11-K 1 PAGE 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 1994 Commission file number 1-8022 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES CSX CORPORATION A Virginia Corporation IRS Employer Identification Number 62-1051971 One James Center 901 East Cary Street Richmond, Virginia 23219 Telephone (804) 782-1400 - 1 - PAGE 2 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES INDEX TO FINANCIAL STATEMENTS Audited Financial Statements Page No. Report of Ernst & Young LLP, Independent Auditors 3 Statement of Net Assets Available for Plan Benefits - September 30, 1994 4 Statement of Net Assets Available for Plan Benefits - September 30, 1993 5 Statement of Changes in Net Assets Available for Plan Benefits - Fiscal Year Ended September 30, 1994 6 Statement of Changes in Net Assets Available for Plan Benefits - Fiscal Year Ended September 30, 1993 7 Notes to Financial Statements 8-12 Supplemental Schedules Assets Held for Investment - September 30, 1994 14-15 Transactions or Series of Transactions in Excess of 5% of the Fair Value of Plan Assets - Fiscal Year Ended September 30, 1994 16 Signature 17 - 2 - PAGE 3 Report of Ernst & Young LLP, Independent Auditors ------------------------------------------------- The Pension Committee Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated Companies CSX Corporation Richmond, Virginia We have audited the accompanying statements of net assets available for plan benefits of the Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated Companies (the "Plan") as of September 30, 1994 and 1993, and the related statements of changes in net assets available for plan benefits for the fiscal years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan at September 30, 1994 and 1993, and the changes in its net assets available for plan benefits for the fiscal 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 accompanying supplemental schedules of assets held for investment as of September 30, 1994, and transactions or series of transactions in excess of 5% of the fair value of plan assets for the year then ended, are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, and are not a required part of the basic financial statements. The supplemental schedules have been subjected to the auditing procedures applied in our audit of the 1994 basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the 1994 basic financial statements taken as a whole. /s/ ERNST & YOUNG LLP --------------------- Ernst & Young LLP Richmond, Virginia March 24, 1995 - 3 - PAGE 4 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS (Dollars in Thousands)
September 30, 1994 ------------------------------------------------------------------------------------------ Stable Income S&P 500 Aggressive Int'l CSX Interest and Index Growth Growth Equity Stock Loan Fund Growth Fund Fund Fund Fund Fund Fund Fund Total ------------------------------------------------------------------------------------------ ASSETS Investments Guaranteed investment contracts (cost - $174,223) $174,223 $ --- $ --- $ --- $ --- $ --- $ --- $ --- $174,223 Mutual funds (cost - $116,553) --- 50,907 21,145 40,023 3,461 11,231 --- --- 126,767 Common stock - CSX Corporation (1,921,155 shares; cost - $88,126) --- --- --- --- --- --- 131,599 --- 131,599 Collective trust fund (cost - $4,243) 4,243 --- --- --- --- --- --- --- 4,243 Loans to participants --- --- --- --- --- --- --- 28,594 28,594 Cash and cash equivalents 2,207 18 7 14 1 4 1,268 --- 3,519 -------- ------- ------- ------- ------ ------- -------- ------- -------- 180,673 50,925 21,152 40,037 3,462 11,235 132,867 28,594 468,945 Contributions receivable 1,132 487 301 443 63 151 1,209 --- 3,786 -------- ------- ------- ------- ------ ------- ------- ------- -------- TOTAL ASSETS 181,805 51,412 21,453 40,480 3,525 11,386 134,076 28,594 472,731 LIABILITIES Accrued Expenses (75) (24) (9) (19) (2) (6) (58) --- (193) -------- ------- ------- ------- ------- ------- -------- ------ -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS $181,730 $51,388 $21,444 $40,461 $3,523 $11,380 $134,018 $28,594 $472,538 ======== ======= ======= ======= ====== ======= ======== ======= ========
See notes to financial statements. - 4 - PAGE 5 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS (Dollars in Thousands)
