<PAGE>
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 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1996
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 0-7469
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
TJ INTERNATIONAL, INC.
INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
TJ INTERNATIONAL, INC.
200 E. Mallard Drive
P.O. Box 65
Boise, ID 83707
<PAGE>
SIGNATURES
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.
TJ International, Inc.
Investment Plan
--------------------------------
(Name of Plan)
Date: June 12, 1997 /s/Valerie A. Heusinkveld
----------------- ---------------------------------
(Signature)
Valerie A. Heusinkveld
Committee Member
TJ International, Inc. Investment Plan
Administrative Committee
<PAGE>
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
report dated April 11, 1997, included in this Form 11-K for the year ended
December 31, 1996, into the Company's previously filed Registration Statement on
Form S-8 (33-21870).
/s/ARTHUR ANDERSEN LLP
Boise, Idaho
June 12, 1997
<PAGE>
TJ INTERNATIONAL, INC.
INVESTMENT PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1996 AND 1995
TOGETHER WITH AUDITORS' REPORT
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Administrative Committee of the
TJ International, Inc. Investment Plan:
We have audited the accompanying statements of net assets available for plan
benefits of the TJ International, Inc. Investment Plan (the Plan) as of December
31, 1996 and 1995, 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 TJ International, Inc.'s management. Our responsibility is to
express an opinion on these financial statements and schedules 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 of the Plan as
of December 31, 1996 and 1995, 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 made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The Fund Information in Supplemental
Schedules 1 and 2 is presented for purposes of additional analysis rather than
to present the statement of net assets available for plan benefits and the
statement of changes in net assets available for plan benefits of each fund.
The Supplemental Schedules 3 and 4 are presented for purposes of additional
analysis and are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedules have been subjected to the
auditing procedures applied in the audit 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/ARTHUR ANDERSEN LLP
Boise, Idaho
April 11, 1997
<PAGE>
TJ INTERNATIONAL, INC.
INVESTMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31,
---------------------------
1996 1995
------------ -----------
ASSETS
Investments, at fair value $126,303,886 $65,756,182
Investments, at contract value 17,520,383 18,402,734
Cash and cash equivalents 850,804 235,964
Receivables:
Employer contributions 2,476,200 207,293
Employee contributions - 370,392
Interest and dividends - 55,016
Participant loans 2,923,984 2,649,820
------------ -----------
150,075,257 87,677,401
------------ -----------
LIABILITIES
Accrued administrative fees - 139,131
Other accounts payable - 233,302
ESOP loan 11,678,308 -
------------ -----------
11,678,308 372,433
------------ -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $138,396,949 $87,304,968
============ ===========
The accompanying notes and Supplemental Schedules 1 and 2
are an integral part of these financial statements.
1
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TJ INTERNATIONAL, INC.
INVESTMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS*
For the Years Ended
December 31,
---------------------------
1996 1995
------------ ------------
Investment income:
Interest income $ 1,307,131 $ 1,363,813
Dividend income 2,702,281 203,397
Net appreciation in fair value of assets 21,868,722 10,999,167
------------ -----------
25,878,134 12,566,377
Contributions:
Employee 6,422,337 6,039,276
Employer 5,571,283 2,778,319
------------ -----------
11,993,620 8,817,595
------------ -----------
TOTAL ADDITIONS 37,871,754 21,383,972
------------ -----------
Plan benefit claims distributed during the year (5,984,522) (5,291,815)
Interest expense on ESOP loan (1,081,468) -
Administrative fees and other (149,622) (440,171)
------------ -----------
TOTAL DEDUCTIONS (7,215,612) (5,731,986)
PLAN TRANSFERS AND MERGER 20,435,839 (6,001,960)
------------ -----------
NET INCREASE DURING THE YEAR 51,091,981 9,650,026
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 87,304,968 77,654,942
------------ -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $138,396,949 $87,304,968
============ ===========
The accompanying notes and Supplemental Schedules 1 and 2
are an integral part of these financial statements.
2
<PAGE>
TJ INTERNATIONAL, INC.
INVESTMENT PLAN
NOTES TO THE FINANCIAL STATEMENTS
1. PLAN DESCRIPTION:
GENERAL
The TJ International, Inc. Investment Plan (the Plan) is a defined contribution
plan sponsored by TJ International, Inc. (the Company). The Plan is
administered by an Administrative Committee (the Committee) appointed by the
Company's Board of Directors. The following description of the Plan provides
general information and does not include all the detail contained in the Plan
document.
The Plan obtained its latest determination letter on October 13, 1995, in which
the Internal Revenue Service (IRS) stated that the Plan, as then designated, was
in compliance with the applicable requirements of the Internal Revenue Code.
The Plan has submitted an application for the Plan restatement adopted effective
January 1, 1996. The Company and Plan legal counsel believe the Plan is designed
and currently operated in accordance with the Internal Revenue Code.
PARTICIPANT ACCOUNTS
Substantially all eligible employees are participants in the Plan. The
following accounts are maintained by fund for each participant:
* An elective contribution account consisting of participant contributions in
selected amounts between 2% to 15% of participant's eligible compensation,
limited to a maximum contribution as set by the Internal Revenue Service.
* A company matching contribution account consisting of the Company match
contribution equal to 100% of the first 2% of a participant's contributed
eligible compensation and 50% of the next 4% of a participant's contributed
eligible compensation. The Company's maximum matching contribution is 4% of
a participant's eligible compensation.
* Three profit sharing contribution accounts consisting of a general profit
sharing account, an ESOP Common Stock account and an ESOP Preferred Stock
account. The annual Company profit sharing contribution is determined by a
formula based on the Company's net income. The Company's Board of
Directors has discretionary powers to invest this contribution in one or
any combination of these profit sharing accounts. A profit sharing
contribution to the ESOP Preferred Stock account results in interest and
principal payments on the leveraged ESOP loan releasing preferred shares to
be allocated to participant accounts. These contributions, as well as any
forfeitures, are allocated using a formula based on participants' eligible
compensation.
* An elective contribution account consisting of participants' employee
pre-1973 after-tax contributions made to the Plan prior to 1973.
* A rollover contribution account consisting of a participant's distributions
from a qualified employer plan.
