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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT TO APPLICATION OR REPORT
Filed Pursuant to Section 12, 13, or 15(d) of the
SECURITIES EXCHANGE ACT OF 1934
SUN COMPANY, INC.
--------------------------------------------------
(Exact name of registrant as specified in charter)
AMENDMENT NO. 1
The undersigned registrant hereby amends the following items of its
Annual Report on Form 10-K for the fiscal year ended December 31, 1994 as
set forth in the pages attached hereto:
Part II. Item 8. Financial Statements and Supplementary Data
Part IV. Item 14. Exhibits, Financial Statement Schedules, and
Reports on Form 8-K
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this amendment to be signed on its behalf by
the undersigned, thereunto duly authorized.
SUN COMPANY, INC.
BY s/Richard L. Cartlidge
Richard L. Cartlidge
Comptroller
(Principal Accounting Officer)
DATE April 12, 1995
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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Pursuant to General Instruction F to Form 10-K and Rule 15(d)-21 under the
Securities Exchange Act of 1934, the financial statements required by
Form 11-K with respect to the Sun Company, Inc. & Subsidiaries Stock
Supplement Plan are furnished as part of the Sun Company, Inc. Annual
Report on Form 10-K for the fiscal year ended December 31, 1994.
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Plan Administrator of the Sun Company, Inc. & Subsidiaries
Stock Supplement Plan:
We have audited the accompanying balance sheets of the Sun Company, Inc. &
Subsidiaries Stock Supplement Plan as of December 31, 1994 and 1993, and
the related statements of income and changes in members' accounts for each
of the three years in the period ended December 31, 1994. 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 (pages 4 through
7) present fairly, in all material respects, the financial position of the
Sun Company, Inc. & Subsidiaries Stock Supplement Plan as of December 31,
1994 and 1993, and the results of its operations and changes in members'
accounts for each of the three years in the period ended December 31, 1994,
in conformity with generally accepted accounting principles.
COOPERS & LYBRAND L.L.P.
2400 Eleven Penn Center
Philadelphia, PA 19103
March 31, 1995
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SUN COMPANY, INC. & SUBSIDIARIES
STOCK SUPPLEMENT PLAN
BALANCE SHEET
AT DECEMBER 31, 1994
ASSETS
- ------
Cash designated to purchase Sun Company, Inc.
common stock $ 55,664
Sun Company, Inc. common stock, at cost (6,310 shares)
net of allowance for excess of cost over
market value of $8,109 181,412
--------
$237,076
========
LIABILITIES AND MEMBERS' ACCOUNTS
- ---------------------------------
Payable to broker for securities purchased $ 55,348
Members' accounts 181,728
--------
$237,076
========
STATEMENT OF INCOME AND CHANGES IN MEMBERS' ACCOUNTS
FOR THE YEAR ENDED DECEMBER 31, 1994
Contributions $ 639,338
Cost of 20,357 shares of Sun Company, Inc.
common stock distributed to members (600,697)
Unrealized loss on Sun Company, Inc. common stock
held at December 31, 1994 (8,109)
---------
Net increase in members' accounts 30,532
Members' accounts, December 31, 1993 151,196
---------
Members' accounts, December 31, 1994 $ 181,728
=========
See accompanying notes to financial statements.
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SUN COMPANY, INC. & SUBSIDIARIES
STOCK SUPPLEMENT PLAN
BALANCE SHEET
AT DECEMBER 31, 1993
ASSETS
- ------
Cash designated to purchase Sun Company, Inc.
common stock $ 23,523
Sun Company, Inc. common stock, at cost (5,140 shares)
net of allowance for excess of cost over market
value of $7,185 150,988
--------
$174,511
========
LIABILITIES AND MEMBERS' ACCOUNTS
- ---------------------------------
Payable to broker for securities purchased $ 23,315
Members' accounts 151,196
--------
$174,511
========
STATEMENT OF INCOME AND CHANGES IN MEMBERS' ACCOUNTS
FOR THE YEAR ENDED DECEMBER 31, 1993
Contributions $ 566,929
Cost of 22,434 shares of Sun Company, Inc.
common stock distributed to members (564,621)
Unrealized loss on Sun Company, Inc. common stock
held at December 31, 1993 (7,185)
---------
Net decrease in members' accounts (4,877)
Members' accounts, December 31, 1992 156,073
---------
Members' accounts, December 31, 1993 $ 151,196
=========
See accompanying notes to financial statements.
