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, 1997
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 22, 1998 /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 May 1, 1998, included in this
Form 11-K for the year ended December 31, 1997, into the
Company's previously filed Registration Statement on Form S-8
(33-21870).
/s/ ARTHUR ANDERSEN LLP
Boise, Idaho
June 22, 1998
<PAGE>
TJ INTERNATIONAL, INC.
INVESTMENT PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1997 AND 1996
TOGETHER WITH AUDITORS' REPORT
<PAGE>
[LETTERHEAD OF ARTHUR ANDERSEN LLP]
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 by fund of the TJ International, Inc.
Investment Plan (the Plan) as of December 31, 1997 and 1996, and
the related statements of changes in net assets available for
plan benefits by fund 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, 1997
and 1996, 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 performed for the purpose of forming an opinion
on the basic financial statements taken as a whole. The
Supplemental Schedules 1 and 2 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's Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act
of 1974. The Fund Information in the statement of net assets
available for benefits by fund and the statement of changes in
net assets available for benefits by fund is presented for
purposes of additional analysis rather than to present the net
assets available for plan benefits and changes in net assets
available for plan benefits of each fund. The supplemental
schedules and fund information 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
May 1, 1998
<PAGE>
TJ INTERNATIONAL, INC.
1 of 4
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND
AS OF DECEMBER 31, 1997 AND 1996
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
------------------------------------------
Spartan
U.S.
Managed Equity
Income Puritan Index
AS OF DECEMBER 31, 1997 Fund Fund Fund
- ----------------------- --------------------------------
<S> <C> <C> <C>
ASSETS
Investments, at fair $15,633,091 $31,799,704 $12,145,399
value
Investment, at 2,730,097 - -
contract value
Cash and cash 1,024,721 - -
equivalents
Employer contributions 489,831 793,271 374,941
receivable
Participant loans - - -
----------- ----------- -----------
19,877,740 32,592,975 12,520,340
----------- ----------- -----------
LIABILITIES
ESOP loan - - -
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $19,877,740 $32,592,975 $12,520,340
----------- ----------- -----------
----------- ----------- -----------
Spartan
U.S.
Managed Equity
Income Puritan Index
AS OF DECEMBER 31, 1996 Fund Fund Fund
- ------------------------ -------------------------------------
ASSETS
Investments, at $12,655,150 $25,962,196 $ 7,327,461
fair value
Investments, at 4,865,233 - -
contract value
Cash and cash 479,113 - -
equivalents
Employer contributions 214,283 346,940 135,155
receivable
Participant loan - - -
----------- ----------- -----------
18,213,779 26,309,136 7,462,616
----------- ----------- -----------
LIABILITIES
ESOP loan - - -
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $18,213,779 $26,309,136 $7,462,616
----------- ----------- -----------
----------- ----------- -----------
<PAGE>
TJ INTERNATIONAL, INC.
2 of 4
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND
AS OF DECEMBER 31, 1997 AND 1996
PARTICIPANT DIRECTED
----------------------------
TJ
Value Magellan Common
AS OF DECEMBER 31, 1997 Fund Fund Stock Fund
- ----------------------- ----------------------------------------
<S> <C> <C> <C>
ASSETS
Investments, at fair $25,090,691 $14,508,580 $25,990,629
value
Investment, at - - -
contract value
Cash and cash - - 85,794
equivalents
Employer contributions 581,043 581,405 426,010
receivable
Participant loans - - -
----------- ----------- -----------
25,671,734 15,089,985 26,502,433
LIABILITIES
ESOP loan - - -
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $25,671,734 $15,089,985 $26,502,433
----------- ----------- -----------
----------- ----------- -----------
TJ
Value Magellan Common
AS OF DECEMBER 31, 1996 Fund Fund Stock Fund
- ----------------------- -----------------------------------------
ASSETS
Investments, at fair $19,594,839 $10,572,653 $21,342,902
value
Investments, at - - -
contract value
Cash and cash - - 158,038
equivalents
Employer contributions 254,658 252,367 194,850
receivable
Participant loans - - -
----------- ----------- -----------
19,849,497 10,825,020 21,695,790
----------- ----------- -----------
LIABILITIES
ESOP loan - - -
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $ 19,849,497 $10,825,020 $21,695,790
---------- ----------- -----------
----------- ----------- -----------
<PAGE>
TJ INTERNATIONAL, INC.
