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
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM ___________ TO _________
COMMISSION FILE NUMBER 0-24068
_________________
A. FULL TITLE OF THE PLAN AND ADDRESS OF THE PLAN, IF DIFFERENT FROM THAT OF
THE ISSUER NAMES BELOW: CONSOLIDATED GRAPHICS, INC. EMPLOYEE 401(K) SAVINGS
PLAN.
B. NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO THE PLAN AND THE ADDRESS
OF ITS PRINCIPAL EXECUTIVE OFFICE: CONSOLIDATED GRAPHICS, INC., 5858
WESTHEIMER, SUITE 200, HOUSTON, TEXAS 77057.
<PAGE>
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
INDEX
PAGE
Independent Auditors' Report 1
Statement of Net Assets Available for Benefits -
December 31, 1998 and 1997 2
Statement of Changes in Net Assets Available for Benefits with
Fund Information - Year ended December 31, 1998 3
Notes to Financial Statements 4
SUPPLEMENTAL SCHEDULES
1 Item 27a - Schedule of Assets Held for Investment Purposes-
December 31, 1998 9
2 Item 27d - Schedule of Reportable Transactions-
Year ended December 31, 1998 10
3 Item 27e - Schedule of Nonexempt Transactions-
Year ended December 31, 1998 11
Signature 12
EXHIBIT
Consent of Independent Auditors
<PAGE>
INDEPENDENT AUDITORS' REPORT
The Plan Administrator
Consolidated Graphics, Inc.
Employee 401(k) Savings Plan:
We have audited the accompanying statements of net assets available for benefits
of Consolidated Graphics, Inc. Employee 401(k) Savings Plan (the Plan) as of
December 31, 1998 and 1997, and the related statement of changes in net assets
available for benefits with fund information for the year ended December 31,
1998. 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, 1998 and 1997, and the changes in net assets available for benefits
with fund information for the year ended December 31, 1998 in conformity with
generally accepted accounting principles.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes, reportable transactions, and nonexempt 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. These supplemental
schedules are the responsibility of the Plan's management. The fund information
in the statement of changes in net assets available for benefits is presented
for purposes of additional analysis rather than to present the changes in net
assets available for plan benefits with fund information of 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 LLP
Houston, Texas
July 9, 1999
1
<PAGE>
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
<TABLE>
<CAPTION>
December 31,
1998 1997
----------- -----------
<S> <C> <C>
Assets:
Cash - interest bearing ........................ $ 4,475 $ 1,036
Investments - at fair value:
Consolidated Graphics, Inc. Common Stock .... 3,102,953 * 728,292 *
Janus Worldwide ............................. 3,759,583 * 1,100,610 *
U.S. Global Resources ....................... 367,765 205,229
Bonnel Growth ............................... 3,480,771 * 1,052,498 *
Dreyfus S&P 500 Index ....................... 4,535,458 * 792,155 *
Janus Flexible Income ....................... 1,043,682 * 275,747
U.S. Government Securities Savings .......... 1,371,824 * 1,309,074 *
Participant notes receivable - at cost ....... 336,456 141,136
----------- -----------
Total investments ..................... 17,998,492 5,604,741
----------- -----------
Participants' contributions receivable ......... 160,537 111,611
Investment income receivable ................... 21,793 --
----------- -----------
Total assets .......................... 18,185,297 5,717,388
----------- -----------
Liabilities:
Contributions payable .......................... 7,910 --
Trustee fees payable ........................... -- 455
----------- -----------
Total liabilities ..................... 7,910 455
----------- -----------
Net assets available for benefits ............. $18,177,387 $ 5,716,933
=========== ===========
</TABLE>
* Represents 5% or more of net assets available for benefits
See accompanying notes to financial statements.
2
<PAGE>
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
CONSOLIDATED
CASH - GRAPHICS, INC. U.S.
