<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 1-11868
ZURICH REINSURANCE CENTRE, INC. (ZRC) 401(K) PLAN
(Full title of the plan and the address of the plan,
if different from that of the issuer named below)
ZURICH REINSURANCE CENTRE HOLDINGS, INC.
One Chase Manhattan Plaza, 43rd Floor, New York, New York 10005
(Name of issuer of the securities held pursuant to the plan and the address of
its principal executive office)
<PAGE> 2
Audited Financial Statements and Schedules
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Years ended December 31, 1995 and 1994
with Report of Independent Auditors
<PAGE> 3
Audited Financial Statements and Schedules
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Years ended December 31, 1995 and 1994
CONTENTS
Report of Independent Auditors............................................. 1
Audited Financial Statements:
Statements of Net Assets Available for Plan Benefits.................. 2
Statements of Changes in Net Assets Available for Plan Benefits....... 3
Notes to Financial Statements......................................... 4
Supplemental Schedules:
Schedule of Assets Held for Investment Purposes...................... 15
Schedule of Reportable Transactions.................................. 16
Index to Exhibits......................................................... 18
Signatures................................................................ 19
<PAGE> 4
Report of Independent Auditors
Board of Directors
Zurich Reinsurance Centre, Inc.
We have audited the accompanying statements of net assets available for plan
benefits of the Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan (the "Plan")
as of December 31, 1995 and 1994, and the related statements of changes in net
assets available for plan benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our responsibility
is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits at December
31, 1995 and 1994, and the changes in net assets available for plan benefits for
the years then ended, in conformity with generally accepted accounting
principles.
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedules of assets
held for investment purposes as of December 31, 1995, and reportable
transactions for the year then ended, are presented for purposes of complying
with the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974 and are not
a required part of the financial statements. The fund information in Footnote 4
of the financial statements is presented for purposes of additional analysis
rather than to present the net assets available for plan benefits and changes in
net assets available for plan benefits of each fund. The supplemental schedules
and fund information have been subjected to the auditing procedures applied in
our audits of the financial statements and, in our opinion, are fairly stated in
all material respects in relation to the financial statements taken as a whole.
/s/ ERNST & YOUNG LLP
Stamford, Connecticut
June 24, 1996
1
<PAGE> 5
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Statements of Net Assets Available for Plan Benefits
<TABLE>
<CAPTION>
DECEMBER 31,
1995 1994
-------------------------------
<S> <C> <C>
Investments, at market value $ 4,461,056 $ 2,419,836
Employer and employee contributions receivable 58,408 44,679
Loans to participants 187,174 100,933
----------- -----------
Net assets available for plan benefits $ 4,706,638 $ 2,565,448
=========== ===========
</TABLE>
See Notes to Financial Statements
2
<PAGE> 6
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Statements of Changes in Net Assets Available for Plan Benefits
<TABLE>
<CAPTION>
YEARS ENDED DECEMBER 31,
1995 1994
------------------------------
<S> <C> <C>
Contributions:
Employee (including rollovers) $ 1,318,547 $ 2,249,732
Employer 515,866 405,239
----------- -----------
Total contributions 1,834,413 2,654,971
----------- -----------
Investment income:
Interest and dividends 193,583 165,959
Net realized and unrealized appreciation (depreciation) 316,842 (205,773)
----------- -----------
Total investment income (loss) 510,425 (39,814)
----------- -----------
Total additions 2,344,838 2,615,157
----------- -----------
Benefits paid to participants (203,648) (49,709)
----------- -----------
Net increase during period 2,141,190 2,565,448
Net assets available for plan benefits, beginning of period 2,565,448 --
----------- -----------
Net assets available for plan benefits, end of period $ 4,706,638 $ 2,565,448
=========== ===========
</TABLE>
See Notes to Financial Statements
3
<PAGE> 7
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements
NOTE 1 - DESCRIPTION OF THE PLAN
The following description of the Zurich Reinsurance Centre, Inc. (ZRC) 401(k)
Plan (the "Plan") provides only general information. Participants should refer
to the Plan document for a more complete description of the Plan's provisions.