CONTRIBUTIONS
Employee contributions and the related company matching contributions are
credited to the participants' accounts as payrolls are processed throughout the
year. The Company's profit sharing and forfeiture reallocation contributions
are credited to the participants' accounts annually. The Company matching,
profit sharing and
3
<PAGE>
forfeiture reallocation are subject to vesting provisions of the Plan as
described in Note 7. The Company has the discretion regarding the use of
forfeitures inasmuch as the Company can reduce Plan expenses, reduce future
employer contributions or reallocate the amount to the remaining participants
using a formula based on participants' eligible compensation. Participants are
always fully vested in their elective contribution, pre-1973 after-tax
contribution and rollover contribution account balances.
BENEFIT PAYMENTS
On termination of employment for account balances equal to $3,500 or more, a
participant may elect to receive an amount equal to the value of the
participant's vested interest in his or her account in either a joint and
survivor annuity, a lump-sum payment or in annual installments over a maximum
ten-year period.
On termination of employment for account balances less than $3,500, a
participant will receive a lump-sum payment equal to the value of the
participant's vested interest in his or her account balance.
PARTICIPANT LOANS
Participants may borrow from their fund accounts a minimum of $2,000 up to a
maximum equal to the lessor of $50,000 or 50 percent of their account balance,
excluding Company contributions. A participant's outstanding loan balance is
reported in the Participant Loan Fund. Loan terms range from 1-5 years and bear
interest at a rate equal to prime plus one percent updated monthly. The loans
are secured by the balance in the participant's accounts. Interest rates range
from 9.25% to 10%. Principal and interest is paid ratably through bi-weekly
payroll deductions.
TRUSTEE AND INVESTMENT MANAGER
The assets of the Plan are held in trust (the Trust) by Fidelity Management
Trust Company (the Trustee).
Investment of earnings or losses are allocated to each participant based on
account balances at the end of each business day. The participant account
balances in each fund are determined based on the applicable closing prices
adjusted for any increase or decrease for interest, dividends and expenses
related to management of the funds.
The Plan's investment manager has discretionary authority to invest the assets
of the Plan consistent with the fund's investment objectives. The investment
manager's performance is periodically reviewed and evaluated by the Committee.
ADMINISTRATIVE EXPENSES
The Plan provides that operating and administrative expenses, investment asset
management fees, brokerage commissions, trust services and related expenses are
payable from the assets of the Plan unless stated otherwise. In addition, each
participant is charged an annual account fee determined by the Committee.
2. ADMINISTRATIVE CHANGES:
Effective January 1, 1996, the TJ International, Inc. Pension & Profit Sharing
Plan was renamed the TJ International, Inc. Investment Plan (TIP). Effective
April 12, 1996, the assets of the TJ International, Inc. Employee Stock
Ownership Plan were merged into the Plan and Fidelity Investments became the
investment manager, trustee and recordkeeper for the new consolidated investment
plan. Effective April 1, 1996, the number of investment options for participant
directed funds increased from four funds to six funds and the Company began
making its matching contribution in TJ International, Inc. common stock.
4
<PAGE>
3. SIGNIFICANT ACCOUNTING POLICIES:
The Plan's financial statements have been prepared on the accrual basis of
accounting and require the use of management's estimates. Profit sharing
contributions from the Company are recorded in conformity with the Company's
funding policy and were received subsequent to year-end. The accrual basis of
accounting requires that purchases and sales of securities be recorded on a
trade date basis. Accordingly, dividends are accrued when declared, and
allocated in conformity with the Plan. Benefits are recorded when paid.
Assets of the Plan are valued at fair value, except for the Managed Income Fund
and Investment Contract Fund, which is valued at contract value at December 31,
1996 and 1995, respectively. Market value fluctuations in the Managed Income
Fund reflect changes in the effective yield on the underlying securities and
have been included in interest income. Beginning in 1996, the investment funds
managed by Fidelity are valued net of management fees. Net appreciation
(depreciation) in fair value of assets includes both realized and unrealized
gains and losses of the assets during the Plan years.
Certain reclassifications were made, none of which effected net assets, to
conform prior years' information to the current year's presentation.
4. INVESTMENTS:
The following is a brief description of the investment funds:
- INVESTMENT CONTRACT FUND is a stable value fund. The Investment Contract
Fund is a combination of individual guaranteed investment contracts
("GICs") and collectively invested GICs held by U.S. Trust Company and
managed by Morley Capital Management, Inc., Portland, Oregon. The
Investment Contract Fund invests in GICs issued by insurance companies and
short-term investments. The contracts included in the financial statements
are at contract value. Contract value represents contributions made under
the contract, plus interest, less plan withdrawals and administrative
expenses.
- BALANCED FUND is a growth and income fund that seeks to protect principal
against inflation through income and market appreciation. The investment
objective of the Balanced Fund is to provide a positive annual rate of
return and preservation of principal over a full market cycle. The
Balanced Fund is invested as part of a collective investment fund held by
Columbia Trust Company, Portland, Oregon, as custodian. The Balanced Fund
may invest in stocks, bonds, real estate, guaranteed investment contracts,
short-term investments and other assets deemed appropriate by the fund
investment manager.
- DIVERSIFIED STOCK FUND is a growth fund that seeks to provide market
appreciation. The investment objective of the Diversified Stock Fund is to
provide maximum long-term investment growth over a full market cycle. The
Columbia Trust Company is the investment manager of the Diversified Stock
Fund. The Diversified Stock Fund is invested as part of a collective
investment fund held by Columbia Trust Company, Portland, Oregon, as
custodian. The Diversified Stock Fund invests in stocks and cash.
- MANAGED INCOME FUND is a stable value fund. The assets are invested in
Fidelity's Managed Income Portfolio and in individual insurance contracts
that were purchased for the fund in previous years. All investment
contracts and fixed income securities must meet the high credit quality
standards of the portfolio's manager. Although the individual investment
contracts are backed by the issuer, units of this investment are not backed
by the Trustee, the plan sponsor, or insured by the FDIC. The Fund's goal
is to maintain a stable $1 unit price, but there is no guarantee that it
will do so. The yield will fluctuate. This Fund is not a mutual fund and
is managed by Fidelity Management Trust Company.
