-----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, WhqJJBjauZE3lTTP3+0T6s6a7Yjxj1wld6j3OT7KvG5efIkfPJ7VGxu2inHa+RMw 9ipOFYbTvf17eEvgWSIJdw== 0001193125-04-140352.txt : 20040813 0001193125-04-140352.hdr.sgml : 20040813 20040813150733 ACCESSION NUMBER: 0001193125-04-140352 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20040131 FILED AS OF DATE: 20040813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUGHES SUPPLY INC CENTRAL INDEX KEY: 0000049029 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-HARDWARE & PLUMBING & HEATING EQUIPMENT & SUPPLIES [5070] IRS NUMBER: 590559446 STATE OF INCORPORATION: FL FISCAL YEAR END: 0130 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08772 FILM NUMBER: 04973833 BUSINESS ADDRESS: STREET 1: CORPORATE OFFICE STREET 2: ONE HUGHES WAY CITY: ORLANDO STATE: FL ZIP: 32805 BUSINESS PHONE: 4078414755 MAIL ADDRESS: STREET 1: CORPORATE OFFICE STREET 2: ONE HUGHES WAY CITY: ORLANDO STATE: FL ZIP: 32805 11-K 1 d11k.htm 01/31/2004 01/31/2004

 

UNITED STATES

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

 

For the fiscal year ended January 31, 2004.

 

OR

 

¨ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from                      to                     

 

Commission File Number                     

 

A. Full title of the plan and the address of the plan, if different from that of the issuer named below:

 

Hughes Supply, Inc. Cash or Deferred Profit Sharing Plan and Trust

 

B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office:

 

HUGHES SUPPLY, INC.

ONE HUGHES WAY

ORLANDO, FLORIDA 32805

 


 


Hughes Supply, Inc.

Cash or Deferred Profit

Sharing Plan and Trust

Financial Statements and Supplemental Schedules

January 31, 2004 and 2003

 


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Index

January 31, 2004 and 2003

 

     Page(s)

Report of Independent Registered Certified Public Accounting Firm

   1

Financial Statements

    

Statements of Net Assets Available for Benefits

   2

Statements of Changes in Net Assets Available for Benefits

   3

Notes to Financial Statements

   4-11

Supplemental Schedules*

    

Schedule H, Line 4i, Schedules of Assets (Held at End of Year)

   12-13

 

* Other schedules required by 29 CFR 2520.103-10 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they are not applicable, or are not required for participant directed investment transactions.

 


Report of Independent Registered Certified Public Accounting Firm

 

To the Participants and Administrator of

the Hughes Supply, Inc. Cash or Deferred Profit Sharing Plan and Trust

 

In our opinion, the accompanying statements of net assets available for benefits and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Hughes Supply, Inc. Cash or Deferred Profit Sharing Plan and Trust (the “Plan”) at January 31, 2004 and 2003, and the changes in net assets available for benefits for the years ended January 31, 2004 and 2003 in conformity with accounting principles generally accepted in the United States of America. 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 of these statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

 

Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets (held at end of year) at January 31, 2004 and 2003 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 supplemental schedules are the responsibility of the Plan’s management. The supplemental schedules have been subjected to the auditing procedures applied in the audits 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/ Pricewaterhouse Coopers LLP

 

Orlando, Florida

August 11, 2004

 

1


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Statements of Net Assets Available for Benefits

January 31, 2004 and 2003

 

     2004

   2003

Assets

             

Investments, at fair value (Note 3)

   $ 126,070,313    $ 84,250,501
    

  

Receivables

             

Interest and dividends

     —        33,829

Cash and cash equivalents

     11,119      26,604
    

  

Total assets

     126,081,432      84,310,934
    

  

Liabilities

             

Excess participant contributions

     198,820      223,208
    

  

Total liabilities

     198,820      223,208
    

  

Net assets available for benefits

   $ 125,882,612    $ 84,087,726
    

  

 

The accompanying notes are an integral part of these financial statements.