GENERAL
The Plan is a qualified defined contribution plan covering all full-time
employees of Zurich Reinsurance Centre, Inc. (the "Company") who have completed
three full calendar months of eligibility service and attained age twenty-one.
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974 ("ERISA").
The Plan was adopted effective as of January 1, 1994 and subsequently amended
effective July 1, 1995 to reflect the change in the custodian to Fidelity
Management Trust Company ("Fidelity"). Prior to such amendment, Merrill Lynch
Trust Company ("Merrill Lynch") was the custodian of the Plan.
Effective April 1995, Zurich Reinsurance Centre Holdings, Inc. acquired Re
Capital Corporation. As a result of this transaction, the Plan was further
amended effective July 1, 1995 to merge the Re Capital Corporation Employee
Savings Plan, a qualified plan under Section 401(a) of the Internal Revenue
Code, with and into the Plan.
Prior to January 1, 1994, the employees of the Company participated in Zurich
Insurance Company U.S. Branch's contributory defined contribution plan. During
1994, participants of that plan made rollover contributions into the Plan of
$1,077,900.
CONTRIBUTIONS
Pursuant to Section 401(k) of the Internal Revenue Code, eligible employees of
the Company are able to contribute from 1% to 12% of their pre-tax annual
salaries subject to maximum contributions for 1995 of $9,240 (adjusted annually
for inflation). Subject to limitations under applicable law, the Company matches
up to 100% of the first 3% of annual salary contributed by employees and 50% of
the next 3% of salary so contributed. Participants may also contribute amounts
representing rollovers of distributions from other tax qualified plans sponsored
by their previous employers.
PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's contributions and
allocations of the Company's contributions and Plan earnings. Allocations are
based on participant earnings or account balances, as defined. Forfeited
balances of terminated participants' non-vested accounts are used to
4
<PAGE> 8
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
offset Plan expenses and/or to reduce future Company contributions. There were
no such offsets to expenses or contributions recorded in 1994 or 1995. As of
December 31, 1995, the amount of forfeitures transferred to the Fidelity
Retirement Preservation Trust that can be used to reduce future Company
contributions was $27,700. The benefit to which a participant is entitled is the
participant's vested account balance.
VESTING
Participants are immediately vested in their contributions plus actual earnings
thereon. Vesting in the Company contribution portion of their accounts plus
actual earnings thereon is based on years of service as defined in the Plan and
vest 20% for each completed year of service.
INVESTMENT OPTIONS
As of July 1, 1995, a participant may direct employer and employee contributions
in any of the following investment options maintained by Fidelity:
Fidelity Fund - Funds are invested mainly in common stocks of large well
established companies in a variety of industries and seeks long-term capital
growth.
Fidelity Growth Company Fund - Funds are invested primarily in common stock
and securities convertible into common stock and seeks long-term capital
appreciation.
Fidelity Intermediate Bond Fund - Funds are invested primarily in
investment-grade fixed income obligations and seeks high current income.
Fidelity Asset Manager Portfolio - Funds are allocated within the following
investment parameters: 10%-60% in stocks, 20%-60% in bonds and 0%-70% in
short-term instruments. The fund seeks high total return with reduced risk
over the long-term, and may invest in foreign securities which meet the
fund's objectives.
Fidelity Managed Income Portfolio - Funds are invested in investment
contracts and money market instruments and seeks the preservation of capital
and high current income.
Fidelity Worldwide Fund - Funds are invested in common stocks of companies
anywhere in the world, including the United States, and seeks long-term
capital appreciation.
Fidelity U.S. Equity Index Portfolio - Funds are invested in common stocks
and attempts to duplicate the composition and total return of the S&P 500.
ZRC Unitized Stock Fund - Funds are invested primarily in the common stock
of Zurich Reinsurance Centre Holdings, Inc. with a small percentage invested
in high quality money market instruments to allow exchanges, loans and
withdrawals on a daily basis.
5
<PAGE> 9
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
Prior to July 1, 1995, the investment options of the Plan were maintained by
Merrill Lynch as follows:
Merrill Lynch Capital Fund - Funds are invested in stocks, debt, and
convertible securities and seeks the highest possible total investment
return.