- FIDELITY PURITAN FUND is a growth and income fund. It seeks as much income
as possible, consistent with preservation of capital, by investing in a
broadly diversified portfolio of domestic and foreign common stocks,
preferred stocks and
5
<PAGE>
bonds, including lower-quality, high-yield debt securities. Dividend
amounts will vary. The Fund's share price and return will fluctuate.
- U.S. EQUITY INDEX FUND is a growth and income fund. It seeks investment
results that try to duplicate the composition and total return of the S&P
500, which is comprised of common stocks. Dividend amounts will vary. The
Fund's share price and return will fluctuate.
- FIDELITY VALUE FUND is a growth fund. It seeks long-term capital
appreciation by investing in the securities of companies with valuable
fixed assets, or in the securities of companies that its investment adviser
believes are undervalued in relation to the Company's assets, earnings or
growth potential. The Fund's share price and return will fluctuate.
- FIDELITY MAGELLAN FUND is a growth fund. It seeks long-term capital
appreciation by investing in the stocks of both well-known and lesser known
companies with potentially above-average growth potential and a
correspondingly higher level of risk. Securities may be of foreign,
domestic, and multinational companies. The Fund's share price and return
will fluctuate.
- TJ COMMON STOCK FUND invests primarily in TJ International, Inc. Common
Stock and in a small amount of short-term investments that allows the fund
to handle exchanges, withdrawals and distributions. Investment in the Fund
allows you to become a stockholder and part owner of the Company and allows
you to participate in the Company's financial future. The Fund is not a
mutual fund and is an unmanaged, non-diversified investment.
- ESOP COMMON AND PREFERRED STOCK FUNDS invest primarily in TJ International,
Inc. common and preferred stock and a small amount in short term
investments. The Company has discretionary powers to invest the annual
profit sharing, forfeiture reallocation and debt service on the ESOP loan
to buy shares of common stock and/or release shares of preferred stock for
allocation to participants' based on eligible compensation. Investment in
these funds allow you to become a stockholder and part owner of the Company
and allow you to participate in the Company's financial future. These
funds are not mutual funds and are unmanaged, non-diversified investments.
The following investments exceed 5% of net assets available for plan benefits:
<TABLE>
<CAPTION>
December 31,
------------------------------------
Fund Investment 1996 1995
- ------------------------- ---------------------------------------- ----------- -----------
<S> <C> <C> <C>
Investment Contract Fund U.S. Trust Company - U.S. Trust Preservation
Fund 422,520 participation units for 1995,
interest rates and due dates variable $ - $11,018,054
Balanced Fund Columbia Trust Company - Balanced Fund,
3,483,744 participation units for 1995 - 28,104,203
Diversified Stock Fund Columbia Trust Company - Diversified Stock
Fund, 1,872,716 participation units for 1995 - 21,183,663
TJ International Common 917,753 and 890,179 shares common stock, for
Stock Fund 1996 and 1995, respectively 21,342,902 16,468,316
6
<PAGE>
December 31,
------------------------------------
Fund Investment 1996 1995
- ------------------------- ---------------------------------------- ----------- -----------
<S> <C> <C> <C>
Managed Income Fund Fidelity Income Portfolio Fund,
12,655,150 participation units for 1996,
interest rate and due dates variable 12,655,150 -
Puritan Fund Fidelity Investments - Puritan Fund,
1,505,928 participation units for 1996 25,962,196 -
U.S. Equity Index Fund Fidelity Investments - U.S. Equity Index
Fund, 271,891 participation units for 1996 7,327,461 -
Value Fund Fidelity Investments - Value Fund, 380,187
participation units for 1996 19,594,839 -
Magellan Fund Fidelity Investments - Magellan Fund,
131,093 participation units for 1996 10,572,653 -
TJ International ESOP 664,037 shares common stock
Common Stock Fund 15,442,568 -
TJ International ESOP 1,162,914 shares convertible
Preferred Stock Fund preferred stock 26,061,267 -
</TABLE>
At December 31, 1996 and 1995, the Managed Income Fund and Investment Contract
Fund, respectively, invested in insurance contracts with stated interest rates
ranging from 7.00% to 7.92%. The effective yields during these periods were
6.07% and 6.62%, respectively. At December 31, 1996, the fair value of the
managed income fund was $18,091,748. At December 31, 1995, the fair value of the
investment contract fund approximated contract value.
In August 1994, Confederation Life was seized by Canadian insurance regulators.
The balance recorded on this contract at December 31, 1996 of $652,528,
represents the contract's principal amount plus accrued interest through the
date of seizure. No interest has been accrued on the contract subsequent to the
date of seizure. In March 1997, the Committee elected to receive, from
Confederation Life Insurance Company, a rehabilitation payment option of
approximately $695,277 by May 31, 1997.
5. CONVERTIBLE PREFERRED STOCK AND ESOP LOAN:
On September 21, 1990, the former TJ International, Inc. Employee Stock
Ownership Plan acquired 1,269,842 shares of Preferred Stock for $15,000,009, or
$11.8125 per share, using the proceeds of the ESOP loan made to the Trustee by
the Company.
Preferred Stock is convertible into Company common stock or cash, at the
Company's option, at a redemption ratio or value equal to one share of common
stock for each share of Preferred Stock. However, the Preferred Stock cannot
be redeemed for a value less than the liquidation preference of $11.8125 per
share. The Preferred Stock pays an annual dividend of $1.063125 per share.
The Preferred Stock is redeemable at the Company's option after December 31,
2000 and under certain circumstances prior to that date. The Preferred Stock
is held solely by the Trustee for the Plan and is not available for trading
outside the Trust. Upon redemption by the Company, the shares of Preferred
Stock will be permanently retired.
