-----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, DKRbk0/O+gLaP9ieiwinst3dnjxIhm868lpVeWuabxQEpqHCdFRYC5sOTSS2dcaf YxYcY0AEegQQzxjg0o0lMw== 0000050485-96-000010.txt : 19960701 0000050485-96-000010.hdr.sgml : 19960701 ACCESSION NUMBER: 0000050485-96-000010 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960628 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: INGERSOLL RAND CO CENTRAL INDEX KEY: 0000050485 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560] IRS NUMBER: 135156640 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00985 FILM NUMBER: 96587808 BUSINESS ADDRESS: STREET 1: 200 CHESTNUT RIDGE RD STREET 2: PO BOX 8738 CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07675 BUSINESS PHONE: 2015730123 MAIL ADDRESS: STREET 1: 200 CHESTNUT RIDGE ROAD CITY: WOODCLIFF LAKE STATE: NJ ZIP: 07675 11-K 1 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 For the fiscal year ended December 31, 1995 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 address of the plan, if different from that of the issuer named below: INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Ingersoll-Rand Company P. O. Box 8738 Woodcliff Lake, New Jersey 07675 1 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Benefits Committee has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. Ingersoll-Rand Company Savings and Stock Investment Plan (Registrant) Date June 28, 1996 By /S/William M. Menaghan William M. Menaghan Benefits Committee Member 2 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (Post-Effective Amendment No. 4 to No. 2-64708) of Ingersoll-Rand Company of our report dated June 17, 1996 appearing on page 5 of this Form 11-K. /S/ Price Waterhouse LLP PRICE WATERHOUSE LLP Morristown, New Jersey June 28, 1996 3 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN INDEX TO FINANCIAL STATEMENTS Page Report of independent accountants 5 Statement of financial condition at December 31, 1995 and 1994: Combined Plan Summary 6 Fixed Income Fund 7 Mutual Fund 8 Company Stock Fund 9 Loan Fund 10 Statement of income and changes in plan/fund equity for the years ended December 31, 1995 and 1994: Combined Plan Summary 6 Fixed Income Fund 7 Mutual Fund 8 Company Stock Fund 9 Loan Fund 10 Notes to financial statements 11-19 4 Report of Independent Accountants To the Benefits Committee and Participants of the Ingersoll-Rand Company Savings and Stock Investment Plan In our opinion, the financial statements listed in the accompanying index present fairly, in all material respects, the financial position of the Ingersoll-Rand Company Savings and Stock Investment Plan at December 31, 1995 and 1994, and the results of its operations and the changes in its plan equity for the years then ended, in conformity with generally accepted accounting principles. These financial statements are the responsibility of the Benefits Committee; 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 generally accepted auditing standards which 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 the Benefits Committee, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. /S/ Price Waterhouse LLP PRICE WATERHOUSE LLP Morristown, New Jersey June 17, 1996 5 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN COMBINED PLAN SUMMARY STATEMENT OF FINANCIAL CONDITION December 31 1995 1994 Assets: Investments at current value: Combined Trust Fixed Income Fund $133,722,453 $122,082,549 Combined Trust Mutual Fund 121,019,034 82,721,898 Combined Trust Ingersoll-Rand Company Stock Fund 183,035,949 165,420,837 437,777,436 370,225,284 Participant loans receivable, net 24,120,786 20,154,381 Contributions receivable, net 2,820,869 3,921,394 Total assets 464,719,091 394,301,059 Plan equity $464,719,091 $394,301,059 STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY For the years ended December 31 1995 1994 Contributions: Participants $ 36,428,015 $ 33,343,082 Company, net 9,798,714 12,230,877 46,226,729 45,573,959 Income(Loss): Dividends and interest 18,540,683 12,999,366 Net appreciation (depreciation) of investments (including dividends in 1994) 45,684,603 (33,331,145) Net income (loss) 64,225,286 (20,331,779) Total 110,452,015 25,242,180 Participant withdrawals and distributions 40,215,502 44,998,657 Transfers (from) other funds, net (86,819) (92,027) Transfers (from) to other plans, net (94,700) 212,019 Net increase (decrease) in plan equity 70,418,032 (19,876,469) Plan equity at beginning of year 394,301,059 414,177,528 Plan equity at end of year $464,719,091 $394,301,059 See accompanying notes to financial statements. 