September 30, 1993 ------------------------------------------------------------------------------------------ Stable Income S&P 500 Aggressive Int'l CSX Interest and Index Growth Growth Equity Stock Loan Fund Growth Fund Fund Fund Fund Fund Fund Fund Total ----------------------------------------------------------------------------------------- ASSETS Investments Guaranteed investment contracts (cost - $142,917) $142,917 $ --- $ --- $ --- $--- $ --- $ --- $ --- $142,917 Mutual funds (cost - $82,889) --- 40,841 17,450 43,335 781 1,177 --- --- 103,584 Common stock - CSX Corporation (1,588,340 shares; cost - $59,243) --- --- --- --- --- --- 123,295 --- 123,295 Collective trust fund (cost - $14,688) 14,688 --- --- --- --- --- --- --- 14,688 Loans to participants --- --- --- --- --- --- --- 25,550 25,550 Cash and cash equivalents 279 3 1 5 --- --- 32 --- 320 -------- ------- ------- ------- ---- ------ -------- ------- -------- 157,884 40,844 17,451 43,340 781 1,177 123,327 25,550 410,354 Contributions receivable 1,139 436 301 480 14 18 974 --- 3,362 -------- ------- ------- ------- ---- ------ -------- ------- -------- TOTAL ASSETS 159,023 41,280 17,752 43,820 795 1,195 124,301 25,550 413,716 LIABILITIES Accrued Expenses (8) (3) (1) (5) --- --- (9) --- (26) -------- ------- ------- ------- ---- ------ -------- ------- -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS $159,015 $41,277 $17,751 $43,815 $795 $1,195 $124,292 $25,550 $413,690 ======== ======= ======= ======= ==== ====== ======== ======= ========
See notes to financial statements. - 5 - PAGE 6 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS (Dollars in Thousands)
Fiscal Year Ended September 30, 1994 ------------------------------------------------------------------------------------------ Stable Income S&P 500 Aggressive Int'l CSX Interest and Index Growth Growth Equity Stock Loan Fund Growth Fund Fund Fund Fund Fund Fund Fund Total ----------------------------------------------------------------------------------------- ADDITIONS Investment income Interest and dividends $ 12,854 $ 1,641 $ 505 $ 423 $ --- $ 35 $ 3,178 $ 1,715 $ 20,351 Employer contributions --- --- --- --- --- --- 10,757 --- 10,757 Employee contributions 13,409 5,828 3,612 5,718 574 1,143 2,206 --- 32,490 Net realized and unrealized appreciation (depreciation) of investments --- 1,018 124 (3,569) 9 644 (19,360) --- (21,134) Other receipts resulting from plan mergers 10,024 5,496 2,307 1,889 1,040 1,180 14,212 --- 36,148 -------- ------- ------- ------- ------ ------ ------- ------ -------- 36,287 13,983 6,548 4,461 1,623 3,002 10,993 1,715 78,612 DEDUCTIONS Withdrawals by participants (7,915) (1,406) (877) (1,727) (121) (236) (5,577) (1,261) (19,120) Administrative expenses (276) (65) (27) (59) (11) (16) (190) --- (644) -------- ------- ------- ------- ------ ------ ------- ------ -------- (8,191) (1,471) (904) (1,786) (132) (252) (5,767) (1,261) (19,764) INTERFUND TRANSFERS (5,381) (2,401) (1,951) (6,029) 1,237 7,435 4,500 2,590 --- -------- ------- ------- ------- ------ ------ ------------------------------ NET INCREASE (DECREASE) IN NET ASSETS 22,715 10,111 3,693 (3,354) 2,728 10,185 9,726 3,044 58,848 Net assets available for plan benefits at beginning of year 159,015 41,277 17,751 43,815 795 1,195 124,292 25,550413,690 -------- ------- ------- ------- ------ ------ -------- ------ -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT END OF YEAR $181,730 $51,388 $21,444 $40,461 $3,523 $11,380 $134,018 $28,594 $472,538 ======== ======= ======= ======= ====== ======= ======== ======= ========
See notes to financial statements. - 6 - PAGE 7 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS (Dollars in Thousands)
Fiscal Year Ended September 30, 1993 ------------------------------------------------------------------------------------------- Stable Income S&P 500 Aggressive Int'l CSX Interest and Index Growth Growth Equity Stock Loan Fund Growth Fund Fund Fund Fund Fund Fund Fund Total ------------------------------------------------------------------------------------------ ADDITIONS Investment income Interest and dividends $ 11,724 $ 1,089 $ 374 $ 420 $--- $ --- $ 2,399 $ 1,661 $ 17,667 Employer contributions 1,991 381 195 431 --- --- 9,775 --- 12,773 Employee contributions 13,911 4,848 3,332 5,894 14 18 1,065 --- 29,082 Net realized and unrealized appreciation (depreciation) of investments --- 6,489 1,372 7,236 44 (10) 28,420 --- 43,551 -------- ------- ------- ------- ---- ------ -------- ------- -------- 27,626 12,807 5,273 13,981 58 8 41,659 1,661 103,073 DEDUCTIONS Withdrawals by participants (8,210) (1,241) (543) (1,495) --- --- (4,907) (1,060) (17,456) Administrative expenses (233) (42) (20) (50) --- --- (93) --- (438) -------- ------- ------- ------- ---- ------ -------- ------- -------- (8,443) (1,283) (563) (1,545) --- --- (5,000) (1,060) (17,894) INTERFUND TRANSFERS (2,590) 843 574 (3,481) 737 1,187 (508) 3,238 --- -------- ------- ------- ------- ---- ------ -------- ------ -------- NET INCREASE IN NET ASSETS 16,593 12,367 5,284 8,955 795 1,195 36,151 3,839 85,179 Net assets available for plan benefits at beginning of year 142,422 28,910 12,467 34,860 --- --- 88,141 21,711 328,511 -------- ------- ------- ------- ---- ------ -------- ------- -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT END OF YEAR $159,015 $41,277 $17,751 $43,815 $795 $1,195 $124,292 $25,550 $413,690 ======== ======= ======= ======= ==== ====== ======== ======= ========
