-----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, Rc6QA69Vo7nacZL9qPFhjzYaFHMrnyBmLCa+LYqxw3PMbBGX7nBrslrxoVW9R5OG mG7epL6K2ifZMyZq55xGHQ== 0000005187-99-000013.txt : 19990630 0000005187-99-000013.hdr.sgml : 19990630 ACCESSION NUMBER: 0000005187-99-000013 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN HOME PRODUCTS CORP CENTRAL INDEX KEY: 0000005187 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 132526821 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-01225 FILM NUMBER: 99654111 BUSINESS ADDRESS: STREET 1: 5 GIRALDA FARMS CITY: MADISON STATE: NJ ZIP: 07940 BUSINESS PHONE: 9736605835 MAIL ADDRESS: STREET 1: 5 GIRALDA FARMS CITY: MADISON STATE: NJ ZIP: 07940 11-K 1 ANNUAL REPORT - U.S. PLAN =============================================================================== SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT Pursuant to Section 15 (d) of the Securities Exchange Act of 1934 for the year ended December 31, 1998 AMERICAN HOME PRODUCTS CORPORATION SAVINGS PLAN (Full title of the Plan) AMERICAN HOME PRODUCTS CORPORATION (Name of Issuer of the securities held pursuant to the Plan) Five Giralda Farms Madison, New Jersey 07940 (Address of principal executive office) =============================================================================== SIGNATURE --------- Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized. AMERICAN HOME PRODUCTS CORPORATION ---------------------------------- (Registrant) By: /s/ Paul J. Jones ------------------------------- Paul J. Jones Vice President and Comptroller Date: June 23, 1999 SIGNATURE --------- Pursuant to the requirements of the Securities Exchange Act of 1934, the American Home Products Corporation Savings Plan Committee has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized. AMERICAN HOME PRODUCTS CORPORATION SAVINGS PLAN By: /s/ Thomas M . Nee Thomas M. Nee ----------------------------- Chairman of the American Home Products Corporation Savings Plan Committee Date: June 23, 1999 AMERICAN HOME PRODUCTS CORPORATION SAVINGS PLAN FINANCIAL STATEMENTS AS OF DECEMBER 31, 1998 AND 1997 TOGETHER WITH REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS EMPLOYER IDENTIFICATION NUMBER - 13-2526821 PLAN NUMBER - 045 AMERICAN HOME PRODUCTS CORPORATION SAVINGS PLAN DECEMBER 31, 1998 AND 1997 INDEX Page ---- Report of Independent Public Accountants Statements of Net Assets Applicable to Participants' Equity as of December 31, 1998 and 1997 1 - 2 Statement of Changes in Net Assets Applicable to Participants' Equity for the Year Ended December 31, 1998 3 Notes to Financial Statements 4 - 9 Supplemental Schedules: I. Item 27a - Schedule of Assets Held for Investment Purposes as of December 31, 1998 Schedule I II. Item 27d - Schedule of Reportable Transactions For the Year Ended December 31, 1998 Schedule II Consent of Independent Public Accountants REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ---------------------------------------- To the Participants and Savings Plan Committee of the American Home Products Corporation Savings Plan: We have audited the accompanying statements of net assets applicable to participants' equity of the American Home Products Corporation Savings Plan as of December 31, 1998 and 1997, and the related statement of changes in net assets applicable to participants' equity for the year ended December 31, 1998. These financial statements and the supplemental schedules referred to below are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements and schedules 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 applicable to participants' equity of the American Home Products Corporation Savings Plan as of December 31, 1998 and 1997, and the changes in its net assets applicable to participants' equity for the year ended December 31, 1998, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules of assets held for investment purposes and reportable transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The fund information in the statements of net assets applicable to participants' equity and statement of changes in net assets applicable to participants' equity is presented for purposes of additional analysis rather than to present the net assets applicable to participants' equity and statement of changes in net assets applicable to participants' equity of each fund. The supplemental schedules and fund information 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. ARTHUR ANDERSEN LLP New York, New York June 23, 1999 American Home Products Corporation Savings Plan Statement of Net Assets Applicable to Participants' Equity As of December 31, 1998