Merrill Lynch Corporate Bond Fund - Funds are invested in long-term
corporate bonds rated A or better by Standard and Poor's and seeks high
current income.
Merrill Lynch Global Allocation Fund - Funds are invested in U.S. and
foreign equity securities, bonds and money market instruments and seeks high
total investment return.
Merrill Lynch International Equity Fund - Funds are invested in foreign
equity securities and seeks capital appreciation.
Merrill Lynch Phoenix Fund - Funds are invested in undervalued equity and
fixed income securities and seeks long-term capital growth.
Merrill Lynch Retirement Preservation Trust - Funds are invested in a
diversified portfolio of U.S. Government Agency securities, guaranteed
investment contracts, and high-quality money market instruments and seeks
high current income consistent with preservation of capital and liquidity.
At December 31, 1995, there was a total of 204 participants in the Plan. The
number of participants (including terminated employees still participating in
the Plan) invested in each of the investment funds is as follows:
<TABLE>
<S> <C>
Fidelity Fund 115
Fidelity Growth Company Fund 146
Fidelity Intermediate Bond Fund 59
Fidelity Asset Manager Portfolio 72
Fidelity Managed Income Portfolio 56
Fidelity Worldwide Fund 71
Fidelity U.S. Equity Index Portfolio 120
ZRC Unitized Stock Fund 44
</TABLE>
The total number of participants in the Plan are less than the sum of the number
of participants shown above because many participate in more than one fund.
LOANS TO PARTICIPANTS
Participants may borrow from their fund accounts a minimum of $1,000, up to a
maximum of 50% of their vested account balance not to exceed $50,000. Loan
transactions are treated as a transfer from the investment funds to a loan fund.
Loan terms are from one to five years unless the loan is used to acquire
6
<PAGE> 10
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
a principal residence. The loans are secured by the balance in the participant's
account and bear interest at a rate commensurate with current interest rates
charged for loans made under similar circumstances by persons in the business of
lending money. Principal and interest is paid through semi-monthly payroll
deductions and deposited in the participant's account.
PAYMENT OF BENEFITS
On termination of service, a participant will receive a lump-sum amount equal to
the vested value of his or her account unless he or she elects to maintain his
or her account balance in the Plan.
WITHDRAWALS
Withdrawals can only be made under certain circumstances, including early or
normal retirement, death, disability, termination of employment, hardship (as
defined under the Internal Revenue Code) and the attainment of 59 1/2 years of
age. A participant who has attained age 59 1/2 may withdraw in cash all or a
portion of his or her employee contributions and the vested portion of employer
contributions, provided that withdrawing his or her employer contributions does
not cause the Plan to be in violation of the non-discrimination rules for
employee benefit plans, as defined under the Internal Revenue Code.
NOTE 2 - SUMMARY OF ACCOUNTING POLICIES
INVESTMENT VALUATION
The Plan's investments in the Fidelity and Merrill Lynch funds are stated at the
quoted market prices of the funds. The market value of the ZRC Unitized Stock
Fund is based primarily on the closing price of the stock of Zurich Reinsurance
Centre Holdings, Inc. as reported on the New York Stock Exchange.
Interest income is recorded as earned. Dividend income is recognized on the
ex-dividend date. Purchases and sales of investments are accounted for on the
trade date. Realized gains or losses on sales of investments are determined
using the weighted average cost method. Changes in net unrealized appreciation
or depreciation of investments are reflected in the statement of changes in net
assets available for plan benefits.
ADMINISTRATIVE EXPENSES
All administrative expenses incurred in connection with the operation of the
Plan are paid by the Company.
