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Previous: ALLIANCE ALL ASIA INVESTMENT FUND INC, 497, 1996-06-28 |
Next: TEGAL CORP /DE/, 8-K, 1996-06-28 |
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------------
FORM 11-K
/X/ ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
or
/ / TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1995
Commission File No: 0-25058
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
FLORES & RUCKS, INC. 401(K) SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
Flores & Rucks, Inc.
8440 Jefferson Highway, Suite 420
Baton Rouge, Louisiana 70809
(504) 927-1450
<PAGE>
FLORES & RUCKS, INC. 401(K) SAVINGS PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
PAGE
INDEPENDENT AUDITOR'S REPORT
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits at December 31, 1995
and 1994
Statement of Changes in Net Assets Available for Benefits, with Fund
Information for the year ended December 31, 1995
Notes to Financial Statements
SUPPLEMENTAL SCHEDULES AS OF AND FOR THE YEAR
ENDED DECEMBER 31, 1995:
Schedule of Assets Held for Investment Purposes
Schedule of Reportable Transactions
All other schedules required by Section 2520.103-10 of the Department of Labor
Rules for Reporting and Disclosure under ERISA have been omitted because they
are not applicable or the required information is shown in the financial
statements.
EXHIBITS:
23.1 Consent of Independent Public Accountants
<PAGE>
SIGNATURES
The Plan. 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 its behalf by the undersigned
hereunto duly authorized.
FLORES & RUCKS, INC. 401(K) SAVINGS PLAN
By: Flores & Rucks, Inc.,
Plan Administrator
/s/ Robert L. Belk June 26, 1996
- --------------------------------------
Robert L. Belk
Senior Vice President and Chief Financial Officer
<PAGE>
FLORES & RUCKS, INC.
401(k) SAVINGS PLAN
FINANCIAL REPORT
December 31, 1995
<PAGE>
CONTENTS
<TABLE>
<CAPTION>
Schedule Page
<S> <C> <C>
INDEPENDENT AUDITOR'S REPORT ON THE FINANCIAL STATEMENTS 1
FINANCIAL STATEMENTS
Statement Of Net Assets Available For Benefits - December 31, 1995 2
Statement Of Net Assets Available For Benefits - December 31, 1994 6
Statement Of Changes In Net Assets Available For Benefits 7
Notes To Financial Statements 11
SUPPLEMENTARY SCHEDULES
Assets Held For Investment Purposes 1 17
Reportable Transactions 2 19
</TABLE>
Note: There were no prohibited party-in-interest transactions, no leases, and
no loans or fixed income obligations in default or classified as
uncollectible during the year ended December 31, 1995. A schedule of
investment assets which were both acquired and disposed of within the
Plan year is not necessary since all such transactions involve either
common investment funds or instruments for short-term money management
(such as interests in mutual funds and short-term commercial paper
ranked in the highest rating category).
<PAGE>
INDEPENDENT AUDITOR'S REPORT
To the Plan Administrator
Flores & Rucks, Inc. 401(k) Savings Plan
Baton Rouge, Louisiana
We were engaged to audit the financial statements of The Flores & Rucks, Inc.
401(k) Savings Plan as of December 31, 1995 and 1994, and for the year ended
December 31, 1995, and the supplemental schedules as of and for the year ended
December 31, 1995 as listed in the accompanying table of contents. These
financial statements and schedules are the responsibility of the Plan's
management.
As permitted by 29 CFR 2520.103-8 of the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974, the Plan administrator instructed us not to perform, and
we did not perform, any auditing procedures with respect to the investments,
investment transactions and related income, which were certified by Capital
Guardian Trust Company and Bankers Trust Company, the trustees of the Plan,
except for comparing the information with the related information included in
the financial statements and supplemental schedules. We have been informed by
the Plan administrator that the trustee holds the Plan's investment assets and
executes investment transactions. The Plan administrator has obtained
certifications from the trustee as of and for the years ended December 31, 1995
and 1994, that the information provided to the Plan administrator by the
trustees is complete and accurate.
