-----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, FEc/Muy6/c5VzDjM9jUQZ3pD6ScCawgK8jXjvr6Q6EG4eLLK6avsecHY43Yp6JS9 dfLnt243MxS47kq7C/dn2A== 0000893220-96-001094.txt : 19960701 0000893220-96-001094.hdr.sgml : 19960701 ACCESSION NUMBER: 0000893220-96-001094 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960628 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: MERCK & CO INC CENTRAL INDEX KEY: 0000064978 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 221109110 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03305 FILM NUMBER: 96588494 BUSINESS ADDRESS: STREET 1: ONE MERCK DR STREET 2: P O BOX 100 CITY: WHITEHOUSE STATION STATE: NJ ZIP: 08889-0100 BUSINESS PHONE: 9084234044 MAIL ADDRESS: STREET 1: ONE MERCK DR STREET 2: PO BOX 100 WS3AB-05 CITY: WHITEHOUSE STATION STATE: NJ ZIP: 08889-0100 11-K 1 ASTRA MERCK INC. FORM 11-K 1 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 (Mark One) [ 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 1-3305 (Merck & Co., Inc.) A. Full title of the plan and the address of the plan, if different from that of the issuer named below: ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN 725 CHESTERBROOK BOULEVARD WAYNE, PA 19087-5677 B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: MERCK & CO., INC. ONE MERCK DRIVE WHITEHOUSE STATION, NJ 08889-0100 2 ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION DECEMBER 31, 1995 3 ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN INDEX TO FINANCIAL STATEMENTS AND ADDITIONAL INFORMATION December 31, 1995 Page(s) Report of Independent Accountants 1 Financial Statements: Statement of Net Assets Available for Benefits, with Fund Information, at December 31, 1995 2 Statement of Changes in Net Assets Available for Benefits, with Fund Information, for the Year Ended December 31, 1995 3 Notes to Financial Statements 4 - 7 Additional Information*: Schedule I: Schedule of Assets Held for Investment Purposes at December 31, 1995 8 Schedule II: Schedule of Reportable Transactions for the Year Ended December 31, 1995 9 *The additional information included is presented for purposes of additional analysis and is not a required part of the basic financial statements but is required by the Employee Retirement Income Security Act of 1974 ("ERISA"). 4 Report of Independent Accountants May 24, 1996 To the Participants and Plan Administrative Committee of the Astra Merck Inc. Employee Savings and Security Plan In our opinion, the accompanying Statement of Net Assets Available for Benefits and the related Statement of Changes in Net Assets Available for Benefits, present fairly, in all material respects, the net assets available for benefits of the Astra Merck Inc. Employee Savings and Security Plan (the "Plan") at December 31, 1995, and the changes in net assets available for benefits for the year then ended, in conformity with generally accepted accounting principles. 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 audit. We conducted our audit 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 management and evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for the opinion expressed above. Our audit was performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in Schedules I and II is presented for purposes of additional analysis and is not a required part of the basic financial statements but is additional information required by ERISA. The Fund Information in the Statement of Net assets Available for Benefits, and the Statement of Changes in Net Assets Available for Benefits, is presented for purposes of additional analysis, rather than to present the net assets available for plan benefits and changes in net assets available for plan benefits of each fund. Schedules I and II and the Fund Information have been subjected to the auditing procedures applied in the audit 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. Price Waterhouse LLP 5 ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION DECEMBER 31, 1995 - --------------------------------------------------------------------------------
Fund Information ----------------------------------------------------------------------------- Merck Fidelity Fidelity Fidelity Fidelity Fidelity Common Magellan Equity- Growth Growth & Intermediate Stock* Fund* Income Company Fund Income Bond Fund Fund Portfolio ----------------------------------------------------------------------------- Assets: Investments at fair value: Common Stock $25,988,749 Mutual funds $5,164,399 $602,373 $1,377,699 $1,622,359 $277,322 Participant loans ----------------------------------------------------------------------------- 25,988,749 5,164,399 602,373 1,377,699 1,622,359 277,322 Receivables: Participant contributions 119,104 68,437 9,480 29,685 30,675 5,624 Employer contributions 30,827 17,976 2,412 7,478 7,798 1,778 Accrued interest and dividends 137,298 2,102 334 391 331 3 ----------------------------------------------------------------------------- Net assets available $26,275,978 $5,252,914 $614,599 $1,415,253 $1,661,163 $284,727 for benefits ============================================================================= Fund