7
<PAGE> 11
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
NOTE 3 - INVESTMENTS
The Plan's investments, including those that represented more than 5% of the net
assets of the Plan were as follows:
<TABLE>
<CAPTION>
DECEMBER 31, 1995
MARKET COST
------ ----
<S> <C> <C>
Fidelity Fund $ 745,481 $ 734,655
Fidelity Growth Company Fund 1,217,707 1,247,014
Fidelity Intermediate Bond Fund 258,736 255,481
Fidelity Asset Manager Portfolio 290,545 283,681
Fidelity Managed Income Portfolio 434,815 434,815
Fidelity Worldwide Fund 386,962 390,846
Fidelity U.S. Equity Index Portfolio 1,027,673 978,078
ZRC Unitized Stock Fund 99,137 94,518
----------- -----------
Total Investments $ 4,461,056 $ 4,419,088
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
DECEMBER 31, 1994
MARKET COST
------ ----
<S> <C> <C>
Merrill Lynch Capital Fund $ 448,851 $ 476,009
Merrill Lynch Corporate Bond Fund 195,199 201,494
Merrill Lynch Global Allocation Fund 658,856 711,594
Merrill Lynch International Equity Fund 461,668 499,586
Merrill Lynch Phoenix Fund 498,970 576,586
Merrill Lynch Retirement Preservation Trust 156,292 156,292
----------- -----------
Total Investments $ 2,419,836 $ 2,621,561
=========== ===========
</TABLE>
Net realized and unrealized appreciation (depreciation) in the fair value of
investments during the years ended December 31, 1995 and 1994 were as follows:
8
<PAGE> 12
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
<TABLE>
<CAPTION>
JULY 1 -
DECEMBER 31, 1995
-----------------
<S> <C>
Fidelity Fund $ 11,026
Fidelity Growth Company Fund (29,399)
Fidelity Intermediate Bond Fund 3,298
Fidelity Asset Manager Portfolio 6,868
Fidelity Managed Income Portfolio --
Fidelity Worldwide Fund (4,200)
Fidelity U.S. Equity Index Portfolio 49,797
ZRC Unitized Stock Fund 4,562
--------
$ 41,952
========
</TABLE>
<TABLE>
<CAPTION>
JANUARY 1 - JANUARY 1 -
JUNE 30, 1995 DECEMBER 31, 1994
------------- -----------------
<S> <C> <C>
Merrill Lynch Capital Fund $ 78,023 $(27,572)
Merrill Lynch Corporate Bond Fund 22,959 (7,839)
Merrill Lynch Global Allocation Fund 82,535 (53,088)
Merrill Lynch International Equity Fund (3,377) (38,425)
Merrill Lynch Phoenix Fund 94,750 (78,849)
Merrill Lynch Retirement Preservation Trust -- --
--------- ---------
$ 274,890 $(205,773)
========= =========
</TABLE>
NOTE 4 - NET ASSETS AVAILABLE FOR PLAN BENEFITS AND CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
The following summarizes the activity in the separate funds and in total for the
years ended December 31, 1995 and 1994, as it relates to the increase (decrease)
in net assets available for plan benefits (all investments prior to July 1, 1995
were maintained by Merrill Lynch and from July 1, 1995 through December 31, 1995
by Fidelity):
9
<PAGE> 13
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
<TABLE>
<CAPTION>
FIDELITY FIDELITY
GROWTH FIDELITY FIDELITY ASSET MANAGED
FIDELITY COMPANY INTERMEDIATE MANAGER INCOME
FUND FUND BOND FUND PORTFOLIO PORTFOLIO
----------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net assets available for plan
benefits at July 1, 1995 held by
Fidelity (transferred in from
Merrill Lynch) $ 508,959 $ 858,750 $ 178,234 $ 204,310 $ 449,375
Contributions:
Employee (including rollovers) 154,327 256,862 53,180 61,480 69,275
Employer 57,313 88,449 21,107 26,776 26,341
Investment Income:
Interest and dividends 40,710 69,430 7,694 7,094 15,755
Net realized and unrealized
appreciation (depreciation) 11,026 (29,399) 3,298 6,868 --
Loan repayments 869 1,422 1,158 487 1,090
----------- ----------- ----------- ----------- -----------
264,245 386,764 86,437 102,705 112,461
Benefits paid to participants (1,459) (8,391) -- -- (124,326)