3 of 4
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND
AS OF DECEMBER 31, 1997 AND 1996
PARTICIPANT
DIRECTED
---------- ----------
<S> <C> <C>
ESOP
Participant Common
AS OF DECEMBER 31, 1997 Loans Stock Fund
- ----------------------- -------------------------
ASSETS
Investments, at fair value $ - $15,517,820
Investment, at contract value - -
Cash and cash equivalents - 133,975
Employer contributions receivable - -
Participant loans 2,797,352 -
----------- -----------
2,797,352 15,651,795
----------- -----------
LIABILITIES
ESOP loan - -
----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $ 2,797,352 $15,651,795
----------- -----------
----------- -----------
ESOP
Participant Common
AS OF DECEMBER 31, 1996 Loans Stock Fund
- ----------------------- ------------------------
ASSETS
Investments, at fair value $ - $15,442,568
Investments, at contract value - -
Cash and cash equivalents - 157,622
Employer contributions receivable - -
Participant loans 2,923,984 -
----------- -----------
2,923,984 15,600,190
----------- -----------
LIABILITIES
ESOP loan - -
----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS $2,923,984 $15,600,190
----------- -----------
----------- -----------
<PAGE>
TJ INTERNATIONAL, INC.
4 of 4
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND
AS OF DECEMBER 31, 1997 AND 1996
Allocated Unallocated
--------- -----------
ESOP ESOP
Preferred Preferred
AS OF DECEMBER 31, 1997 Stock Fund Stock Fund Total Plan
- ----------------------- ---------- ---------- ----------
<S> <C> <C> <C>
ASSETS
Investments, at $11,053,353 $16,666,326 $168,405,593
fair value
Investment, at - - 2,730,097
contract value
Cash and cash 86,220 - 1,330,710
equivalents
Employer contributions 1,000,000 - 4,246,501
receivable
Participant loans - - 2,797,352
----------- ----------- ------------
12,139,573 16,666,326 179,510,253
----------- ----------- ------------
LIABILITIES
ESOP loan - 10,336,598 10,336,598
----------- ----------- ------------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $12,139,573 $ 6,329,728 $169,173,655
----------- ----------- ------------
----------- ----------- ------------
ESOP ESOP
Preferred Preferred
AS OF DECEMBER 31, 1996 Stock Fund Stock Fund Total Plan
- ----------------------- ---------- ---------- ----------
ASSETS
Investments, at fair $ 8,541,825 $17,519,442 $138,959,036
value
Investments, at - - 4,865,233
contract value
Cash and cash 56,031 - 850,804
equivalents
Employer contributions 1,077,947 - 2,476,200
receivable
Participant loans - - 2,923,984
----------- ------------ ------------
9,675,803 17,519,442 150,075,257
----------- ------------ ------------
LIABILITIES
ESOP loan - 11,678,308 11,678,308
----------- ----------- ------------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $9,675,803 $ 5,841,134 $138,396,949
----------- ----------- ------------
----------- ----------- ------------
The accompanying notes and Supplemental Schedules are an integral
part of these financial statements.
