-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, agpbKmnmTep8YNuTllNKoYwUlBt+HwrE+x5jYTkl2a8mMBVg5LGp4r+rLWmKgsY/ cuEuP0ZJV6CGOs8Qe40FRg== 0000950112-95-001733.txt : 19950627 0000950112-95-001733.hdr.sgml : 19950627 ACCESSION NUMBER: 0000950112-95-001733 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19941231 FILED AS OF DATE: 19950626 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALEXANDER & ALEXANDER SERVICES INC CENTRAL INDEX KEY: 0000003449 STANDARD INDUSTRIAL CLASSIFICATION: INSURANCE AGENTS BROKERS & SERVICES [6411] IRS NUMBER: 520969822 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08282 FILM NUMBER: 95549134 BUSINESS ADDRESS: STREET 1: 1185 AVE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2128408500 FORMER COMPANY: FORMER CONFORMED NAME: ALEXANDER & ALEXANDER INC DATE OF NAME CHANGE: 19751029 11-K 1 ALEXANDER & ALEXANDER SERVICES INC. =========== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------- FORM 11-K ------------- FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED] For the Fiscal Year Ended December 31, 1994 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] For the transition period from to ---------- --------- ------------- THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES ------------- Alexander & Alexander Services Inc. 1185 Avenue of the Americas New York, New York 10036 ======================== INDEPENDENT AUDITORS' REPORT Alexander & Alexander Services Inc. and Participants in the Thrift Plan for Employees of Alexander & Alexander Services Inc. and Subsidiaries: We have audited, by fund and in total, the accompanying Statements of Net Assets Available for Plan Benefits of the Thrift Plan for Employees of Alexander & Alexander Services Inc. and Subsidiaries (the Thrift Plan) as of December 31, 1994 and 1993, and the related Statements of Changes in Net Assets Available for Plan Benefits for the years then ended. These financial statements are the responsibility of the Thrift 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, by fund and in total, in all material respects, the net assets available for plan benefits of the Thrift Plan at December 31, 1994 and 1993, 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 conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of (1) assets held for investment purposes as of December 31, 1994, and (2) reportable transactions for the year ended December 31, 1994, 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. These schedules are the responsibility of the Thrift Plan's management. Such supplemental schedules have been subjected to the auditing procedures applied in our audit of the basic 1994 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to such financial statements taken as a whole. /S/ DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Baltimore, Maryland June 23, 1995 1
THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND AND IN TOTAL December 31, 1994 INTEREST EQUITY INCOME INCOME STOCK TOTAL FUND FUND FUND -------------- -------------- ------------- ------------- Investments: Securities--at market value: Alexander & Alexander Services Inc. Common stock--(3,645,876 shares) $67,448,706 $67,448,706 Unaffiliated issuers: Wachovia Bank of North Carolina, N.A. Short Term Investment Fund 2,107,657 $513,934 $202,171 1,169,717 Dreyfus Guaranteed Investment Fund 20,206,761 20,206,761 0 0 Aetna Life Insurance Company Group Annuity Contract 97,318,809 97,318,809 0 0 Fidelity Equity Income Fund 35,768,074 0 35,768,074 0 Fidelity Equity Index Fund 5,284,273 0 0 0 Janus Fund 18,470,725 0 0 0 Guaranteed income contracts 31,141,725 31,141,725 0 0 Participant loans 7,032,499 0 0 0 -------------- -------------- ------------- ------------- Total investments 284,779,229 149,181,229 35,970,245 68,618,423 Accrued income receivable 893,114 890,833 187 1,739 Amounts due from (to) brokers (11,784) 0 0 37,706 Transfers due from (to) participants' accounts 0 (176,287) 134,797 150,480 -------------- -------------- ------------- ------------- Net assets available for plan benefits $285,660,559 $149,895,775 $36,105,229 $68,808,348 ============== ============== ============= ============= EQUITY EQUITY INDEX GROWTH LOAN FUND FUND FUND ------------ ---------- ---------- Investments: Securities--at market value: Alexander & Alexander Services Inc. Common stock--(3,645,876 shares) Unaffiliated issuers: Wachovia Bank of North Carolina, N.A. Short Term Investment Fund $62,618 $159,109 $108 Dreyfus Guaranteed Investment Fund 0 0 0 Aetna Life Insurance Company Group Annuity Contract 0 0 0 Fidelity Equity Income Fund 0 0 0 Fidelity Equity Index Fund 5,284,273 0 0 Janus Fund 0 18,470,725 0 Guaranteed income contracts 0 0 0 Participant loans 0 0 7,032,499 ------------ ---------- ---------- Total investments 5,346,891 18,629,834 7,032,607 Accrued income receivable 72 283 0 Amounts due from (to) brokers (66,719) 17,229 0 Transfers due from (to) participants' accounts 60,376 (111,835) (57,531) ------------ ----------- ---------- Net assets available for plan benefits $5,340,620 $18,535,511 $6,975,076 ============ =========== ==========
- --------------------------------------- See notes to financial statements. 2
THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND AND IN TOTAL December 31, 1993 INTEREST EQUITY INCOME INCOME STOCK TOTAL FUND FUND FUND -------------- -------------- ------------- ------------- Investments: Securities--at market value: Alexander & Alexander Services Inc. Common stock--(3,146,822 shares) $61,363,029 $61,363,029 Unaffiliated issuers: Wachovia Bank of North Carolina, N.A. Short Term Investment Fund 1,441,941 $314,698 $14,400 1,094,546 Dreyfus Guaranteed Investment Fund 35,056,901 35,056,901 0 0 Aetna Life Insurance Company Group Annuity Contract 59,860,744 59,860,744 0 0 Fidelity Equity Income Fund 34,682,506 0 34,682,506 0 Fidelity Equity Index Fund 4,159,136 0 0 0 Janus Fund 16,108,361 0 0 0 Guaranteed income contracts 59,617,966 59,617,966 0 0 Participant loans 7,490,085 0 0 0 -------------- -------------- ------------- ------------- Total investments 279,780,669 154,850,309 34,696,906 62,457,575 Amounts due from (to) employer 724,542 (15,945) (56,736) 827,144 Accrued income receivable 898,261 897,463 4 787 Transfers due from (to) participants' accounts 0 (850,370) 207,612 445,492 -------------- -------------- ------------- ------------- Net assets available for plan benefits $281,403,472 $154,881,457 $34,847,786 $63,730,998 ============== ============== ============= ============= EQUITY EQUITY INDEX GROWTH LOAN FUND FUND FUND ------------ ------------ ---------- Investments: Securities--at market value: Alexander & Alexander Services Inc. Common stock--(3,146,822 shares) Unaffiliated issuers: Wachovia Bank of North Carolina, N.A. Short Term Investment Fund $3,500 $14,700 $97 Dreyfus Guaranteed Investment Fund 0 0 0 Aetna Life Insurance Company Group Annuity Contract 0 0 0 Fidelity Equity Income Fund 0 0 0 Fidelity Equity Index Fund 4,159,136 0 0 Janus Fund 0 16,108,361 0 Guaranteed income contracts 0 0 0 Participant loans 0 0 7,490,085 ------------ ------------ ---------- Total investments 4,162,636 16,123,061 7,490,182 Amounts due from (to) employer (19,825) (1,626) (8,470) Accrued income receivable 4 3 0 Transfers due from (to) participants' accounts (28,282) 281,721 (56,173) ------------ ------------ ---------- Net assets available for plan benefits $4,114,533 $16,403,159 $7,425,539 ============ ============ ==========
- --------------------------------------- See notes to financial statements. 3
THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND AND IN TOTAL For the Year Ended December 31, 1994 INTEREST EQUITY INCOME INCOME STOCK TOTAL FUND FUND FUND -------------- -------------- ------------- ------------- Investment earnings: Net realized gain (loss) on security sales $(10,626) $(13,115) $3,826 Net (depreciation) in fair value of investments (7,005,197) (3,305,665) (3,046,004) Net investment income 16,324,324 $10,464,540 3,485,010 1,242,729 -------------- -------------- ------------- ------------- Net investment earnings (loss) 9,308,501 10,464,540 166,230 (1,799,449) Contributions: Participants 20,869,513 9,815,753 4,238,862 1,666,709 Employer (less forfeitures of $1,098,117) 9,869,807 0 0 9,869,807 Withdrawals by participants (35,790,734) (22,984,024) (4,310,913) (5,395,110) Inter-fund transfers by participants 0 (2,281,951) 1,163,264 735,393 -------------- -------------- ------------- ------------- Increase (decrease) in net assets available for plan benefits 4,257,087 (4,985,682) 1,257,443 5,077,350 Net assets available