Loans to participants (16,641) (3,000) (1,822) (6,485) --
Net transfers among funds 703 114 (163) (5,241) 2,216
----------- ----------- ----------- ----------- -----------
Net increase (decrease) during
period 246,848 375,487 84,452 90,979 (9,649)
----------- ----------- ----------- ----------- -----------
Net assets available for plan
benefits at December 31, 1995
held by Fidelity $ 755,807 $ 1,234,237 $ 262,686 $ 295,289 $ 439,726
=========== =========== =========== =========== ===========
</TABLE>
<TABLE>
<CAPTION>
FIDELITY FIDELITY U.S. ZRC UNITIZED
WORLDWIDE EQUITY INDEX STOCK LOAN
FUND PORTFOLIO FUND FUND TOTAL
-------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net assets available for plan
benefits at July 1, 1995 held by
Fidelity (transferred in from
Merrill Lynch) $ 273,618 $ 749,268 $ 64,342 $ 160,182 $ 3,447,038
Contributions:
Employee (including rollovers) 98,844 158,462 30,292 -- 882,722
Employer 28,385 56,241 11,462 -- 316,074
Investment Income:
Interest and dividends 9,520 24,267 1,126 -- 175,596
Net realized and unrealized
appreciation (depreciation) (4,200) 49,797 4,562 -- 41,952
Loan repayments 1,068 1,538 376 (8,008) --
----------- ----------- ----------- ----------- -----------
133,617 290,305 47,818 (8,008) 1,416,344
Benefits paid to participants (15,549) (676) (6,343) -- (156,744)
Loans to participants -- (7,052) -- 35,000 --
Net transfers among funds 809 5,709 (4,147) -- --
----------- ----------- ----------- ----------- -----------
Net increase (decrease) during
period 118,877 288,286 37,328 26,992 1,259,600
----------- ----------- ----------- ----------- -----------
Net assets available for plan
benefits at December 31, 1995
held by Fidelity $ 392,495 $ 1,037,554 $ 101,670 $ 187,174 $ 4,706,638
=========== =========== =========== =========== ===========
</TABLE>
10
<PAGE> 14
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
<TABLE>
<CAPTION>
MERRILL LYNCH MERRILL LYNCH MERRILL LYNCH
MERRILL LYNCH CORPORATE GLOBAL ALLOCATION INTERNATIONAL MERRILL LYNCH
CAPITAL FUND BOND FUND FUND EQUITY FUND PHOENIX FUND
------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Net assets available for plan
benefits at January 1, 1995 held by
Merrill Lynch $ 459,385 $ 199,918 $ 668,976 $ 467,232 $ 504,456
Contributions:
Employee (including rollovers) 79,081 40,832 100,714 82,215 84,501
Employer 35,335 18,753 46,698 34,264 42,375
Investment Income:
Interest and dividends 787 9,236 536 416 536
Net realized and unrealized
appreciation (depreciation) 78,023 22,959 82,535 (3,377) 94,750
Loan repayments 1,090 827 743 577 742
--------- --------- --------- --------- ---------
194,316 92,607 231,226 114,095 222,904
Benefits paid to participants (4,866) (204) (11,911) (16,406) (12,911)
Loans to participants (10,672) (7,720) (23,332) (12,747) (9,189)
Net transfers among funds 8,399 13,764 (53,635) (18,245) (16,366)
--------- --------- --------- --------- ---------
Net increase during period 187,177 98,447 142,348 66,697 184,438
--------- --------- --------- --------- ---------
Balance at June 30, 1995 646,562 298,365 811,324 533,929 688,894
--------- --------- --------- --------- ---------
Transfers to Fidelity (646,562) (298,365) (811,324) (533,929) (688,894)
--------- --------- --------- --------- ---------
Net assets available for plan
benefits at July 1, 1995 held by
Merrill Lynch $ -- $ -- $ -- $ -- $ --
</TABLE>
<TABLE>
<CAPTION>
MERRILL LYNCH
RETIREMENT LOAN
PRESERVATION TRUST FUND TOTAL
----------------------------------------------
<S> <C> <C> <C>
Net assets available for plan
benefits at January 1, 1995 held by
Merrill Lynch $164,548 $ 100,933 $ 2,565,448
Contributions:
Employee (including rollovers) 48,482 -- 435,825
Employer 22,367 -- 199,792