 

2


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Statements of Changes in Net Assets Available for Benefits

Years Ended January 31, 2004 and 2003

 

     2004

   2003

 

Additions to net assets

               

Investment income (loss)

               

Net appreciation (depreciation) in fair value of investments

   $ 27,968,914    $ (15,960,804 )

Interest and dividends

     2,113,202      1,931,694  
    

  


       30,082,116      (14,029,110 )

Employer contributions

     4,680,235      4,599,469  

Employee contributions

     12,169,791      12,286,418  

Employee rollover contributions

     770,736      725,370  
    

  


Total additions

     47,702,878      3,582,147  
    

  


Deductions from net assets

               

Benefits paid to participants or beneficiaries

     8,604,166      8,539,373  
    

  


Total deductions

     8,604,166      8,539,373  
    

  


Net increase (decrease)

     39,098,712      (4,957,226 )

Net assets available for benefits

               

Beginning of year

     84,087,726      85,181,026  

Transfers of assets to Plan

     2,696,174      3,863,926  
    

  


End of year

   $ 125,882,612    $ 84,087,726  
    

  


 

The accompanying notes are an integral part of these financial statements.

 

3


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Notes to Financial Statements

January 31, 2004 and 2003

 

1. Description of the Plan

 

The following description of the Hughes Supply, Inc. Cash or Deferred Profit Sharing Plan and Trust (the “Plan”) provides only general information regarding the Plan’s provisions in effect at January 31, 2004. Participants should refer to the Plan document for a more complete description of the Plan’s provisions, including alternative provisions affecting only certain participants as a result of Plan amendments.

 

General

 

The Plan is a voluntary defined contribution plan established to provide retirement benefits to eligible employees of Hughes Supply, Inc. (the “Company”) including its subsidiaries, who have attained the age of 21 and completed 90 days of service. Leased employees and nonresident aliens with no United States income are not eligible to participate in the Plan. Also, unless the Board of Directors provides otherwise, union employees covered under a collective bargaining agreement are not eligible to participate in the Plan unless such collective bargaining agreement specifies eligibility. The Plan is subject to the provisions of the Employee Retirement Security Act of 1974 (“ERISA”).

 

As of April 1, 2003, the employees of Electric Laboratories and Sales Corporation (“ELASCO”) who are covered under a collective bargaining agreement have been designated as eligible to participate in the Plan. These employees who have attained the age of 21 and have been credited with one year of service are eligible to participate in the Plan.

 

Effective April 2003, the net assets of the Electric Laboratories and Sales Corp. Profit Sharing Non-Union Plan and the Electric Laboratories and Sales Corporation Profit Sharing Non-Union Plan were merged with and into the net assets of the Hughes Supply, Inc. Cash or Deferred Profit Sharing Plan and Trust.

 

Effective January 2003, the net assets of the Utiliserve, Inc. Retirement Plan were merged with and into the net assets of the Hughes Supply, Inc. Cash or Deferred Profit Sharing Plan and Trust.

 

Assets of the Plan are held and invested according to participant direction, except for those described in Note 4, by Putnam Fiduciary Trust Company (the “Trustee”).

 

Limited Partnerships

 

The Plan’s investments with Limited Partnerships include real estate maintained in the Schrimsher Land Funds (Schrimsher Land Fund III, Ltd; Schrimsher Land Fund V, Ltd.; Schrimsher Land Fund VI, Ltd.; and Schrimsher Land Fund VIII, Ltd.).

 

Contributions

 

Each year, participants may contribute from 2% to 95% of their pre-tax annual compensation and may change this contribution percentage prior to any pay period interval throughout the Plan year. Participants may also contribute amounts representing distributions from other qualified defined benefit or contribution plans. Contributions of non-periodic deferrals, such as bonuses, may also be made, subject to limitations of the Plan. Participants direct their contributions into various investment options offered by the Plan. Total participant contributions are subject to limitations imposed by the Internal Revenue Code.

 

The Company matches 50% of the participant’s contribution up to 6%. Additional amounts may be contributed by the Company at the discretion of the Company’s board of directors in the form of a matching or profit sharing contribution. No additional amounts have been contributed during the Plan years ended January 31, 2004 and 2003.

 

Participant Accounts

 

Each participant account is credited with the participant’s contributions, a pro rata share of the Plan’s earnings, and any employer contributions. Plan earnings are allocated based upon the participant’s account balance. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

 

4


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Notes to Financial Statements

January 31, 2004 and 2003

 

Vesting

 

Participants are immediately vested in their voluntary contributions and rollover contribution accounts to the Plan plus actual earnings thereon. If an employee’s date of hire was on or before August 1, 2000, the Company’s contributions and earnings (losses) thereon are one hundred percent (100%) vested. For employees with a hire date after August 1, 2000, the Company’s contributions and earnings (losses) thereon become vested according to the following vesting schedule:

 

Years of Service


   Vested Percentage

 