Because of the significance of the information that we did not audit, we are
unable to, and do not express an opinion on the accompanying financial
statements and schedules taken as a whole. The form and content of the
information included in the financial statements and schedules, other than that
derived from the information certified by the trustee, have been audited by us
in accordance with generally accepted auditing standards and in our opinion, are
presented in compliance with the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974.
H.J. Lowe & Company, L.L.C.
June 21, 1996
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1995
<TABLE>
<CAPTION>
Participant Directed
------------------------------------------------------------
The Cash
New The Washington Management
Per- Investment Mutual The Income The Bond Trust
spective Company of Investors Fund of Fund of of
ASSETS Fund America Fund America America America
---- ------- ---- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Investments:
At fair value:
Shares of registered
investment companies $727,173 $636,332 $1,059,178 $ - $ - $ -
Shares of pooled
separate accounts - - - - - -
Insurance company
unallocated contracts - - - - - -
Participant loans - - - - - -
Common stock - - - - - -
------ ------- --------- ------- ------ ------
727,173 636,332 1,059,178 - - -
------- ------- --------- ------ ----- -----
Receivables:
Contributions -
employer 10,682 11,542 18,856 - - -
Contributions -
employees 19,116 18,879 31,538 - - -
------ ------ ------ ------- ------ -----
29,798 30,421 50,394 - - -
------ ------ ------ ------- ------ -----
Benefits payable (24,615) (21,134) (21,663) - - -
------- ------- ------- ------- ------ -----
Net assets available
for benefits $732,35 $645,619 1,087,909 $ - $ - $ -
======= ======== ========= ========= ======= =====
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, (Continued)
December 31, 1995
<TABLE>
<CAPTION>
Participant Directed
---------------------------------------------------------------------
Participants Flores and Guaranteed U. S. Money Real
Notes Rucks, Inc. Interest Stock Market Estate
ASSETS Fund Stock Account Account Account Account
---- ----- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Investments:
At fair value:
Shares of
registered $ - $ - $ - $ - $ - $ -
investment
companies
Shares of pooled
separate - - - 15,863 49,203 1,456
accounts
Insurance company
unallocated - - 114,697 - - -
contracts
Participant loans 187,742 - - - - -
Common stock - 454,254 - - - -
------ ------- ------ ------ ------- ----
187,742 454,254 114,697 15,863 49,203 1,456
------- ------- ------- ------ ------ -----
Receivables:
Contributions
- employer - 15,132 560 1,500 1,192 18
Contributions
- employees 4,281 26,128 1,276 2,546 1,918 19
----- ------ ----- ----- ----- --
4,281 41,260 1,836 4,046 3,110 37
----- ------ ----- ----- ----- --
Benefits payable - (19,764) (9,569) - (68) (907)
----- ------ ----- ----- ------ -----
Net assets available
for benefits $192,023 $475,750 $106,964 $19,909 $52,245 $ 586
======== ======== ======== ======= ======= =====
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, (Continued)
December 31, 1995
<TABLE>
<CAPTION>
Participant Directed
-----------------------------------------------------------
Inter-
Bond and national Government Stock Value Small
Mortgage Stock Securities Index Stock Company
ASSETS Account Account Account Account Account Account
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Investments:
At fair value:
Shares of registered
investment companies $ - $ - $ - $ - $ - $ -
Shares of pooled separate
accounts 28,013 63,045 2,524 49,618 31,399 95,783
Insurance company
unallocated contracts - - - - - -
Participant loans - - - - - -
Common stock - - - - - -