Investment Income:
Interest and dividends 6,476 -- 17,987
Net realized and unrealized
appreciation (depreciation) -- -- 274,890
Loan repayments 432 (4,411) --
--------- --------- -----------
77,757 (4,411) 928,494
Benefits paid to participants (606) -- (46,904)
Loans to participants -- 63,660 --
Net transfers among funds 66,083 -- --
--------- --------- -----------
Net increase during period 143,234 59,249 881,590
--------- --------- -----------
Balance at June 30, 1995 307,782 160,182 3,447,038
--------- --------- -----------
Transfers to Fidelity (307,782) (160,182) (3,447,038)
--------- --------- -----------
Net assets available for plan
benefits at July 1, 1995 held by
Merrill Lynch $ -- $ -- $ --
</TABLE>
11
<PAGE> 15
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
<TABLE>
<CAPTION>
MERRILL MERRILL LYNCH MERRILL LYNCH
MERRILL LYNCH GLOBAL MERRILL LYNCH RETIREMENT
LYNCH CORPORATE ALLOCATION INTERNATIONAL MERRILL LYNCH PRESERVATION
CAPITAL FUND BOND FUND FUND EQUITY FUND PHOENIX FUND TRUST
------------ ---------- ------------ ------------- ------------- -------------
<S> <C> <C> <C> <C> <C> <C>
Net assets available for plan
benefits at January 1, 1994 $ -- $ -- $ -- $ -- $ -- $ --
Contributions:
Employee (including rollovers) 428,599 176,866 598,549 424,827 477,308 143,583
Employer 62,254 36,252 104,907 69,487 78,250 54,089
Investment Income:
Interest and dividends 30,723 7,523 36,163 28,289 53,769 9,492
Net realized and unrealized
depreciation (27,572) (7,839) (53,088) (38,425) (78,849) --
Loan repayments 635 453 931 267 423 188
--------- --------- --------- --------- --------- ---------
494,639 213,255 687,462 484,445 530,901 207,352
Benefits paid to participants (4,437) (3,496) (5,550) (2,082) (1,895) (32,249)
Loans to participants (30,168) (18,117) (13,183) (10,632) (19,237) (12,493)
Net transfers among funds (649) 8,276 247 (4,499) (5,313) 1,938
--------- --------- --------- --------- --------- ---------
Net increase during period 459,385 199,918 668,976 467,232 504,456 164,548
--------- --------- --------- --------- --------- ---------
Net assets available for plan
benefits at December 31, 1994 $ 459,385 $ 199,918 $ 668,976 $ 467,232 $ 504,456 $ 164,548
========= ========= ========= ========= ========= =========
</TABLE>
<TABLE>
<CAPTION>
LOAN
FUND TOTAL
----------- -----------
<S> <C> <C>
Net assets available for plan
benefits at January 1, 1994 $ -- $ --
Contributions:
Employee (including rollovers) -- 2,249,732
Employer -- 405,239
Investment Income:
Interest and dividends -- 165,959
Net realized and unrealized
depreciation -- (205,773)
Loan repayments (2,897) --
--------- ----------
(2,897) 2,615,157
Benefits paid to participants -- (49,709)
Loans to participants 103,830 --
Net transfers among funds -- --
--------- ----------
Net increase during period 100,933 2,565,448
--------- ----------
Net assets available for plan
benefits at December 31, 1994 $ 100,933 $ 2,565,448
========= ===========
</TABLE>
12
<PAGE> 16
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Notes to Financial Statements - continued
NOTE 5 - PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100% vested in their accounts.
NOTE 6 - INCOME TAX STATUS
The Internal Revenue Service ruled on March 20, 1996 that the Plan qualifies
under Section 401(a) of the Internal Revenue Code ("IRC") and, therefore, the
related trust is not subject to tax under present income tax law. The Plan is
required to operate in conformity with the IRC to maintain its qualification.
The Plan Administrator, Zurich Reinsurance Centre, Inc. is not aware of any
course of actions or series of events that have occurred that might adversely
affect the Plan's qualified status.
