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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, 1994
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 1-170-2
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
AMOCO FABRICS AND FIBERS COMPANY
401(K) SAVINGS PLAN
900 Circle 75 Parkway, Suite 550
Atlanta, GA 30339-3098
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
AMOCO CORPORATION
200 East Randolph Drive
Chicago, Illinois 60601
Telephone 312-856-6111
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SIGNATURE
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.
AMOCO FABRICS AND FIBERS COMPANY
401(k) SAVINGS PLAN
By Amoco Fabrics and Fibers Company
Plan Administrator
Date: By F. G. Andrusko
June 12, 1995 Frank G. Andrusko
President
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors of Amoco Fabrics and Fibers Company
In our opinion, the accompanying statement of financial position (with
fund information) and the related statement of income, expenses, and
changes in plan equity (with fund information) present fairly, in all
material respects, the financial position of the Amoco Fabrics and Fibers
Company 401(K) Savings Plan at December 31, 1994, and the results of its
operations and the changes in its plan equity for the year in conformity
with generally accepted accounting principles. These financial
statements are the responsibility of Amoco Fabrics and Fibers Company's
management; our responsibility is to express an opinion on these
financial statements based on our audit. We conducted our audit of these
statements in accordance with generally accepted auditing standards which
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, assessing the
accounting principles used and significant estimates made by management,
and evaluating the overall financial statement presentation. We believe
that our audit provides a reasonable basis for the opinion expressed
above.
Our audits were performed for the purpose of forming an opinion on the
basic financial statements taken as a whole. The fund information in the
statement of financial position (with fund information) and statement of
income, expenses, and changes in plan equity (with fund information) is
presented for purposes of additional analysis rather than to present the
financial position and the income, expenses and changes in plan equity of
each fund. The fund information has been subjected to the auditing
procedures applied in the audits of the basic financial statements, and,
in our opinion, is fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
PRICE WATERHOUSE LLP
Chicago, Illinois
June 12, 1995
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AMOCO FABRICS AND FIBERS COMPANY
401(k) SAVINGS PLAN
STATEMENT OF FINANCIAL POSITION
(WITH FUND INFORMATION)
December 31, 1994
(thousands of dollars)
ASSETS
Investments:
Amoco Stock Fund $ 3,144
Equity Index Fund 922
Money Market Fund 479
Balanced Fund 1,021
Total investments 5,566
Participant loans receivable 183
Total assets $ 5,749
LIABILITIES AND PLAN EQUITY
Plan equity $ 5,749
Total liabilities and plan equity $ 5,749
The accompanying notes are an integral part of these statements.
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AMOCO FABRICS AND FIBERS COMPANY
401(K) SAVINGS PLAN
STATEMENT OF INCOME, EXPENSES, AND CHANGES IN PLAN EQUITY
(WITH FUND INFORMATION) (Page 1 of 2)
For the year ended December 31, 1994
(thousands of dollars)
Amoco Equity Money
Stock Index Market
Fund Fund Fund
Additions of assets attributed to:
Employee contributions $ 1,201 $ 710 $ 428
Employer contributions 1,191 -- --
Rollover contributions 700 283 70
Forfeitures (net) (10) -- --
Realized gains (losses) on
sales of investments 1 1 --
Change in unrealized
appreciation (depreciation) in
fair value of investments 96 (6) --
Interest and dividends 61 9 9
Participant loans (net) (65) (49) (18)
Interfund transfers (net) 17 2 (1)
Total additions 3,192 950 488
Deductions of assets attributed to:
Administrative expenses -- -- --
Distributions to participants (48) (28) (9)
Total deductions (48) (28) (9)
Net increase in plan
equity during the year 3,144 922 479
Net assets available for plan benefits:
Beginning of year -- -- --
End of year $ 3,144 $ 922 $ 479
The accompanying notes are an integral part of these
statements.
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AMOCO FABRICS AND FIBERS COMPANY
401(K) SAVINGS PLAN
STATEMENT OF INCOME, EXPENSES, AND CHANGES IN PLAN EQUITY
(WITH FUND INFORMATION) (Page 2 of 2)
For the year ended December 31, 1994
(thousands of dollars)
Cash
Disbursements
Account and
Balanced Participant
Fund Loans Total
Additions of assets attributed to:
Employee contributions $ 822 $ -- $ 3,161
Employer contributions -- -- 1,191
Rollover contributions 294 -- 1,347
Forfeitures (net) -- 10 --
Realized gains (losses) on
sales of investments (1) -- 1
Change in unrealized
appreciation (depreciation) in
fair value of investments (23) -- 67
Interest and dividends 23 2 104
Participant loans (net) (50) 182 --
Interfund transfers (net) (18) -- --
Total additions 1,047 194 5,871
Deductions of assets attributed to:
Administrative expenses -- (10) (10)
Distributions to participants (26) (1) (112)
Total deductions (26) (11) (122)
Net increase in plan
equity during the year 1,021 183 5,749
Net assets available for plan benefits:
Beginning of year -- -- --
End of year $ 1,021 $ 183 $ 5,749
The accompanying notes are an integral part of these
statements.