------ ------ ----- ------ ------ ------
28,013 63,045 2,524 49,618 31,399 95,783
------ ------ ----- ------ ------ ------
Receivables:
Contributions - employer 842 1,655 65 1,989 1,132 5,546
Contributions - employees 1,140 2,986 144 2,918 1,480 10,227
----- ----- --- ----- ----- ------
1,982 4,641 209 4,907 2,612 15,773
----- ----- --- ----- ----- ------
Benefits payable (279) (2,097) - (4,333) (3,256) (2,178)
---- ------ -- ------- ------- ------
Net assets available for
benefits $29,716 $65,589 $2,733 $50,192 $30,755 $109,378
======= ======= ====== ====== ======= ========
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, (Continued)
December 31, 1995
<TABLE>
<CAPTION>
Participant Directed
------------------------------------------
Growth Bond Stock
Stock Emphasis Emphasis
ASSETS Account Account Account Total
------- ------- ------- -----
<S> <C> <C> <C> <C>
Investments:
At fair value:
Shares of registered
investment companies $ - $ - $ - $2,422,683
Shares of pooled separate
accounts 73,852 59,866 96,729 567,351
Insurance company unallocated
contracts - - - 114,697
Participant loans - - - 187,742
Common stock - - - 454,254
------ ------ ------ ---------
73,852 59,866 96,729 3,746,727
------ ------ ------ ---------
Receivables:
Contributions - employer 3,246 1,793 1,737 77,487
Contributions - employees 4,739 1,993 2,340 133,668
----- ----- ----- -------
7,985 3,786 4,077 211,155
----- ----- ----- -------
Benefits payable - - (141) (110,004)
----- ----- ----- --------
Net assets available for benefits $81,837 $ 63,652 $100,665 $3,847,878
======= ======== ======== ==========
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1994
<TABLE>
<CAPTION>
Participant Directed
---------------------------------------------------------
The Washington The The The Cash
New Investment Mutual Income Bond Management
Perspective Company of Investors Fund of Fund of Trust of
Fund America Fund America America America
---- ------- ---- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
ASSETS
At fair value:
Shares of registered
investment companies $ 470,282 $370,459 $ 479,839 $191,994 $ 83,575 $135,650
Participant loans - - - - - -
Allocations required
between the funds 18,552 18,000 23,039 11,232 4,527 (75,350)
------ ------ ------ ------ ----- -------
488,834 388,459 502,878 203,226 88,102 60,300
Receivables:
Contributions 21,442 20,893 26,835 12,099 5,438 2,463
------ ------ ------ ------ ----- -----
Net assets available
for benefits $ 510,276 $409,352 $529,713 $215,325 $ 93,540 $ 62,763
========= ======== ========= ======== ======= ========
Participant Directed
--------------------
Participants
Notes
Fund Total
---- -----
ASSETS
At fair value:
Shares of registered
investment companies $ - $1,731,799
Participant loans 71,587 71,587
Allocations required
between the funds - -
------ ------
71,587 1,803,386
Receivables:
Contributions - 89,170
------ ------
Net assets available $ 71,587 $1,892,556
for benefits ======== ==========
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Year Ended December 31, 1995
<TABLE>
<CAPTION>
Participant Directed
------------------------------------------------
The Washington
New Investment Mutual The Income
Perspective Company of Investors Fund of
Fund America Fund America
---- ------- ---- -------
<S> <C> <C> <C> <C>
Investment Income:
Net appreciation (depreciation)
in fair value of investments $ 61,463 $ 92,311 $ 181,784 $ 35,189
Interest - - - -
Dividends 47,547 48,033 79,677 7,739
------ ------ ------ -----
Total investment income 109,010 140,344 261,461 42,928
Contributions:
Employer 105,436 97,789 129,908 30,642
Participants 168,652 153,690 217,542 47,795
Rollovers 21,675 11,738 36,444 22,859
Loan Payments 6,332 5,807 8,920 5,528
----- ----- ----- -----