</TABLE>
<PAGE>
TJ INTERNATIONAL, INC. 1 of 4
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
PARTICIPANT DIRECTED
------------------------------------------
- -
<S> <C> <C> <C>
Managed Spartan
FOR THE YEAR ENDED Income Puritan U.S. Equity
DECEMBER 31, 1997 Fund Fund Index Fund
- -----------------------------------------------------------------
Investment Income:
Interest Income $ 1,168,489 $ 1,580,344 $ 141,258
Dividend Income - 1,057,475 135,081
Net appreciation
(depreciation) in
fair value of assets - 3,322,830 2,409,149
Contributions:
Employee 1,041,045 1,523,169 895,669
Employer 489,831 793,271 374,941
Plan benefit claims
distributions during
the year (1,469,446) (1,721,488) (423,598)
Interest expense on
ESOP loan - - -
Administrative fees and
other (20,870) (8,142) (2,863)
Loans initiated, net of
repayments and (71,343) 33,777 44,592
interest
Transfer among funds,
net 526,255 (297,397) 1,483,495
----------- ----------- -----------
Net increase (decrease)
during the year 1,663,961 6,283,839 5,057,724
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, beginning
of year 18,213,779 26,309,136 7,462,616
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of $19,877,740 $32,592,975 $12,520,340
year ----------- ----------- -----------
----------- ----------- -----------
<PAGE>
TJ INTERNATIONAL, INC. 2 of 4
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1997
PARTICIPANT DIRECTED
----------------------------------------
<S> <C> <C> <C>
FOR THE YEAR ENDED Value Magellan TJ Common
DECEMBER 31, 1997 Fund Fund Stock Fund
- -----------------------------------------------------------------
Investment Income:
Interest Income $ 3,263,393 $ 781,511 $ 227,177
Dividend Income 192,921 175,533 229,832
Net appreciation
(depreciation) in
fair value of assets 822,247 1,972,196 2,210,562
Contributions:
Employee 1,465,521 1,432,823 1,119,479
Employer 581,043 581,405 4,050,262
Plan benefit claims
distributions during
the year (1,297,261) (438,315) (993,104)
Interest expense on
ESOP loan - - -
Administrative fees and
other (2,210) (1,345) (30,387)
Loans initiated, net of
repayments and (33,591) 40,804 (171,580)
interest
Transfer among funds,
net 830,174 (279,647) (1,835,598)
----------- ------------ -----------
Net increase (decrease)
during the year 5,822,237 4,264,965 4,806,643
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, beginning
of year 19,849,497 10,825,020 21,695,790
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of $25,671,734 $15,089,985 $26,502,433
year ----------- ----------- -----------
----------- ----------- -----------
<PAGE>
TJ INTERNATIONAL, INC. 3 of 4
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1997
PARTICIPANT DIRECTED ALLOCATED
- ------------------------------------
<S> <C> <C> <C>
ESOP
FOR THE YEAR ENDED Participant ESOP Common Preferred
DECEMBER 31, 1997 Loans Stock Fund Stock Fund
Investment Income:
Interest Income $ - $ 107,332 $ -
Dividend Income - 141,819 385,693
Net appreciation
(depreciation) in
fair value of assets - 819,885 (415,932)
Contributions:
Employee - - -
Employer - - 1,000,000
Plan benefit claims
distributions during
the year (283,973) (556,013) (347,230)
Interest expense on
ESOP loan - - -
Administrative fees and
other - (20,856) (9,235)
Loans initiated, net of
repayments and 157,341 - -
interest
Transfer among funds,
net - (440,562) 1,850,474
----------- ------------ -----------
Net increase (decrease)
during the year (126,632) 51,605 2,463,770
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, beginning
of year 2,923,984 15,600,190 9,675,803
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of $ 2,797,352 $15,651,795 $12,139,573
year ----------- ----------- -----------
----------- ----------- -----------
<PAGE>
TJ INTERNATIONAL, INC. 4 of 4
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1997
UNALLOCATED
------------
ESOP
FOR THE YEAR ENDED Preferred
DECEMBER 31, 1997 Stock Fund Total Plan
- -----------------------------------------------------------------
<S> <C> <C> <C>
Investment Income:
Interest Income $ - $ 7,269,504
Dividend Income 843,151 3,161,505
Net appreciation
(depreciation) in
fair value of assets 2,447,719 13,588,656
Contributions:
Employee - 7,477,706
Employer - 7,870,753
Plan benefit claims
distributions during
the year - (7,530,428)
Interest expense on
ESOP loan (965,082) (965,082)
Administrative fees and
other - (95,908)
Loans initiated, net of
repayments and interest - -
Transfer among funds,
net (1,837,194) -
----------- ------------
Net increase (decrease)
during the year 488,594 30,776,706
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, beginning
of year 5,841,134 138,396,949
----------- ------------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of $ 6,329,728 $169,173,655
year ----------- ------------
----------- ------------
The accompanying notes and supplemental Schedules are an integral
part of these financial statements.