See notes to financial statements. - 7 - PAGE 8 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1994 (Dollars in Thousands) NOTE 1--SIGNIFICANT ACCOUNTING POLICIES The accounting records of the Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated Companies ("the Plan") are maintained on the accrual basis. All security transactions are recorded as of the trade date. Investments in guaranteed investment contracts are reported at cost plus accrued income. Investments in mutual funds and CSX Corporation ("CSX") common stock are valued at the last reported sales price on the last business day of the Plan year. Investments in collective trust fund participation units are reported at values determined by the fund manager and are based on the current market values of the underlying assets of the fund. Investments in loans to participants are carried at their outstanding principal balances. Such loans bear interest at the prime rate in effect at the beginning of the quarter in which each loan originated. Cash and cash equivalents are net of overdrafts which are funded from Plan receipts and proceeds from investments sold. Certain amounts in the 1993 financial statements have been reclassified to conform to the 1994 presentation. NOTE 2--DESCRIPTION OF THE PLAN A complete description of Plan provisions, including those relating to contributions, vesting, withdrawals, loans and distributions, is contained in the Summary Plan Description and the Plan document. The prospectus relating to the Plan, which includes the Summary Plan Description, was filed with the Securities and Exchange Commission. Copies of these documents are available from the CSX Benefits Department. The following summary should be read in conjunction with the aforementioned documents. General: The Plan is a defined contribution plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ("ERISA"). The Plan qualifies as a "cash or deferred" arrangement under Section 401(k) of the Internal Revenue Code of 1986, as amended ("IRC"). Plan participation is voluntary and is limited to full-time salaried employees and certain non-union hourly employees of CSX Corporation and adopting affiliated companies (the "Employer"). The total number of participants in the Plan as of September 30, 1994 and 1993 was 10,344 and 10,299, respectively. Plan Mergers: Effective January 1, 1994, the American Commercial Lines, Inc. Thrift Plan was merged into the Plan. The merger resulted in a transfer of $33,984 of net assets to the Plan. Effective January 1, 1994, the Customized Transportation, Inc. Employee Savings Plan was merged into the Plan. The merger resulted in a transfer of $2,164 of net assets to the Plan. - 8 - PAGE 9 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1994 (Dollars in Thousands) NOTE 2--DESCRIPTION OF THE PLAN--Continued Investment Alternatives: Participant contributions may be invested in one or more of the following investment funds: (1) the Stable Interest Fund, consisting primarily of guaranteed investment contracts issued by highly-rated insurance companies; (2) the Income and Growth Fund, consisting of a mutual fund that invests in various securities selected primarily for a combination of income and capital growth potential; (3) the S&P 500 Index Fund, consisting of a mutual fund that invests in common and capital stocks selected primarily to duplicate the performance of the stock market as a whole; (4) the Growth Fund, consisting of a mutual fund that invests in various securities selected primarily for capital growth potential; (5) the Aggressive Growth Fund, consisting of a mutual fund that invests in the common stocks of small to medium-sized companies selected primarily for capital growth over time; (6) the International Equity Fund, consisting of a mutual fund that invests in the stocks of companies located outside the United States selected primarily to achieve long-term growth by participating