Fidelity AHPC International Interest Common Fidelity Fidelity Growth & Income Stock Magellan Balance Income Fund Fund Fund Fund Fund --------------------------------------------------------------------------------------- Cash and Cash Equivalents $16,565,851 $0 $0 $0 $0 Investments at Market Value 0 675,971,089 193,011,303 155,613,787 40,419,098 Investment at Contract Value 15,131,239 0 0 0 0 Group Annuity and Other Investment Contracts, at Contract Value 472,688,473 0 0 0 0 Loans to Plan Participants 0 0 0 0 0 Receivable from Employer 1,242,851 6,474,699 1,096,216 464,050 298,527 --------------------------------------------------------------------------------------- Net Assets Applicable to Participants' Equity $505,628,414 $682,445,788 $194,107,519 $156,077,837 $40,717,625 ======================================================================================= Fidelity Fidelity Spartan Low-Priced MAS U.S. Equity Stock Value Loan Total Index Fund Fund Portfolio Fund Funds --------------------------------------------------------------------------------------- Cash and Cash $0 $0 $0 $0 $16,565,851 Equivalents Investments at Market Value 380,335,155 23,422,486 10,437,574 0 1,479,210,492 Investment at Contract Value 0 0 0 0 15,131,239 Group Annuity and Other Investment Contracts, at Contract Value 0 0 0 0 472,688,473 Loans to Plan Participants 0 0 0 32,563,873 32,563,873 Receivable from Employer 1,223,073 173,855 80,871 0 11,054,142 --------------------------------------------------------------------------------------- Net Assets Applicable to Participants' Equity $381,558,228 $23,596,341 $10,518,445 $32,563,873 $2,027,214,070 ======================================================================================= The accompanying notes to financial statements are an integral part of this statement. -1-
American Home Products Corporation Savings Plan Statement of Net Assets Applicable to Participants' Equity As of December 31, 1997
Fidelity AHPC International Interest Common Fidelity Fidelity Growth & Income Stock Magellan Balanced Income Fund Fund Fund Fund Fund --------------------------------------------------------------------------------------- Cash and Cash Equivalents $9,437,192 $920,606 $0 $0 $0 Investments at Market Value 0 457,974,052 141,691,516 140,837,178 40,949,720 Group Annuity and Other Investment Contracts, at Contract Value 523,956,853 0 0 0 0 Loans to Plan Participants 0 0 0 0 0 Receivable from Employer 1,474,728 2,818,627 908,580 461,718 302,212 --------------------------------------------------------------------------------------- Net Assets Applicable to Participants' Equity $534,868,773 $461,713,285 $142,600,096 $141,298,896 $41,251,932 ======================================================================================= Fidelity Fidelity Spartan Low-Priced MAS U.S. Equity Stock Value Loan Total Index Fund Fund Portfolio Fund Funds --------------------------------------------------------------------------------------- Cash and Cash Equivalents $0 $0 $0 $0 $10,357,798 Investments at Market Value 324,715,181 25,465,619 9,065,577 0 1,140,698,843 Group Annuity and Other Investment Contracts, at Contract Value 0 0 0 0 523,956,853 Loans to Plan Participants 0 0 0 40,951,439 40,951,439 Receivable from Employer 1,110,027 131,047 53,721 0 7,260,660 --------------------------------------------------------------------------------------- Net Assets Applicable to Participants' Equity $325,825,208 $25,596,666 $9,119,298 $40,951,439 $1,723,225,593 ======================================================================================== The accompanying notes to financial statements are an integral part of this statement. -2-
American Home Products Corporation Savings Plan Statement of Changes in Net Assets Applicable to Participants' Equity For the Year Ended December 31, 1998
Fidelity Interest International Income AHPC Common Fidelity Magellan Fidelity Growth & Fund Stock Fund Fund Balanced Fund Income Fund -------------------------------------------------------------------------------------- Additions: Participant Contributions $18,691,951 $30,259,848 $18,335,841 $8,537,956 $5,580,087 Employer Contributions 5,827,622 11,195,223 4,640,670 1,933,066 1,461,514 Rollovers into Plan 742,129 743,185 411,750 236,239 134,643 Dividend Income on Investments 0 10,179,100 8,800,045 15,275,676 1,340,219 Interest on Group Annuity and Other Investment Contracts and Cash Equivalents 31,587,524 434,930 0 0 0 Net Appreciation (Depreciation) on Investments 0 222,529,054 39,149,717 11,886,242 2,495,428 Loans Originated (4,183,037) (5,346,338) (1,598,558) (920,939) (337,237) ------------------------------------------------------------------------------------- Total Additions 52,666,189 269,995,002 69,739,465 36,948,240 10,674,654 Deductions: Benefits Paid to Participants (47,837,173) (21,447,153) (7,152,252) (7,322,315) (1,786,573) Loan Repayments, Including Interest 4,996,328 5,010,042 1,645,704 1,037,209 399,431 Transfer out of Plan (59,007,071) (50,316,543) (14,232,474) (10,524,381) (2,742,027) ------------------------------------------------------------------------------------- Total Deductions (101,847,916) (66,753,654) (19,739,022) (16,809,487) (4,129,169) Interfund Transfers 19,941,368 17,491,155 1,506,980 (5,359,812) (7,079,792) Net (Deductions) Additions (29,240,359) 220,732,503 51,507,423 14,778,941 (534,307) Net Assets Applicable to Participants' Equity: Beginning of year 534,868,773 461,713,285 142,600,096 141,298,896 41,251,932 ------------------------------------------------------------------------------------- End of year $505,628,414 $682,445,788 $194,107,519 $156,077,837 $40,717,625 ===================================================================================== Fidelity Spartan Fidelity U.S. Equity Low-Priced MAS Value Index Fund Stock Fund Portfolio Loan Fund Total Funds ------------------------------------------------------------------------------------- Additions: Participant Contributions $22,304,209 $3,275,753 $1,482,685 $0 $108,468,330 Employer Contributions 5,213,840 697,301 320,757 0 31,289,993 Rollovers into Plan 392,374 60,410 73,988 0 2,794,718 Dividend Income on Investments 7,890,025 2,044,860 1,712,898 0 47,242,823 Interest on Group Annuity and Other Investment Contracts and Cash Equivalents 0 0 0 0 32,022,454 Net Appreciation (Depreciation) on Investments 79,511,091 (2,013,639) (2,072,186) 0 351,485,707 Loans Originated (2,042,174) (164,535) (53,328) 14,646,146 0 ------------------------------------------------------------------------------------- Total Additions 113,269,365 3,900,150 1,464,814 14,646,146 573,304,025 Deductions: Benefits Paid to Participants (14,253,705) (1,250,163) (485,022) (1,612,740) (103,147,096) Loan Repayments, Including Interest 2,358,752 226,373 119,357 (12,905,540) 2,887,656 Transfer out of Plan (19,972,103) (1,830,257) (1,915,820) (8,515,432) (169,056,108) ------------------------------------------------------------------------------------- Total Deductions (31,867,056) (2,854,047) (2,281,485) (23,033,712) (269,315,548) Interfund Transfers (25,669,289) (3,046,428) 2,215,818 0 0 Net (Deductions) Additions 55,733,020 (2,000,325) 1,399,147 (8,387,566) 303,988,477 Net Assets Applicable to Participants' Equity: Beginning of year 325,825,208 25,596,666 9,119,298 40,951,439 1,723,225,593 ------------------------------------------------------------------------------------- End of year $381,558,228 $23,596,341 $10,518,445 $32,563,873 $2,027,214,070 ===================================================================================== The accompanying notes to financial statements are an integral part of this statement. -3-
AMERICAN HOME PRODUCTS CORPORATION SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS NOTE 1 - PLAN DESCRIPTION ---------------- The following description of the American Home Products Corporation Savings Plan (the "Plan") only provides general information. Participants of the Plan should refer to the Plan Document for a more detailed and complete description of the Plan's provisions. General - ------- The Plan, a defined contribution profit-sharing plan, was approved and adopted by the Board of Directors of American Home Products Corporation ("AHP" or the "Company") and became effective on April 1, 1985. Full or part-time (U.S. paid) employees of the Company and its participating subsidiaries who are not subject to a collective bargaining agreement ("non-union") are eligible to participate in the Plan after attaining age 21, as defined in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"), as amended, and the Internal Revenue Code (the "Code"). In connection with the sale of the Sherwood-Davis & Geck medical devices business effective February 28, 1998, the assets attributable to participants from the medical devices business were transferred out of the Plan. In connection with the sale of Quinton Instrument Company effective June 5, 1998, the assets attributable to participants from this business were transferred out of the Plan. Contributions - ------------- Participants may elect to make contributions to the Plan in whole percentages up to a maximum of 16% of their covered compensation, as defined. Contributions can be made on a before-tax basis ("salary deferral contributions"), an after-tax basis ("after-tax contributions"), or a combination of both. AHP will contribute an amount equal to 50% of the participant's contributions to the Plan for contributions up to 6% of the participant's covered compensation. Under the Code, salary deferral contributions, total annual contributions, and the amount of compensation that can be included for Plan purposes are subject to annual limitations. -4- Vesting and Separation From Service - ----------------------------------- Participants are fully vested at