The Preferred Stock is held in a separate "ESOP Suspense Account" pending
release to participants and is pledged as collateral for the ESOP loan. The
number of shares allocated to plan participants for a plan year is determined by
a formula that divides principal and interest to be paid for the current plan
year by the sum of the remaining total principal and interest payments due,
including amounts due in the current year, and multiplied by the shares in the
suspense account. Shares are released from the ESOP Suspense Account as
principal and interest are paid. Below
7
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is the detail of the allocation of account balances in the ESOP Preferred Stock
Fund as of December 31, 1996:
<TABLE>
<CAPTION>
Allocated Unallocated Total
----------- ----------- -----------
<S> <C> <C> <C>
Assets:
Investments, fair value $8,541,825 $17,519,442 $26,061,267
Cash and cash equivalents 56,031 - 56,031
Receivables 1,077,947 - 1,077,947
---------- ----------- -----------
Total assets 9,675,803 17,519,442 27,195,245
---------- ----------- -----------
Liabilities:
ESOP loan - 11,678,308 11,678,308
---------- ----------- -----------
Total liabilities - 11,678,308 11,678,308
---------- ----------- -----------
Net assets available for Preferred
Stock benefits $9,675,803 $ 5,841,134 $15,516,937
========== =========== ===========
Allocated Unallocated Total
----------- ----------- -----------
Investment Income:
Interest expense $ (572) $ - $ (572)
Dividend income 309,629 934,893 1,244,522
Net appreciation in fair value of assets 1,562,429 4,982,814 6,545,243
Employer contributions 1,077,947 - 1,077,947
Allocation of Company stock at market 1,890,493 (1,890,493) -
---------- ----------- -----------
Total additions 4,839,926 4,027,214 8,867,140
Plan benefit claims distributed (130,177) - (130,177)
Interest expense on ESOP loan - (1,081,468) (1,081,468)
Administrative fee and other (4,440) - (4,440)
---------- ----------- -----------
Total deductions (134,617) (1,081,468) (1,216,085)
Fund transfers (57,724) - (57,724)
Plan transfers and mergers 5,028,218 2,895,388 7,923,606
---------- ----------- -----------
Net increase during the year 9,675,803 5,841,134 15,516,937
Net assets available for preferred
stock benefit, beginning of year - - -
---------- ------------ -----------
Net assets available for Preferred
Stock benefits, end of year $9,675,803 $ 5,841,134 $15,516,937
========== ============ ===========
<CAPTION>
Historical Fair
Shares Cost Market Value
---------- ------------ -----------
<S> <C> <C> <C>
Unallocated 781,758 $ 9,234,517 $17,519,442
Allocated 381,156 4,502,405 8,541,825
Retired 106,928 1,263,087 2,396,290
--------- ----------- -----------
Total 1,269,842 $15,000,009 $28,457,557
========= =========== ===========
</TABLE>
The ESOP loan represents an unconditional promise from the Plan to the Company
to repay $15,000,009 plus interest. The ESOP loan is to be repaid by the
Trustee from a combination of cash contributions from the Company and dividends
from Preferred Stock held by the Plan. The ESOP loan is guaranteed by the
Company and accrues interest at a 9% rate per annum on the outstanding principal
amount without compounding. The interest is payable on December 31 of each
year. The ESOP loan requires no principal payment until the maturity date of
the loan, March 31, 2011 and imposes no penalty for prepayment of the principal
prior to the maturity date.
8
<PAGE>
For 1996 and 1995, principal payments of $1,594,468 and $334,125 were paid on
the ESOP loan. All principal payments on the ESOP loan made prior to April 12,
1996, relate to the former TJ International, Inc. Employee Stock Ownership Plan.
6. CONTRIBUTIONS:
Participants in the Plan may make elective contributions to any of the
participant directed investment options. Effective April 1, 1996, the Company's
matching contributions are invested in the TJ International, Inc. Common Stock
Fund.
The Company's Board of Directors, as allowed by the Plan, directed the annual
profit sharing contributions as follows:
- The Company made general profit sharing contributions of $1,398,253 and $-
0- for 1996 and 1995, respectively. This general profit sharing
contribution is invested based on the participant elective contribution.
- The Company did not make an ESOP Common profit sharing contribution for
1996 and 1995, respectively.
- The Company made ESOP Preferred profit sharing contributions, based on
principal loan payments, of $1,077,947 and $1,395,000 for 1996 and 1995,
respectively. The 1995 Company contribution was related to the former TJ
International, Inc. Employee Stock Ownership Plan. The principal payments
include additional amounts resulting in the excess of preferred dividends
over interest expense.
As of December 31, 1996 and 1995, the Plan consisted of approximately 2,445 and
2,046 participants, respectively, some of whom have elected to invest in more
than one fund. The approximate number of participants investing in each fund
was:
December 31,
------------------
1996 1995
------ ------
Investment Contract Fund N/A 873
Balanced Fund N/A 1,119
Diversified Stock Fund N/A 951
Managed Income Fund 1,370 N/A
Puritan Fund 1,470 N/A
U.S. Equity Fund 741 N/A
Value Fund 1,410 N/A
Magellan Fund 1,003 N/A
TJ International Common Stock Fund 2,257 912
ESOP Common 1,826 N/A
ESOP Preferred 1,823 N/A
7. VESTING:
Upon termination of employment, participants are entitled to receive elective
contributions, pre-1973 after tax contributions, rollover contributions and any
vested portion of the Company's contributions. Participants become vested as
follows:
Completed Years 7 or 2 or
of Vesting Service more 6 5 4 3 less
------------------ ----------------------------------
Vested Percentage 100% 80% 60% 40% 20% 0%
In the event employment terminates prior to the completion of seven years of
vested service for any reason other than retirement, death or disability, a
participant forfeits the non-vested portion in his or her account balance. The
Plan's break in service provisions provide that the forfeiture of non-vested
participant's account balance and credited years of service will occur in the
year that plan participation ceases. However, if the participant returns to
active participation before the fifth consecutive one-year break in service, the
non-vested account balance will be reinstated to the participant's account. A
one-year break in service is a plan year in which a participant is credited with
500 or less hours of service. These
9
<PAGE>
forfeitures, totaling $467,000 and $656,172 in 1996 and 1995, respectively, are
allocated to the remaining participants in the Plan. In addition, the Plan had
$70,955 and $112,653 of unallocated forfeitures as of December 31, 1996 and
1995, respectively.
In the event of a Plan termination, the accounts of all participants affected by
such termination shall become fully vested and thereafter not subject to
forfeiture.
8. PLAN TRANSFERS AND MERGER:
In compliance with the Tax Reform Act of 1986, the Company's Employee Stock
Ownership Plan (ESOP) participants age 55 or older and with at least ten years
of ESOP participation have the opportunity to diversify their investment from
Company stock to any of the six participant directed investment options.