Information ------------------------------------------------------------------------------------------ Fidelity Fidelity Fidelity Fidelity Fidelity Fidelity Fidelity Retirement OTC Overseas Balanced Retirement Retirement U.S. Equity Growth Fund Portfolio Fund Fund Money Govt. Money Index Market Market Portfolio Porfolio Portfolio ------------------------------------------------------------------------------------------ Assets: Investments at fair value: Common Stock Mutual funds $460,464 $740,392 $764,220 $1,372,258 $396,282 $348,764 $365,293 Participant loans ------------------------------------------------------------------------------------------ 460,464 740,392 764,220 1,372,258 396,282 348,764 365,293 Receivables: Participant contributions 10,966 17,639 17,427 16,633 5,062 2,351 8,693 Employer contributions 2,834 4,400 4,104 4,763 1,425 680 2,291 Accrued interest and dividends 100 293 289 446 94 324 84 ------------------------------------------------------------------------------------------ Net assets available $474,364 $762,724 $786,040 $1,394,100 $402,863 $352,119 $376,361 for benefits ========================================================================================== Fund Information ---------------- Participant Total Loan Fund --------------------------- Assets: Investments at fair value: Common Stock $25,988,749 Mutual funds 13,491,825 Participant loans $1,383,158 1,383,158 --------------------------- 1,383,158 40,863,732 Receivables: Participant contributions 341,776 Employer contributions 88,766 Accrued interest and dividends 142,089 --------------------------- Net assets available $1,383,158 $41,436,363 for benefits ===========================
*Represents 5% or more of the Plan investments as of December 31, 1995 Page 2 6 ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1995 - --------------------------------------------------------------------------------
Fund Information ---------------------------------------------------------------------------- Merck Fidelity Fidelity Fidelity Fidelity Fidelity Common Magellan Equity- Growth Growth & Intermediate Stock Fund Income Company Income Bond Fund Fund Fund Portfolio ---------------------------------------------------------------------------- Additions to net assets attributed to: Investment income: Net appreciation in fair value of investments $14,207,844 $933,666 $76,368 $203,118 $270,041 $5,042 Dividends and interest 483,982 296,006 30,600 64,762 71,179 13,032 Interest on loans 45,362 19,061 2,611 3,402 2,943 73 ---------------------------------------------------------------------------- Total income on investments 14,737,188 1,248,733 109,579 271,282 344,163 18,147 ---------------------------------------------------------------------------- Contributions to the Plan: Participant contributions 1,437,895 819,707 119,301 313,533 367,984 102,383 Employer contributions 374,702 213,385 29,285 80,776 95,492 29,453 Rollovers from other qualified plans 110,201 111,685 13,870 53,052 88,170 12,704 ---------------------------------------------------------------------------- Total contributions 1,922,798 1,144,777 162,456 447,361 551,646 144,540 ---------------------------------------------------------------------------- Total additions 16,659,986 2,393,510 272,035 718,643 895,809 162,687 ---------------------------------------------------------------------------- Reductions from net assets attributed to: Withdrawals (261,124) (11,491) (2,346) (4,073) (7,350) ---------------------------------------------------------------------------- Transfers among funds: Net reallocations (546,629) 152,156 125,509 160,078 54,868 (54,274) Loans to participants, principal (357,377) (136,168) (34,514) (27,166) (23,156) (440) Loan principal repayments from participants 152,460 52,369 7,456 20,002 20,306 697 ---------------------------------------------------------------------------- Net transfers among funds (751,546) 68,357 98,451 152,914 52,018 (54,017) ---------------------------------------------------------------------------- Total deductions and net transfers among funds (1,012,670) 56,866 98,451 150,568 47,945 (61,367) ----------------------------------------------------------------------------- Net increase 15,647,316 2,450,376 370,486 869,211 943,754 101,320 Transfers from Merck's Employee Savings and Security Plan 10,628,662 2,802,538 244,113 546,042 717,409 183,407 Net assets available for benefits: Beginning of year ----------------------------------------------------------------------------- End of year $26,275,978 $5,252,914 $614,599 $1,415,253 $1,661,163 $284,727 ============================================================================= Fund Information ------------------------------------------------------------------------------------- Fidelity Fidelity Fidelity Fidelity Fidelity Fidelity Fidelity Retirement OTC Overseas Balanced Retirement Retirement U.S. Growth Fund Portfolio Fund Fund Money Govt. Equity Market Money Index Porfolio Market Portfolio Portfolio ------------------------------------------------------------------------------------ Additions to net assets attributed