for plan benefits, January 1, 1994 281,403,472 154,881,457 34,847,786 63,730,998 -------------- -------------- ------------- ------------- Net assets available for plan benefits, December 31, 1994 $285,660,559 $149,895,775 $36,105,229 $68,808,348 ============== ============== ============= ============= EQUITY EQUITY INDEX GROWTH LOAN FUND FUND FUND ------------ ------------ ---------- Investment earnings: Net realized gain (loss) on security sales $1,872 $(3,209) Net (depreciation) in fair value of investments (88,027) (565,501) Net investment income 178,108 398,552 $555,385 ------------ ------------ ---------- Net investment earnings (loss) 91,953 (170,158) 555,385 Contributions: Participants 1,292,884 3,855,305 0 Employer (less forfeitures of $1,098,117) 0 0 0 Withdrawals by participants (517,257) (1,915,730) (667,700) Inter-fund transfers by participants 358,507 362,935 (338,148) ------------ ------------ ---------- Increase (decrease) in net assets available for plan benefits 1,226,087 2,132,352 (450,463) Net assets available for plan benefits, January 1, 1994 4,114,533 16,403,159 7,425,539 ------------ ------------ ---------- Net assets available for plan benefits, December 31, 1994 $5,340,620 $18,535,511 $6,975,076 ============ ============ ==========
- --------------------------------------- See notes to financial statements. 4
THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS BY FUND AND IN TOTAL For the Year Ended December 31, 1993 INTEREST EQUITY INCOME INCOME STOCK TOTAL FUND FUND FUND -------------- -------------- ------------- ------------- Investment earnings: Net realized gain (loss) on security sales $146,003 $141,723 $(23,820) Net appreciation (depreciation) in fair value of investments (17,049,244) 4,237,927 (21,794,603) Net investment income 17,211,994 $11,163,098 1,198,185 3,113,557 -------------- -------------- ------------- ------------- Net investment earnings (loss) 308,753 11,163,098 5,577,835 (18,704,866) Contributions: Participants 22,200,846 12,180,537 3,949,251 1,362,364 Employer (less forfeitures of $1,114,685) 10,333,101 0 0 10,337,276 Withdrawals by participants (21,619,079) (11,196,552) (2,062,097) (5,810,521) Inter-fund transfers by participants 0 (1,536,572) 3,046,132 (4,071,619) -------------- -------------- ------------- ------------- Increase (decrease) in net assets available for plan benefits 11,223,621 10,610,511 10,511,121 (16,887,366) Net assets available for plan benefits, January 1, 1993 270,179,851 144,270,946 24,336,665 80,618,364 -------------- -------------- ------------- ------------- Net assets available for plan benefits, December 31, 1993 $281,403,472 $154,881,457 $34,847,786 $63,730,997 ============== ============== ============= ============= EQUITY EQUITY INDEX GROWTH LOAN FUND FUND FUND ------------ ------------ ---------- Investment earnings: Net realized gain (loss) on security sales $2,975 $25,125 Net appreciation (depreciation) in fair value of investments 150,012 357,420 Net investment income 137,484 1,023,776 $575,894 ------------ ------------ ---------- Net investment earnings (loss) 290,471 1,406,321 575,894 Contributions: Participants 1,043,346 3,665,348 0 Employer (less forfeitures of $1,114,685) 0 (4,175) 0 Withdrawals by participants (137,971) (1,904,698) (507,240) Inter-fund transfers by participants 421,561 1,670,454 470,044 ------------ ------------ ---------- Increase (decrease) in net assets available for plan benefits 1,617,407 4,833,250 538,698 Net assets available for plan benefits, January 1, 1993 2,497,126 11,569,909 6,886,841 ------------ ------------ ---------- Net assets available for plan benefits, December 31, 1993 $4,114,533 $16,403,159 $7,425,539 ============ ============ ===========
