-----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, L4PafaITNvcdbVM8YD61HwdnovBsGA+qd/Lur1K7uF30My2rIX0NzC4qGaQrLqaA TMWtU/a/iikhtwSoYdxDrQ== 0000899681-97-000279.txt : 19970701 0000899681-97-000279.hdr.sgml : 19970701 ACCESSION NUMBER: 0000899681-97-000279 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970630 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOSCO CORP CENTRAL INDEX KEY: 0000074091 STANDARD INDUSTRIAL CLASSIFICATION: PETROLEUM REFINING [2911] IRS NUMBER: 951865716 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07910 FILM NUMBER: 97632542 BUSINESS ADDRESS: STREET 1: 72 CUMMINGS POINT RD CITY: STAMFORD STATE: CT ZIP: 06902 BUSINESS PHONE: 2039771000 MAIL ADDRESS: STREET 1: 72 CUMMINGS POINT RD CITY: STAMFORD STATE: CT ZIP: 06902 FORMER COMPANY: FORMER CONFORMED NAME: OIL SHALE CORP DATE OF NAME CHANGE: 19760810 11-K 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ANNUAL REPORT [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1996 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from __________________ to ________________ Commission file number 1-7910 ----------------------------- A. Full title of the plan: TOSCO CAPITAL ACCUMULATION PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: TOSCO CORPORATION 72 Cummings Point Road Stamford, Connecticut 06902 ------------------------------- TOSCO CORPORATION CAPITAL ACCUMULATION PLAN FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES AS OF AND FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 TOSCO CORPORATION CAPITAL ACCUMULATION PLAN Index to financial statements and supplemental schedules Report of independent accountants........................ 2 Statements of net assets available for benefits as of December 31, 1996 and 1995....................... 3 Statements of changes in net assets available for benefits, with fund information for the years ended December 31, 1996 and 1995................................ 4 Notes to financial statements................................ 6 Supplemental schedules: Item 27a - Schedule of assets held for investment purposes as of December 31, 1996................. 15 Item 27d - Schedule of reportable transactions for the year ended December 31, 1996....................... 16 REPORT OF INDEPENDENT ACCOUNTANTS Plan Administrator Tosco Corporation Capital Accumulation Plan Phoenix, Arizona We have audited the accompanying statements of net assets available for benefits of the Tosco Corporation Capital Accumulation Plan (CAP) as of December 31, 1996 and 1995, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the CAP's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the CAP as of December 31, 1996 and 1995, and the changes in net assets available for benefits for the years then ended 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 as of December 31, 1996, and of reportable transactions for the year ended December 31, 1996, 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 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. COOPERS & LYBRAND L.L.P. Phoenix, Arizona June 24, 1997 TOSCO CORPORATION CAPITAL ACCUMULATION PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31 ---------------------- 1996 1995 -------- ------- Assets held for investment: Collective income fund $ 40,719,054 $ 40,929,150 Vanguard mutual funds 100,518,793 75,407,749 Common stock funds 23,572,497 11,156,975 Participant loan receivables 2,004,523 1,507,280 Growth & income fund 927,074 709,165 --------------- ----------------- Total assets 167,741,941 129,710,319 Net assets available for benefits $167,741,941 $ 129,710,319 ============ ============= The accompanying notes are an integral part of these financial statements. TOSCO CORPORATION CAPITAL ACCUMULATION PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995