all times in their salary deferral and after-tax contributions and rollovers. A participant is also fully vested in Company matching contributions if the participant has at least five years of continuous service, as defined. If participants have less than five years of continuous service, such participants become vested in the matching contribution according to the following schedule: Vesting Years of Continuous Service Percentage --------------------------- ---------- 1 year completed 0% 2 years completed 25% 3 years completed 50% 4 years completed 75% 5 years completed 100% Regardless of the number of years of continuous service, participants shall be fully vested in their matching contribution account upon reaching age 65 or upon death, if earlier. The non-vested portion of the matching contribution is forfeited and becomes available to satisfy future Company matching contributions, if employment is terminated prior to full vesting. As of December 31, 1998, the amount of forfeitures available to offset future Company contributions totaled $210,325. Distributions - ------------- Participants are entitled to withdraw all or any portion of their after-tax contributions. Participants may make full or partial withdrawals of funds in any of their accounts upon attaining age 59 1/2 or for financial hardship, as defined in the Plan Document, before that age. Participants may qualify for financial hardship withdrawals if they have an immediate and heavy financial need, as determined by the AHP Savings Plan Committee (the "Committee"). Participants are limited to one hardship and one non-hardship withdrawal each year, and have no other funds that are readily available to meet that need. Participants cannot make a hardship withdrawal of the earnings on before-tax account balances which were credited to their accounts on or after January 1, 1988. Upon termination of employment, participants are entitled to a lump-sum distribution of their vested account balance. An election can be made to defer the distribution if the participant's account balance is greater than $5,000 and the participant is less than 70 1/2 years of age. -5- Loans - ----- Employees who have a vested account balance of at least $2,000 may borrow from the vested portion of their account, subject to certain maximum amounts. Participants in the Plan may borrow up to 50% of their vested account balances. Each loan is secured by the borrower's vested interest in their account balance. Participants may have outstanding up to two general purpose loans and one loan to acquire or construct a principal residence. All loans must be repaid within 5 years except for those used to acquire or construct a principal residence, which must be repaid within 15 years. Defaults on participants' loans during the year are treated as withdrawals and are fully taxable to the participants. The interest rate charged provides a return commensurate with a market rate, or such other rate as permitted by government regulations. Amendments to the Plan - ---------------------- The Plan was amended in 1998 to allow employees of the Company the option to rollover investment balances from other U.S. qualified pension and savings plans into the Plan. These balances may be invested in any of the investment options provided by the Plan. Effective January 1, 1998, the Committee amended the Plan with regards to the provisions dealing with hardship withdrawals, restrictions on loan repayments, and to increase from $3,500 to $5,000 the threshold for the automatic cashout of terminated employees. NOTE 2 - ACCOUNTING POLICIES ------------------- Investment Valuation - -------------------- AHP's common stock is recorded at fair market value at December 31, 1998 and 1997. Shares in the Fidelity Funds and the MAS Value Portfolio are recorded at fair market value, which is based on their published net asset value at December 31, 1998 and 1997. The contracts comprising the Interest Income Fund are recorded at contract value based upon information provided by the Fidelity Management Trust Company (the "Trustee") which approximates market value. Investment transactions are recorded on a trade date basis. Net realized gains and losses on investments are determined, for accounting purposes, on a moving weighted average basis as of the trade date and are included in net appreciation (depreciation) on investments in the Statement of Changes in Net Assets Applicable to Participants' Equity. The net change in the difference between cost and current market value of investments held is reflected in net appreciation (depreciation) on investments in the Statement of Changes in Net Assets Applicable to Participants' Equity. Administrative Costs - -------------------- All costs and expenses of administering the Plan are paid by AHP. -6- Receivable from