Total additions 411,105 409,368 654,275 149,752
------- ------- ------- -------
Deductions from net assets:
New loans 36,766 26,836 44,605 21,540
Loan expenses - - - -
Benefits paid 39,396 43,419 54,308 -
------ ------ ------ ------
Total deductions 76,162 70,255 98,913 21,540
------ ------ ------ ------
Net increase prior to
interfund transfers 334,943 339,113 555,362 128,212
Transfers (to) from other funds (112,863) (102,846) 2,834 (343,537)
-------- -------- ----- --------
Net increase 222,080 236,267 558,196 (215,325)
Net assets available for benefits:
Beginning of Year 510,276 409,352 529,713 215,325
------- ------- ------- -------
End of year $ 732,356 $645,619 $1,087,909 $ -
========= ======== ========== =========
Participant Directed
---------------------------
The Cash
The Bond Management
Fund of Trust of
America America
------- -------
<C> <C>
Investment Income:
Net appreciation (depreciation)
in fair value of investments $ 6,148 $ -
Interest 4,660 3,474
Dividends - -
------ ------
Total investment income 10,808 3,474
Contributions:
Employer 11,376 3,473
Participants 16,141 5,567
Rollovers 18,006 18,006
Loan Payments 222 150
--- ---
56,553 31,670
------ ------
Deductions from net assets:
New loams 3,470 2,000
Loan expenses - -
Benefits paid 21,117 -
------ -----
Total deductions 24,587 2,000
------ -----
Net increase prior to interfund 31,966 29,670
transfers
transfers (to) from other funds (125,506) (92,433)
-------- -------
Net increases (93,540) (62,763)
Net assets available for benefits:
Beginning of year 93,540 62,763
------ ------
End of year $ - $ -
======= =======
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS (Continued)
Year Ended December 31, 1995
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------------------------
Participants Flores and Guaranteed U. S. Money Real
Notes Rucks, Inc. Interest Stock Market Estate
Fund Stock Account Account Account Account
---- ----- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Investment Income:
Net appreciation
(depreciation)
in fair value of
investments $ - $ 31,108 $ - $ 669 $ 2,181 $ 16
Interest 9,929 - 1,073 - 3,521 -
Dividends - 11,784 - 428 - 3
------ ------ ------ --- ------ --
Total investment
income 9,929 42,892 1,073 1,097 5,702 19
Contributions:
Employer - 40,364 2,631 4,176 2,909 124
Participants - 68,226 5,929 7,239 4,580 124
Rollovers - 33,323 75,248 - - -
Loan Payments (33,848) 2,081 2,349 - - -
------- ----- ----- ----- ----- ---
Total additions
(23,919) 186,886 87,230 12,512 13,191 267
------- ------- ------ ------ ------ ---
Deductions from net assets:
New loans (145,860) 3,781 - 280 - -
Loan expenses - - 80 11 - -
Benefits paid 3,206 19,764 15,750 - 4,804 907
----- ------ ------ --- ----- ---
Total deductions (142,654) 23,545 15,830 291 4,804 907
------- ------ ------ --- ----- ---
Net increase prior to
interfund transfers 118,735 163,341 71,400 12,221 8,387 (640)
Transfers (to) from other
funds 1,701 312,409 35,564 7,688 43,858 1,226
----- ------- ------ ----- ------ -----
Net increase 120,436 475,750 106,964 19,909 52,245 586
Net assets available for
benefits:
Beginning of year 71,587 - - - - -
------ ----- ---- ---- ---- ----
End of year $192,023 $475,750 $106,964 $19,909 $52,245 $ 586
======== ======== ======== ======= ======= =====
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, (Continued)
Year Ended December 31, 1995
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------------------
Inter-
Bond and national Government Stock Value Small
Mortgage Stock Securities Index Stock Company
Account Account Account Account Account Account
------- ------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C> <C>
Investment Income:
Net appreciation
(depreciation)
in fair value