NOTE 7 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for plan benefits per
the financial statements to the Form 5500:
<TABLE>
<CAPTION>
DECEMBER 31,
1995 1994
-----------------------------------
<S> <C> <C>
Net assets available for plan benefits per the financial statements $4,706,638 $2,565,448
Amounts allocated to withdrawing participants (9,294) --
---------- ----------
Net assets available for plan benefits per Form 5500 $4,697,344 $2,565,448
========== ==========
</TABLE>
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500:
<TABLE>
<CAPTION>
YEAR ENDED DECEMBER 31, 1995
----------------------------
<S> <C>
Benefits paid to participants per the financial statements $ 203,648
Add: Amounts allocated to withdrawing participants
at December 31, 1995 9,294
Less: Amounts allocated to withdrawing participants
at December 31, 1994 --
----------
Benefits paid to participants per the Form 5500 $ 212,942
==========
</TABLE>
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31, but not yet paid as of that date.
13
<PAGE> 17
SUPPLEMENTAL SCHEDULES
14
<PAGE> 18
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Schedule of Assets Held for Investment Purposes
December 31, 1995
<TABLE>
<CAPTION>
FACE VALUE/NUMBER MARKET
OF SHARES VALUE COST
--------------------------------------------------
<S> <C> <C> <C>
Fidelity Fund 32,971 $ 745,481 $ 734,655
Fidelity Growth Company Fund 33,555 1,217,707 1,247,014
Fidelity Intermediate Bond Fund 24,855 258,736 255,481
Fidelity Asset Manager Portfolio 18,331 290,545 283,681
Fidelity Managed Income Portfolio 434,815 434,815 434,815
Fidelity Worldwide Fund 28,792 386,962 390,846
Fidelity U.S. Equity Index Portfolio 45,532 1,027,673 978,078
ZRC Unitized Stock Fund 9,274 99,137 94,518
----------- -----------
Total Investments $ 4,461,056 $ 4,419,088
=========== ===========
</TABLE>
15
<PAGE> 19
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Schedule of Reportable Transactions
<TABLE>
<CAPTION>
CURRENT
NUMBER OF PURCHASE COST OF VALUE NET
FUND TRANSACTIONS PRICE ASSETS (PROCEEDS) GAIN (LOSS)
- ------------------------------------------------------------------------------------------------------------------------------------
CATEGORY (i) - SINGLE SECURITY TRANSACTIONS AGGREGATING MORE THAN 5% OF THE
CURRENT VALUE OF PLAN ASSETS AT THE BEGINNING OF THE YEAR:
<S> <C> <C> <C> <C> <C>
Merrill Lynch Capital Fund 1 $ 604,963 $ 672,699 $ 67,736
Merrill Lynch Corporate Bond Fund 1 288,170 304,468 16,298
Merrill Lynch Global Allocation Fund 1 806,208 839,895 33,687
Merrill Lynch International Equity Fund 1 585,990 550,221 (35,769)
Merrill Lynch Phoenix Fund 1 682,737 691,259 8,522
Merrill Lynch CMA Money Fund 1 $2,971,525 2,971,525
Merrill Lynch CMA Money Fund 1 2,994,321 2,994,321 --
Merrill Lynch Retirement Preservation Trust 1 292,194 292,194 --
Fidelity Retirement Money Market 1 3,286,856 3,286,856
Fidelity Retirement Money Market` 1 3,286,856 3,286,856 --
Fidelity Fund 1 502,769 502,769
Fidelity Growth Company Fund 1 844,306 844,306
Fidelity Intermediate Bond Fund 1 176,059 176,059
Fidelity Asset Manager Portfolio 1 201,306 201,306
Fidelity Managed Income Portfolio 1 443,890 443,890
Fidelity Worldwide Fund 1 270,285 270,285
Fidelity U.S. Equity Index Portfolio 1 740,156 740,156
</TABLE>
CATEGORY (iii) - SERIES OF SECURITIES TRANSACTIONS WITH RESPECT TO SECURITIES OF
THE SAME ISSUE WHICH AMOUNT IN THE AGGREGATE TO MORE THAN 5%
OF THE CURRENT VALUE OF PLAN ASSETS AT THE BEGINNING OF THE