</TABLE>
<PAGE>
TJ INTERNATIONAL, INC. 1 of 5
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
<S> <C> <C> <C>
PARTICIPANT DIRECTED
------------------------------------------
Investment
FOR THE YEAR ENDED Contract Balanced Diversified
DECEMBER 31, 1996 Fund Fund Stock Fund
- ------------------ ------------------------------------------
Investment Income:
Interest income $ 305,073 $ 25,179 $ 12,881
(expense)
Dividend income - - -
Net appreciation in fair
value of assets - 522,380 1,142,778
Contributions:
Employee 385,704 515,968 515,197
Employer 178,285 228,525 213,414
Plan benefit claims
distributions during the
year (670,981) (1,185,395) (711,153)
Interest expense on ESOP
loan - - -
Administrative fees and (18,600) (49,768) (38,338)
other
Loans initiated, net of
repayments and interest (32,539) (46,791) (4,411)
Transfer among funds,net (18,525,316) (28,354,778) (22,542,135)
Plan mergers and transfers 97,882 54,708 28,390
------------ ------------ ------------
Net increase (decrease)
during the year (18,280,492) (28,289,972) (21,383,377)
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 ----------- ----------- -----------
----------- ----------- -----------
<PAGE>
TJ INTERNATIONAL, INC. 2 of 5
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1996
PARTICIPANT DIRECTED
---------------------------------------
Spartan
U.S.
Managed Equity
FOR THE YEAR ENDED Income Puritan Index
DECEMBER 31, 1996 Fund Fund Fund
- ------------------ --------------------------------------
<S> <C> <C> <C>
Investment Income:
Interest income $ 789,940 $ 57,733 $ 14,199
(expense)
Dividend income - 752,964 106,037
Net appreciation in fair
value of assets - 1,477,007 586,848
Contributions:
Employee 656,707 1,052,496 409,842
Employer 214,283 346,940 135,155
Plan benefit claims
distributions during the
year (510,622) (749,316) (72,204)
Interest expense on ESOP
loan - - -
Administrative fees and (8,701) (2,972) (874)
other
Loans initiated, net of
repayments and interest (99,114) (30,238) (1,944)
Transfer among funds,net 17,030,482 23,409,724 6,210,464
Plan mergers and transfers 140,804 (5,202) 75,093
----------- ----------- -----------
Net increase (decrease)
during the year 18,213,779 26,309,136 7,462,616
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, beginning
of year - - -
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of $18,213,779 $26,309,136 $ 7,462,616
year
----------- ----------- -----------
----------- ----------- -----------
<PAGE>
TJ INTERNATIONAL, INC. 3 of 5
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1996
PARTICIPANT DIRECTED
-----------------------------------------
TJ
FOR THE YEAR ENDED Value Magellan Common
DECEMBER 31, 1996 Fund Fund Stock Fund
- ------------------ -----------------------------------------
<S> <C> <C> <C>
Investment Income:
Interest income $ 33,998 $ 24,222 $ 51,168
(expense)
Dividend income 201,499 78,656 206,959
Net appreciation in fair
value of assets 1,709,508 794,225 5,018,577
Contributions:
Employee 913,185 881,396 1,091,842
Employer 254,658 252,367 2,669,709
Plan benefit claims
distributions during the
year (544,718) (272,024) (691,972)
Interest expense on ESOP
loan - - -
Administrative fees (1,196) (591) (13,734)
and other
Loans initiated, net of
repayments and interest (43,264) (74,537) (154,204)