of investments $ 600 $ 934 $ 16 $ 995 $ 857 $ 1,482
Interest 507 - 173 - - -
Dividends - 3,037 - 3,388 966 1,275
--- ----- --- ----- --- -----
Total investment
income 1,107 3,971 189 4,383 1,823 2,757
Contributions:
Employer 2,338 4,643 172 4,660 3,003 13,643
Participants 3,803 9,206 415 6,731 3,573 24,354
Rollovers - 1,129 - - - 2,257
Loan Payments 148 517 - 148 45 649
--- --- --- -- ---
Total additions 7,396 19,466 776 15,922 8,444 43,660
----- ------ --- ------ ----- ------
Deductions from net
assets:
New loans 128 1,246 128 - 280 61
Loan expenses 11 62 9 - 11 76
Benefits paid 279 2,097 - 4,333 3,256 2,178
--- ----- -- ----- ----- -----
Total deductions 418 3,405 137 4,333 3,547 2,315
--- ----- --- ----- ----- -----
Net increase prior to
interfund transfers 6,978 16,061 639 11,589 4,897 41,345
Transfers (to) from
other funds 22,738 49,528 2,094 38,603 25,858 8,033
------ ------ ----- ------ ------ ------
Net increase 29,716 65,589 2,733 50,192 30,755 109,378
Net assets available
for benefits:
Beginning of year - - - - - -
-- -- -- -- -- --
End of year $ 29,716 $ 65,589 $ 2,733 $50,192 $ 30,755 $ 109,378
======== ======== ======= ======= ======== =========
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, (Continued)
Year Ended December 31, 1995
<TABLE>
<CAPTION>
Participant Directed
------------------------------------------
Growth Bond Stock
Stock Emphasis Emphasis
Account Account Account Total
------- ------- ------- -----
<S> <C> <C> <C> <C>
Investment Income:
Net appreciation (depreciation) in fair
value of investments $ 1,619 $ 1,549 $ 3,484 $ 422,405
Interest - 764 - 24,101
Dividends 2,511 - 1,548 207,936
----- --- ----- -------
Total investment income 4,130 2,313 5,032 654,442
Contributions:
Employer 7,146 3,826 5,428 473,687
Participants 10,878 4,241 7,578 767,264
Rollovers 2,257 17,307 15,051 275,300
Loan Payments 454 30 468 -
--- -- --- --
Total additions
24,865 27,717 33,557 2,170,693
------ ------ ------ ---------
Deductions from net assets:
New loans 1,502 219 3,018 -
Loan expenses 71 15 70 416
Benefits paid - - 141 214,955
-- -- --- -------
Total deductions 1,573 234 3,229 215,371
----- --- ----- -------
Net increase prior to interfund
transfers 23,292 27,483 30,328 1,955,322
Transfers (to) from other funds
58,545 36,169 70,337 -
------ ------ ------ ---
Net increase 81,837 63,652 100,665 1,955,322
Net assets available for benefits:
Beginning of year - - - 1,892,556
-- -- -- ---------
End of year $81,837 $63,652 $ 100,665 $ 3,847,878
======= ======= ========= ===========
</TABLE>
See Notes to Financial Statements
<PAGE>
FLORES & RUCKS, INC.
401(k) SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
Note 1. Description of Plan
The following description of the Flores & Rucks, Inc. ("Company")
401(k) Savings Plan ("Plan") provides only general information.
Participants should refer to the Plan agreement for a more complete
description of the Plan's provisions.
1. General. The Plan was established September 1, 1993. The Plan is a
defined contribution plan covering all full-time employees who have
one year of service and are age twenty-one or older. It is subject to
the provisions of the Employee Retirement Income Security Act of 1974
(ERISA).
2. Contributions. Each year, participants may contribute from a
minimum of 2% up to a maximum of 15% of pretax annual compensation, as
defined in the Plan. Participants may also contribute amounts
representing distributions from other qualified defined benefit or
contribution plans. The Company may contribute to the Plan an amount
to be determined annually by the Board of Directors (discretionary
profit sharing contribution). Under the 401(k) provisions, the Company
may also make a matching contribution not to exceed 5% of
participants' compensation.