in the growth of foreign economies; and (7) the CSX Stock Fund, consisting of investments in CSX Corporation common stock. Amounts allocated to any of these funds may be temporarily retained as cash or invested in cash equivalents to facilitate the investment or reinvestment of Plan assets and the distribution of account balances to participants. Participant Contributions: A participant may contribute from 1% to 15% of his or her base compensation, in 1% multiples, to the Plan (the "basic contributions"). In addition, the Plan permits participants to contribute up to 20% of any incentive compensation to the Plan. All participant contributions may be made on a before- or after-tax basis within the limits imposed by the IRC and may be invested in any combination of the seven investment alternatives. Investment direction may be revised by participants as often as twelve times per calendar year. Subject to certain limitations, a participant may also reinvest distributions received from another qualified plan into the Plan. Employer Contributions: The Employer matches a participant's basic contributions in an amount equal to the lesser of 50% of those contributions or 3% of his or her base compensation. Employer matching contributions are made in the form of cash deposits to the CSX Stock Fund. A participant's incentive compensation contributions are not matched. Through the fiscal year ended September 30, 1993, the Employer was also permitted to make annual contributions of up to an additional 3% of each participating employee's compensation. Such contributions were made by cash deposits to one or more of the investment funds, as determined by the individual employee's election. If no employee election was in effect, the contributions were made to the Stable Interest Fund. During the fiscal year ended September 30, 1993, the Employer made additional contributions of $3,063. - 9 - PAGE 10 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1994 (Dollars in Thousands) NOTE 2--DESCRIPTION OF THE PLAN--Continued Vesting, Withdrawals, Loans and Distributions: Participants are immediately vested in all contributions made to their accounts plus investment earnings thereon. Withdrawals, loans and distributions are controlled in accordance with the provisions of the Plan. Participant Accounts: Each participant's account is credited or charged with the participant's contributions, the employer's contributions, and an allocation of the Plan's earnings, losses and administrative expenses. The benefit to which a participant is entitled is the benefit that can be provided from his or her account. Plan Termination: Although it has not expressed any intent to do so, the Employer has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of termination or partial termination, the total amount in each participant's account will be distributed to the participant or continue to be held in trust for his or her benefit. Administrative Expenses: The administrative expenses of the Plan are paid by CSX or from Plan funds as the Plan Administrative Committee from time to time directs. CSX paid a portion of the administrative expenses of the Plan in fiscal years 1994 and 1993. NOTE 3--INVESTMENTS The Plan's investments are held by a bank administered trust fund. These investments are more fully described below: Guaranteed Investment Contracts: Substantially all of the assets held in the Stable Interest Fund are invested in guaranteed investment contracts issued by various insurance companies. These contracts contain provisions which may impose penalties for withdrawals prior to the scheduled maturity dates. In addition, this Fund invests in the IDS Trust Income Fund, a collective trust fund which invests primarily in guaranteed investment contracts issued by insurance companies. The collective trust fund is managed by Investors Diversified Services ("IDS"). At September 30, 1994 and 1993, there were no individual investment contracts that represented 5% or more of the Plan's net assets. Mutual Funds: Substantially all of the assets held in the Income and Growth Fund at September 30, 1994 and 1993, are invested in the Fidelity Equity-Income Fund, a mutual fund managed by Fidelity Management & Research Company. - 10 - PAGE 11 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1994 (Dollars in Thousands) NOTE 3--INVESTMENTS--Continued Substantially all of the assets held in the S&P 500 Index Fund at September 30, 1994 and 1993, are invested in the Vanguard Index Trust-500 Portfolio, a mutual fund managed by the Vanguard Group. Substantially