6 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN FIXED INCOME FUND STATEMENT OF FINANCIAL CONDITION December 31 1995 1994 Assets: Investments at current value: Combined Trust Fixed Income Fund $133,722,453 $122,082,549 Contributions receivable, net 1,310,243 1,475,511 Total assets 135,032,696 123,558,060 Fund equity $135,032,696 $123,558,060 STATEMENT OF INCOME AND CHANGES IN FUND EQUITY For the years ended December 31 1995 1994 Contributions: Participants $ 17,479,531 $ 16,954,123 Income: Interest 7,698,329 7,770,184 Net income 7,698,329 7,770,184 Transfers from (to) other funds, net 2,356,769 (5,966,227) Total 27,534,629 18,758,080 Participant withdrawals and distributions 16,096,516 17,798,977 Transfers (from) other plans, net (36,523) (2,858) Net increase in fund equity 11,474,636 961,961 Fund equity at beginning of year 123,558,060 122,596,099 Fund equity at end of year $135,032,696 $123,558,060 See accompanying notes to financial statements. 7 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN MUTUAL FUND STATEMENT OF FINANCIAL CONDITION December 31 1995 1994 Assets: Investments at current value: Combined Trust Mutual Fund $121,019,034 $82,721,898 Contributions receivable, net 1,129,178 990,683 Total assets 122,148,212 83,712,581 Fund equity $122,148,212 $83,712,581 STATEMENT OF INCOME AND CHANGES IN FUND EQUITY For the years ended December 31 1995 1994 Contributions: Participants $ 14,077,987 $12,111,653 Income: Dividends and interest 5,335,362 3,759,251 Net appreciation(depreciation) of investments 25,602,673 (3,464,344) Net income 30,938,035 294,907 Transfers from (to) other funds, net 1,127,498 (1,792,330) Total 46,143,520 10,614,230 Participant withdrawals and distributions 7,770,548 8,021,457 Transfers (from) to other plans, net (62,659) 169,061 Net increase in fund equity 38,435,631 2,423,712 Fund equity at beginning of year 83,712,581 81,288,869 Fund equity at end of year $122,148,212 $83,712,581 See accompanying notes to financial statements. 8 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN COMPANY STOCK FUND STATEMENT OF FINANCIAL CONDITION December 31 1995 1994 Assets: Investments at current value: Combined Trust Ingersoll-Rand Company Stock Fund $183,035,949 $165,420,837 Contributions receivable, net 381,448 1,455,200 Total assets 183,417,397 166,876,037 Fund equity $183,417,397 $166,876,037 STATEMENT OF INCOME AND CHANGES IN FUND EQUITY For the years ended December 31 1995 1994 Contributions: Participants $ 4,870,497 $ 4,277,306 Company, net 9,798,714 12,230,877 14,669,211 16,508,183 Income (Loss): Dividends 3,844,442 0 Net appreciation (depreciation) of investments (including dividends in 1994) 20,081,930 (29,866,801) Net income (loss) 23,926,372 (29,866,801) Transfers (to) from other funds, net (6,681,904) 5,231,898 Total 31,913,679 (8,126,720) Participant withdrawals and distributions 15,367,837 18,414,889 Transfers to other plans,net 4,482 45,651 Net increase (decrease) in fund equity 16,541,360 (26,587,260) Fund equity at beginning of year 166,876,037 193,463,297 Fund equity at end of year $183,417,397 $166,876,037 See accompanying notes to financial statements. 9 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN LOAN FUND STATEMENT OF FINANCIAL CONDITION December 31 1995 1994 Participant loans receivable, net $24,120,786 $20,154,381 Fund equity $24,120,786 $20,154,381 STATEMENT OF INCOME AND CHANGES IN FUND EQUITY For the years ended December 31 1995 1994 Transfers from other funds for loans $14,526,476 $12,233,700 Interest income from loans 1,662,550 1,469,931 16,189,026 13,703,631 Transfers to other funds for repayments 11,242,020 9,615,014 Transfers to other plans, net 0 165 Participant distributions 980,601 763,334 Net increase in fund equity 3,966,405 3,325,118 Fund equity at beginning of year 20,154,381 16,829,263 Fund equity at end of year $24,120,786 $20,154,381 See accompanying notes to financial statements. 10 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS NOTE 1 - DESCRIPTION OF THE PLAN: The following brief description of the Ingersoll-Rand Company Savings and Stock Investment Plan (plan) is for general information purposes. Participants should refer to the plan document for more complete information. The Ingersoll-Rand Company (company) adopted the plan for eligible employees at participating locations. Members of collective bargaining units may not participate in the plan. Eligible employees may participate the first day of the month following 30 calendar days of employment. Participants may contribute as basic contributions one to six percent (in whole percentages) of their compensation through payroll deductions. Participants contributing six percent of compensation may contribute an additional one to eight percent of compensation as supplemental contributions. Only basic contributions receive company matching contributions. Participants may use before or after-tax