-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JC4o/y9O7nk2qaZsV0l5ZeuN8Ml3aXWODv7Hg5i5MuXZc7jnVNrtihiujz2hdOlP M+vpymbIj20je0fhyaRrTw== 0001024478-97-000009.txt : 19970701 0001024478-97-000009.hdr.sgml : 19970701 ACCESSION NUMBER: 0001024478-97-000009 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970630 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROCKWELL INTERNATIONAL CORP CENTRAL INDEX KEY: 0001024478 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS & ACCESSORIES [3670] IRS NUMBER: 251797617 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12383 FILM NUMBER: 97633171 BUSINESS ADDRESS: STREET 1: 2201 SEAL BEACH BOULEVARD CITY: SEAL BEACH STATE: CA ZIP: 90740-8250 BUSINESS PHONE: 4125654090 MAIL ADDRESS: STREET 1: 2201 SEAL BEACH BLVD CITY: SEAL BEACH STATE: CA ZIP: 90740-8250 FORMER COMPANY: FORMER CONFORMED NAME: NEW ROCKWELL INTERNATIONAL CORP DATE OF NAME CHANGE: 19961009 11-K 1 SAVINGS PLAN FOR YEAR ENDED 09/30/96 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 1996 ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES ROCKWELL INTERNATIONAL CORPORATION 2201 Seal Beach Boulevard Seal Beach, California 90740 ALLEN-BRADLEY COMPANY, INC. Allen-Bradley Savings and Investment Plan for Hourly Employees Financial Statements for the Years Ended December 31, 1996 and 1995, Supplemental Schedules for the Year Ended December 31, 1996 and Independent Auditors' Report ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES TABLE OF CONTENTS Page INDEPENDENT AUDITORS' REPORT 1 FINANCIAL STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995: Statements of Net Assets Available for Benefits 2-4 Statements of Changes in Net Assets Available for Benefits 5-7 Notes to Financial Statements 8-12 SUPPLEMENTAL SCHEDULES FOR THE YEAR ENDED DECEMBER 31, 1996: Item 27a - Schedule of Assets Held for Investment Purposes 13 Item 27d - Schedule of Reportable Transactions 14 SIGNATURES S-1 EXHIBIT: INDEPENDENT AUDITORS' CONSENT S-2 INDEPENDENT AUDITORS' REPORT To the Allen-Bradley Savings and Investment Plan for Hourly Employees and Participants therein: We have audited the accompanying financial statements of the Allen-Bradley Savings and Investment Plan for Hourly Employees, formerly known as the Allen-Bradley Employee Savings Plan for Hourly Employees, as of December 31, 1996 and 1995 and for the years then ended, listed in the Table of Contents. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 1996 and 1995, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules listed in the Table of Contents are presented for the purpose 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 supplemental information by fund in the statements of net assets available for benefits and the statements of changes in net assets available for benefits is presented for the purpose of additional analysis rather than to present the net assets available for benefits and changes in net assets available for benefits of the individual funds. The supplemental schedules and supplemental information by fund are the responsibility of the Plan's management. Such supplemental schedules and supplemental information by fund have been subjected to the auditing procedures applied in our audit of the basic 1996 and 1995 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. June 20, 1997 ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES Statement of Net Assets Available for Benefits December 31, 1996
Supplemental Information by Fund Participant Directed Guaranteed Fixed Intermediate December 31, Return Income Diversified Term Bond 1996 Fund Fund Fund Fund Loan Fund Pooled insurance contract fund $15,778,519 $15,778,519 Pooled investment funds 2,692,509 $130,325 $2,441,280 $120,904 Money market fund 67,164 81 5 5 Participant loans 493,124 $493,124 Common stock - Rockwell International Corporation 1,846,278 Common stock - The Boeing Company 123,177 Total investments 21,000,771 15,778,600 130,330 2,441,285 120,904 493,124 Receivables: Contributions receivable - employee 41,973 26,868 13,077 Contributions receivable - employer 21,340 Income receivable 626 7 11 165 12 Total receivables 63,939 26,875 11 13,242 12 TOTAL ASSETS 21,064,710 15,805,475 130,341 2,454,527 120,916 493,124 LIABILITY - Purchase Pending Settlement 132 NET ASSETS AVAILABLE FOR BENEFITS $21,064,578 $15,805,475 $130,341 $2,454,527 $120,916 $493,124
See notes to financial statements. (Continued on next page) ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES Statement of Net Assets Available for Benefits December 31, 1996
Supplemental Information by Fund Non-Participant Participant Non-Participant Directed Directed Directed Rockwell Rockwell Boeing Boeing Stock Stock Stock Stock Fund A Fund B Fund C Fund D Pooled insurance contract fund Pooled investment funds Money market fund $ 28,538 $ 38,535 Participant loans Common stock - Rockwell International Corporation 1,656,835 189,443 Common stock - The Boeing Company 116,736 6,441 Total investments 1,685,373 227,978 116,736 6,441 Receivables: Contributions receivable-employee 2,028 Contributions receivable-employer 21,340 Income receivable 177 254 Total receivables 21,517 2,282 - - TOTAL ASSETS 1,706,890 230,260 116,736 6,441 LIABILITY - Purchases Pending Settlement 58 74 - - NET ASSETS AVAILABLE FOR BENEFITS $ 1,706,832 $ 230,186 $116,736 $6,441 See notes to financial statements.