Less than 1 year

   0 %

1

   20 %

2

   40 %

3

   60 %

4

   80 %

5 or more years

   100 %

 

Company discretionary contributions and earnings (or losses) thereon become vested according to the following schedule:

 

Years of Service


   Vested Percentage

 

Less than 3 years

   0 %

3

   20 %

4

   40 %

5

   60 %

6

   80 %

7 or more years

   100 %

 

The Company’s discretionary contributions and earnings thereon for employees of ELASCO become vested according to the following schedule:

 

Period of Service


   Vested Percentage

 

Less than 2 years

   0 %

2

   20 %

3

   40 %

4

   60 %

5

   80 %

6

   100 %

 

In addition, participants may become fully vested in the Company’s contribution portion of their account balance upon: (1) attaining normal retirement age; (2) death; (3) disability; or (4) termination of the Plan.

 

5


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Notes to Financial Statements

January 31, 2004 and 2003

 

Payment of Benefits

 

The Plan provides for benefit distributions (either as an annuity, installment or lump sum) to Plan participants or the beneficiaries of their vested account balance upon termination of employment, disability or attainment of age 59 1/2. If the value of a vested account is not greater than $5,000 prior to inclusion of rollover or direct transfer contributions when employment is terminated, the benefit will automatically be distributed to the participant following the date of termination.

 

Distributions from the Plan are made in accordance with the Internal Revenue Code.

 

Hardship Withdrawals

 

Participants are able to withdraw all or part of their vested account including savings contributions (but none of the income earned on such contributions) if they have a financial hardship. Hardship withdrawals are permitted at the discretion of the Plan committee. Once a hardship withdrawal is granted, a participant may not make savings contributions for a period of six months.

 

Loans

 

Loans are not permitted in the Plan unless they are transferred in conjunction with the merger of assets of another plan.

 

Investment Options

 

A participant may direct contributions in any of several investment options offered by the Plan. The Plan currently offers as investment options thirteen mutual funds, two common trust funds and common stock of Hughes Supply, Inc.

 

Forfeitures

 

Forfeitures of nonvested accounts of terminated participants serve to (1) fund any Company contributions which were not previously made due to a mistake of fact on the part of the Company; (2) fund employer contributions; or (3) restore the accounts of participants who are reemployed.

 

Forfeited nonvested accounts at January 31, 2004 and 2003 were approximately $101,700 and $37,700, respectively.

 

Special Stock Provisions

 

If participants self-direct a portion of their account balance into the Hughes Common Stock Fund, the following special rules apply.

 

  If the Company declares a cash dividend on the Hughes Supply, Inc. common stock, the Committee may direct that the cash dividend be paid directly to the participant (outside the Plan), paid to the Plan and then distributed to the participant (outside the plan), or upon the participant’s election, paid to the participant (outside the Plan), paid into the participant’s Plan account or reinvested in additional Company common stock.

 

  Participants will be permitted to vote shares of any common stock held in their Plan account.

 

  Participants may demand that when they take a distribution from their account, that the portion of their account invested in Company common stock be distributed to them in the form of Company common stock.

 

6


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Notes to Financial Statements

January 31, 2004 and 2003

 

2. Summary of Accounting Policies

 

Basis of Accounting

 

The financial statements have been prepared on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America.

 

Plan Investments

 

The Plan’s investments are stated at fair value. Quoted market prices are used to value investments in common stock. Shares of mutual funds and common collective trust are valued at the net asset value of shares held by the Plan at year end. Purchases and sales of securities are recorded as of the trade date. Interest income is accrued as earned, and dividend income is recorded as of the ex-dividend date. The Plan’s investments in limited partnerships are valued based upon the fair market value of the underlying assets held by the limited partnerships. The Plan presents, in the Statement of Changes in Net Assets Available for Benefits, the net appreciation (depreciation) in the fair value of its investments which consists of realized gains or losses and the unrealized appreciation (depreciation) of those investments.

 

Participant loans are valued at cost, which approximates fair value.

 

Payment of Benefits

 

Benefits are recorded when paid.

 

Administrative Expenses

 

The Company provides certain administrative and accounting services to the Plan at no cost and also pays certain other administrative expenses on behalf of the Plan.

 

Use of Estimates

 

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the amounts of assets, liabilities and changes therein. Actual results could differ from those estimates.