Employer - ------------------------ The receivable from employer at December 31, 1998 and 1997 represents employer and employee contributions and loan repayments withheld from employees' but not remitted to the Trustee until after the Plan's year-end. Use of Estimates - ---------------- The financial statements have been prepared in accordance with generally accepted accounting principles and necessarily include amounts based on judgements and estimates made by management. NOTE 3 - INVESTMENT ELECTIONS -------------------- Participants can elect to invest amounts credited to their account in any of eight investment funds and transfer amounts between funds at any time during the year. Investment elections must be made in multiples of 10%. Transfers between funds must be made in whole percentages and/or in an amount of at least $250. The eight investment options are as follows: Interest Income Fund - consists primarily of contracts issued by life insurance companies which pay a specified rate of interest for a fixed period of time and repay principal at maturity. The fund and its contracts are not guaranteed by the Company or any other institution. However, the Committee has established guidelines that provide that contracts be placed with companies rated Aa3 or higher by Moody's and AA- or higher by Standard & Poor. The interest rate payable to Plan participants in this fund will be a rate which reflects a blend of the total investments made by the fund. During 1998, the Company began investing in a collective trust. The purpose of the collective trust is to provide for the collective investment of assets of participating tax qualified pension and profit sharing plans and related trusts in guaranteed investment contracts and readily marketable assets. The average blended interest rate attributable to the contracts in the interest income fund approximated 6.63% for 1998. AHPC Common Stock Fund - consists primarily of AHP common stock. Purchases and sales of AHP common stock are made in the open market. Participants have full voting rights for equivalent shares purchased at their direction under the Plan. Fidelity Magellan Fund - consists of shares in a mutual fund managed by Fidelity Management & Research Company that seeks long-term capital appreciation by actively managing investments in the stocks of companies with above average growth potential. -7- Fidelity Balanced Fund - consists of shares in a mutual fund managed by Fidelity Management & Research Company that invests in high yielding securities, including common stocks, preferred stocks and bonds, with at least 25% of the fund's assets in fixed income senior securities. Fidelity International Growth & Income Fund - consists of shares in a mutual fund managed by Fidelity Management & Research Company that seeks long-term growth and current income by investing in assets, of which at least 65% are in securities of issuers that have their principal business activities outside of the United States. Fidelity Spartan U.S. Equity Index Fund - consists of shares in a mutual fund managed by Fidelity Management & Research Company that seeks to provide investment results that correspond to the total return performance of the companies that make up the Standard & Poor's 500 Index. Fidelity Low-Priced Stock Fund - consists of shares in a mutual fund managed by Fidelity Management & Research Company, that invests primarily in domestic and international small capitalization equities. MAS Value Portfolio - consists of shares in a mutual fund managed by Miller Anderson & Sherrerd which seeks long-term returns by investing in stocks of large and mid-sized companies. NOTE 4 - MANAGEMENT OF THE PLAN ---------------------- The Plan is administered by the Committee, which was appointed by the Board of Directors of AHP. Fidelity Management Trust Company was appointed by the Committee as Trustee, recordkeeper, and custodian, and is a party-in-interest to the Plan. NOTE 5 - FEDERAL INCOME TAX STATUS ------------------------- The Plan obtained its latest determination letter on November 29, 1995, in which the Internal Revenue Service stated that the Plan, as amended effective December 22, 1994, was in compliance with the applicable requirements of the Code. The Plan has been amended since receiving the determination letter. However, the plan administrator believes that the Plan, as currently designed, is being operated in compliance with the applicable requirements of the Code. NOTE 6 - PLAN TERMINATION ---------------- Although it has not expressed any intention to do so, the Company 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 Plan termination, participants will become 100% vested in their Company contribution accounts and are entitled to full distribution of such amounts. -8- NOTE 7 - INVESTMENTS ----------- The fair market value of individual investments that represent 5% or more of the Plan's total net assets are as follows: 1998 1997 ---- ---- AHPC Common Stock, 12,000,629 and 11,974,686* shares, respectively $675,971,089 $457,974,052 Fidelity Magellan Fund $193,011,303 $141,691,516 Fidelity Balanced Fund $155,613,787 $140,837,178 Fidelity Spartan U.S. Equity Index $380,335,155 $324,715,181 Fund *Adjusted to reflect a two-for-one common stock split effective April 24,1998. NOTE 8 - SUBSEQUENT EVENTS ----------------- The Plan will be amended to allow Plan participants retiring July 1, 1999 or later to roll lump-sum distributions from the AHPC Retirement Plan - U.S. into the Plan, provided that retirees retain a balance in the Plan subsequent to retirement. During 1999, the Company approved the merging of the AHPC Solgar Union Profit Sharing Retirement Plan (the "Solgar Plan") into the Plan. The balances from the Solgar Plan will be 100% vested at the time of the merger. -9- Schedule I American Home Products Corporation Savings Plan Item 27a - Schedule of Assets Held for Investment Purposes As of December 31, 1998 Employer Identification Number - 13-2526821 Plan Number - 045
(d) Cost/ (a&b) Identity of Issuer (c) Description of Investment Contract Value (e)Current Value - ------------------------ ----------------------------- -------------- ---------------- Group Annuity and Investment Contracts: - --------------------------------------- Allstate Life Insurance GIC 6.30% Due 9/15/00 $6,110,226 $6,110,226 GIC 6.75% Due 3/15/02 29,344,691 29,344,691 American International Life GIC 7.02% Due 7/01/99 2,276,639 2,276,639 GIC 5.53% Due 12/17/01 25,836,300 25,836,300 John Hancock Mutual Life Insurance GIC 7.25% Due 7/01/99 8,930,817 8,930,817 GIC 5.80% Due 12/15/00 20,553,903 20,553,903 GIC 6.05% Due 12/15/04 25,475,499 25,475,499 GIC 7.05% Due 9/28/01 22,747,590 22,747,590 Metropolitan Life Insurance GIC 6.38% Due 6/15/00 23,283,459 23,283,459 GIC 7.00% Due 12/15/02 21,826,762 21,826,762 Monumental Life Insurance GIC 6.10% Due 9/30/01 14,237,615 14,237,615 GIC 8.15% Due 10/1/99 13,606,038 13,606,038 GIC 6.74% Due 6/15/00 27,804,403 27,804,403 GIC 6.56% Due 6/16/03 22,703,645 22,703,645 New York Life Insurance GIC 7.47% Due 6/15/99 43,850,919 43,850,919 Pacific Mutual Life Insurance GIC 6.06% Due 6/30/01 14,216,354 14,216,354 GIC 7.05% Due 6/14/02 11,548,810 11,548,810 GIC 6.73% Due 9/15/02 28,086,099 28,086,099 Principal Mutual Life Insurance GIC 5.65% Due 12/31/02 24,305,344 24,305,344 GIC 6.40% Due 12/15/01 48,887,747 48,887,747 The accompanying notes to financial statements are an integral part of this schedule.
Schedule I (Continued) American Home Products Corporation Savings Plan Item 27a - Schedule of Assets Held for Investment Purposes As of December 31, 1998 Employer Identification Number - 13-2526821 Plan Number - 045
(d) Cost/ (a&b) Identity of Issuer (c) Description of Investment Contract Value (e)Current Value - ------------------------ ----------------------------- -------------- ---------------- Group Annuity and Investment Contracts: - --------------------------------------- Security Life of Denver GIC 7.05% Due 6/14/02 16,697,555 16,697,555 Transamerica Life and Annuity GIC 6.24% Due 9/15/00 20,358,058 20,358,058 ------------------------------- Total Group Annuity and Other Investment Contracts $472,688,473 $472,688,473 ================================= Collective Trust: - ----------------- SEI Financial Management 6.16% $15,131,239 $15,131,239 ================================= American Home Products* Corporation Common Stock 12,000,629 shares $429,671,455 $675,971,089 ------------------------ ================================= Mutual Funds: - ------------- Fidelity Management Trust Company* Magellan Fund 1,597,511 shares $145,929,839 $193,011,303 ================================= Fidelity Management Trust Company* Balanced Fund 9,511,845 shares $135,555,932 $155,613,787 ================================= Fidelity Management Trust Company* International Growth & Income Fund 1,933,033 shares $38,452,187 $40,419,098 ================================= Fidelity Management Trust Company* Spartan U.S. Equity Index Fund 8,651,846 shares $236,901,594 $380,335,155 ================================= Fidelity Management Trust Company* Low-Priced Stock Fund 1,025,054 shares $25,335,994 $23,422,486 ================================= Miller Anderson & Sherrerd MAS Value Portfolio 723,324 shares $12,896,530 $10,437,574 ================================= Loans Receivable: - ----------------- Loans to Plan Participants Rates ranging from 6.5% to 11% Due through 2014 $32,563,873 $32,563,873 ================================= * Represents a party-in-interest to the Plan. The accompanying notes to financial statements are an integral part of this schedule.