all of the assets held in the Growth Fund at September 30, 1994 and 1993, are invested in the Twentieth Century Select Investors Fund, a mutual fund managed by Twentieth Century Investors, Inc. Substantially all of the assets held in the Aggressive Growth Fund at September 30, 1994 and 1993, are invested in the Twentieth Century Vista Fund, a mutual fund managed by Twentieth Century Investors, Inc. Substantially all of the assets held in the International Equity Fund at September 30, 1994 and 1993, are invested in the Morgan Stanley International Equity Fund, a mutual fund managed by Morgan Stanley. CSX Stock Fund: Substantially all of the assets held in this fund at September 30, 1994 and 1993, are invested in CSX common stock. Loan Fund: Substantially all of the assets held in this fund at September 30, 1994 and 1993, consist of loans made to Plan participants from their accounts. NOTE 4--INCOME TAX STATUS The Plan qualifies under Sections 401(a) and 401(k) of the Internal Revenue Code ("IRC") and is therefore exempt from taxation under IRC Section 501(a). Once qualified, the Plan is required to operate in conformity with the IRC to maintain its qualification. The Plan Administrative Committee is not aware of any course of action taken or series of events which have occurred that might adversely affect the Plan's qualified status. NOTE 5--RELATED PARTY TRANSACTIONS CSX Corporation provides the Plan with certain management and accounting services for which no fees are charged. During the fiscal years ended September 30, 1994 and 1993, the Plan received $3,138 and $2,343, respectively, representing cash dividends from CSX Corporation common stock. The trustee, The Northern Trust Company, routinely invests Plan assets in the Collective Short-Term Investment Fund of The Northern Trust Company. For the fiscal year ended September 30, 1994, transactions involving this account included 381 purchases with a total cost of $175,647 and 342 sales with a fair value of $167,686. For the fiscal year ended September 30, 1993, transactions involving this account included 270 purchases with a total cost of $82,624 and 284 sales with a fair value of $82,307. - 11 - PAGE 12 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES NOTES TO FINANCIAL STATEMENTS September 30, 1994 (Thousands of Dollars) NOTE 6--COMPARISON TO FORM 5500 Form 5500 requires the recording of a liability for participant withdrawals processed prior to year-end but not yet paid. In financial statements prepared in accordance with generally accepted accounting principles, such amounts remain net assets available for plan benefits until paid. The following is a reconciliation of net assets available for plan benefits per the financial statements to the Form 5500: September 30, 1994 1993 -------- -------- Net assets available for plan benefits per the financial statements $472,538 $413,690 Withdrawals due but unpaid (129) (147) -------- -------- Net assets available for plan benefits per the Form 5500 $472,409 $413,543 ======== ======== The following is a reconciliation of withdrawals made by participants per the financial statements to the Form 5500: September 30, 1994 ------------------ Withdrawals by participants per the financial statements $19,120 Add: Withdrawals due but unpaid at September 30, 1994 129 Less: Withdrawals due but unpaid at September 30, 1993 (147) ------- Withdrawals by participants per the Form 5500 $19,102 ======= -12- PAGE 13 SUPPLEMENTAL SCHEDULES - 13 - PAGE 14 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES ASSETS HELD FOR INVESTMENT September 30, 1994 (Dollars in Thousands)
Issuer Description Cost Value ------------------------------------ ------------ -------- -------- Guaranteed Investment Contracts ------------------------------- Allstate Life Insurance Co. GA-5116 Guaranteed Investment Contract $ 14,444 $ 14,444 Allstate Life Insurance Co. GA-5547 Guaranteed Investment Contract 6,150 6,150 CNA Life Insurance Co. GP-12458 Guaranteed Investment Contract 4,442 4,442 Commonwealth Life Insurance Co. ADA-00602-FR Guaranteed Investment Contract 5,538 5,538 Commonwealth Life Insurance Co. ADA-00614-FR Guaranteed Investment Contract 4,096 4,096 Commonwealth Life Insurance Co. ADA-00645-FR Guaranteed Investment Contract 8,101 8,101 Confederation Life Insurance Co. 61895 Guaranteed Investment Contract 5,443 5,443 Confederation Life Insurance Co. 62210 Guaranteed Investment Contract 5,070 5,070 John Hancock Mutual Life 5711 Guaranteed Insurance Co. Investment Contract 10,310 10,310 Hartford Life Insurance Co. GA-9445 