INTEREST COMMON JANUS GLOBAL BONNEL
BEARING STOCK WORLDWIDE RESOURCES GROWTH
----------- ----------- ----------- --------- -----------
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Dividend and interest income .......... $ 3,702 $ -- $ 18,215 $ 49,960 $ 109,457
Realized gains (losses) ............... -- 60,195 42,865 (30,528) 29,894
Unrealized gains (losses) ............. -- 728,658 391,780 (165,237) 417,660
Contributions:
Employees ........................... 619,425 (5,450) 737,563 141,059 731,610
Rollovers from other plans .......... 558,083 -- 453,967 73,496 802,338
Plan mergers ........................ 480,296 -- 1,223,981 115,999 626,710
----------- ----------- ----------- --------- -----------
Total additions ................. 1,661,506 783,403 2,868,371 184,749 2,717,669
----------- ----------- ----------- --------- -----------
Deductions from net assets attributed to:
Benefits and withdrawals .............. 236 200,219 180,591 20,006 185,393
Trustee fees .......................... -- 94 794 95 718
----------- ----------- ----------- --------- -----------
Total deductions ................ 236 200,313 181,385 20,101 186,111
----------- ----------- ----------- --------- -----------
Net increase before
interfund transfers and other .. 1,661,270 583,090 2,686,986 164,648 2,531,558
Interfund transfers and other ........... (1,634,668) 1,789,474 (469) 1,110 (59,188)
----------- ----------- ----------- --------- -----------
Net increase (decrease) in net
assets available for benefits .. 26,602 2,372,564 2,686,517 165,758 2,472,370
Net assets available for benefits:
Beginning of year ....................... 1,036 728,292 1,100,610 205,229 1,052,498
----------- ----------- ----------- --------- -----------
End of year ............................. $ 27,638 $ 3,100,856 $ 3,787,127 $ 370,987 $ 3,524,868
=========== =========== =========== ========= ===========
</TABLE>
<TABLE>
<CAPTION>
U.S.
DREYFUS JANUS GOVERNMENT PARTICIPANT
S&P 500 FLEXIBLE SECURITIES NOTES
INDEX INCOME SAVINGS RECEIVABLE OTHER TOTAL
---------- ----------- ----------- -------- --------- ------------
<S> <C> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Dividend and interest income .......... $ 44,121 $ 44,121 $ 46,488 $ -- $ -- $ 316,064
Realized gains (losses) ............... 35,757 855 -- -- -- 139,038
Unrealized gains (losses) ............. 578,391 15,163 -- -- -- 1,966,415
Contributions:
Employees ........................... 808,076 182,557 103,143 -- -- 3,317,983
Rollovers from other plans .......... 1,248,484 296,188 363,804 56,881 -- 3,853,241
Plan mergers ........................ 1,166,858 295,970 647,932 -- -- 4,557,746
---------- ----------- ----------- -------- --------- ------------
Total additions ................. 3,881,687 834,854 1,161,367 56,881 -- 14,150,487
---------- ----------- ----------- -------- --------- ------------
Deductions from net assets attributed to:
Benefits and withdrawals .............. 164,673 31,096 789,840 39,584 -- 1,611,638
Trustee fees .......................... 904 391 591 -- -- 3,587
---------- ----------- ----------- -------- --------- ------------
Total deductions ................ 165,577 31,487 790,431 39,584 -- 1,615,225
---------- ----------- ----------- -------- --------- ------------
Net increase before
interfund transfers and other .. 3,716,110 803,367 370,936 17,297 -- 12,535,262
Interfund transfers and other ........... 71,661 (11,219) (298,376) 178,023 (111,156) (74,808)
---------- ----------- ----------- -------- --------- ------------
Net increase (decrease) in net
assets available for benefits .. 3,787,771 792,148 72,560 195,320 (111,156) 12,460,454
Net assets available for benefits:
Beginning of year ....................... 792,155 275,747 1,309,074 141,136 111,156 5,716,933
---------- ----------- ----------- -------- --------- ------------
End of year ............................. $4,579,926 $ 1,067,895 $ 1,381,634 $336,456 $ -- $ 18,177,387
========== =========== =========== ======== ========= ============
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(1) DESCRIPTION OF PLAN
The following description of the Consolidated Graphics, Inc. (the
"Company") Employee 401(k) Savings Plan (the "Plan") provides only general
information. Participants should refer to the Plan agreement for a more
complete description of the Plan's provisions.
(A) GENERAL
The Plan was established effective January 1, 1997 as a defined
contribution plan covering all full-time employees of the Company and
its participating subsidiaries who have completed one year of service
(including a minimum of 1,000 hours of service during such period) and
are age nineteen or older. The Plan is subject to the provisions of
the Employee Retirement Income Security Act of 1974 ("ERISA").
During 1998, the Company executed three asset transfer agreements to
merge the 401(k) plans of acquired printing businesses into the Plan.
The following plans were merged into the Plan as of the following
dates:
PLAN NAME DATE
----------------------------------------------- -----------------
Garner Printing Savings Plan April 9, 1998
Walnut Circle Press, Inc. 401(k) Plan September 30, 1998
Employees Savings Plan and Trust of Delmar and
Certain Other Divisions of Continental
Graphics Corporation October 22, 1998
The Plan is administered by the Company's Retirement Committee.