Eligible ESOP participants may elect to transfer all or a portion of their
account balance. Eligible participants elected to irrevocably transfer their
account balances totaling $356,404 and $173,326 in 1996 and 1995, respectively,
from the ESOP to the Plan. In addition, eligible participants elected to
irrevocably transfer $201,791 in 1996 from the ESOP Common and ESOP Preferred
stock funds to the participant directed funds.
Effective April 12, 1996, the accounts of the Company's former TJ International,
Inc. Employee Stock Ownership Plan (ESOP) were merged into the Plan. The ESOP
transferred $20,011,578 of assets and a $192,044 benefit payable into the Plan.
9. 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,
-------------------------------
1996 1995
------------ -----------
<S> <C> <C>
Net assets available for benefits per the financial statements $138,396,949 $87,304,968
Amounts allocated to withdrawing participants - 912,116
------------ -----------
Net assets available for benefits per the Form 5500 $138,396,949 $86,392,852
============ ===========
</TABLE>
The following is a reconciliation of benefits paid to participants per the
financial statement to the Form 5500:
<TABLE>
<CAPTION>
1996 1995
------------ ----------
<S> <C> <C>
Benefits paid to participants per the financial statements $5,984,522 $5,291,815
Add: Amounts allocated to withdrawing participants at
December 31, 1996 - 912,116
Less: Amounts allocated to withdrawing participants at
December 31, 1995 (912,116) (573,192)
---------- ----------
Benefits paid to participants per the Form 5500 $5,072,406 $5,630,739
========== ==========
</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 have not been paid as of that date.
10
<PAGE>
SUPPLEMENTAL SCHEDULE 1
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND
AS OF DECEMBER 31, 1996 AND 1995
<TABLE>
<CAPTION>
Participant Directed
---------------------------------------------------------------------------
Contract Balanced Diversified Income Puritan
As of December 31, 1996 Fund Fund Stock Fund Fund Fund
- ----------------------- ---------- ------------- ------------- ----------- -----------
<S> <C> <C> <C> <C> <C>
ASSETS
Investments, at current value $ - $ - $ - $ - $25,962,196
Investment, at contract value - - - 17,520,383 -
Cash and cash equivalents - - - 479,113 -
Employer contributions receivable - - - 214,283 346,940
Participant loans - - - - -
----------- ----------- ----------- ------------ -----------
- - - 18,213,779 26,309,136
----------- ----------- ----------- ------------ -----------
LIABILITIES
ESOP loan - - - - -
----------- ----------- ----------- ------------ -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ - $ - $ - $18,213,779 $26,309,136
=========== =========== =========== ============ ===========
Investment Managed
Contract Balanced Diversified Income Puritan
As of December 31, 1995 Fund Fund Stock Fund Fund Fund
- ----------------------- ----------- ----------- ----------- ------------ -----------
<S> <C> <C> <C> <C> <C>
ASSETS
Investments, at current value $ - $28,104,203 $21,183,663 $ - $ -
Investment, at contract value 18,402,734 - - - -
Cash and cash equivalents 60,963 86,307 70,545 - -
Receivables:
Employer contributions 45,765 61,637 47,635 - -
Employee contributions 78,665 115,660 85,381 - -
Interest and dividends 4,435 618 552 - -
Due (to) from other funds (293,745) (14,576) 43,894 - -
Participant loans - - - - -
----------- ----------- ----------- ------------ -----------
18,298,817 28,353,849 21,431,670 - -
----------- ----------- ----------- ------------ -----------
LIABILITIES
Accrued administrative fees 18,325 63,877 48,293 - -
Other accounts payable - - - - -
----------- ----------- ----------- ------------ -----------
18,325 63,877 48,293 - -
----------- ----------- ----------- ------------ -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $18,280,492 $28,289,972 $21,383,377 $ - $ -
=========== =========== =========== ============ ===========
<CAPTION>
U.S.
Equity TJ
Index Value Magellan Common
As of December 31, 1996 Fund Fund Fund Stock Fund
- ----------------------- ---------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
ASSETS
Investments, at current value $7,327,461 $19,594,839 $10,572,653 $21,342,902
Investment, at contract value - - - -
Cash and cash equivalents - - - 158,038
Employer contributions receivable 135,155 254,658 252,367 194,850
Participant loans - - - -
---------- ----------- ----------- -----------
7,462,616 19,849,497 10,825,020 21,695,790
---------- ----------- ----------- -----------
LIABILITIES
ESOP loan - - - -
---------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $7,462,616 $19,849,497 $10,825,020 $21,695,790
========== =========== =========== ===========
<CAPTION>
U.S.
Equity TJ
Index Value Magellan Common
As of December 31, 1995 Fund Fund Fund Stock Fund
- ----------------------- ---------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
ASSETS
Investments, at current value $ - $ - $ - $16,468,316
Investment, at contract value - - - -
Cash and cash equivalents - - - 18,149
Receivables:
Employer contributions - - - 52,256
Employee contributions - - - 90,686
Interest and dividends - - - 49,411
Due (to) from other funds - - - 86,683
Participant loans - - - -
---------- ---------- ---------- ----------
- - - 16,765,501
---------- ---------- ---------- ----------
LIABILITIES
Accrued administrative fees - - - 8,636
Other accounts payable - - - 102
---------- ---------- ---------- -----------
- - - 8,738
---------- ---------- ---------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ - $ - $ - $16,756,763
========== ========== ========== ===========
<CAPTION>
Participant ESOP ESOP
As of December 31, 1996 Loans Common Preferred Total Plan
- ----------------------- ----------- ----------- ------------ ------------
<S> <C> <C> <C> <C>
ASSETS
Investments, at current value $ - $15,442,568 $26,061,267 $126,303,886
Investment, at contract value - - - 17,520,383
Cash and cash equivalents - 157,622 56,031 850,804
Employer contributions receivable - - 1,077,947 2,476,200
Participant loans 2,923,984 - - 2,923,984
----------- ----------- ----------- ------------
2,923,984 15,600,190 27,195,245 150,075,257
----------- ----------- ----------- ------------
LIABILITIES
ESOP loan - - 11,678,308 11,678,308
----------- ----------- ----------- ------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $2,923,984 $15,600,190 $15,516,937 $138,396,949
=========== =========== =========== ============
Participant ESOP ESOP
As of December 31, 1995 Loans Common Preferred Total Plan
- ----------------------- ----------- ------------ ------------ -------------
ASSETS
Investments, at current value $ - $ - $ - $65,756,182
Investment, at contract value - - - 18,402,734
Cash and cash equivalents - - - 235,964
Receivables:
Employer contributions - - - 207,293
Employee contributions - - - 370,392
Interest and dividends - - - 55,016
Due (to) from other funds 177,744 - - -
Participant loans 2,649,820 - - 2,649,820
----------- ----------- ----------- -----------
2,827,564 - - 87,677,401
----------- ----------- ----------- -----------
LIABILITIES
Accrued administrative fees - - - 139,131
Other accounts payable 233,200 - - 233,302
----------- ----------- ----------- -----------
233,200 - - 372,433
----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 2,594,364 $ - $ - $87,304,968
=========== =========== =========== ===========
</TABLE>
The accompanying notes and Supplemental Schedules 1 and 2 are an
integral part of these financial statements.