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SUN COMPANY, INC. & SUBSIDIARIES
STOCK SUPPLEMENT PLAN
STATEMENT OF INCOME AND CHANGES IN MEMBERS' ACCOUNTS
FOR THE YEAR ENDED DECEMBER 31, 1992
Contributions $ 564,475
Cost of 21,273 shares of Sun Company, Inc.
common stock distributed to members (586,518)
---------
Net decrease in members' accounts (22,043)
Members' accounts, December 31, 1991 178,116
---------
Members' accounts, December 31, 1992 $ 156,073
=========
See accompanying notes to financial statements.
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SUN COMPANY, INC. & SUBSIDIARIES
STOCK SUPPLEMENT PLAN
NOTES TO FINANCIAL STATEMENTS
1. The Sun Company, Inc. & Subsidiaries Stock Supplement Plan (Plan),
established July 1, 1975, has a fiscal year ending June 30. The Plan
Administrator has adopted a calendar year for financial reporting
purposes. A participant may contribute any whole percentage up to 20%
of base pay. Every three months cash contributions from participants
are used to purchase whole shares of Sun Company, Inc. common stock
(Common Stock) which are then sent by the transfer agent to members as
soon as practicable. Prior to the purchase of such shares, the cash
is held by the Trustee, CoreStates Bank.
Cash represents amounts received from individual participants to be
used for the purchase of shares of Common Stock. Common Stock held at
December 31, which is stated at lower of cost or market, represents
shares purchased for members that will be distributed in January of
the following year. Market value has been determined using the
closing stock price of the Sun Company, Inc. common stock as reported
in the New York Stock Exchange Composite Transactions quotations on
the last business day of the year. The payable to broker for
securities purchased represents amounts owed by the Plan for shares
purchased by the Trustee on behalf of the individual participants.
At December 31, 1994, 1993 and 1992, there were 440, 365 and 369
members, respectively. The average cost of shares distributed to
members was $29.51, $25.17 and $27.57 in 1994, 1993 and 1992,
respectively.
2. The Plan is not required to be qualified under the Internal Revenue
Code; the federal tax treatment of a purchase of Common Stock under
the Plan is the same as if the securities had been purchased on a
securities exchange. In the event that Common Stock is purchased on
the open market, brokerage commissions paid by Sun Company, Inc. will
be considered taxable income to the participant and withholding will
be required if the participant is a current employee.
3. All costs and expenses in administering the Plan are paid by Sun
Company, Inc.
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ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
(a) The following document is filed as part of this report:
3. Exhibits:
23 - Consent of Independent Accountants for the Sun Company,
Inc. & Subsidiaries Stock Supplement Plan.
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EXHIBIT INDEX
Exhibit
Number Exhibit
- ------- -------
23 Consent of Independent Accountants for the Sun Company, Inc. &
Subsidiaries Stock Supplement Plan.
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EXHIBIT 23
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the Sun Company, Inc. &
Subsidiaries Stock Supplement Plan Form S-8 Registration Statement
(Registration No. 2-53283) of our report dated March 31, 1995 on our audits
of the financial statements of the Sun Company, Inc. & Subsidiaries Stock
Supplement Plan as of December 31, 1994 and 1993 and for each of the three
years in the period ended December 31, 1994, which report is included in
this Form 10-K/A.
COOPERS & LYBRAND L.L.P.
2400 Eleven Penn Center
Philadelphia, PA 19103
April 12, 1995