Security Trust & Financial Company serves as the Plan trustee and
custodian. Plan administrative expenses are paid by the Company.
(B) CONTRIBUTIONS
Each year, participants may contribute from 1 percent to 15 percent of
their pretax annual compensation not to exceed $10,000, as defined in
the Plan agreement. Participants may also contribute amounts
representing distributions from other qualified defined benefit or
contribution plans. The Plan also provides for discretionary employer
matching, not exceeding 6 percent of annual compensation. Additional
amounts may also be contributed by the employer at the option of the
Company's board of directors. During 1998, the Company made no
discretionary contributions to the Plan.
(C) PARTICIPANT ACCOUNTS
Each participant's account is credited with the participant's
contribution and allocations of (i) Plan earnings and (ii)
discretionary contributions by the Company, if any, and charged with
an allocation of administrative expenses. Allocations are based on
participant earnings or account balances, as defined in the Plan
agreement. The benefit to which the participant is entitled is the
benefit that can be provided from the participant's vested interest in
his or her account.
4
<PAGE>
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(D) VESTING
Participants are immediately vested in their contributions plus actual
earnings thereon and qualified employer matching contributions. The
vesting of certain discretionary contributions made by the employer
plus earnings and losses thereon is based on years of continuous
service. A participant vests at a rate of 20 percent per year until
fully vested after five years of credited service.
(E) INVESTMENT OPTIONS
Upon enrollment in the Plan, a participant may direct contributions in
1 percent increments in any of seven investment options.
o CONSOLIDATED GRAPHICS, INC. COMMON STOCK - Invests in the
Company's common stock.
o JANUS WORLDWIDE FUND - A diversified fund that seeks long-term
growth of capital by investing primarily in common stocks of
foreign and domestic issues.
o U.S. GLOBAL RESOURCES FUND - Seeks long-term growth of
capital, while providing protection against inflation and
monetary instability by investing in natural resource-related
companies around the globe.
o BONNELL GROWTH FUND - Seeks long-term growth of capital by
investing primarily in the common stocks of domestic and
foreign small to midsize capital companies.
o DREYFUS S&P 500 INDEX FUND - Seeks to provide investment
results that correspond to the price and yield performance of
publicly-traded common stocks in the aggregate, as represented
by the Standard & Poor's 500 Composite Price Index.
o JANUS FLEXIBLE INCOME FUND - A diversified fund that seeks
current income and long-term growth of capital by investing
primarily in income-producing equity securities.
o U.S. GOVERNMENT SECURITIES SAVINGS FUND - Seeks to preserve
capital and generate income by investing exclusively in
short-term securities backed by the United States government
or its agencies.
Participants may change their investment options at any time.
5
<PAGE>
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(F) PARTICIPANT NOTES RECEIVABLE
Participants may borrow from their fund accounts a minimum of $1,000
up to a maximum equal to the lesser of $50,000 or 50 percent of the
participant's vested account balance. Loan transactions are treated as
a transfer to (from) the investment fund from (to) the Participant
Notes Receivable fund. Loan terms range from 1 to 5 years or up to 25
years for the purchase of a primary residence. The loans are secured
by the vested balance in the participant's account and bear interest
at a rate commensurate with local prevailing rates as determined by
the Plan administrator. Principal and interest payments are made by
means of payroll withholdings according to the terms of the promissory
note.
(G) PAYMENT OF BENEFITS
Upon termination of services due to death or retirement, a participant
may elect to receive either a lump-sum amount equal to the value of
the participant's vested interest in his or her account, or annual
installments as requested by the employee. For termination of service
due to other reasons, a participant may receive the value of the
vested interest in his or her account as a lump-sum distribution.
(H) FORFEITED ACCOUNTS
During 1998, there were nine forfeited nonvested accounts totaling
$3,000 which were used to reduce trustee fees.
(2) SUMMARY OF ACCOUNTING POLICIES
(A) BASIS OF ACCOUNTING
The financial statements of the Plan are prepared under the accrual
method of accounting in accordance with generally accepted accounting
principles. These principles require management to make estimates and
assumptions that affect the reported amounts of assets, liabilities,
and changes therein, and disclosure of contingent assets and
liabilities; accordingly, actual results could differ from those
estimates.
(B) INVESTMENT VALUATION AND INCOME RECOGNITION
The Plan's investments are stated at fair value. Shares of registered
investment companies are valued at quoted market prices which
represent the net asset value of shares held by the Plan at year end.