11
<PAGE>
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND
FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995
<TABLE>
<CAPTION>
Participant Directed
-----------------------------------------------------------------------
Investment Managed
For the Year Contract Balanced Diversified Income Puritan
Ended December 31, 1996 Fund Fund Stock Fund Fund Fund
- ----------------------- ---------- --------- ----------- ------------ ----------
<S> <C> <C> <C> <C> <C>
Investment income:
Interest income (expense) $ 305,073 $ 25,179 $ 12,881 $ 789,940$ 57,733
Dividend income - - - - 752,964
Net appreciation in fair value of assets - 522,380 1,142,778 - 1,477,007
Contributions:
Employee 385,704 515,968 515,197 656,707 1,052,496
Employer 178,285 228,525 213,414 214,283 346,940
Plan benefit claims distribution during the year (670,981) (1,185,395) (711,153) (510,622) (749,316)
Interest expense on ESOP loan - - - - -
Administrative fee and other (18,600) (49,768) (38,338) (8,701) (2,972)
Loans initiated, net of repayments and interest (32,539) (46,791) (4,411) (99,114) (30,238)
Transfer among funds, net (18,525,316) (28,354,778) (22,542,135) 17,030,482 23,409,724
Plan mergers and transfers 97,882 54,708 28,390 140,804 (5,202)
----------- ----------- ------------ ----------- -----------
Net increase (decrease) during the year (18,280,492) (28,289,972) (21,383,377) 18,213,779 26,309,136
NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year 18,280,492 28,289,972 21,383,377 - -
----------- ----------- ------------ ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $ - $ - $ - $18,213,779 $26,309,136
=========== =========== ============ =========== ===========
<CAPTION>
Investment Managed
For the Year Contract Balanced Diversified Income Puritan
Ended December 31, 1995 Fund Fund Stock Fund Fund Fund
- ----------------------- ------------- ------------ ------------ ----------- ------------
<S> <C> <C> <C> <C> <C>
Investment income:
Interest income $ 1,221,553 $ 13,215 $ 14,722 $ - $ -
Dividend income - - - - -
Net appreciation in fair value of assets - 5,581,661 4,758,750 - -
Contributions:
Employee 1,195,500 1,789,697 1,494,281 - -
Employer 604,053 810,118 641,076 - -
Plan benefit claims distributed during the year (2,078,552) (1,554,487) (668,325) - -
Administrative fees and other (64,548) (210,469) (150,111) - -
Loans initiated, net of repayments and interest (522,014) (1,028,590) (438,025) - -
Transfers among funds, net (124,848) 269,785 1,087,989 - -
Plan merger and transfers (2,461,582) (1,641,586) (1,086,381) - -
----------- ----------- ------------ ----------- -----------
Net increase (decrease) during the year (2,230,438) 4,029,344 5,653,976 - -
NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year 20,510,930 24,260,628 15,729,401 - -
----------- ----------- ------------ ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $18,280,492 $28,289,972 $21,383,377 $ - $ -
=========== =========== ============ =========== ===========
<CAPTION>
U.S.
Equity TJ
For the Year Index Value Magellan Common
Ended December 31, 1996 Fund Fund Fund Stock Fund
- ----------------------- ------------ ------------ ------------ -------------
<S> <C> <C> <C> <C>
Investment income:
Interest income (expense) $ 14,199 $ 33,998 $ 24,222 $ 51,168
Dividend income 106,037 201,499 78,656 206,959
Net appreciation in fair value of assets 586,848 1,709,508 794,225 5,018,577
Contributions:
Employee 409,842 913,185 881,396 1,091,842
Employer 135,155 254,658 252,367 2,669,709
Plan benefit claims distribution during the year (72,204) (544,718) (272,024) (691,972)
Interest expense on ESOP loan - - - -
Administrative fee and other (874) (1,196) (591) (13,734)
Loans initiated, net of repayments and interest (1,944) (43,264) (74,537) (154,204)
Transfer among funds, net 6,210,464 17,329,577 9,071,462 (3,427,776)
Plan mergers and transfers 75,093 (3,750) 69,844 188,458
---------- ----------- ----------- -----------
Net increase (decrease) during the year 7,462,616 19,849,497 10,825,020 4,939,027
NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year - - - 16,756,763
----------- ----------- ----------- ----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $ 7,462,616 $19,849,497 $10,825,020 $21,695,790
=========== =========== =========== ===========
<CAPTION>
U.S.