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES Statement of Net Assets Available for Benefits December 31, 1995
Supplemental Information by Fund Non-Participant Participant Directed Directed Guaranteed Fixed Intermediate Rockwell December 31, Return Income Diversified Term Bond Stock 1995 Fund Fund Fund Fund Loan Fund Fund A Pooled insurance contract fund $15,022,667 $15,022,667 Pooled investment funds 1,369,891 $20,455 $1,255,041 $94,395 Money market fund 69,189 860 $ 706 $ 67,623 Participant loans 119,413 119,413 Common stock - Rockwell International Corporation 359,180 359,180 Total investments 16,940,340 15,022,667 20,455 1,255,041 95,255 120,119 426,803 Contributions receivable 151,493 69,494 185 48,239 2,040 31,535 Interfund transfers (26,047) (335) (12,325) (2,719) 41,426 TOTAL ASSETS AND NET ASSETS AVAILABLE FOR BENEFITS $17,091,833 $15,066,114 $20,305 $1,290,955 $94,576 $161,545 $458,338 See notes to financial statements.
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES Statement of Changes In Net Assets Available For Benefits Year Ended December 31, 1996
Supplemental Information by Fund Participant Directed Guaranteed Fixed Intermediate December 31, Return Income Diversified Term Bond Loan 1996 Fund Fund Fund Fund Fund ADDITIONS TO PLAN ASSETS: Earnings from investments: Interest $ 2,485 $ 449 $ 49 $ 202 $ 15 Dividends 21,641 Net appreciation in fair value of investments 1,603,517 1,012,220 3,594 327,244 2,610 Total investment income 1,627,643 1,012,669 3,643 327,446 2,625 Contributions received or receivable from: Employer 1,133,614 Participants 2,513,338 1,713,376 100,648 594,452 46,291 Total contributions 3,646,952 1,713,376 100,648 594,452 46,291 Total additions 5,274,595 2,726,045 104,291 921,898 48,916 DEDUCTIONS FROM PLAN ASSETS - Payments to participants or beneficiaries 1,337,480 1,173,636 (1,257) 22,673 144 $103,335 Net income 3,937,115 1,552,409 105,548 899,225 48,772 (103,335) NET TRANSFERS BETWEEN FUNDS - (816,653) 2,647 238,581 (22,432) 434,914 TRANSFERS FROM (TO) RELATED PLANS 35,630 3,605 1,841 25,766 NET INCREASE 3,972,745 739,361 110,036 1,163,572 26,340 331,579 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 17,091,833 15,066,114 20,305 1,290,955 94,576 161,545 NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $21,064,578 $15,805,475 $130,341 $2,454,527 $120,916 $493,124
See notes to financial statements. (Continued on next page) ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES Statement of Changes in Net Assets Available for Benefits Year Ended December 31, 1996
Supplemental Information by Fund Non-Participant Participant Non-Participant Directed Directed Directed Rockwell Rockwell Boeing Boeing Stock Stock Stock Stock Fund A Fund B Fund C Fund D ADDITIONS TO PLAN ASSETS: Earnings from investments: Interest $ 1,301 $ 469 Dividends 21,077 564 Net appreciation in fair value of investments 234,183 11,088 $11,920 $ 658 Total investment income 256,561 12,121 11,920 658 Contributions received or receivable from: Employer 1,133,614 Participants 58,571 Total contributions 1,133,614 58,571 Total additions 1,390,175 70,692 11,920 658 DEDUCTIONS FROM PLAN ASSETS - Payments to participants or beneficiaries 39,347 (398) Net income 1,350,828 71,090 11,920 658 NET TRANSFERS BETWEEN FUNDS 162,943 TRANSFERS FROM (TO) RELATED PLANS (102,334) (3,847) 104,816 5,783 NET INCREASE 1,248,494 230,186 116,736 6,441 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 458,338 - - - NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $ 1,706,832 $230,186 $116,736 $6,441 See notes to financial statements.