PHILLIPS TOSCO VANGUARD PETROLEUM COMMON PARTICIPANT GROWTH COLLECTIVE MUTUALS COMMON STOCK LOAN & INCOME INCOME FUND FUNDS (a) STOCK FUND FUND RECEIVABLES FUND TOTAL Net assets at December 31, 1994 $40,150,382 48,789,702 $3,126,775 $6,992,469 $953,683 $- $100,013,011 Net appreciation in fair value of investments 12,425,840 129,963 2,008,892 7,907 14,572,602 Interest and dividend income 2,516,425 2,951,579 104,562 118,962 97,626 34,709 5,823,863 Contributions 2,240,356 14,461,133 823,139 118,495 17,643,123 Withdrawals (3,443,963) (4,199,444) (80,211) (496,985) (118,980) (2,697) (8,342,280) Loan withdrawals, net (89,039) (498,025) (15,921) 574,951 28,034 - Transfers to (from) funds, net (445,011) 1,476,964 (508,028) (1,046,642) 522,717 - ------------- ------------ ---------- ----------- --------- --------- ----------- Change in net assets for the year ended December 31, 1995 778,768 26,618,047 (353,714) 1,391,445 553,597 709,165 29,697,308 Net assets at December 31, 1995 40,929,150 75,407,749 2,773,061 8,383,914 1,507,280 709,165 129,710,319 Net appreciation (depreciation) in fair value of investments 8,454,667 734,538 10,057,673 - (46,522) 19,200,355 Interest and dividend income 2,388,556 4,561,480 89,755 136,898 155,896 3,804 7,336,388 Contributions 1,790,051 15,636,897 - 1,539,088 310,261 19,276,297 Withdrawals (2,633,880) (4,337,337) (312,497) (390,310) (51,395) (56,001) (7,781,420) Loan withdrawals, net 2,271 (340,299) (54,210) 392,742 (504) - Transfers to (from) funds, net (1,757,094) 1,135,636 (125,000) 739,587 6,871 - ------------- ----------- ----------- ---------- --------- -------- ----------- Change in net assets for the year ended December 31, 1996 (210,096) 25,111,044 386,796 12,028,724 497,243 217,909 38,031,620 Net assets at December 31, 1996 $40,719,054 $100,518,793 $3,159,857 $20,412,640 $2,004,523 $927,074 $167,741,941 ============= ============= ============ ============ ========== ========= ============ (a) Statements of changes in net assets available for benefits, with fund information for Vanguard mutual funds appears on page 5. The accompanying notes are an integral part of these financial statements.
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS, CONTINUED FOR THE YEARS ENDED DECEMBER 31, 1996 AND 1995 MARKET TOTAL RESERVES LONG-TERM INTERNATIONAL VANGUARD (VMMR) FEDERAL INDEX 500 U.S. TREASURY GROWTH MUTUAL PRIMECAP WELLINGTON PORTFOLIO PORTFOLIO BOND FUND PORTFOLIO FUNDS Net assets at December 31, 1994 $12,123,138 $18,635,301 $7,443,671 $7,341,158 $1,888,662 $1,357,772 48,789,702 Net appreciation in fair value of investments 4,235,827 4,774,846 - 2,825,588 463,957 125,622 12,425,840 Interest and dividend income 688,357 1,217,488 468,963 277,528 251,249 47,994 2,951,579 Contributions 5,210,200 3,825,187 1,483,017 2,633,802 789,933 518,994 14,461,133 Withdrawals (860,832) (1,658,134) (1,095,555) (364,060) (127,469) (93,394) (4,199,444) Loan withdrawals, net (172,045) (144,753) (41,101) (115,496) (19,678) (4,952) (498,025) Transfers to (from) funds, net 2,344,331 (1,519,643) 435,565 7,565 296,402 (87,256) 1,476,964 ----------- ------------ ------------ ----------- --------- ------------ ---------- Change in net assets for the year ended December 31, 1995 11,445,838 6,494,991 1,250,889 5,264,927 1,654,394 507,008 26,618,047 Net assets at December 31, 1995 23,568,976 25,130,292 8,694,560 12,606,085 3,543,056 1,864,780 75,407,749 Net appreciation (depreciation) in fair value of investments 3,705,823 1,777,527 2,998,444 (265,061) 237,934 8,454,667 Interest and dividend income 929,535 2,413,014 426,577 416,104 223,543 152,707 4,561,480 Contributions 5,743,075 3,931,133 1,223,789 3,249,987 776,159 712,754 15,636,897 Withdrawals (946,795) (1,400,554) (935,893) (858,547) (163,565) (31,983) (4,337,337) Loan withdrawals, net (124,826) (43,479) (89,123) (52,571) (31,242) 942 (340,299) Transfers to (from) funds, net (1,032,555) (70,545) 183,604 2,063,816 (702,789) 694,105 1,135,636 ------------ ------------ ----------- ---------- ------------- ----------- ----------- Change in net assets for the year ended December 31, 1996 8,274,257 6,607,096 808,954 7,817,233 (162,955) 1,766,459 25,111,044 Net assets at December 31, 1996 $31,843,233 $31,737,388 $9,503,514 $20,423,318 $3,380,101 $3,631,239 $100,518,793 ============ ============ ============ ============ ============ ============== ============ The accompanying notes are an integral part of these financial statements.