3. Participant Accounts. Each participant's account is credited with
the participant's contribution and allocations of (a) the Company's
contribution and, (b) Plan earnings. Allocations are based on
participant earnings or account balances, as defined. The benefit to
which a participant is entitled is the benefit that can be provided
from the participant's vested account.
4. Vesting. Participants are immediately vested in their
contributions, plus actual earnings thereon. Participants also vest in
the Company's matching and discretionary contribution portion of their
accounts plus actual earnings thereon based on a five year schedule as
outlined in the Plan's trust document. A participant is 100 percent
vested after five years of credited service.
5. Investment Options. Upon enrollment in the Plan, a participant may
direct employee and employer contributions in percentage increments in
any of seventeen investment funds.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Investments held by Bankers Trust Company:
New Perspective Fund - a fund investing in domestic and foreign
equity securities.
The Investment Company of America Fund - a fund investing in
equity securities.
Washington Mutual Investors Fund - a fund investing in equity
securities.
Flores & Rucks, Inc. Corporate Common Stock.
U. S. Stock Account - a pooled investment account invested in
U.S. securities, primarily common stocks.
Money Market Account - a pooled investment account which invests
in money market instruments.
Real Estate Account - a pooled investment account invested in
owned commercial property.
Bond & Mortgage Account - a pooled investment account invested in
intermediate-term fixed-income loans.
International Stock Account - a pooled investment account
invested primarily in common stocks of corporations located
outside the United States.
Stock Index Account - a pooled investment account primarily
invested in the common stock of those firms included in the
Standards & Poor 500 Stock Index.
Value Stock Account - a pooled investment account invested
primarily in income - producing common stocks that are
undervalued in the marketplace according to traditional measures
of value.
Small Company Stock Account - a pooled investment account
invested primarily in common stocks of smaller companies whose
earnings are expected to grow at above average rates.
Growth Stock Account - a pooled investment account invested
primarily in common stocks of large established companies whose
earnings are expected to grow at above average rates.
Government Securities Account - a pooled investment account
invested in obligations issued or guaranteed by the U.S.
Government or its agencies.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Bond Emphasis Balanced Account - a pooled investment account
invested in other separate accounts of Principal Mutual Life
Insurance Company, weighted toward fixed income accounts.
Stock Emphasis Balanced Account - a pooled investment account
invested in other separate accounts of Principal Mutual Life
Insurance Company, weighted toward equity accounts.
The Guaranteed Interest Account - a part of Principal Mutual
Life's General Account. The underlying assets in the General
Account are invested mostly in private placement bonds,
commercial mortgages, and residential mortgages. The Guaranteed
Interest Account provides a guaranteed interest rate for a
specified period of time as determined, or allowed, by the Plan.
6. Payment of Benefits. For termination of service due to death, retirement
or other reasons, a participant may receive the value of the vested
interest in his or her account as a lump-sum distribution.
7. Administrative Expense. Costs of Plan administration are paid by the
Company.
8. Participant Notes Receivable. Participants may borrow from their fund
accounts a minimum of $1,000 and to a maximum equal to the lesser of
$50,000 or 50 percent of their account balance. Loan transactions are
treated as a transfer to (from) the investment fund from (to) the
Participant Notes Fund. Loan terms range from one to five years or up to
twenty-five years for the purchase of a primary residence. The loans are
secured by the balance in the participant's account and bear interest at a
rate commensurate with local prevailing rates as determined quarterly by
the Plan administrator. Interest rates range from 7 percent to 11.75
percent. Principal and interest are paid ratably through monthly payroll
deductions. During the year ended December 31, 1995, there were 28 loans
made totaling $145,860, repayments were $33,848 and the ending balance was
$192,023.
9. Forfeited accounts. At December 31, 1995, forfeited nonvested accounts
totaled $13,739. These accounts will be used to reduce future employer
contributions. Also, in 1995, employer contributions were reduced by $8,801
from forfeited nonvested accounts.
Note 2. Summary of Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared under the accrual
method of accounting.
<PAGE>
NOTES TO FINANCIAL STATEMENTS
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 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.