The Company's common stock is valued at its quoted market price.
Participant notes receivable are valued at cost which approximates
fair value.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are
recorded on the ex-dividend date.
(C) PAYMENT OF BENEFITS
Benefits are recorded when paid.
6
<PAGE>
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(3) PARTY-IN-INTEREST TRANSACTIONS
Certain Plan investments are in funds managed by the Plan trustee. In
addition, the Plan invests in the Company's common stock, as well as
participant notes receivable. These transactions qualify as
party-in-interest transactions.
(4) PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the
right to terminate the Plan subject to the provisions of ERISA. In the
event of Plan termination, participants will become 100 percent vested in
their accounts.
(5) RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per
the financial statements to the Form 5500 at December 31, 1997:
Net assets available for benefits
per the financial statements .... $ 5,716,933
Amounts allocated to withdrawing
participants .................... (5,254)
-----------
Net assets available for
benefits per the Form 5500 $ 5,711,679
===========
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500 at December 31, 1998:
Benefits paid to participants per
the financial statements ...... $ 1,611,638
Less: Amounts allocated to
withdrawing participants
at December 31, 1997 ........... (5,254)
-----------
Benefits paid to
participants per the
Form 5500 ............... $ 1,606,384
===========
(6) TAX STATUS
The Plan agreement is based on a standardized prototype plan developed by
the Plan trustee. The prototype plan received an opinion letter from the
Internal Revenue Service (IRS) dated October 20, 1993. The Plan trustee and
administrator believe that the Plan is designed and is currently being
operated in compliance with the applicable requirements of the Internal
Revenue Code of 1986, as amended (IRC) and accordingly, that the Plan is
tax-exempt.
7
<PAGE>
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(7) PROHIBITED TRANSACTIONS AND OTHER
On one occasion during the 1998 Plan year, participant 401(k) contributions
were not forwarded to the trustee of the Plan by the fifteenth business day
of the month following the month in which such contributions were withheld
from the pay of such participants. In each case, such contributions were
subsequently contributed to the trust for the Plan along with earnings
calculated from such fifteenth business day to the date such contributions
were deposited in the trust. In addition, the Company is preparing and
intends to file IRS Form 5330 to pay the excise tax associated with such
late contributions.
The 401(k) contributions of seven participants exceeded the limitation
under IRC Section 402(g) for the 1998 Plan year. The excess deferrals
(including earnings) of five of such participants were distributed by April
15, 1999. The excess deferrals (including earnings) of the other two
participants will be distributed to such participants in accordance with
the Administrative Policy Regarding Self Correction under Revenue Procedure
98-22. The correction will be made in accordance with the SVP standardized
correction method set forth in Section .04 of Appendix A to Revenue
Procedure 98-22.
The Plan did not satisfy the nondiscrimination test under IRC Section
401(k)(3) for the 1998 Plan year. To comply with such nondiscrimination
test, the Company will either (i) make a qualified nonelective contribution
allocable to non-highly compensated employees in an amount sufficient to
satisfy the nondiscrimination test or (ii) distribute the excess
contributions, including any income attributable thereto, to highly
compensated employees by December 31, 1999. If the excess contributions are
distributed to highly compensated employees, the Company will file IRS Form
5330 to pay the excise tax attributable to such excess contributions.
(8) YEAR 2000 (UNAUDITED)
The Plan could be adversely affected if the computer systems and those of
service providers used by the Plan or the Plan trustee do not properly
process and calculate date related information from and after January 1,
2000. This is commonly known as the "Year 2000 Issue." The Company is
taking steps that it believes are reasonably designed to address the Year
2000 Issue with respect to its computer systems and is obtaining
satisfactory assurances that comparable steps are being taken by each of
the Plan's major service providers. At this time, however, there can be no
assurance that these steps will be sufficient to avoid any material adverse
effect on the Plan's activities and, accordingly, its net assets available
for benefits and changes therein.
(9) SUBSEQUENT EVENT
On July 9, 1999, the Company executed an asset transfer agreement to merge
Carty Enterprises, Inc. Profit Sharing/Section 401(k) Plan and Trust into
the Plan.
8
<PAGE>
SCHEDULE 1
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1998
<TABLE>
<CAPTION>
CURRENT
IDENTITY OF ISSUER DESCRIPTION OF INVESTMENT COST VALUE
- --------------------------------------- --------------------------------- ------------ -------------
<S> <C> <C>
Security Trust and Financial Company * Cash - interest bearing $ 4,475 $ 4,475
Consolidated Graphics, Inc.* Consolidated Graphics, Inc.