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES Statement of Changes In Net Assets Available For Benefits Year Ended December 31, 1995
Supplemental Information by Fund Non-Par- ticipant Participant Directed Directed Guaranteed Fixed Intermediate Rockwell December 31, Return Income Diversified Term Bond Loan Stock 1995 Fund Fund Fund Fund Fund Fund A ADDITIONS TO PLAN ASSETS: Earnings from investments: Interest $ 1,034,236 $ 1,033,504 $ 732 Dividends 554 554 Net appreciation (depreciation) in fair value of investments 32,606 $ 121 $ (1,222) $ 1,005 32,702 Total investment income (loss) 1,067,396 1,033,504 121 (1,222) 1,005 33,988 Contributions received or receivable from: Employer 947,009 521,956 425,053 Participants 2,173,594 2,101,678 2,675 64,153 5,088 Total contributions 3,120,603 2,623,634 2,675 64,153 5,088 425,053 Total additions 4,187,999 3,657,138 2,796 62,931 6,093 459,041 DEDUCTIONS FROM PLAN ASSETS - Payments to participants or beneficiaries 1,584,877 1,584,174 703 Net income 2,603,122 2,072,964 2,796 62,931 6,093 458,338 NET TRANSFERS BETWEEN FUNDS (1,406,628) 17,509 1,228,024 (450) $161,545 TRANSFERS FROM (TO) RELATED PLANS 216,171 127,238 88,933 NET INCREASE 2,819,293 793,574 20,305 1,290,955 94,576 161,545 458,338 NET ASSETS AVAILABLE FOR BENEFITS, BEGINNING OF YEAR 14,272,540 14,272,540 NET ASSETS AVAILABLE FOR BENEFITS, END OF YEAR $17,091,833 $15,066,114 $20,305 $1,290,955 $94,576 $161,545 $458,338 See notes to financial statements.
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES NOTES TO FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 1996 AND 1995 1. DESCRIPTION OF PLAN The following brief description of the Allen-Bradley Savings and Investment Plan for Hourly Employees (the "Plan") is provided for general information purposes only. Prior to October 1, 1995, the Plan's name was the Allen- Bradley Employee Savings Plan for Hourly Employees. Participants should refer to the Plan document for more complete information. a. General - The Plan is a defined contribution savings plan established by Allen-Bradley Company, Inc. (the "Company"). The Company is a wholly- owned subsidiary of Rockwell International Corporation ("Rockwell"). The Savings Plan Benefit Committee and the Plan Administrator control and manage the operation and administration of the Plan. Effective October 1, 1995, Wells Fargo, N.A. (formerly First Interstate Bank of California) became the trustee of the Plan assets. Prior to that time an officer of the Company was trustee of the Plan assets. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974. The Plan is composed of nine funds: (i) the Fixed Income Fund, which invests primarily in debt securities with maturities of three years or less; (ii) the Diversified Fund, which invests primarily in stocks, bonds and other corporate securities, except those issued by Rockwell; (iii) the Guaranteed Return Fund, which invests in insurance company contracts providing a guarantee of principal and stated rate of interest for a specified period; (iv) the Intermediate Term Bond Fund, which invests in U.S. Treasury and government agency bonds with intermediate maturities averaging five years or less; (v) the Loan Fund, representing outstanding participant loan balances; (vi) Stock Funds A and B, which invest in or hold the common stock and Class A common stock of the company and (vii) Stock Funds C and D which invest in or hold the common stock of The Boeing Company ("Boeing"). See Footnote 6 for additional information regarding Boeing. Prior to October 1, 1995, generally all contributions were invested in a pooled guaranteed insurance contract fund. The operating results of such fund prior to October 1, 1995 are included with the Guaranteed Return Fund for 1995. The Rockwell Class A Common Stock was converted to common stock effective February 23, 1997. b. Participation - The Plan provides that eligible employees electing to become participants may contribute up to a maximum of 14% of compensation, as defined in the Plan. Participant contributions can be made either before or after U.S. federal taxation of a participant's compensation. However, a participant's contribution on a before-tax basis is limited to 9% of the participant's base compensation for non- highly compensated participants and to 8% for highly compensated participants. In addition, the Company contributes out of its current or accumulated earnings