Transfer among funds,net 17,329,577 9,071,462 (3,427,776)
Plan mergers and transfers (3,750) 69,844 188,458
----------- ----------- ------------
Net increase (decrease)
during the year 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 $19,849,497 $10,825,020 $21,695,790
of year
----------- ----------- ------------
----------- ----------- ------------
<PAGE>
TJ INTERNATIONAL, INC. 4 of 5
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1996
PARTICIPANT
DIRECTED ALLOCATED
------------ ---------
ESOP
FOR THE YEAR ENDED Participant ESOP Common Preferred
DECEMBER 31, 1996 Loans Stock Fund Stock Fund
- ------------------ ----------------------------------------
<S> <C> <C> <C>
Investment Income:
Interest income $ - $ (6,690) $ (572)
(expense)
Dividend income - 111,644 309,629
Net appreciation in fair
value of assets - 4,072,156 1,562,429
Contributions:
Employee - - -
Employer - - 1,077,947
Plan benefit claims
distributions during the
year (157,477) (288,483) (130,177)
Interest expense on ESOP
loan - - -
Administrative fees and 55 (10,463) (4,440)
other
Loans initiated, net of
repayments and interest 487,042 - -
Transfer among funds, net - (143,980) 1,832,769
Plan mergers and transfers - 11,866,006 5,028,218
----------- ----------- -----------
Net increase (decrease)
during the year 329,620 15,600,190 9,675,803
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, beginning
of year 2,594,364 - -
----------- ----------- -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end $2,923,984 $15,600,190 $9,675,803
of year
----------- ----------- -----------
----------- ----------- -----------
<PAGE>
TJ INTERNATIONAL, INC. 5 of 5
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE
FOR PLAN BENEFITS BY FUND
FOR THE YEAR ENDED DECEMBER 31, 1996
UNALLOCATED
-----------
FOR THE YEAR ENDED ESOP Preferred
DECEMBER 31, 1996 Stock Fund Total Plan
- ------------------- -------------- ----------
<S> <C> <C> <C>
Investment Income:
Interest income (expense) $ - $ 1,307,131
Dividend income 934,893 2,702,281
Net appreciation in fair
value of assets 4,982,814 21,868,722
Contributions:
Employee - 6,422,337
Employer - 5,571,283
Plan benefit claims
distributions during the
year - (5,984,522)
Interest expense on ESOP
loan (1,081,468) (1,081,468)
Administrative fees and other - (149,622)
Loans initiated, net of
repayments and interest - -
Transfer among funds, net (1,890,493) -
Plan mergers and transfers 2,895,388 20,435,839
----------- -----------
Net increase (decrease)
during the year 5,841,134 51,091,981
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, beginning
of year - 87,304,968
------------ -----------
NET ASSETS AVAILABLE FOR
PLAN BENEFITS, end of year $5,841,134 $138,396,949
----------- ------------
----------- ------------
The accompanying notes and Supplemental Schedules are an integral
part of these financial statements.
</TABLE>
<PAGE>
TJ INTERNATIONAL, INC.
INVESTMENT PLAN
NOTES TO THE FINANCIAL STATEMENTS
1. PLAN DESCRIPTION:
The following description of the TJ International, Inc. (the
"Company") Investment Plan (the "Plan") provides only general
information. Participants should refer to the Plan document for
a more complete description of the Plan's provisions.
GENERAL
The Plan is a defined contribution plan sponsored by the Company.