to: Investment income: Net appreciation in fair value of investments $8,765 $99,302 $29,885 $97,692 $71,037 Dividends and interest 40,559 40,263 16,962 49,758 $22,141 $17,511 7,712 Interest on loans 953 2,245 3,055 4,792 1,216 1,504 768 ------------------------------------------------------------------------------------ Total income on investments 50,277 141,810 49,902 152,242 23,357 19,015 79,517 ------------------------------------------------------------------------------------ Contributions to the Plan: Participant contributions 128,914 179,563 229,782 234,600 82,672 42,046 108,209 Employer contributions 31,658 44,614 52,426 64,806 22,136 12,600 28,367 Rollovers from other qualified plans 37,356 25,017 42,652 21,842 18,815 15,687 11,307 ------------------------------------------------------------------------------------ Total contributions 197,928 249,194 324,860 321,248 123,623 70,333 147,883 ------------------------------------------------------------------------------------ Total additions 248,205 391,004 374,762 473,490 146,980 89,348 227,400 ------------------------------------------------------------------------------------ Reductions from net assets attributed to: Withdrawals (7,687) (940) (53,328) (28,320) (10,025) (152) ------------------------------------------------------------------------------------ Transfers among funds: Net reallocations 12,964 94,759 27,111 45,920 (83,715) 3,570 7,683 Loans to participants, principal (10,883) (23,495) (14,664) (33,215) (4,169) (34,317) (4,384) Loan principal repayments from participants 4,265 7,268 9,433 21,361 4,708 3,839 8,500 ------------------------------------------------------------------------------------ Net transfers among funds 6,346 78,532 21,880 34,066 (83,176) (26,908) 11,799 ------------------------------------------------------------------------------------ Total deductions and net transfers among funds 6,346 70,845 20,940 (19,262) (111,496) (36,933) 11,647 ------------------------------------------------------------------------------------ Net increase 254,551 461,849 395,702 454,228 35,484 52,415 239,047 Transfers from Merck's Employee Savings and Security Plan 219,813 300,875 390,338 939,872 367,379 299,704 137,314 Net assets available for benefits: Beginning of year ------------------------------------------------------------------------------------ End of year $474,364 $762,724 $786,040 $1,394,100 $402,863 $352,119 $376,361 ==================================================================================== Fund Information ------------ Participant Loan Fund Total ------------ ------------- Additions to net assets attributed to: Investment income: Net appreciation in fair value of investments $16,002,760 Dividends and interest 1,154,467 Interest on loans 87,985 ---------------------------- Total income on investments 17,245,212 ---------------------------- Contributions to the Plan: Participant contributions 4,166,589 Employer contributions 1,079,700 Rollovers from other qualified plans 562,358 ---------------------------- Total contributions 5,808,647 ---------------------------- Total additions 23,053,859 ---------------------------- Reductions from net assets attributed to: Withdrawals ($189) (387,025) ---------------------------- Transfers among funds: Net reallocations Loans to participants, principal 703,948 Loan principal repayments from participants (312,664) ---------------------------- Net transfers among funds 391,284 ---------------------------- Total deductions and net transfers among funds 391,095 (387,025) ---------------------------- Net increase 391,095 22,666,834 Transfers from Merck's Employee Savings and Security Plan 992,063 18,769,529 Net assets available for benefits: Beginning of year ============================ End of year $1,383,158 $41,436,363 ============================
Page 3 7 ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 1. DESCRIPTION OF THE PLAN The Astra Merck Inc. (the "Company") Employee Savings and Security Plan (the "Plan"), established January 1, 1995, was designed to provide employees a systematic means of saving and investing for the future. Regular full-time, part-time, and temporary employees of the Company as defined by the Plan, who have completed at least one year of employment are eligible to participate in the Plan on the next enrollment date (the first day of each January and each July). The Plan is administered by the Plan Administrative Committee. All costs of administering the Plan are borne by the Company. Contributions. Participants may contribute from 2% to 15% of their base pay and can designate contributions as pre-tax, after-tax or a combination of both. The Company matches 50% of employee contributions up to 5% of base pay per pay period. Company matching contributions are invested in the same investments that participants designate for their own contributions. Both employee and employer contributions to the Plan are limited to maximum amounts established under the Internal Revenue Code. In addition, participants may transfer assets that are held for their benefit by qualified benefit plans of former employers (rollover