dollars for part or all of their contributions. Contributions are subject to varying limitations to ensure compliance with Internal Revenue Code requirements. Participants may change their contribution amounts at any time effective the first day of the following payroll period by contacting the recordkeeper through its Benefits Information Line (BIL). The plan assets are held in the Combined Investment Trust (Combined Trust), together with assets from other participating plans. Participants may invest their contributions, in multiples of one percent, in one or more of the following funds: o Fixed Income Fund - A fund that invests in securities and debt that produce a fixed rate of return. Investments may include United States government securities, corporate bonds, notes, debentures, convertible securities, preferred stocks, investment funds or investment contracts. o Mutual Fund - Participants may select the following Fidelity Mutual Funds: Fidelity Fund, Growth and Income Portfolio, U.S. Equity Index Portfolio, and Magellan Fund. 11 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS o Company Stock Fund - A mutual fund consisting primarily of the company's common stock. This fund limits participant investment to 50% of current contributions or account balance on transfers. Each fund reinvests its income in that fund. The company matches basic contributions at a rate determined annually by the company's board of directors. For 1995 and 1994, the match was set at 50 percent of basic contributions. The plan requires that company contributions be at least 25 percent, but no more than 100 percent of participants' basic contributions. Effective October 1, 1995, the plan was amended to provide for an offset in the part of company match contributions under the plan with an equivalent benefit to the plan participants under the Ingersoll-Rand/Clark Leveraged Employee Stock Ownership Plan (LESOP). Amounts accrued under the plan prior to the effective date of this amendment will remain in the plan unaffected. Participant contributions are always 100 percent vested. Company contributions vest on a seven-year, graded-vesting schedule. Employees are 20 percent vested after completing three years of service. The vested percentage then increases in increments of 20 percent per year until fully vested after seven years of service. All company contributions become 100 percent vested if the participant's employment terminates due to disability, retirement or death. On any business day, participants may change their allocation of future contributions and transfer prior contributions between funds. Transfers of prior contributions are in whole percentages or dollars (with a $250 minimum). Participants have several options that permit access to their contributions, earnings and certain vested company contributions. These options are subject to certain rules and restrictions. Plan distributions may be in the form of a lump sum, installments over a maximum of five years or in such other manner that the Benefits Committee may permit. Participant accounts are kept in units and are valued on a daily basis. 12 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS The Benefits Committee, appointed by the company's board of directors, administers the plan. The Finance Committee of the company's board of directors establishes the plan's investment policies. The company intends to continue the plan indefinitely. However, the company retains the right to discontinue the plan. If the company discontinues the plan, all participant account balances become fully vested at the termination date. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: The plan follows the accrual method of accounting. Effective October 1, 1994, Chase Manhattan Bank, NA (Chase) and Coopers & Lybrand LLP replaced Fidelity Investment Institutional Operations Company as trustee and recordkeeper, respectively. Use of Estimates: The preparation of financial statements in accordance with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Valuation of Investments: Plan assets are part of the Combined Trust, which provides unified investment management. Chase invests the plan assets in the various Combined Trust investment funds. Separate participant accounts are maintained by investment fund. These accounts record contributions, withdrawals, transfers, earnings and changes in market value. The insurance company guaranteed interest contracts, the Putnam Guaranteed Horizon Accounts and the Putnam Managed Account, are recorded at their respective contract value. Contract value approximates current value assuming the trust holds the investment until maturity. Contract value equals principal plus cumulative interest earned, reduced by