Equity TJ
For the Year Index Value Magellan Common
Ended December 31, 1995 Fund Fund Fund Stock Fund
- ----------------------- ---------- ----------- ----------- ------------
<S> <C> <C> <C> <C>
Investment income:
Interest income $ - $ - $ - $ 9,915
Dividend income - - - 203,397
Net appreciation in fair value of assets - - - 658,756
Contributions:
Employee - - - 1,559,798
Employer - - - 723,072
Plan benefit claims distributed during the year - - - (769,366)
Administrative
fees and other - - - (15,043)
Loans initiated, net of repayments and interest - - - (722,412)
Transfers among funds, net - - - (1,232,926)
Plan merger and transfers - - - (812,411)
----------- ----------- ----------- -----------
Net increase (decrease) during the year - - - (397,220)
NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year - - - 17,153,983
----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $ - $ - $ - $16,756,763
=========== =========== =========== ===========
<CAPTION>
For the Year Participant ESOP ESOP
Ended December 31, 1996 Loans Common Preferred Total Plan
- ----------------------- ------------ ------------ ---------- ------------
<S> <C> <C> <C> <C>
Investment income:
Interest income (expense) $ - $ (6,690) $ (572) $ 1,307,131
Dividend income - 111,644 1,244,522 2,702,281
Net appreciation in fair value of assets - 4,072,156 6,545,243 21,868,722
Contributions:
Employee - - - 6,422,337
Employer - - 1,077,947 5,571,283
Plan benefit claims distribution during the year (157,477) (288,483) (130,177) (5,984,522)
Interest expense on ESOP loan - - (1,081,468) (1,081,468)
Administrative fee and other 55 (10,463) (4,440) (149,622)
Loans initiated, net of repayments and interest 487,042 - - -
Transfer among funds, net - (143,980) (57,724) -
Plan mergers and transfers - 11,866,006 7,923,606 20,435,839
---------- ----------- ----------- ------------
Net increase (decrease) during the year 329,620 15,600,190 15,516,937 51,091,981
NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year 2,594,364 - - 87,304,968
---------- ----------- ----------- ------------
NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $2,923,984 $15,600,190 $15,516,937 $138,396,949
========== =========== =========== ============
<CAPTION>
For the Year Participant ESOP ESOP
Ended December 31, 1995 Loans Common Preferred Total Plan
- ----------------------- ----------- ----------- ------------ -------------
<S> <C> <C> <C> <C>
Investment income:
Interest income $ 104,408 - - $ 1,363,813
Dividend income - - - 203,397
Net appreciation in fair value of assets - - - 10,999,167
Contributions:
Employee - - - 6,039,276
Employer - - - 2,778,319
Plan benefit claims distributed during the year (221,085) - - (5,291,815)
Administrative fees and other - - (440,171)
Loans initiated, net of repayments and interest 2,711,041 - - -
Transfers among funds, net - - - -
Plan merger and transfers - - - (6,001,960)
----------- ----------- ----------- -----------
Net increase (decrease) during the year 2,594,364 - - 9,650,026
NET ASSETS AVAILABLE FOR PLAN BENEFITS, beginning of year - - - 77,654,942
----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS, end of year $ 2,594,364 $ - $ - $87,304,968
=========== =========== =========== ===========
</TABLE>
The accompanying notes and Supplemental Schedules 1 and 2 are an
integral part of these financial statements.
12
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
MANAGED INCOME FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
<TABLE>
<CAPTION>
Contract Current
Identity of Issue Description of Investment Value Value
- ----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Fidelity Investments * Cash Portfolio $ 479,113 $ 479,113
=========== ===========
Confederation Life(1) Guaranteed investment contract number 62513, 8.77%
rate of return, July 2, 1996 maturity date $ 652,528 $ 652,528
First Allmerica Financial Life Guaranteed investment contract number GA-92175-A,
7.55% rate of return, December 28, 1997 maturity
date 571,698 580,090
First Allmerica Financial Life Guaranteed investment contract number GA-92175-A 02,
7.55% rate of return, December 31, 1998 maturity
date 571,698 583,902
Life of Virginia Guaranteed investment contract number GS-2554-A,
7.51% rate of return, February 28, 1997 maturity
date 711,741 713,871
New York Life Guaranteed investment contract number GA-30214-1,
7.00% rate of return, August 29, 1997 maturity date 390,934 394,528
New York Life Guaranteed investment contract number GA-30214-2,
7.00% rate of return, August 28, 1998 maturity date 390,934 397,235
New York Life Guaranteed investment contract number GA-30214-3,
7.00% rate of return, August 27, 1999 maturity date 390,934 398,359
</TABLE>
(1) In August 1994, Confederation Life was seized by Canadian insurance
regulators. The balance recorded on this contract at December 31, 1996,
represents the contract's principal amount plus accrued interest through
the date of seizure. No interest has been accrued on the contract
subsequent to the date of seizure. In March 1997, the Committee elected to
receive, from Confederation Life Insurance Company, a rehabilitation
payment option of approximately $695,277 by May 31, 1997.
1
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
MANAGED INCOME FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
<TABLE>
<CAPTION>
Contract Current
Identity of Issue Description of Investment Value Value
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Principal Mutual Guaranteed investment contract number GA4-14925,
7.92% rate of return, December 9, 1999 maturity
date $ 1,184,766 $ 1,236,972
Fidelity Investments * Fidelity Income Portfolio Fund 12,655,150
participation units, interest rates and due dates
variable 12,655,150 12,655,150
----------- -----------
Total Managed Income Fund investments $17,520,383 $17,612,635
=========== ===========
* Known party-in-interest
</TABLE>
2
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
PURITAN FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
Current
Identity of Issue Description of Investment Cost Value
- --------------------------------------------------------------------------------
Fidelity Puritan Fund, participation
Investments * units, 1,505,928 $26,448,487 $25,962,196
=========== ===========
* Known party-in-interest.
3
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
U.S. EQUITY INDEX FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
Current
Identity of Issue Description of Investment Cost Value
- --------------------------------------------------------------------------------
Fidelity U.S. Equity Index Fund, 271,891
Investments * participation units $6,770,185 $7,327,461
=========== ===========
* Known party-in-interest.
4
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
VALUE FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
Current
Identity of Issue Description of Investment Cost Value
- --------------------------------------------------------------------------------
Fidelity Value Fund, 380,187
Investments * participation units $20,136,132 $19,594,839
=========== ===========
* Known party-in-interest.
5
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
MAGELLAN FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
Current
Identity of Issue Description of Investment Cost Value
- --------------------------------------------------------------------------------
Fidelity Magellan Fund, 131,093
Investments * participation units $ 9,826,132 $10,572,653
=========== ===========
* Known party-in-interest.
6
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
TJ INTERNATIONAL COMMON STOCK FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
Current
Identity of Issue Description of Investment Cost Value
- --------------------------------------------------------------------------------
Cash $ 158,038 $ 158,038
=========== ===========
TJ International, 917,753 shares common stock
Inc. * $16,159,579 $21,342,902
=========== ===========
* Known party-in-interest.