Guaranteed Investment Contract 1,978 1,978 Hartford Life Insurance Co. GA-10131 Guaranteed Investment Contract 8,105 8,105 Manufacturers Life Insurance Co. GD #38327 Guaranteed Investment Contract 4,086 4,086 Metropolitan Life Insurance Co. 12668 Guaranteed Investment Contract 18,683 18,683 Nationwide Life Insurance Co. GA-P4142 Guaranteed Investment Contract 8,891 8,891 Nationwide Life Insurance Co. GA-P4854 Guaranteed Investment Contract 5,426 5,426 Nationwide Life Insurance Co. GA-P5065 Guaranteed Investment Contract 3,968 3,968 New York Life Insurance Co. GA-06365 Guaranteed Investment Contract 3,930 3,930 New York Life Insurance Co. GA-06699 Guaranteed Investment Contract 19,645 19,645 Provident Life Insurance Co. GC-627-05491-01A Guaranteed Investment Contract 10,757 10,757
- 14 - PAGE 15 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES ASSETS HELD FOR INVESTMENT--Continued (Dollars in Thousands)
Fair Issuer Description Cost Value ------------------------------------ ------------ -------- -------- Prudential Life Insurance Co. GA #6497-500 Guaranteed Investment Contract $ 5,697 $ 5,697 Prudential Life Insurance Co. GA #6497-501 Guaranteed Investment Contract 6,470 6,470 Prudential Life Insurance Co. GA #6497-502 Guaranteed Investment Contract 7,850 7,850 Prudential Life Insurance Co. GA #6497-502 Guaranteed Investment Contract 5,143 5,143 -------- -------- 174,223 174,223 Mutual Funds ------------ Fidelity Equity-Income Fund 1,541,221 shares 44,880 50,907 Vanguard Index Trust-500 Portfolio 484,761 shares 18,589 21,145 Twentieth Century Select Investors Fund 1,073,576 shares 38,867 40,023 Twentieth Century Vista Fund 334,697 shares 3,507 3,461 Morgan Stanley International Equity Fund 734,541 shares 10,710 11,231 -------- -------- 116,553 126,767 Common Stock ------------ CSX Corporation 1,921,155 shares 88,126 131,599 Collective Trust Fund --------------------- IDS Trust Collective Income Fund 115,323 units 4,243 4,243 Loans to Participants --------------------- Tax Savings Thrift Plan for Employees Loans, bearing interest at of CSX Corporation and Affiliated the prime rate in effect at Companies the beginning of the quarter in which each loan originated 28,594 28,594 Cash Equivalents ---------------- Collective Short-Term Investment Fund of The Northern Trust Company 8,278,503 shares 8,279 8,279
- 15 - PAGE 16 TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES TRANSACTIONS OR SERIES OF TRANSACTIONS IN EXCESS OF 5% OF THE FAIR VALUE OF PLAN ASSETS Fiscal Year Ended September 30, 1994 (Dollars in Thousands)
Purchases Sales or Advances or Repayments ----------------- ---------------------------------------------- Value of Cost Net Assets Sold on of Gain Description of Asset Number Cost Number Transaction Date Asset (Loss) -------------------- ------ ------ ------ ---------------- ----- ------ Category (iii) -- series of securities transactions in excess of 5% of plan assets ---------------------------------------------------------------------------------- CSX Corporation Common Stock Fund 22 $ 16,253 7 $ 2,410 $ 1,357 $1,053 Fidelity Equity-Income Fund 105 19,054 157 10,000 7,366 2,634 Twentieth Century Select Investors Fund 57 15,262 198 15,000 9,833 5,167 Collective Short-Term Investment Fund of The Northern Trust Company 381 175,645 342 167,686 167,686 --- Loan Fund 28 14,410 16 10,105 10,105 --- There were no category (i), (ii) or (iv) transactions during the fiscal year ended September 30, 1994.
- 16 - PAGE 17 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the administrative committee members have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. TAX SAVINGS THRIFT PLAN FOR EMPLOYEES OF CSX CORPORATION AND AFFILIATED COMPANIES By: /s/ GREGORY R. WEBER ---------------------------------------- Gregory R. Weber Vice President, Controller and Treasurer CSX Corporation (Plan Sponsor) Date: March 29, 1995 - 17 -
EX-23 2 CONSENT OF INDEPENDENT AUDITORS PAGE 1 EXHIBIT 23 Consent of Ernst & Young LLP, Independent Auditors -------------------------------------------------- We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-41735) pertaining to the Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated Companies of our report dated March 24, 1995, with respect to the financial statements and schedules of the Tax Savings Thrift Plan for Employees of CSX Corporation and Affiliated Companies included in this Annual Report (Form 11-K) for the fiscal year ended September 30, 1994. /s/ ERNST & YOUNG LLP ---------------------- Ernst & Young LLP Richmond, Virginia March 24, 1995 - I-1 -