contributions) into the Plan. Investment Options. Participants direct the investment of their contributions into any of the following investment options, including Merck & Co., Inc. ("Merck") Common Stock: MERCK COMMON STOCK This portfolio consists of shares of Merck Common Stock. FIDELITY MAGELLAN FUND The Magellan Fund invests primarily in common stock and securities convertible to common stock issued by companies operating in the U.S. and/or abroad as well as foreign companies. The fund seeks investment growth by making a profit on invested capital over the long term. FIDELITY EQUITY-INCOME FUND The Equity-Income Fund invests in income-producing equity securities and seeks a dividend yield that exceeds the composite yield of the S&P 500 Index; at the same time, it considers the potential for capital growth. Page 4 8 ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 FIDELITY GROWTH COMPANY FUND The Growth Company Fund seeks capital appreciation mainly through investment in common stocks and securities convertible into common stocks with an emphasis on capital gains rather than on dividend income. FIDELITY GROWTH & INCOME PORTFOLIO The Growth & Income Portfolio seeks a combination of capital growth and current income consistent with reasonable investment risk. It seeks securities of companies with potential for earnings growth while paying current dividends. FIDELITY INTERMEDIATE BOND FUND The Intermediate Bond Fund invests in domestic and foreign investment-grade securities with intermediate maturities. The dollar-weighted average maturity of its obligations ranges between three and ten years. FIDELITY RETIREMENT GROWTH FUND The Retirement Growth Fund seeks capital appreciation by investing primarily in common stocks issued by companies operating in the U.S. and/or abroad. Investments are diversified among a variety of industries and sectors within the market. FIDELITY OTC PORTFOLIO The OTC Portfolio seeks capital appreciation through investment in securities that are traded in the over-the-counter ("OTC") securities market. Though this portfolio invests mainly in common stocks, it can also invest in preferred stocks and debt obligations as well as all other securities offered by the OTC market. FIDELITY OVERSEAS FUND The Overseas Fund seeks capital appreciation, primarily through investments in foreign securities. Normally, at least 65% of its total assets are invested in securities of companies from at least three countries outside of North America (generally these countries are located in Central and South America, the Far East and Pacific basin, and Western Europe). FIDELITY BALANCED FUND The emphasis of the Balanced Fund is income with investments in both stocks and bonds. At least 25% of its total assets will always be invested in fixed-income senior securities to primarily preserve principal. Page 5 9 ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 FIDELITY RETIREMENT MONEY MARKET PORTFOLIO The Money Market Portfolio invests in high quality, U.S. dollar-denominated money market instruments of U.S. and foreign issuers. Investments include short-term corporate obligations, U.S. government obligations and certificates of deposit. FIDELITY RETIREMENT GOVERNMENT MONEY MARKET PORTFOLIO The Government Money Market Portfolio invests in obligations issued or guaranteed as to principal and interest by the U.S. Government, its agencies or instrumentalities. FIDELITY U.S. EQUITY INDEX PORTFOLIO The U.S. Equity Index Portfolio seeks investment results that correspond to the total return performance of United States' publicly traded stocks. Total return performance is the combination of capital changes and income. Many investments made by this portfolio offer the potential for both dividend income and capital appreciation over the long term. PARTICIPANT LOAN FUND The Loan Fund is comprised of amounts transferred from other funds and represents the balance of outstanding participant loans. Vesting. Participants are immediately vested in their contributions, all Company matching contributions, plus actual earnings thereon. Participants' Loans. Participants may borrow from their account balances. The minimum loan is $500 and the maximum loan is the lesser of $50,000 less the highest outstanding loan balance, if any, during the one year period prior to the new loan application date, or 50% of the participant's account balance less any current outstanding loan balance. Participant investments are liquidated on a pro rata basis to fund the loan. The interest rate is the rate in effect the month the loan is made and is based on the prime rate of the Morgan Guaranty Trust Company of New York, plus one percent per annum. Activity related to these borrowings is reflected in the Participants' Loan Account. Page 6 10 ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 2. SUMMARY OF ACCOUNTING POLICIES The financial statements of the Plan have been prepared using the accrual basis of accounting. Investments in mutual funds and Merck Common Stock are stated at quoted market value. Participant loans are valued at cost which approximates fair value. Dividend income is recorded on the ex-dividend date. The appreciation in market value of investments is based on the beginning of the year market value or value at the time of purchase during the year and is included in the Statement of Changes in Net Assets Available for Benefits. 