The Plan is administered by an Administrative Committee (the
"Committee") appointed by the Company's Board of Directors.
The Plan obtained its latest determination letter on June 13,
1997, in which the Internal Revenue Service (IRS) stated that the
Plan, as then designed, was in compliance with the applicable
requirements of the Internal Revenue Code. The Company believes
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 from 2% to 15% of
participant's eligible compensation, limited to a maximum
contribution as set by the IRS.
- - A Company matching contribution account consisting of the
Company matching 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.
<PAGE>
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 forfeiture reallocation are subject to vesting
provisions of the Plan as described in Note 5. 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.
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 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
$3,246,500 and $1,398,253 for 1997 and 1996, respectively.
This general profit sharing contribution is invested based on
the participant's elective contribution.
- - The Company did not make an ESOP Common profit sharing
contribution for 1997 and 1996.
- - The Company made ESOP Preferred profit sharing contributions,
based on principal loan payments, of $1,000,000 and $1,077,947
for 1997 and 1996, respectively. The principal payments
include additional amounts resulting in the excess of
preferred dividends over interest expense.
As of December 31, 1997 and 1996, the Plan consisted of
approximately 2,801 and 2,445 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,
--------------------
1997 1996
-------- ---------
Managed Income Fund 1,429 1,370
Puritan Fund 1,648 1,470
Spartan U.S. Equity Index Fund 1,021 741
Value Fund 1,584 1,410
Magellan Fund 1,263 1,003
TJ Common Stock Fund 2,601 2,257
ESOP Common Stock Fund 2,246 1,826
ESOP Preferred Stock Fund 2,220 1,823
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 balance 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.
<PAGE>
PARTICIPANT LOANS
Participants may borrow from their participant directed fund
accounts a minimum of $2,000 up to a maximum equal to the lesser
of $50,000 or 50% of their account balance, excluding Company
contributions. A participant's outstanding loan balance is
reported in the Participant loans balance on the statement of net
assets available for plan benefits. 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"). Fidelity also
provides investment management, asset custodianship and
recordkeeping services.
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. SIGNIFICANT ACCOUNTING POLICIES:
BASIS OF ACCOUNTING
The financial statements of the Plan are prepared under the
accrual method of accounting.
USE OF ESTIMATES
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amounts of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
Profit sharing contributions from the Company are recorded in
conformity with the Company's funding policy and were received
subsequent to year-end.
INVESTMENT VALUATION AND INCOME RECOGNITION
Assets of the Plan are valued at fair value, except for the
individual insurance contracts within the Managed Income Fund,
which are valued at contract value at December 31, 1997 and 1996,
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. The
investment funds 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.
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.
<PAGE>
Certain reclassifications were made, none of which affected net
assets available for plan benefits, to conform prior years'
information to the current year's presentation.
3. INVESTMENTS:
The following is a brief description of the investment funds:
Investment Contract Fund, Balanced Fund, and Diversified Stock
Fund are funds, effective April 1, 1996, that are no longer
available due to Fidelity Investments becoming the Investment
Manager.
- - 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 the Trustee.
- - 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 bonds,
including lower-quality, high-yield debt securities. Dividend
amounts will vary. The Fund's share price and return will
fluctuate.
- - Spartan 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.
- - 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.
- - 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
eligible Associates to become stockholders and part owners of
the Company and allows eligible Associates 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 that allows the fund to
handle exchanges, withdrawals and distributions. 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 eligible
Associates to become a stockholder and part owner of the
Company and allow eligible Associates to participate in the
Company's financial future. These funds are not mutual funds
and are unmanaged, non-diversified investments.
<PAGE>
At December 31, 1997 and 1996, the Managed Income Fund invested
in insurance contracts with stated interest rates ranging from
7.00% to 7.92%. The effective yields during these periods were
6.23% and 6.07% for 1997 and 1996, respectively. At December 31,
1997 and 1996, the fair value of the Managed Income Fund was
$19,327,781 and $18,091,748, respectively.