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AMOCO FABRICS AND FIBERS COMPANY
401(K) SAVINGS PLAN
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NOTES TO FINANCIAL STATEMENTS
1. Description of the Plan:
Amoco Fabrics and Fibers Company (the "Company") established the
Amoco Fabrics and Fibers Company 401(K) Savings Plan (the "Plan")
effective January 1, 1994. The purpose of the Plan is to encourage
eligible employees to regularly save part of their earnings and to assist
them in accumulating additional security for their retirement. The Plan
provides that both employee and Company contributions will be held in a
trust by an independent trustee for the benefit of participating
employees. Bankers Trust New York Corporation is the trustee of the Plan
(the "Trustee"). The Company reserves the right to amend or terminate
the Plan at any time. The Plan was not amended during 1994.
Under the Plan, participating employees can invest a total of 13
percent of pre-tax earnings. The first three percent will be matched by
the Company at a rate of $.50 for every $1.00 contributed by the
employee. Company contributions are initially invested in the Amoco
Stock Fund.
There were 3,380 participants in the Plan at December 31, 1994.
Participants are fully vested in their contributed accounts. Vesting in
Company contribution accounts is dependent upon specific criteria as
described in the Plan document. Forfeited Company contributions are used
to offset administrative expenses.
Trustee fees, brokerage commissions, and other transaction fees and
expenses related to the Amoco Stock Fund, the Equity Index Fund, the
Money Market Fund and the Balanced Fund are generally paid out of those
respective funds. As a result, the returns on those investments are net
of the fees and expenses of the managers of those funds and certain other
brokerage commissions and other fees and expenses incurred in connection
with those investment elections. During 1994, the trustee fees related
to the Amoco Stock Fund were paid by the Company. Administrative
expenses for 1994 were paid by the Company, but may be charged to the
Plan in future years at the discretion of Company management and in
accordance with the terms of the Plan.
The contributions are invested in up to four savings options as
determined by participants. The participant can direct the Trustee to
invest in one or more of the following options: Amoco Stock Fund; Equity
Index Fund; Money Market Fund; and Balanced Fund.
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NOTES TO FINANCIAL STATEMENTS (continued)
Amoco Stock Fund
Amoco Stock Fund's primary investment objective is to purchase
shares of Amoco Corporation common stock, which have no par value.
Amounts not invested in Amoco Corporation stock are held as cash or are
used to purchase short-term investments or invest in short-term
investment funds of the Trustee. Dividends paid on Amoco Corporation
common stock held in the Amoco Stock Fund are used primarily to purchase
additional shares of Amoco Corporation common stock or to meet the cash
demands of the Amoco Stock Fund.
The percentage of assets of the Amoco Stock Fund in investments
other than Amoco Corporation common stock under normal circumstances is
less than 5 percent. However, this figure may change as transactions are
made and may be substantially higher or lower at a given time. On
December 31, 1994, the percentage of investments in Amoco Corporation
common stock was 93 percent.
Shares of common stock held in the fund and dividends and other
distributions on common stock are not specifically allocated to
participant accounts. Instead, each participant's investment in the
Amoco Stock Fund is based on the proportion of his or her investment in
the fund to all Plan participants. Participants' balances in the fund
are denominated in "units." At December 31, 1994, there were 283,146
units in the fund at a unit value of $11.10. The Directed Trustee of the
Amoco Stock Fund is Bankers Trust New York Corporation.
Equity Index Fund
Amounts invested in the Equity Index Fund are placed in the Bankers
Trust Pyramid Funds, which are managed by Bankers Trust Company. The
goal of the fund is to create a portfolio of stocks which will track the
Standard & Poor's ("S&P") 500 Index return with minimum deviations. The
portfolio strategy provides for the purchase of stocks representing over
95-97 percent of the pro rata weighted market values of the S&P 500
Index. As of December 31, 1994, the Equity Index Fund represented 97
percent of the pro rata weighted market values of the S&P 500 Index. In
order to reduce costs, transactions are made only to reproduce the
composition of the index, to invest cash received from dividends or
buyouts, to invest additions to the fund and to raise cash for
withdrawals. At December 31, 1994 there were 89,826 shares in the fund
at a net asset value of $10.36.
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NOTES TO FINANCIAL STATEMENTS (continued)
Money Market Fund
The investment objective of the fund is to provide higher returns
than typical money market funds provide while preserving capital.
Amounts invested in the Money Market Fund are used to purchase units of
the BT Cash Management Fund. Assets of the fund are held in cash or in
high quality short term securities, including commercial paper, corporate
notes and bonds, banking securities, United States Treasury and Agency
securities, collateralized repurchase agreements, asset-backed
securities, and foreign currency-denominated debt securities. The
portfolio guidelines state that all investments must meet the fund's high
credit standards, carrying ratings of A1/P1 or higher. The portfolio's
average maturity is maintained at 120 days or less. The manager of the
fund, Bankers Trust Company, has the responsibility of purchasing the
selection of securities for the fund.