3. INCOME TAX STATUS The Plan Administrative Committee and the Plan's tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Internal Revenue Code. A request for a favorable determination letter will be filed with the Internal Revenue Service in conjunction with the Company's 1995 tax return filing. 4. PARTY-IN-INTEREST TRANSACTIONS On January 1, 1995, in connection with the transfer of assets to the Company on November 1, 1994 to effect a joint venture between Astra AB and Merck, certain employees of Merck became employees of the Company. In accordance with the terms of the agreements governing the formation of the joint venture, account balances of these employees who were participants in Merck's Employee Savings and Security Plan, totalling $18,769,529, were transferred to the Plan, effective January 1, 1995. 5. SUBSEQUENT EVENTS An amendment to the Plan effective July 1, 1996 changes the Company match and employee eligibility. The Company will match 66 2/3% of employees' contributions up to 6% of base pay per pay period. Employees will be eligible to participate in the Plan as of the first of the month following their date of hire. Page 7 11 Schedule I ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1995
MARKET VALUE COST Merck Common Stock* $25,988,749 $15,463,794 Fidelity Magellan Fund* 5,164,399 4,280,836 Fidelity Equity-Income Fund 602,373 532,327 Fidelity Growth Company Fund 1,377,699 1,192,747 Fidelity Growth & Income Portfolio 1,622,359 1,388,757 Fidelity Intermediate Bond Fund 277,322 273,495 Fidelity Retirement Growth Fund 460,464 454,585 Fidelity OTC Portfolio 740,392 649,718 Fidelity Overseas Fund 764,220 738,105 Fidelity Balanced Fund 1,372,258 1,283,474 Fidelity Retirement Money Market Portfolio 396,282 396,282 Fidelity Retirement Government Money Market Portfolio 348,764 348,764 Fidelity U.S. Equity Index Portfolio 365,293 299,449 Participant Loan Account (with interest rates ranging from 7% to 11%) 1,383,158 1,383,158 --------- --------- Totals $40,863,732 $28,685,491 =========== ===========
*Represents 5% or more of the Plan investments as of December 31, 1995. This schedule was derived from data certified as complete and accurate by Fidelity Management Trust Company. Page 8 12 Schedule II ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1995
DESCRIPTION PURCHASES NUMBER OF SALES TOTAL PURCHASES - ---------------------------------------------------------------------------------------------------- Merck Common Stock 122 93 $27,551,167 Fidelity Magellan Fund 115 74 4,528,899 Fidelity Equity-Income Fund 58 25 598,070 Fidelity Growth Company Fund 81 34 1,299,223 Fidelity Growth & Income Portfolio 83 44 1,652,192 Fidelity Intermediate Bond Fund 64 23 379,009 Fidelity Retirement Growth Fund 66 25 510,442 Fidelity OTC Portfolio 76 33 730,212 Fidelity Overseas Fund 77 41 834,620 Fidelity Balanced Fund 78 52 1,535,338 Fidelity Retirement Money Market Portfolio 63 36 556,208 Fidelity Retirement Government Money Market Portfolio 64 35 475,974 Fidelity U.S. Equity Index Portfolio 55 20 347,033 SALES --------------------------------------------------- DESCRIPTION PROCEEDS NET COST GAIN - ---------------------------------------------------------------------------------------------------- Merck Common Stock $16,121,319 $12,087,373 $4,033,946 Fidelity Magellan Fund 298,167 248,062 50,105 Fidelity Equity-Income Fund 72,064 65,742 6,322 Fidelity Growth Company Fund 124,642 106,475 18,167 Fidelity Growth & Income Portfolio 299,873 263,434 36,439 Fidelity Intermediate Bond Fund 106,730 105,515 1,215 Fidelity Retirement Growth Fund 58,744 55,857 2,887 Fidelity OTC Portfolio 89,121 80,494 8,627 Fidelity Overseas Fund 100,285 96,516 3,769 Fidelity Balanced Fund 260,771 251,864 8,907 Fidelity Retirement Money Market Portfolio 159,926 159,926 - Fidelity Retirement Government Money Market Portfolio 127,210 127,210 - Fidelity U.S. Equity Index Portfolio 52,776 47,584 5,192
Page 9 13 SIGNATURES 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 on its behalf by the undersigned thereunto duly authorized. ASTRA MERCK INC. EMPLOYEE SAVINGS AND SECURITY PLAN (Name of Plan) By: /s/ Linda E. Robertson ------------------------------- Linda E. Robertson Administrative Committee Dated: June 24, 1996 14 Exhibit Index Exhibit Page - ------- ---- 23.1 Consent of Price Waterhouse LLP ........................ 1 EX-23.1 2 CONSENT OF PRICE WATERHOUSE LLP 1 Exhibit 23.1 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in that certain Registration Statement on Form s-8 of Merck & Co., Inc., file number #33-64665, of our report dated May 24, 1996 appearing on page 2 of the Report of the Astra Merck Inc. Employee Savings and Security Plan in this Form 11-K for the year ended December 31, 1995. /s/ Price Waterhouse LLP Price Waterhouse LLP Philadelphia, PA June 24, 1996 -----END PRIVACY-ENHANCED MESSAGE-----