4. CONVERTIBLE PREFERRED STOCK AND ESOP LOAN:
On September 21, 1990, the former TJ International, Inc. Employee
Stock Ownership Plan (the "ESOP") 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 Plan. Upon
redemption by the Company, the shares of Preferred Stock are
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
is paid. Below is the detail of the allocation of share balances
in the ESOP Preferred Stock Fund as of December 31, 1997:
<TABLE>
<CAPTION>
Historical Fair
Shares Cost Market Value
--------- ----------- ------------
<S> <C> <C> <C>
Unallocated 689,760 $ 8,147,790 $16,666,326
Allocated 457,459 5,403,734 11,053,353
Retired 122,623 1,448,485 2,962,878
--------- ----------- -----------
Total 1,269,842 $15,000,009 $30,682,557
---------------------- -----------
--------- ----------- -----------
</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. For 1997 and 1996, principal payments of
$1,341,709 and $1,594,468 were paid on the ESOP loan.
5. 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%
<PAGE>
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 forfeitures, totaling $393,079 and $467,000 in
1997 and 1996, respectively, are allocated to the remaining
participants in the Plan. In addition, the Plan had $41,833 and
$70,955 of unallocated forfeitures as of December 31, 1997 and
1996, 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.
6. ESOP DIVERSIFICATION:
In compliance with the Tax Reform Act of 1986, the Company's ESOP
participants age 55 or older and with at least ten years of ESOP
participation have the opportunity to diversify their investment
from ESOP stock funds 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 $625,894 and $558,915 in 1997 and 1996,
respectively, from the ESOP funds to the participant directed
investment options.
<PAGE>
SUPPLEMENTAL SCHEDULE 1
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1997
<TABLE>
<CAPTION>
- -----------------------------------------------------------------
CONTRACT FAIR
IDENTITY OF DESCRIPTION OF VALUE VALUE
ISSUE INVESTMENT
- -----------------------------------------------------------------
MANAGED INCOME FUND:
<S> <C> <C> <C>
Fidelity Fidelity Institutional $ 1,024,721 $ 1,024,721
Investments* Money Market account ----------- -----------
----------- -----------
First Guaranteed investment
Allmerica contract number
Financial GA-92175-A 02, 7.55%
Life rate of return,
December 28,
1998 maturity date $ 614,863 $ 593,903
New York Life Guaranteed investment
contract number
GA-30214-2, 7.00%
rate of return,
August 28, 1998
maturity date 418,306 414,951
New York Life Guaranteed investment
contract number
GA-30214-3, 7.00%
rate of return,
August 27, 1999
maturity date 418,306 408,672
Principal Guaranteed investment
Mutual contract number GA4-
14925, 7.92% rate
of return, December 9,
1999 maturity date 1,278,622 1,252,443
Fidelity Fidelity Income Portfolio
Investments* Fund 15,633,091
participation units,
interest rates and
due dates variable 15,633,091 15,633,091
----------- -----------
Total Managed Income
Fund investments $18,363,188 $18,303,060
----------- ----------
----------- ----------
* Known party-in-interest
The accompanying notes are an integral part of these schedules.
</TABLE>
<PAGE>
SUPPLEMENTAL SCHEDULE 1
(CONTINUED)
TJ INTERNATIONAL, INC.