YEAR:
<TABLE>
<S> <C> <C> <C> <C> <C>
Merrill Lynch Capital Fund 89 $ 612,867 $ 680,376 $ 67,509
Merrill Lynch Capital Fund 34 $ 131,689 131,689
Merrill Lynch Corporate Bond Fund 90 290,460 306,701 16,241
Merrill Lynch Corporate Bond Fund 36 87,384 87,384
Merrill Lynch Global Allocation Fund 89 879,811 909,445 29,634
Merrill Lynch Global Allocation Fund 34 168,409 168,409
Merrill Lynch International Equity Fund 89 667,608 621,604 (46,004)
Merrill Lynch International Equity Fund 32 167,857 167,857
Merrill Lynch Phoenix Fund 87 718,436 722,722 4,286
Merrill Lynch Phoenix Fund 32 141,905 141,905
Merrill Lynch CMA Money Fund 45 3,713,195 3,713,195 --
Merrill Lynch CMA Money Fund 37 3,644,212 3,644,212
Merrill Lynch Retirement Preservation Trust 8 304,857 304,857 --
Merrill Lynch Retirement Preservation Trust 20 148,004 148,004
Fidelity Retirement Money Market 1 3,286,856 3,286,856 --
Fidelity Retirement Money Market` 18 3,338,989 3,338,989
Fidelity Fund 5 18,661 18,861 200
Fidelity Fund 23 753,316 753,316
Fidelity Growth Company Fund 6 12,238 12,146 (92)
Fidelity Growth Company Fund 23 1,259,252 1,259,252
Fidelity Intermediate Bond Fund 4 4,698 4,741 43
Fidelity Intermediate Bond Fund 23 260,179 260,179
</TABLE>
16
<PAGE> 20
Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan
Schedule of Reportable Transactions
<TABLE>
<CAPTION>
CURRENT
NUMBER OF PURCHASE COST OF VALUE NET
FUND TRANSACTIONS PRICE ASSETS (PROCEEDS) GAIN (LOSS)
- ------------------------------------------------------------------------------------------------------------------------------------
CATEGORY (iii) - SERIES OF SECURITIES TRANSACTIONS WITH RESPECT TO SECURITIES OF THE SAME ISSUE WHICH AMOUNT IN THE
AGGREGATE TO MORE THAN 5% OF THE CURRENT VALUE OF PLAN ASSETS AT THE BEGINNING OF THE YEAR (CONTINUED):
<S> <C> <C> <C> <C> <C>
Fidelity Asset Manager Portfolio 3 $ 11,693 $ 11,697 $ 4
Fidelity Asset Manager Portfolio 20 $295,374 295,374
Fidelity Managed Income Portfolio 5 133,856 133,856 --
Fidelity Managed Income Portfolio 26 568,671 568,671
Fidelity Worldwide Fund 5 16,905 16,589 (316)
Fidelity Worldwide Fund 19 407,752 407,752
Fidelity U.S. Equity Index Portfolio 3 7,879 8,080 201
Fidelity U.S. Equity Index Portfolio 22 985,957 985,957
</TABLE>
THERE WERE NO CATEGORY (ii) AND (iv) TRANSACTIONS.
17
<PAGE> 21
INDEX TO EXHIBITS
Exhibit
Number Description of Exhibit Page
- ------- ---------------------- ----
23 Consent of Ernst & Young LLP, Independent Auditors 20
18
<PAGE> 22
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan Administrator has duly caused this annual report to be signed on its
behalf by the undersigned, hereunto duly authorized.
ZURICH REINSURANCE CENTRE, INC. (ZRC)
401(k) PLAN
------------------------------------
(Name of Plan)
Date: June 27, 1996 By: /s/ Karen O'Connor Rubsam
--------------------------
Karen O'Connor Rubsam
Senior Vice President, Chief Financial Officer
and Treasurer of Zurich Reinsurance Centre,
Inc. (the Plan Administrator)
19
<PAGE> 1
Exhibit 23
Consent of Ernst & Young LLP, Independent Auditors
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 33-93390) pertaining to the Zurich Reinsurance Centre, Inc. (ZRC) 401(k)
Plan of our report dated June 24, 1996, with respect to the financial statements
and schedules of the Zurich Reinsurance Centre, Inc. (ZRC) 401(k) Plan included
in the Plan's Annual Report (Form 11-K) for the year ended December 31, 1995.
/s/ ERNST & YOUNG LLP
Stamford, Connecticut
June 27, 1996
20