 

Risks and Uncertainties

 

The Plan provides for various investment options which, in turn, invest in any combination of stocks, mutual funds and other investment securities. These investments are exposed to various risks, such as interest rate, market and credit risks. Due to the level of risk associated with certain investments and the level of uncertainty related to changes in the value of investments, it is possible that changes in risks in the near term would materially affect participant account balances, and the amounts reported in the Statements of Net Assets Available for Benefits and the Statements of Changes in Net Assets Available for Benefits.

 

The Plan is exposed to credit loss in the event of nonperformance by the investment managers of the funds; however, the Plan does not anticipate nonperformance by the investment managers.

 

7


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Notes to Financial Statements

January 31, 2004 and 2003

 

Scope of Report by Independent Registered Certified Public Accounting Firm

 

The January 31, 2003 amounts were audited by other Independent Certified Public Accountants whose report dated August 7, 2003 was limited in scope pursuant to 29 CFR 2520.103-8 of the Department of Labor’s Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These financial statements have been audited in accordance with the standards of the Public Company Accounting Oversight Board (United States) and auditing standards generally accepted in the United States of America and are included herein. There were no adjustments to the previously reported amounts.

 

3. Investments

 

The following table presents the fair value of investments at January 31, 2004 and 2003:

 

     2004

   2003

Investments, at fair value

             

Mutual funds

   $ 91,075,663    $ 60,371,140

Hughes Supply, Inc. common stock

     16,310,871      8,396,311

Common collective trusts

     18,277,146      15,012,935

Limited partnerships

     318,000      346,000

Participant loans

     88,633      124,115
    

  

Total

   $ 126,070,313    $ 84,250,501
    

  

 

During 2004 and 2003, the Plan’s investments, including gains and losses of investments bought and sold, as well as held during the year, appreciated (depreciated) in value, as follows:

 

     2004

    2003

 

Mutual funds

   $ 18,523,433     $ (13,693,786 )

Common collective trusts

     873,251       (459,915 )

Hughes Supply, Inc. common stock

     8,600,230       (1,831,603 )

Limited partnerships

     (28,000 )     24,500  
    


 


Total

   $ 27,968,914     $ (15,960,804 )
    


 


 

8


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Notes to Financial Statements

January 31, 2004 and 2003

 

The following individual investments represent 5% or more of the net assets available for Plan benefits at January 31, 2004 and 2003:

 

     2004

   2003

Hughes Supply, Inc. common stock

   $ 16,310,871    $ 8,396,311

PIMCO Total Return Fund

     9,451,841      8,160,133

Putnam Asset Allocation Balance Fund

     8,706,272      6,325,957

Putnam Asset Allocation Growth Fund

     12,487,364      8,864,313

The Putnam Fund for Growth and Income

     13,527,853      9,086,383

Putnam Growth Opportunities Fund

     14,160,042      10,065,507

Putnam Stable Value Fund

     14,397,082      12,872,202

Van Kampen Aggressive Growth Fund

     11,218,854      7,106,199

 

The Plan’s investments are held, invested and administered by Putnam Trust Company, pursuant to a trust agreement dated February 1, 2001.

 

Investment earnings are automatically reinvested into the fund from which they were derived.

 

Each participant files an election designating the proportion in which contributions on his or her behalf are allocated between the funds. Participants may change their election or transfer monies between certain funds at any time.

 

4. Nonparticipant-Directed Investments

 

Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments is as follows:

 

     2004

   2003

Net assets

             

Investments

             

Limited partnerships

   $ 318,000    $ 346,000
    

  

Total assets

     318,000      346,000
    

  

Liabilities

             

Accounts payable and accrued expenses

     —        —  
    

  

Total liabilities

     —        —  
    

  

Net assets

   $ 318,000    $ 346,000
    

  

 

9


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Notes to Financial Statements

January 31, 2004 and 2003

 

    

Year Ended

January 31,


     2004

    2003

Changes in net assets

              

Additions

              

Net (depreciation) appreciation in fair value of investments

   $ (28,000 )   $ 24,500
    


 

Total additions

     (28,000 )     24,500
    


 

Deductions

     —         —  
    


 

Transfers to participant-directed investments

     —         —  
    


 

Net (decrease) increase

   $ (28,000 )   $ 24,500
    


 

 

5. Tax Determination

 

The Internal Revenue Service has determined and informed the Company by a letter dated November 17, 2003 that the Plan is qualified and the trust established under the Plan is tax-exempt, under the appropriate sections of the Internal Revenue Code. The Plan Administrator and the Plan’s tax counsel believe that the Plan is being operated in compliance with the applicable requirements of the Internal Revenue Code; therefore, no provision for income taxes has been included in the Plan’s financial statements.