- --------------------------------------- See notes to financial statements. 5 THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS 1. SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The financial statements of the Thrift Plan for Employees of Alexander & Alexander Services Inc. and Subsidiaries (the "Thrift Plan") are prepared in accordance with generally accepted accounting principles. Certain prior period amounts have been reclassified to conform with the current year presentation. Investments Temporary investments are valued at cost which approximates fair market value. Other securities are valued at quoted market prices. Securities transactions are accounted for on the trade dates. Guaranteed income contracts are recorded at contract value. Participant loans represent the balance currently outstanding. Realized and Unrealized Gains (Losses) Realized gains and losses from securities transactions are computed using an adjusted cost basis as prescribed by the Department of Labor's Rules and Regulations for Reporting and Disclosure. The adjusted cost is the fair value of the security at the beginning of the year, or cost if the asset was acquired since that date. Unrealized gains and losses on securities held for investment are likewise computed on the basis of fair value to adjusted cost. 2. DESCRIPTION OF THE PLAN General Under the Thrift Plan, eligible employees may contribute amounts from 1% to 16% of current earnings, as defined, for investment in one or more of the five investment funds described in Note 3. In addition, employees may make catch up contributions as provided under the terms of the Thrift Plan. The Tax Saver Option available under Section 401 (k) of the Internal Revenue Code permits participants to make contributions to the Thrift Plan of up to 16% of their pre-tax earnings. For 1994, the annual Tax Saver contribution for an individual participant was limited to $9,240. In compliance with the Tax Reform Act of 1986, earnings on Tax Saver contributions made after December 31, 1988, cannot be withdrawn while the participant is an employee of Alexander & Alexander Services Inc. and Subsidiaries (the "Company") and the ability to withdraw any of a participant's Tax Saver contributions and any amounts earned on those contributions before January 1, 1989 is restricted in accordance with applicable federal law. The employer contribution rate is 75% of the first 6% of each participant's contribution. Employer contributions vest generally 33 1/3% after three years of participation and an additional 33 1/3% each year thereafter until 100% vested. That portion of a participant's employer contributions, including earnings thereon, that are not fully vested at the time the participant withdraws from the Thrift Plan are forfeited. Forfeitures are used to reduce future employer contributions to the Thrift Plan. 6 THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS - (Continued) 2. DESCRIPTION OF THE PLAN - (Continued) General - (Continued) The overall limit on the combined sum of the participant's and employer's contribution is the lesser of 25% of compensation or $30,000 (subject to a cost of living adjustment for future years). In addition, the Internal Revenue Code limited the amount of salary on which an employee may make contributions to $150,000 and $235,840 in 1994 and 1993, respectively. Loan Provision Under the loan provisions of the Thrift Plan, each participant is permitted one loan per year and the outstanding balance of all loans made to a participant may not exceed the lesser of $50,000 or 50% of the vested portion of the participant's account. Each loan bears interest at a rate fixed by the administrator of the Thrift Plan in accordance with applicable rules and regulations. The rates in effect at December 31, 1994 and 1993 were 9.5% and 7.0%, respectively. Other Information Administrative services were provided by the Company without cost to the Thrift Plan. Employer contributions, which are initially invested solely in the Stock Fund (see Note 3), may be in the form of cash or shares of the Company's common stock. Amounts due from the Company, representing the employer matching contributions, net of available forfeitures, at December 31, 1993 were $935,165. There were no employer matching contributions receivable at December 31, 1994 as the Company made its required contribution to the Thrift Plan prior to December 31, 1994. Beginning in 1993, participants who are fully vested may transfer up to one-ninth of the employer contribution, including income thereon, credited to their account after January 1, 1990, to any of the Thrift Plan investment funds. Effective January 1, 1993, Thrift Plan participants may change the investment mix of their contributions once each month rather than once each quarter, as previously provided. Also as of that date, transfers between investment funds may be in 1% increments of the participant's account balance, rather than the 25% increments previously required. 