sole shareholder of the Company sold approximately
80% of their ownership interest through an initial public offering of the
stock of the Company.
* * * * * *
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<PAGE> 14
GENERAL CABLE CORPORATION
SAVINGS PLAN FOR HOURLY EMPLOYEES
SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT (ITEM 27A OF FORM 5500)
DECEMBER 31, 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
IDENTITY OF ISSUE, BORROWER, FAIR
LESSOR OR SIMILAR PARTY DESCRIPTION OF INVESTMENT COST VALUE
<S> <C> <C> <C>
Participant loans 18 loans with maturities ranging from
May 1997 to December 1999 and interest
rates of 9.25% $ - $23,888
========= ========
</TABLE>
Note: The remaining net assets of the Plan are held in the General Cable
Corporation Master Defined Contribution Trust.
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<PAGE> 1
EXHIBIT 23
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in the Registration Statement
relating to 25,000 shares of Common Stock of General Cable Corporation on Form
S-8 of our report dated June 27, 1997 appearing in this annual report on Form
11-K of the General Cable Corporation Savings Plan for Hourly Employees for the
year ended December 31, 1996.
/s/ DELOITTE & TOUCHE LLP
Cincinnati, Ohio
July 21, 1997