distributions. The Chase Domestic Liquidity Fund contains short-term debt, including commercial paper, bank certificates of deposit and collateralized repurchase agreements. The carrying value of 13 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS these investments is a reasonable estimate of their current value due to the short-term nature of the instruments. All investments are issued or guaranteed by the U.S. government or its agencies. Repurchase agreements are secured by such instruments. The financial statements report investments in the Mutual Fund and the Company Stock Fund at current value based on published market quotations. Security Transactions and Investment Income: Realized gains or losses on security transactions are recorded on the trade date. Realized gains or losses are the difference between the proceeds received and the participant's average unit cost. Dividend income is recorded on the ex-dividend date and interest income is recorded when earned. The statement of income and changes in plan/fund equity includes unrealized appreciation or depreciation in accordance with the policy of stating investments at current value. Contributions: Participant and company matching contributions are made to the Combined Trust or LESOP within five working days after the end of the month. Participant contributions for each fund are based on the participants' investment decisions. The company matching contributions are made to the Company Stock Fund in cash or common stock. Forfeitures: Forfeitures of nonvested company contributions occur when participants are terminated. Forfeitures of $737,713 in 1995 and $775,550 in 1994 were used to reduce future company contributions. Expenses of the Plan: Most expenses for the administration of the plan and the Combined Trust are paid for by the company. Expenses of the funds related to the investment and reinvestment of assets are included in the cost of the related investments. 14 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS Benefit obligations: Employee distributions to terminated employees are recorded in each fund's financial statements, when paid. The approved and unpaid amounts were $4,038,929 and $1,580,622 at December 31, 1995 and 1994, respectively. These amounts are reflected as liabilities on the plan's Form 5500. NOTE 3 - FIXED INCOME FUND: Investments in the Fixed Income Fund at December 31 were as follows: 1995 1994 Group annuity contracts with: The Travelers Companies $ 4,428,355 $ 4,179,665 Hartford Life Insurance Company 0 3,537,641 Putnam Guaranteed Horizon Accounts 77,702,758 134,335,405 Putnam Managed Account 89,191,183 0 Chase Domestic Liquidity Fund 13,483,488 25,338,550 Chase Cash Account 103 53,338 Total Combined Trust Fixed Income Fund 184,805,887 167,444,599 Less: Other plans 51,083,434 45,362,050 Plan Investment in Fixed Income Fund $133,722,453 $122,082,549 The Travelers Companies' group annuity contract establishes a new interest rate every December, when the contract renews. The new rate applies to all funds held in the group annuity contract during the next plan year. The interest rate was 5.95% for 1995 and is set at 6.50% for 1996. The contract has no final maturity date and ends upon written notice. On December 31, 1994, a $3.5 million group annuity contract with the Hartford Life Insurance Company matured. The trustee transferred the funds to the Chase Domestic Liquidity Fund on January 3, 1995. 15 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS At December 31, 1995, certain assets of the plan are invested in synthetic investment contracts. The Putnam Guaranteed Horizon Accounts and the Putnam Managed Account consist principally of an investment agreement between the company and Putnam and a wrapper contract with a financially responsible third party which provides liquidity or benefit-responsiveness. The Putnam Guaranteed Horizon Accounts under contract at December 31, 1995 were: Average Net Crediting Amount Yield Interest Rate Maturity Date $ 6,959,870 5.24% 5.44% February 15, 1998 23,924,784 5.29% 7.44% December 22, 1997 15,324,134 5.19% 5.93% May 15, 1997 31,493,970 5.35% 6.22% November 15, 1999 $77,702,758 The contract value of the Putnam Managed Account at December 31, 1995 was $89,191,183. This contract has no maturity date and ends upon written notice. The contract values of the Putnam Guaranteed Horizon Accounts and Putnam Managed Account approximate the current values at December 31, 1995. The average yield for 1995 of the Putnam Managed Account was 6.02%. The net crediting rate at December 31, 1995 was 6.21%. The net crediting rate for all synthetic investment contracts is reset twice a year, on January 1 and July 1. In no event shall the net crediting rate be reset below 0% The Chase Domestic Liquidity Fund reported an annualized rate of return of 5.81% for the year ending December 31, 1995 and 5.14% for the three months ending December 31, 1994. 