Schedule II American Home Products Corporation Savings Plan Item 27d - Schedule of Reportable Transactions For the Year Ended December 31, 1998 Employer Identification Number - 13-2526821 Plan Number - 045
(h) CURRENT (f) EXPENSES VALUE OF (c) INCURRED ASSET ON (a&b) IDENTITY OF PARTY INVOLVED PURCHASE (d)SELLING (e) LEASE WITH (g) COST OF TRANSACTION (i) NET GAIN OR AND DESCRIPTION OF ASSET PRICE PRICE RENTALS TRANSACTION ASSET DATE LOSS - ------------------------------------------------------------------------------------------------------------------------------------ BANK OF BOSTON 30 PURCHASES $74,732,991 $0 $0 $0 $74,732,991 $74,732,991 $0 30 SALES $0 $74,732,991 $0 $0 $74,732,991 $74,732,991 $0 JOHN HANCOCK MUTUAL 2 PURCHASES $60,468,668 $0 $0 $0 $60,468,668 $60,468,668 $0 6 SALES $0 $58,866,855 $0 $0 $58,866,855 $58,866,855 $0 MONUMENTAL LIFE INSURANCE 28 PURCHASES $128,278,000 $0 $0 $0 $128,278,000 $128,278,000 $0 28 SALES $0 $132,604,577 $0 $0 $132,604,577 $132,604,577 $0 FIDELITY INSTITUTIONAL MONEY MARKET FUND 219 PURCHASES $572,542,946 $0 $0 $0 $572,542,946 $572,542,946 $0 247 SALES $0 $563,067,367 $0 $0 $563,067,367 $563,067,367 $0 AHPC COMMON STOCK FUND 252 PURCHASES $521,833,276 $0 $0 $0 $521,833,276 $521,833,276 $0 252 SALES $0 $534,624,124 $0 $0 $432,325,369 $534,624,124 $102,298,755 FIDELITY MAGELLAN FUND 252 PURCHASES $74,068,787 $0 $0 $0 $74,068,787 $74,068,787 $0 248 SALES $0 $61,902,654 $0 $0 $55,415,891 $61,902,654 $6,486,763 FIDELITY BALANCED FUND 251 PURCHASES $49,552,930 $0 $0 $0 $49,552,930 $49,552,930 $0 249 SALES $0 $46,692,704 $0 $0 $42,737,424 $46,692,704 $3,955,280 FIDELITY SPARTAN U.S. EQUITY INDEX FUND 252 PURCHASES $115,838,024 $0 $0 $0 $115,838,024 $115,838,024 $0 252 SALES $0 $139,773,123 $0 $0 $111,666,613 $139,773,123 $28,106,510 (A) Reportable transactions are those purchases and sales of the same security which, individually or in the aggregate, exceed 5% of the total Plan net assets as of the beginning of the Plan year. The accompanying notes to financial statements are an integral part of this schedule. CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS ----------------------------------------- As independent public accountants, we hereby consent to the incorporation of our report included in this Form 11-K into the American Home Products Corporation previously filed Form S-3 Registration Statements Nos. 33-45324 and 33-57339 and Form S-8 Registration Statements Nos. 2-96127, 33-24068, 33-53733, 33-41434, 33-55449, 33-45970, 33-14458, 33-50149, 33-55456, 333-15509, and 333-76939. ARTHUR ANDERSEN LLP New York, New York June 23, 1999
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