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1997
<TABLE>
<CAPTION>
- -----------------------------------------------------------------
IDENTITY OF DESCRIPTION OF FAIR
ISSUE INVESTMENT COST VALUE
- -----------------------------------------------------------------
<S> <C> <C> <C>
FIDELITY
INVESTMENTS*:
Cash Equivalents $ 305,989 $ 305,989
----------- -----------
----------- -----------
Puritan Fund, 1,640,852 $29,222,489 $31,799,704
participation units ----------- -----------
----------- -----------
Spartan U.S. Equity $ 9,434,386 $12,145,399
Index Fund, 347,210
participation ----------- -----------
units ----------- -----------
Value Fund, 464,298 $24,990,977 $25,090,691
participation units ----------- -----------
----------- -----------
Magellan Fund, 152,289 $12,059,969 $14,508,580
participation units ----------- -----------
----------- -----------
T.J. INTERNATIONAL, INC.*:
TJ Common Stock $20,827,870 $25,990,629
Fund, 1,050,122 shares ----------- -----------
common stock ----------- -----------
ESOP - Common Stock $ 4,491,107 $15,517,820
Fund, 627,017 shares ----------- -----------
common stock ----------- -----------
ESOP - Preferred Stock
Fund, 1,147,219 shares $13,551,532 $27,719,679
convertible preferred ----------- -----------
stock ----------- -----------
* Known party-in-interest
The accompanying notes are an integral part of these schedules.
</TABLE>
<PAGE>
TJ INTERNATIONAL, INC. 1 of 3
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
- -----------------------------------------------------------------
Description
of Assets, Number of Number of
Identity of Interest Rate and Purchase Sales
Party Involved Maturity Date Transactions Transactions
- -----------------------------------------------------------------
<S> <C> <C> <C>
SERIES OF TRANSACTIONS
Fidelity Institutional
Management Money Market ** 171 156
Trust
Company*
Fidelity Income Portfolio
Investments* Fund **, interest
rates and maturity
dates variable 171 156
Fidelity Puritan Fund ** 192 137
Investments*
Fidelity Spartan U.S. Equity
Investments* Index Fund ** 193 110
Fidelity Value Fund ** 205 139
Investments*
TJ TJ Common Stock Fund ** 233 205
International
Inc.*
* Known party-in-interest
** There were no category 1, 2, or 4 transactions during 1997
<PAGE>
TJ INTERNATIONAL, INC. 2 of 3
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
- -----------------------------------------------------------------
Total Total
Identity Dollar Dollar Cost of Cost of
of Party Value of Value of Assets Assets
Involved Purchases Sales Purchased Sold
- -----------------------------------------------------------------
<S> <C> <C> <C> <C>
SERIES OF TRANSACTIONS
Fidelity $ 9,915,800 $ 7,722,875 $ 9,915,800 $7,722,875
Management
Trust
Company*
Fidelity 23,101,733 22,589,755 23,101,733 22,589,755
Investments*
Fidelity 7,016,181 4,501,503 7,016,181 4,242,179
Investments*
Fidelity 4,750,569 2,341,779 4,750,569 2,086,367
Investments*
Fidelity 8,481,215 3,807,609 8,481,215 3,626,369
Investments*
TJ 16,217,367 14,053,517 16,217,367 12,332,249
International,
Inc.*
* Known party-in-interest
** There were no category 1, 2, or 4 transactions during 1997
<PAGE>
TJ INTERNATIONAL, INC. 3 of 3
EIN: 82-0250992
INVESTMENT PLAN
PLAN NUMBER 002
ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
- -----------------------------------------------------------------
Fair Value of Fair Value of
Identity Purchased Assets Sold Assets
of Party on Transaction on Transaction
Involved Date Date Net Gain
- -----------------------------------------------------------------
<S> <C> <C> <C>
SERIES OF TRANSACTIONS
Fidelity $ 9,915,800 $ 7,722,875 $ -
Management
Trust
Company*
Fidelity 23,101,733 22,589,755 -
Investments*
Fidelity 7,016,181 4,501,503 259,324
Investments*
Fidelity 4,750,569 2,341,779 255,412
Investments*
Fidelity 8,481,215 3,807,609 181,240
Investments*
TJ 16,217,367 14,053,517 1,721,268
International,
Inc.*
* Known party-in-interest
** There were no category 1, 2, or 4 transactions during 1997
The accompanying notes are an integral part of these schedules.
</TABLE>