16 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS NOTE 4 - MUTUAL FUND: Participants in the Mutual Fund may invest in the Fidelity Fund, Growth and Income Portfolio, U.S. Equity Index Portfolio and Magellan Fund. Each fund consists of a portfolio of common stocks or other securities based on the fund's investment objective. Prospectuses are available from the Fidelity Management Trust Company. Investments in the Mutual Fund at December 31 were as follows: 1995 1994 Fidelity Fund $ 8,901,110 $ 5,257,312 Growth and Income Portfolio 39,440,377 25,207,138 U.S. Equity Index Portfolio 58,776,728 42,195,285 Magellan Fund 53,489,060 35,882,913 Total Combined Trust Mutual Fund 160,607,275 108,542,648 Less: Other plans 39,588,241 25,820,750 Plan investment in Mutual Fund $121,019,034 $82,721,898 These funds cost $127,913,945 and $105,942,797 at December 31, 1995 and 1994, respectively. Net realized and unrealized appreciation or (depreciation) of investments for the years ended December 31, 1995 and 1994 was as follows: 1995 1994 Fidelity Fund $ 1,341,840 $ (206,522) Growth and Income Portfolio 7,736,459 (1,279,974) U.S. Equity Index Portfolio 14,353,970 (912,415) Magellan Fund 10,246,129 (2,049,851) Total Combined Trust Mutual Fund 33,678,398 (4,448,762) Less: Other plans 8,075,725 (984,418) Net plan appreciation (depreciation) $25,602,673 $(3,464,344) 17 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS NOTE 5 - COMPANY STOCK FUND: Investments in the Company Stock Fund at December 31 were as follows: 1995 1994 Ingersoll-Rand Company common stock $198,743,432 $180,368,797 Chase Domestic Liquidity Fund 2,002,775 1,763,309 Cash 9 0 Total Combined Trust Ingersoll-Rand Company Stock Fund 200,746,216 182,132,106 Less: Other plans 17,710,267 16,711,269 Plan investment in Ingersoll-Rand Company Stock Fund $183,035,949 $165,420,837 The Company Stock Fund investment in company common stock at December 31, 1995 and 1994, included 5,658,176 shares and 5,727,782 shares, respectively. At December 31, 1995 and 1994, these shares cost $125,136,230 and $116,759,698, respectively. Net realized and unrealized appreciation or (depreciation) of investments for the years ended December 31, 1995 and 1994 was as follows: 1995 1994 Combined Investment Trust $ 22,059,385 $(33,005,910) Less: Other plans 1,977,455 (3,139,109) Net plan appreciation (depreciation) $ 20,081,930 $(29,866,801) 18 INGERSOLL-RAND COMPANY SAVINGS AND STOCK INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS NOTE 6 - LOAN FUND: The plan allows participants to borrow from their vested account balances subject to certain limits. Loans are withdrawn from the participants' accounts in a sequence outlined in the plan. The Benefits Committee establishes the loan interest rate and reviews the rate quarterly. In 1995, the interest rate on new loans was 8% during the first half of the year, and became 9% effective July 1, 1995. The loan rate will be adjusted each quarter thereafter in order to reflect the current prime rate. The interest rate on new loans in 1994 was 8%. Interest charges begin 60 days after the initial loan date. Loans are repaid in equal installments through payroll deductions over a maximum of five years. Loan repayments consist of interest and principal, and are reinvested according to the participant's current investment elections. If a participant terminates employment with the company, any outstanding loan balance is considered a distribution. NOTE 7 - FEDERAL INCOME TAXES: In June 1991, a favorable determination letter was received from the Internal Revenue Service indicating that the plan documentation satisfied the requirements for tax qualification under Section 401(a) of the Internal Revenue Code. The trust established for the plan is exempt from federal income tax under Section 501(a) of the Internal Revenue Code. Filing for certain amendments is pending. The company believes the plan complies with Section 401(a); therefore, the financial statements do not provide for income taxes. Employees defer taxes on income earned, company contributions and contributions made under the salary deferral feature. Taxes on employee distributions depend on the form and amount of such payment. NOTE 8 - TRANSFERS (FROM) TO OTHER PLANS: Transfers to (from) the Ingersoll-Dresser Pump Company Savings and Investment Plan were $(67,817) and $212,019 in 1995 and 1994, respectively. Transfers to (from) Dresser Industries were $(31,364) in 1995. There were no other significant plan to plan transfers. 19 -----END PRIVACY-ENHANCED MESSAGE-----