Common Stock 2,281,445 3,102,953
Security Trust and Financial Company * Janus Worldwide 3,369,763 3,759,583
Security Trust and Financial Company * U.S. Global Resources 565,392 367,765
Security Trust and Financial Company * Bonnel Growth 3,131,503 3,480,771
Security Trust and Financial Company * Dreyfus S&P 500 Index 3,902,352 4,535,458
Security Trust and Financial Company * Janus Flexible Income 1,033,145 1,043,682
Security Trust and Financial Company * U.S. Government Securities
Savings 1,371,824 1,371,824
Participant notes receivable,
with terms ranging from
1-5 years, interest at
7.75% per year* 336,456 336,456
------------ ------------
$ 15,996,355 $ 18,002,967
============ ============
</TABLE>
* Represents party-in-interest transactions.
See accompanying independent auditors' report.
9
<PAGE>
SCHEDULE 2
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(k) SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
NET
PURCHASE SELLING CURRENT GAIN/
IDENTITY OF ISSUER DESCRIPTION OF ASSET PRICE PRICE COST VALUE (LOSS)
- ---------------------- ------------------------ ---------- ----------- ---------- ---------- -----------
<S> <C> <C>
Security Trust and
Financial Company* Cash $ - - - 2,426,015 ** -
Security Trust and
Financial Company* Cash - - - 1,762,464 ** -
Security Trust and
Financial Company* Cash - - - 369,756 ** -
</TABLE>
* Represents party-in-interest transactions.
** Represents rollovers from plan mergers.
See accompanying independent auditors' report.
10
<PAGE>
SCHEDULE 3
CONSOLIDATED GRAPHICS, INC.
EMPLOYEE 401(K) SAVINGS PLAN
ITEM 27e - SCHEDULE OF NONEXEMPT TRANSACTIONS
YEAR ENDED DECEMBER 31, 1998
<TABLE>
<CAPTION>
DESCRIPTION OF TRANSACTIONS
IDENTITY OF RELATIONSHIP TO PLAN, INCLUDING MATURITY DATE, RATE OF
PARTY EMPLOYER OR OTHER INTEREST, COLLATERAL, PAR OR
INVOLVED PARTY-IN-INTEREST MATURITY VALUE PURCHASE PRICE SELLING PRICE
- -------------- --------------------- --------------------------------- --------------- --------------
<S> <C> <C> <C> <C>
Consolidated Employer/
Graphics, Inc. Plan Sponsor * ** **
IDENTITY OF EXPENSES INCURRED CURRENT NET GAIN OR
PARTY IN CONNECTION WITH VALUE OF (LOSS) ON EACH
INVOLVED LEASE RENTAL TRANSACTION COST OF ASSET ASSET TRANSACTION
- -------------- ------------- -------------------- ------------- ----------- ---------------
Consolidated
Graphics, Inc. ** $0 $3,069 ** **
</TABLE>
* Due to a late contribution of participant deferrals to the Plan, the Plan
was considered to have loaned assets to the employer. The loan commenced on
January 16, 1998 and was refunded on November 2, 1998. The principal amount
was $2,881 and the deemed interest rate was 7.87% annualized; therefore,
the amount involved is $3,069. The transaction was corrected when the loan
was repaid with interest. The employer is preparing and will file Form 5330
to pay the excise tax associated with the transaction.
** Not applicable
See accompanying independent auditors' report.
11
<PAGE>
SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE
TRUSTEE (OR OTHER PERSONS WHO ADMINISTER THE PLAN) HAS DULY CAUSED THIS
ANNUAL REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED HEREUNTO DULY
AUTHORIZED.
Consolidated Graphics, Inc. Employee 401(k) Savings Plan
By: /s/ RONALD E. HALE, JR.
Ronald E. Hale, Jr.
Member of the Consolidated Graphics, Inc.
Employee 401(k) Savings Plan
Retirement Committee
Date: July 14, 1999
12
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the registration statement (File
No. 333-18435) on Form S-8 of Consolidated Graphics, Inc. of our report dated
July 9, 1999, relating to the statement of net assets available for benefits of
Consolidated Graphics, Inc. Employee 401(k) Savings Plan (the "Plan") as of
December 31, 1998 and 1997, the related statement of changes in net assets
available for benefits with fund information for the year ended December 31,
1998, and the related supplemental schedules, which report appears in the Plan's
Annual Report on Form 11-K for the year ended December 31, 1998.
/s/ KPMG LLP
KPMG LLP
Houston, Texas
July 9, 1999