Balanced Fund
Amounts invested in the Balanced Fund are used to purchase units of
the Bankers Trust Pyramid Asset Management Fund. The goal of the
Balanced Fund is to provide the investor with above-average long-term
returns while minimizing downside risk through an actively managed
portfolio of equity securities, bonds, and money market instruments using
targeted portfolio weights and asset policy ranges. The fund's strategic
investment allocation is 55 percent stocks, 35 percent bonds, and 10
percent money market instruments. The asset policy ranges identify the
limits within which the investment manager, Bankers Trust Company,
determines the actual portfolio proportions. These ranges are 40-70
percent for stocks, 25-55 percent for bonds, and 0-25 percent for money
market instruments. At December 31, 1994 there were 108,100 shares in
the fund at a net asset value of $9.41.
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NOTES TO FINANCIAL STATEMENTS (continued)
2. Summary of Significant Accounting Policies:
All investments of the funds are stated at fair value as determined
by quoted market prices. Realized gains and losses are recognized upon
the disposition of investments by comparing the proceeds to the average
cost (see Note 5).
3. Investments:
The composition of various savings plan funds, reported in thousands
of dollars, as of December 31, 1994 was as follows:
Market
Amoco Stock Fund
Amoco Corporation common stock, at market value; $ 2,979
50,389 shares (cost $2,883)
Cash equivalents 221
Interest, dividends and other receivables (payables) (56)
Total 3,144
Equity Index Fund
BT Pyramid Large Capitalization Equity Fund 915
at market value; 88,333 shares (cost $921)
Cash equivalents 26
Interest, dividends and other receivables (payables) (19)
Total 922
Money Market Fund
Cash equivalents 481
Interest and other receivables (payables) (2)
Total 479
Balanced Fund
BT Pyramid Asset Management Fund, 1,017
at market value; 108,099 shares (cost $1,040)
Cash equivalents 30
Interest, dividends and other receivables (payables) (26)
Total 1,021
Total investments $ 5,566
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NOTES TO FINANCIAL STATEMENTS (continued)
4. Participant Loans:
Participants are eligible to borrow from their account balances in
the Plan. Loans are made in the form of cash and the amount may not
exceed the lesser of 50 percent of the market value of the total vested
accounts or $50,000 less the highest loan balance outstanding during the
preceding twelve months. The participant must execute a promissory note
to take out a loan and the maximum time period for a loan repayment is
fifty-four months. Interest rates are fixed for the duration of the loan
and charged on the unpaid balance. The interest rate charged is the
prime rate as reported by the Wall Street Journal on the next to the last
business day of the month preceding the month the participant applies for
the loan. Repayment of loan principal and interest is generally made by
payroll deductions and credited to the participant's accounts.
5. Sales, Redemptions and Distributions of Securities:
The aggregate of income realized from sales, redemptions and
distributions of securities in participants' accounts for the year ended
December 31, 1994 was as follows:
Average Gains/Losses
Proceeds Cost Realized
(thousands of dollars)
Amoco Stock Fund $ 2,624 $ 2,623 $ 1
Equity Index Fund 941 940 1
Balanced Fund 1,079 1,080 (1)
Total $ 4,644 $ 4,643 $ 1
Average cost is calculated as the weighted average of the fair value
of the disposed securities at the beginning of the year or acquisition
cost if acquired during the year.
6. Taxes:
The Company and the Trustee believe that the Plan qualifies under
Section 401(a) of the Internal Revenue Code of 1986, as amended (the
"Code") and that the related Trust is exempt from Federal income taxes
under Section 501(a) of the Code. On December 14, 1994 the Company filed
for a ruling from the Internal Revenue Service that the Plan and Trust,
as amended as of the date of such request, qualify under Sections 401(a)
and 501(a) of the Code, respectively. The Company reserves the right to
make any amendment necessary to maintain the qualification of the Plan
and Trust.
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NOTES TO FINANCIAL STATEMENTS (continued)
Under current Federal tax law, it is expected that a participant
will not be subject to income taxes on amounts contributed by the Company
or on income accrued to the participant's account until part or all of
the participant's account is withdrawn or distributed. Gains and losses
on the sale of securities within a participant's account are not
reportable for income tax purposes unless withdrawn.
7. Unrealized Appreciation on Investments:
Unrealized appreciation on investments held at December 31, 1994,
expressed in thousands of dollars, amounted to $67 and has been reflected
in the statement of income, expenses, and changes in plan equity for the
period.
8. Withdrawals and Forfeitures:
Distributions to participants are reported at market value at the
date of distribution. For the year ended December 31, 1994, the balance
of participants' accounts withdrawn, expressed in thousands of dollars,
totaled $122. Disbursements in cash or securities in settlement of such
accounts amounted to $112. The difference of $10 represented the total
amount of Company contributions forfeited during that period.
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Exhibit 23
AMOCO FABRICS AND FIBERS COMPANY
401(k) SAVINGS PLAN
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CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 No. 33-51475 of the Amoco Fabrics and Fibers
Company 401(k) Savings Plan of our report dated June 12, 1995 appearing
on page 3 of this Form 11-K.
PRICE WATERHOUSE LLP
Chicago, Illinois
June 12, 1995<PAGE>