and profits, but not otherwise, an amount equal to 50% of the total amount of participant contributions provided that such amount shall not exceed an amount equal to 3% of compensation, less the amount of any forfeitures as provided by the Plan. Effective October 1, 1995, the Plan was amended to provide for a variable Company match ranging from 50% to 100% of a participant's contributions, provided that such amount does not exceed 6% of a participant's base compensation. The percentage match is determined based on consolidated net sales growth of Rockwell Automation. Company contributions, effective October 1, 1995, are made in the form of cash or common stock of Rockwell or any combination thereof. c. Investment Elections - Participants may elect to have their participant contributions made to (i) the Fixed Income Fund; (ii) the Diversified Fund; (iii) the Guaranteed Return Fund; (iv) the Intermediate Term Bond Fund; (v) the Stock Fund B; or in 5% increments among any or all of the above funds. Company contributions are made entirely to the Rockwell Stock Fund A. Participants with units in the Guaranteed Return Fund may elect to convert all or a part of their percentage interest in an insurance contract into units in other funds as the insurance contracts held within the Guaranteed Return Fund expire. d. Unit Values - Participants do not own specific securities or other assets in the various Funds, but have an interest therein represented by units valued as of the last business day of the month, which is generally the last stock-trading day of the month. However, voting rights are extended to participants in proportion to their interest in Rockwell Common Stock held in Stock Fund A and Stock Fund B, as represented by common units. Between valuation dates, contributions to and withdrawal payments from each fund are converted to units by dividing the amount of such transactions by the unit value as last determined, and the participants' accounts are charged or credited, as the case may be, with the number of units properly attributable to each participant. e. Vesting - Each participant is fully vested at all times in the portion of a participant's account which relates to the participant's contributions and earnings thereon. Upon termination of employment, participants may receive their account balance, to the extent vested, in the form of a lump sum payment, installment payments or an annuity contract from a legal reserve life insurance company. Amounts contributed after October 1, 1995 will no longer be distributed in the form of an annuity contract from a legal reserve life insurance policy. Vesting in the Company contribution portion of participant accounts plus actual earnings thereon is based on years of credited service. A participant is 100 percent vested after five years of credited service. Partial vesting occurs at a rate of 20% per year of credited service. Vesting prior to October 1, 1995 was based on participation in the Plan. Participant before-tax contributions can be withdrawn provided the participant has either attained the age of 59-1/2 or is able to demonstrate financial hardship. f. Loans - A participant may obtain a loan in an amount as defined in the Plan (not less than $1,000 and not greater than $50,000 or 50% of the participant's account balance) from the balance of the participant's account. Interest is charged at a rate equal to the prime rate plus 1%. The loans can be repaid through payroll deductions over periods ranging from 12 to 60 months or up to 120 months for the purchase of a primary residence, or they can be repaid in full after a minimum of 12 months. Payments of principal and interest are credited to the participant's account. Participants may have only one outstanding loan at a time. g. Forfeitures - When certain terminations of participation in the Plan occur, the nonvested portion of the participant's account represents a forfeiture, as defined in the Plan. Forfeitures revert to the Company and reduce the Company's contributions to the Plan. However, if the participant is reemployed and fulfills certain requirements, as defined in the Plan, the participant's account will be restored. h. Benefit Claims Payable - Distributions and withdrawals from participant's accounts may be made at any time effective October 1, 1995. Prior to that time, distributions and withdrawals were made quarterly. As of December 31, 1996 and December 31, 1995, net assets available for benefits included benefits of $47,353 and $72,316, respectively, due to participants who have withdrawn from participation in the Plan or who have requested partial distributions. i. Priorities Upon Termination of the Plan - The Company has the authority to suspend contributions to the Plan or to terminate or modify the Plan from time to time. In the event that the Plan is terminated or contributions by the Company are discontinued, each participant's employer contributions account will be fully vested. Benefits under the Plan will be provided solely from the Plan assets. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a. Valuation of Pooled Insurance Contract Fund - At December 31, 1996 and 1995, the investment in the pooled insurance contract fund is valued at fair value. In September 1994, the American Institute of Certified Public Accountants issued Statement of Position 94-4 "Reporting of Investment Contracts Held by Health and Welfare Benefit Plans and Defined Contribution Plans" ("SOP"). The SOP requires a defined contribution plan to report investment contracts with fully benefit responsive features at contract value and other investment contracts at fair value. According to the provisions of SOP 94-4, the pooled insurance contracts have been determined to be non-fully benefit responsive. As such, the contracts are presented at fair value on the statements of net assets available for benefits at December 31, 1996 and 1995. The crediting interest rate at December 31, 1996 for the contract was 6.27%. b. Valuation of Pooled Investment Funds - The Plan's interest in pooled investment funds represents investments in pooled investment funds in which the Plan and other Company and Rockwell defined contribution plans participate. The Plan's interest in the funds is carried at fair value based on quoted market prices. c. Valuation of Money Market Fund - Investments in a money market fund are stated at fair value, which is equivalent to cost. d. Valuation of Rockwell Common Stock and Boeing Common Stock - Investments in Rockwell and Boeing Common Stock are stated at fair value based upon closing sales prices reported on recognized securities exchanges on the last business day of the fiscal year. e. Expenses - The Plan's expenses are paid by the Plan or the Company, as provided by the Plan document. f. Use of Estimates - The preparation of financial statements in conformity with generally accepted accounting principles requires Plan management to make estimates and assumptions that affect the reported amounts of net assets available for benefits and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of additions and deductions to the Plan's net assets available for benefits during the reporting period. Actual results could differ from those estimates. 3. INVESTMENTS The Plan's investments which exceeded 5% of the Plan's net assets as of December 31, 1996 and 1995 are as follows: 1996 1995 Guaranteed Return Fund (Pooled Insurance Contract Fund) $15,778,519 $15,022,667 Diversified Fund (Pooled Equity Fund) 2,441,280 1,255,041 Rockwell International Corporation Common Stock 1,846,278 4. UNIT VALUES Participation units outstanding and participants' equity per unit at December 31, 1996 and 1995 are as follows: Participants' 1996 Units Outstanding Equity Per Unit Guaranteed Return Fund 14,244,343 $1.093 Fixed Income Fund 86,785 1.262 Diversified Fund 2,003,160 1.242 Intermediate Term Bond Fund 117,384 1.058 Rockwell Stock Fund A 1,370,986 1.247 Rockwell Stock Fund B 216,748 1.099 Boeing Stock Fund C 104,277 1.114 Boeing Stock Fund D 14,651 1.114 Participants' 1995 Units Outstanding Equity Per Unit Guaranteed Return Fund 14,727,384 $1.023 Fixed Income Fund 17,370 1.169 Diversified Fund 1,252,139 1.031 Intermediate Term Bond Fund 92,000 1.028 Rockwell Stock Fund A 420,880 1.089 5. TAX STATUS The Plan obtained its latest determination letter in 1996, in which the Internal Revenue Service stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan was not timely amended to bring it into compliance with the requirements of the Tax Reform Act of 1986 and the Technical and Miscellaneous Revenue Act of 1988. The Company voluntarily requested to correct the defect under the Closing Agreement Program of the Internal Revenue Service. Under this program, the Company amended the Plan on September 28, 1995, to bring the Plan into compliance. On