 

6. Plan Amendment or Termination

 

While the Company has not expressed any intent to discontinue the Plan, it reserves the right to amend or terminate the Plan at any time subject to the terms of the Plan agreement. If the Plan is terminated, the interest of the participants would become fully vested and nonforfeitable.

 

7. Party-in-Interest Transactions

 

Certain Plan investments include shares of Company stock, mutual funds and common trust funds managed by the Trustee. The Plan purchased approximately 104,000 and 91,000 shares of the Company’s common stock during the years ended January 31, 2004 and 2003, respectively, and sold approximately 112,000 and 92,000 shares of the Company’s common stock during the years ended January 31, 2004 and 2003, respectively. Fees for the services rendered by parties-in-interest were based on customary rates for such services, and were paid by the Plan sponsor. Transactions resulting in Plan assets being transferred to or used by a related party are prohibited under ERISA unless a specific exemption exists. Putnam Trust Company, the Trustee, is a party-in-interest as defined by ERISA as a result of investing Plan assets in its funds and accounts and providing management services. However, such transactions are exempt under Section 408(b)(8) and are not prohibited by ERISA.

 

10


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Notes to Financial Statements

January 31, 2004 and 2003

 

8. Concentrations of Credit Risk

 

Financial instruments which potentially subject the Plan to concentrations of credit risk consist of the Plan’s investments. Approximately 13 percent and 10 percent of the net assets available for benefits were held in Company stock at January 31, 2004 and 2003, respectively. These assets are exposed to market risk from changes in the market value of such shares.

 

9. Registration of Filing Shares and Filing Requirements

 

In June 1998, the Plan’s sponsor filed a registration statement on Form S-8 to register 250,000 shares of the Plan sponsor’s common stock to be acquired by Plan participants pursuant to the Plan and the interests of those participants in the Plan. Subsequent to filing the registration statement, the Plan did not file annual reports on Form 11-K. In addition, the Plan participants acquired in excess of 250,000 shares of common stock of the Plan sponsor pursuant to the Plan. Consequently, the acquisition by the Plan’s trustee for the benefit and at the direction of Plan participants of shares of common stock of the Plan sponsor, as well as the interests of participants in the Plan, may not have been registered in compliance with applicable securities laws.

 

The Plan sponsor may be subject to claims for rescission of acquisitions of shares of the Plan sponsor’s common stock under applicable securities laws during the one year following the date of acquisition of the shares, the statute of limitations period that the Plan sponsor believes may apply to claims for rescission under applicable federal laws. Based upon the Plan sponsor’s preliminary investigation, the Plan sponsor currently believes that approximately 77,600 shares of its common stock may have been transferred to 401(k) plan participants since August 1, 2003 and, if subject to rescission, would have an aggregate repurchase price of approximately $3.8 million, plus interest. The Plan sponsor may also face penalties in connection with these matters and could be subject to claims for rescission for acquisitions prior to the one-year period statute of limitations period.

 

11


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Form 5500, Schedule H, Line 4i – Schedule of Assets (Held at End of Year)

January 31, 2004

 

(a)

  

(b)
Identity of Issue, Borrower, Lessor

or Similar Party


  

(c)
Description of Investment (including

Maturity Date, Rate of Interest,

Collateral, Par or Maturity Value


   (d)
Cost


  

(e)
Current

Value


     American EuroPacific Growth Fund    Mutual fund      N/A    $ 3,094,126
     Dodge & Cox Stock Fund    Mutual fund      N/A      2,399,495
*    Hughes Supply, Inc. common stock    Common stock      N/A      16,310,871
     Montag & Caldwell Growth Fund    Mutual fund      N/A      987,596
     PIMCO Total Return Fund    Mutual fund      N/A      9,451,841
*    Putnam Asset Allocation Balanced Fund    Mutual fund      N/A      8,706,272
*    Putnam Asset Allocation Conservative Fund    Mutual fund      N/A      2,570,083
*    Putnam Asset Allocation Growth Fund    Mutual fund      N/A      12,487,364
*    The Putnam Fund for Growth and Income    Mutual fund      N/A      13,527,953
*    Putnam Growth Opportunities Fund    Mutual fund      N/A      14,160,042
*    Putnam International Growth Fund    Mutual fund      N/A      3,124,119
*    Putnam S & P 500 Index Fund    Common/collective trust      N/A      3,880,064
*    Putnam Stable Value Fund    Common/collective trust      N/A      14,397,082
     Templeton Developing Markets Trust    Mutual fund      N/A      3,315,938
     UAM ICM Small Company Fund    Mutual fund      N/A      6,031,980
     Van Kampen Aggressive Growth Fund    Mutual fund      N/A      11,218,854
     Real Estate Investment    Real estate**    $ 500,000      318,000
*    Participants    Participant loans maturing from 6/03 to 5/18, at 5% to 10.5% interest rate      N/A      88,633
                     