Payment of Benefits
Benefits are recorded when paid.
Note 3. 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 4. 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:
<TABLE>
<CAPTION>
December 31
-----------
1995 1994
---- ----
<S> <C> <C>
Net assets available for benefits per the financial statements $ 3,847,878 $ 1,892,556
Amounts allocated to withdrawing participants 110,004 -
----------- -----------
Net assets available for benefits per the Form 5500 $ 3,957,882 $ 1,892,556
=========== ===========
</TABLE>
<TABLE>
<CAPTION>
The following is a reconciliation of benefits paid to participants
per the financial statements for the year ended December 31, 1995 to
Form 5500:
<S> <C>
Benefits paid to participants per the financial statements $ 214,955
Amounts allocated to withdrawing participants (110,004)
--------
Benefits paid to participants per Form 5500 $ 104,951
=========
</TABLE>
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Note 5. Tax Status
The Internal Revenue Service has determined and informed the trustee
by a letter dated January 26, 1994, that the Plan is designed in
accordance with applicable sections of the Internal Revenue Code
(IRC). The Plan has been amended since receiving the determination
letter. An application was filed March 13, 1996 with the IRS
requesting a new determination letter. The Plan administrator and the
Plan's tax counsel believe that the Plan is currently designed and
being operated in compliance with the applicable requirements of the
Internal Revenue Code. Therefore, they believe that the Plan was
qualified and the related trust was tax-exempt as of the financial
statement date.
Note 6. Investments
The investment assets of the Plan are held by Bankers Trust Company.
The following table presents the aggregate fair values for each of
the Plan's significant investments, all of which represent 5% or more
of the Plan's net assets.
<TABLE>
<CAPTION>
December 31
--------------------------------------------
1995 1994
---------------------- -----------------
<S> <C> <C> <C> <C>
Shares Value Shares Value
------ ----- ------ -----
New Perspective Fund 44,394 $ 727,173 32,727 $ 470,282
The Investment Company of America 29,446 636,332 20,965 370,459
Washington Mutual Investors Fund 48,210 1,059,178 28,494 479,839
The Income Fund of America - - 14,611 191,994
The Bond Fund of America - - 6,586 83,575
The Cash Management Trust of America - - 135,650 135,650
--------- -------
Total shares of registered investment
companies 2,422,683 1,731,799
Participant loans - 187,742 - 71,587
Flores & Rucks, Inc. common stock - 454,254 - -
Other - 682,048 - -
------- -------
$3,746,727 $ 1,803,386
========== ===========
</TABLE>
Note 7. Related Party Transactions
Certain Plan investments are shares of pooled separate accounts
managed by Principal Mutual Life Insurance Company and mutual fund
shares in registered investment companies managed by American Family
Funds. While no direct fees are paid to Principal Mutual Life
<PAGE>
NOTES TO FINANCIAL STATEMENTS
Insurance Company or American Family Funds, certain management
expenses which are netted against interest and dividend income are
charged to the funds and allocated to all share owners.
Note 8. Change of Trustee
Effective August 1, 1995, management changed the contract trustee and
administrator to enable the offering of company stock as an
investment option in the Plan. The Plan also increased the investment
options from six to seventeen different funds.