June 11, 1996, the Company and the Internal Revenue Service entered into a signed closing agreement in which the Internal Revenue Service concluded that it will treat the Plan as having been timely amended for purposes of the Tax Reform Act of 1986 and the Technical and Miscellaneous Revenue Act of 1988 with respect to plan years beginning after December 31, 1986. As part of the agreement, the Company paid $27,500 in penalties. The Company believes that the Plan currently is designed and being operated in compliance with the applicable requirements of the Internal Revenue Code and that, therefore, the Plan continues to qualify under Section 401(a) and the related trust continues to be tax-exempt as of December 31, 1996. Therefore, no provision for income taxes is included in the Plan's financial statements. 6. CHANGES IN THE PLAN On December 6, 1996, the Company divested its former Aerospace and Defense businesses to Boeing by means of a merger in which the Company's predecessor corporation became a wholly-owned subsidiary of Boeing. As a result of this transaction, participants of the Plan received .042 shares of Boeing stock for each share of Rockwell stock which they held as of the transaction date. Also, effective December 6, 1996, Stock Funds C and D, consisting of Boeing Common Stock and representing matching and participant contributions, respectively, made prior to December 6, 1996 have been added to the Plan. ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1996
Column B Column C Column D Column E Description of Investment, Including Identity of Issue, Borrower, Collateral, Rate of Interest, Current Lessor or Similar Party Maturity Date, Par or Maturity Value Cost Value Pooled Insurance Contract Fund: Guaranteed Return Fund (1) Pooled insurance contract fund, 14,244,343 units $14,602,621 $15,778,519 Pooled Investment Funds: Diversified Fund (1) Pooled equity fund, 2,003,160 units 2,119,400 2,441,280 Fixed Income Fund (1) Pooled income fund, 86,785 units 127,650 130,325 Intermediate Term Bond Fund (1) Pooled bond fund, 117,384 units 117,396 120,904 Total Pooled Investment Funds 2,364,446 2,692,509 * Rockwell International Corporation - Common Stock Common stock, 30,329 shares 1,581,024 1,846,278 * The Boeing Company - Common Stock Common stock, 1,156 shares 95,546 123,177 * Loans to Participants Notes, 9.75%, due 12 to 60 months from date of loan 493,124 493,124 Money Market Funds: * Wells Fargo, N.A. Pacific American Fund U.S. Treasury 67,164 67,164 TOTAL INVESTMENTS $19,203,925 $21,000,771 * Party-in-interest. (1) Pooled funds held by Wells Fargo, N.A., as trustee.
ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1996
Column A Column B Column C Column D Column G Column H Column I Current Value of Asset on Identity of Purchase Cost of Transaction Gain or Party Involved Description of Asset Price Selling Price Asset Date (Loss) SERIES TRANSACTIONS: Wells Fargo, N.A. Pooled Insurance Contract Fund $1,458,785 $1,458,785 $1,458,785 Wells Fargo, N.A. Pooled Insurance Contract Fund $1,714,999 1,628,148 1,714,999 $86,851 Wells Fargo, N.A. Pooled Equity Fund 917,802 917,802 917,802 Wells Fargo, N.A. Pooled Equity Fund 59,699 55,558 59,699 4,141 Wells Fargo, N.A. Pacifica Treasury Money Market Fund 1,772,009 1,772,009 1,772,009 Wells Fargo, N.A. Pacifica Treasury Money Market Fund 1,821,080 1,821,080 1,821,080 Wells Fargo, N.A. Stage Coach Treasury Money Market Fund 1,019,007 1,019,007 1,019,007 Wells Fargo, N.A. Stage Coach Treasury Money Market Fund 970,223 970,223 970,223 Rockwell International Corporation Common Stock 1,214,181 1,214,181 1,214,181
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan Administrator has duly caused this annual report to be signed by the undersigned, hereunto duly authorized. ALLEN-BRADLEY SAVINGS AND INVESTMENT PLAN FOR HOURLY EMPLOYEES A. J. Spigarelli A. J. Spigarelli Plan Administrator Date: June 30, 1997 S-1 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statement No. 333-00711 of Rockwell International Corporation on Form S-8, and the Prospectus dated February 5, 1996 with respect to the Securities covered thereby, of our report dated June 20, 1997 appearing in this Annual Report on Form 11-K of the Allen-Bradley Savings and Investment Plan for Hourly Employees for the year ended December 31, 1996. Deloitte & Touche LLP Pittsburgh, Pennsylvania June 30, 1997 S-2 -----END PRIVACY-ENHANCED MESSAGE-----