                      $ 126,070,313
                     

 

* A party-in-interest

 

** Includes the following limited partnerships: Schrimsher Land Fund III, Ltd.; Schrimsher Land Fund V, Ltd.; Schrimsher Land Fund VI, Ltd.; and the Schrimsher Land Fund VIII, Ltd.

 

Note: Cost information not required as per Special Rules for certain participant-directed transactions

 

12


Hughes Supply, Inc.

Cash or Deferred Profit Sharing Plan and Trust

Form 5500, Schedule H, Line 4i – Schedule of Assets (Held at End of Year)

January 31, 2003

 

(a)


  

(b)
Identity of Issue, Borrower, Lessor

or Similar Party


  

(c)
Description of Investment (including

Maturity Date, Rate of Interest,

Collateral, Par or Maturity Value


   (d)
Cost


   (e)
Current
Value


     American EuroPacific Growth Fund    Mutual fund      N/A    $ 1,591,757
     Van Kampen Aggressive Growth Fund    Mutual fund      N/A      7,106,199

*

   Hughes Supply, Inc. Common Stock    Common Stock      N/A      8,396,311
     Montag & Caldwell Growth Fund    Mutual fund      N/A      444,030
     PIMCO Total Return Fund    Mutual fund      N/A      8,160,133
     Templeton Developing Markets Trust    Mutual fund      N/A      1,518,412
     Dodge & Cox Stock Fund    Mutual fund      N/A      293,431
     UAM ICM Small Company Fund    Mutual fund      N/A      2,920,079

*

   The Putnam Fund for Growth and Income    Mutual fund      N/A      9,086,383

*

   Putnam Growth Opportunities Fund    Mutual fund      N/A      10,065,507

*

   Putnam Asset Allocation Growth Fund    Mutual fund      N/A      8,864,313

*

   Putnam Asset Allocation Balanced Fund    Mutual fund      N/A      6,325,957

*

   Putnam Asset Allocation Conservative Fund    Mutual fund      N/A      2,069,320

*

   Putnam S & P 500 Index Fund    Common/collective trust      N/A      2,140,733

*

   Putnam Stable Value Fund    Common/collective trust      N/A      12,872,202

*

   Putnam International Growth Fund    Mutual fund      N/A      1,925,619
     Real Estate Investment    Real estate**    $ 500,000      346,000

*

   Participants    Participant loans maturing from 6/03 to 9/07, at 7% to 10%interest rate      N/A      124,115
                     

                      $ 84,250,501
                     

 

* A party-in-interest

 

** Includes the following limited partnerships: Schrimsher Land Fund III, Ltd.; Schrimsher Land Fund V, Ltd.; Schrimsher Land Fund VI, Ltd.; and the Schrimsher Land Fund VIII, Ltd.

 

Note: Cost information not required as per Special Rules for certain participant-directed transactions

 

13


SIGNATURE

 

The Plan. 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 by the undersigned hereunto duly authorized.

 

HUGHES SUPPLY, INC. CASH OR DEFERRED PROFIT SHARING PLAN AND TRUST
By:   /s/    DAVID BEARMAN        
    David Bearman
    Executive Vice President and Chief Financial Officer of Hughes Supply, Inc.,
    Plan Administrator
    (Principal Financial and Accounting Officer)

 

Date: August 13, 2004

 


Exhibit 23.1

 

Consent of Independent Registered Certified Public Accounting Firm

 

The Board of Directors

of Hughes Supply, Inc.:

 

We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 of Hughes Supply, Inc. (filed under Securities and Exchange Commission File No. 333-57977) of our report dated August 12, 2004 relating to the financial statements and supplemental schedule of the Hughes Supply, Inc. Cash or Deferred Profit Sharing Plan and Trust, which appears in this Form 11-K.

 

/s/ PricewaterhouseCoopers LLP

 

Orlando, Florida

August 13, 2004

 

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