<PAGE>
Schedule 1
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
ASSETS HELD FOR INVESTMENT PURPOSES
December 31, 1995
<TABLE>
<CAPTION>
Identity of Fair
Party Involved Description Shares Cost Value
-------------- ----------- ----- ---- -----
<S> <C> <C> <C> <C>
Common Investment Funds:
The American Funds Group New Perspective Fund 44,394 $741,409 727,173
The American Funds Group The Investment Company 29,446 622,586 636,332
of America
The American Funds Group Washington Mutual Investors 48,210 1,004,395 1,059,178
Fund
--------- ---------
Total Common Investment 2,368,390 2,422,683
Funds
--------- ---------
Principal Mutual Life General Fund Account:
Insurance Company Guaranteed Interest Account - 114,697 114,697
------- -------
Principal Mutual Life Pooled Separate Accounts:
Insurance Company U.S. Stock Account 65 15,193 15,863
Insurance Company
Principal Mutual Life Money Market Account 1,551 48,611 49,203
Insurance Company
Principal Mutual Life
Insurance Company Real Estate Account 7 1,440 1,456
Principal Mutual Life
Insurance Company Bond and Mortgage Account 70 27,413 28,013
Principal Mutual Life
Insurance Company International Stock Account 2,896 62,111 83,045
Principal Mutual Life
Insurance Company Government Securities Account 220 2,509 2,525
Principal Mutual Life
Insurance Company Stock Index Account 2,419 48,622 49,61
Principal Mutual Life
Insurance Company Value Stock Account 1,376 30,542 31,399
</TABLE>
<PAGE>
Schedule 1
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
ASSETS HELD FOR INVESTMENT PURPOSES, (Continued)
December 31, 1995
<TABLE>
<CAPTION>
Identity of Fair
Party Involved Description Shares Cost Value
-------------- ----------- ------ ---- -----
<S> <C> <C> <C> <C>
Principal Mutual Life
Insurance Company Small Company Account 3,737 94,254 95,783
Principal Mutual Life
Insurance Company Growth Stock Account 3,597 72,233 73,852
Principal Mutual Life
Insurance Company Bond Emphasis Account 5,006 58,316 59,865
Principal Mutual Life
Insurance Company Stock Emphasis Account 7,613 93,675 96,729
------- -------
Total Pooled Separate
Accounts 554,919 567,351
------- -------
Flores & Rucks, Inc. Common Stock 41,147 423,201 454,254
------- -------
Participant Loans Interest rates range 187,742
from 7.0% to 11.75% - - -
------- -------
Total Assets Held For $3,461,207 $3,746,727
========== =========
Investment Purposes
</TABLE>
<PAGE>
Schedule 2
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
REPORTABLE TRANSACTIONS
Year Ended December 31, 1995
<TABLE>
<CAPTION>
Total Total Net
Purchase Selling Gains
Description of Asset Purchases Sales Price Price (Loss)
-------------------- --------- ----- ----- ----- ------
<S> <C> <C> <C> <C>
New Perspective Fund 17 $1,020,237 $ - $ -
874,402
The Investment Company of America 18 - -
1,204,445
Washington Mutual Investors Fund 19 - -
120,495
Guaranteed Interest Account 15 - -
615,334
Money Market Account 13 - -
110,741
Small Company Account 15 - -
Stock Emphasis Account 13 113,463 - -
Flores & Rucks Stock 18 439,493 - -
</TABLE>
<PAGE>
Schedule 2
FLORES & RUCKS, INC. 401(k) SAVINGS PLAN
REPORTABLE TRANSACTIONS, (Continued)
Year Ended December 31, 1995
<TABLE>
<CAPTION>
Total Total Net
Purchase Selling Gains
Description of Asset Purchases Sales Price Price (Loss)
-------------------- --------- ----- ----- ----- ------
<S> <C> <C> <C> <C> <C>
New Perspective Fund - 29 $ 986,647 $1,074,621 $ 87,974
The Investment Company of America - 36 830,936 919,304 88,368
Washington Mutual Investors Fund - 37 951,935 1,083,068 131,133
The Income Fund of America - 9 330,516 365,486 34,970
The Bond Fund of America - 6 144,044 150,094 6,050
Cash Management Trust of America - 59 1,196,526 1,196,526
-
Money Market Account - 4 566,723 568,311 1,588
</TABLE>
<PAGE>
Exhibit 23.1
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 of Flores & Rucks, Inc., dated July 18, 1995, of our
report dated June 21, 1996, included in this Annual Report on Form 11-K.
H. J. Lowe & Company, L.L.C.
Baton Rouge, Louisiana
June 26, 1996
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