7 THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS - (Continued) 2. DESCRIPTION OF THE PLAN - (Continued) Other Information -- (Continued) There were 7,002 and 7,417 participants in the Thrift Plan at December 31, 1994 and 1993, respectively. The number of participants' accounts in each of the Thrift Plan funds at December 31, was as follows: FUND 1994 1993 Interest Income Fund 5,527 6,101 Equity Income Fund 2,952 2,777 Stock Fund 6,600 6,950 Equity Index Fund 1,085 839 Equity Growth Fund 2,236 1,979 Loan Fund 1,172 1,254 3. DESCRIPTION OF FUNDS Investment Funds Participants may elect to have their contributions invested in one or more of the following investment funds: Interest Income Fund - invests primarily in traditional and synthetic guaranteed income contracts with insurance companies and other short term investments. The weighted average interest rate for the fund's investment was 7.29% as of December 31, 1994. The Dreyfus fund had a yield of 6.10% at December 31, 1994 and is due on demand. At December 31, 1994, the Plan held a 6.92%, due on demand, group annuity contract with Aetna Life Insurance Company. The group annuity contract is invested in Aetna's Separate Account Number 362, an individually managed separate account which invests primarily in U.S. government backed securities. The Interest Income Fund also held the following guaranteed income contracts at December 31, 1994: Massachusetts Mutual Life Insurance Company, 9.17%, due on demand, $21,081,848; Travelers Insurance Company, 9.65%, due March 31, 1995, $3,747,286; and Travelers Insurance Company, 9.21%, due April 1, 1995, $6,312,591. Equity Income Fund - invests primarily in the Fidelity Equity Income Fund, a mutual fund. At December 31, 1994, the mutual fund invested approximately 92% of its total assets in income-producing equity securities, including common or preferred stock and debt securities convertible into common stock. The balance of this mutual fund's investments were in bonds and cash. 8 THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES NOTES TO FINANCIAL STATEMENTS - (Continued) 3. DESCRIPTION OF FUNDS - (Continued) Stock Fund - invests primarily in the Company's common stock purchased in the open market or contributed by the Company. Equity Index Fund - invests primarily in the Fidelity Equity Index Fund, a mutual fund. The Fidelity Equity Index Fund invests primarily in the common stock of companies comprising the Standard & Poor's 500 index. Equity Growth Fund - invests primarily in the Janus Fund, a mutual fund. The Janus Fund invests in a diversified portfolio of common stocks which includes large well-established companies and smaller emerging growth companies. The Fund also invests in international equity securities which comprised approximately 10% of the portfolio at December 31, 1994. Loan Fund The Loan Fund consists of interest-earning loan balances due from participants. The Loan Fund does not accept participant contributions. 4. TAX STATUS The District Director of Internal Revenue in Baltimore, Maryland has issued a letter of determination stating that the Thrift Plan qualifies under Sections 401 (a) and (k) of the Internal Revenue Code of 1986, as amended. Since that letter was issued, the Thrift Plan was amended to comply with changes in the law, primarily the Tax Reform Act of 1986. The Company filed a request in March 1995, within the period required by law, to obtain a determination letter with respect to the Thrift Plan, as so amended. The Company believes that the Thrift Plan, as amended, continues to qualify as a tax-exempt defined contribution plan and that, therefore, investment income earned by the Thrift Plan is not subject to Federal income taxes. An employee will not be subject to Federal income tax on employer contributions when made or on the earnings of the employee's account when earned. Generally, an employee will be subject to Federal income tax on distributions or withdrawals from employee accounts reduced by the portion of such withdrawals considered to be the employee's contributions made with after-tax earnings. 5. PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Thrift Plan to discontinue its contributions at any time and to terminate the Thrift Plan subject to the provisions of the Employee Retirement Income Security Act of 1974. In the event of plan termination, as defined under applicable provisions of the Internal Revenue Code of 1986 and regulations thereunder, participants will become 100 percent vested in their accounts. 9
THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES ITEM 27(a) - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1994 Shares or Historical Market Par Value Security Description Cost Value --------- ----------------------------- -------------- ------------ * Alexander & Alexander Services Inc. 3,645,876 Common Stock $86,801,346 $67,448,706 * Wachovia Bank of North Carolina, N.A. 2,107,657 Short Term Investment Fund 2,107,657 2,107,657 20,206,761 Dreyfus Guaranteed Investment Fund 20,206,761 20,206,761 Aetna Life Insurance Company 14628, Dated 97,318,809 10/01/92, 6.92%, due on demand 97,318,809 97,318,809 1,165,084 Fidelity Equity Income Fund 33,486,953 35,768,074 312,494 Fidelity Equity Index Fund 5,054,157 5,284,273 983,532 Janus Equity Growth Fund 18,214,845 18,470,725 Guaranteed income contracts: Massachusetts Mutual Life Insurance Company, 9.17%, 21,081,848 matured December 31, 1994 due on demand 21,081,848 21,081,848 Travelers Insurance Company, 9.21%, 6,312,591 due April 1, 1995 6,312,591 6,312,591 Travelers Insurance Company, 9.65%, 3,747,286 due March 31, 1995 3,747,286 3,747,286 Participant loans, 7.0% - 13.5%, various maturities; (all loan 7,032,499 agreements are in compliance with the terms of the Plan) 7,032,499 7,032,499 -------------- ------------ Total investments $301,364,752 $284,779,229 ============== ============
* Denotes party-in-interest 10
THRIFT PLAN FOR EMPLOYEES OF ALEXANDER & ALEXANDER SERVICES INC. AND SUBSIDIARIES ITEM 27(d) - SCHEDULE OF REPORTABLE TRANSACTIONS For the Year Ended December 31, 1994 Number Number Current of Purchase of Cost Value on Realized Security Description Purchases Price Sales Proceeds Value Trade Date Gain (Loss) - -------------------- --------- ---------- -------- -------- ----------- ------------------------- I. Single transactions in excess of 5% of fair market value of Thrift Plan assets at January 1, 1994: Prudential Insurance Contract 6298-211, Dated 6/6/89, 9.1%, Matured 6/30/94 1 $18,654,865 $18,654,865 $18,654,865 $0 Aetna Life Insurance Company 14268, Dated 10/01/92, 6.92% due on demand 1 $18,654,865 18,654,865 18,654,865 N/A II. Series of transactions in excess of 5% of fair market value of Thrift Plan assets at January 1, 1994: Wachovia Bank of North Carolina, N.A. Short Term Investment Fund 247 $36,183,033 $36,183,033 $36,183,033 $0 Wachovia Bank of North Carolina, N.A. Short Term Investment Fund 239 $36,859,995 $36,859,995 $36,859,995 N/A Dreyfus Guaranteed Investment Fund 22 23,205,358 23,205,358 23,205,358 0 Dreyfus Guaranteed Investment Fund 29 8,355,218 8,355,218 8,355,218 N/A Aetna Life Insurance Company 14628, Dated 10/01/92, 6.92%, due on demand 4 32,411,916 32,411,916 32,411,916 N/A III. Series of transactions by broker with single transaction in excess of 5% of fair market value of Thrift Plan assets at January 1, 1994: No transactions to report
11 EXHIBITS I. Consent of Independent Auditors SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Company's U.S. Benefits Administration Committee which administers the Thrift Plan has duly caused this annual report to be signed by the undersigned thereunto duly authorized. Thrift Plan for Employees of Alexander & Alexander Services Inc. and Subsidiaries --------------------------------- (Name of Plan) Date: JUNE 23, 1995 By /S/ HENRY C. KRAMER --------------------- ------------------------- HENRY C. KRAMER Vice President and Director of Benefits Programs 12 EXHIBIT I CONSENT OF INDEPENDENT AUDITORS Alexander & Alexander Services Inc.: We consent to the incorporation by reference in Registration Statements Nos. 2-86820, 33-16609 and 33-8152 on Form S-8 of our report dated June 23, 1995, appearing in this Annual Report on Form 11-K of the Thrift Plan for Employees of Alexander & Alexander Services Inc. and Subsidiaries for the year ended December 31, 1994. /s/ DELOITTE & TOUCHE LLP DELOITTE & TOUCHE LLP Baltimore, Maryland June 26, 1995 13 -----END PRIVACY-ENHANCED MESSAGE-----