7
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
ESOP - COMMON FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
Current
Identity of Issue Description of Investment Cost Value
- --------------------------------------------------------------------------------
Cash $ 157,622 $ 157,622
=========== ===========
TJ International, 664,037 shares common stock
Inc. * $ 4,565,416 $15,442,568
=========== ===========
* Known party-in-interest
8
<PAGE>
SUPPLEMENTAL SCHEDULE 3
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
ESOP - PREFERRED FUND
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
Current
Identity of Issue Description of Investment Cost Value
- --------------------------------------------------------------------------------
Cash $ 56,031 $ 56,031
=========== ===========
TJ International, 1,162,914 shares convertible
Inc. * preferred stock $13,736,922 $26,061,267
=========== ===========
* Known party-in-interest.
9
<PAGE>
SUPPLEMENTAL SCHEDULE 4
TJ INTERNATIONAL, INC.
EIN: 82-0250992
PENSION & PROFIT SHARING PLAN
PLAN NUMBER 002
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Description Total Total
Assets, Interest Number of Number of Dollar Dollar
Identity of Party Rate and Purchase Sales Value of Value of
Involved Maturity Date Transactions Transactions Purchases Sales
- ----------------------- ------------------------------ -------------- -------------- ----------- ---------
<S> <C> <C> <C> <C> <C>
SERIES OF TRANSACTIONS
SEI Financial Services SEI Daily Income Trust - Prime
Company Obligation Portfolio,
interest rates and due dates
variable 91 79 $16,464,078 $16,693,324
U.S. Bank * Money Market Fund, interest
rates and due dates
variables 5 6 61,900,384 61,900,384
Columbia Trust Company * Balanced Fund ** - 3 - 28,615,175
Columbia Trust Company * Diversified Stock Fund ** - 3 - 22,317,585
Fidelity Investments * Income Portfolio Fund **,
interest rates and maturity
dates variable 118 73 19,859,778 7,767,178
Fidelity Investments * Puritan Fund ** 115 63 34,591,227 8,112,335
Fidelity Investments * U.S. Equity Index Fund ** 97 35 7,224,816 464,546
Fidelity Investments * Value Fund ** 117 64 29,144,797 9,280,327
Fidelity Investments * Magellan Fund ** 106 63 11,458,373 1,680,159
TJ International, Inc. * TJ Common Stock Fund 65 44 4,907,605 4,903,992
<CAPTION>
Current Value Current Value
of Purchased of Sold
Cost of Cost of Assets on Assets on Net Gain
Identity of Party Assets Assets Transaction Transaction or
Involved Purchased Sold Date Date (Loss)
- ----------------------- ----------- --------- ------------- ------------- --------
<S> <C> <C> <C> <C> <C>
SERIES OF TRANSACTIONS
SEI Financial Services $16,464,078 $16,693,324 $16,464,078 $16,693,324 $ -
U.S. Bank * 61,900,384 61,900,384 61,900,384 61,900,384 -
Columbia Trust Company * - 15,384,877 - 28,615,175 13,230,298
Columbia Trust Company * - 10,363,145 - 22,317,585 11,954,440
Fidelity Investments * 19,859,778 7,767,178 19,859,778 7,767,178 -
Fidelity Investments * 34,591,227 8,142,739 34,591,227 8,112,335 (30,404)
Fidelity Investments * 7,224,816 454,631 7,224,816 464,546 9,915
Fidelity Investments * 29,144,797 9,008,665 29,144,797 9,280,327 271,662
Fidelity Investments * 11,458,373 1,632,241 11,458,373 1,680,159 47,918
TJ International, Inc. * 4,907,605 4,417,109 4,907,605 4,903,992 486,883
</TABLE>
* Known party-in-interest
** Series 1 transactions are included with these series 3 transactions
22
<PAGE>
SUPPLEMENTAL SCHEDULE 4
TJ INTERNATIONAL, INC.
EIN: 82-0250992
PENSION & PROFIT SHARING PLAN
PLAN NUMBER 002
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Description Total Total
Assets, Interest Number of Number of Dollar Dollar
Identity of Party Rate and Purchase Sales Value of Value of
Involved Maturity Date Transactions Transactions Purchases Sales
- ------------------------ ------------------------------ ------------ ------------ --------- ----------
<S> <C> <C> <C> <C> <C>
INDIVIDUAL TRANSACTIONS
U.S. Bank * Money Market Fund, interest
rates and due dates variable 1 - $28,517,590 $ -
U.S. Bank * Money Market Fund, interest
rates and due dates variable - 1 - 28,350,845
U.S. Bank * Money Market Fund, interest
rates and due dates variable 1 - 22,242,762 -
U.S. Bank * Money Market Fund, interest
rates and due dates variable - 1 - 22,242,762
SEI Financial Services SEI Daily Income Trust - Prime
Company Obligation Portfolio,
interest rates and due dates
variable 1 - 11,029,882 -
U.S. Bank * Money Market Fund, interest
rates and due dates variable 1 - 11,029,882 -
SEI Financial Services SEI Daily Income Trust - Prime
Company Obligation Portfolio,
Interest rates and due dates
variable - 1 - 11,400,000
U.S. Bank * Money Market Fund, interest
rates and due dates variable - 1 - 11,029,882
U.S. Trust Company * U.S. Trust Preservation Fund - 1 - 11,038,335
<CAPTION>
Current Value Current Value
of Purchased of Sold
Cost of Cost of Assets on Assets on Net Gain
Identity of Party Assets Assets Transaction Transaction or
Involved Purchased Sold Date Date (Loss)
- ----------------------- ----------- --------- --------------- --------------- ----------
<S> <C> <C> <C> <C> <C>
INDIVIDUAL TRANSACTIONS
U.S. Bank * $28,517,590 $ - $28,517,590 $ - $ -
U.S. Bank * - 28,350,845 - 28,350,845 -
U.S. Bank * 22,242,762 - 22,242,762 - -
U.S. Bank * - 22,242,762 - 22,242,762 -
SEI Financial Services
Company 11,029,882 - 11,029,882 - -
U.S. Bank * 11,029,882 - 11,029,882 - -
SEI Financial Services
Company - 11,400,080 - 11,400,000 -
U.S. Bank * - 11,029,882 - 11,029,882 -
U.S. Trust Company * - 8,263,682 - 11,029,335 2,774,653
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* Known party-in-interest