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN NOTES TO FINANCIAL STATEMENTS Note A--Significant Accounting Policies The accounting records of the Tosco Corporation Capital Accumulation Plan (CAP) are maintained on the accrual basis. Money market reserves are valued at cost which approximate fair value. Investments in the Collective Income Fund include cash equivalents and Bank Investment Contracts (BICs), which are carried at fair value, and Guaranteed Investment Contracts (GICs) with insurance companies, which are carried at contract value plus accumulated interest which approximates fair value. Tosco Corporation Common Stock, Phillips Petroleum Common Stock and other investment securities are traded in established exchanges and are stated at fair value as determined by reference to closing quoted market prices. Purchases and sales of investments are recorded on a trade date basis. Interest income is recorded on the accrual basis. Dividends are recorded on the ex-dividend date. The net appreciation (depreciation) in the fair value of investments consists of realized gains or losses and the unrealized appreciation (depreciation) on those investments. In 1995 the CAP adopted the Statement of Position 94-4, "Reporting of Investment Contracts Held by Health and Welfare Plans and Defined-Contribution Plans" (SOP 94-4). SOP 94-4 requires benefit responsive investment contracts to be reported at contract value and non-benefit responsive contracts at fair value. Benefit responsiveness is determined by the extent to which a contract's terms and the plan permit or require participant-initiated withdrawals at contract value. All of the CAP's contracts are fully benefit responsive. Accordingly, net assets available for benefits are not affected by this adoption. The preparation of financial statements in conformity with generally accepted accounting principles requires management estimates and assumptions that affect the reported amounts of assets and liabilities, the change in net assets and the disclosure of contingent assets and liabilities. Note B--Description of Plan The CAP is the successor to, and a consolidation of, predecessor employee savings plans. The primary purpose of the CAP is to afford eligible employees of Tosco Corporation (Tosco) an opportunity to supplement their retirement income by investing, through regular payroll deductions and on a tax-deferred basis under Section 401(k) of the Internal Revenue Code (Code), in any one of or a combination of several investment funds. Employees of Tosco with at least one year of service are eligible to participate in the CAP. All contributions to the CAP are invested according to the employee's direction. The following contribution provisions apply to all eligible employees: Employees may elect to contribute from 2% to 15% of eligible compensation (up to $150,000 in 1996 and 1995) to the CAP on a pre-tax basis, after-tax basis, or a combination of both, in 1% increments. However, pre-tax contributions could not exceed $9,500 in 1996 and $9,240 in 1995. The first 6% of compensation contributed to the CAP by an employee is matched by Tosco. The level of the matching contribution is reduced from 100% to 75% if an employee has participated in the CAP for 60 months or less. Tosco makes additional non-matching contributions of 5% of eligible compensation (up to $150,000 in 1996 and 1995) to the CAP accounts of non-union employees who are ineligible to participate in the Tosco Pension Plan, a defined benefit pension plan. Additionally, Tosco makes a 2% contribution for eligible employees not covered by a collective bargaining agreement or employed at the Bayway Refinery as a profit sharing contribution, regardless of whether the employee participates in the CAP or not. The profit sharing contribution is available for withdrawal when the employee retires or ceases employment with Tosco. Employees are immediately vested in their individual and in Tosco's contributions. Separate accounts are maintained for each participant. Each participant's account is directly credited with the participant's contribution and the Company's matching contribution. Net earnings from investments in investment funds, which include appreciation (depreciation) in fair value, are allocated to each participant's account based on the ratio of that participant's account balance by investment fund to the total of the investment fund portion of all participants' account balances. TOSCO CORPORATION CAPITAL ACCUMULATION PLAN NOTES TO FINANCIAL STATEMENTS (Continued) Note B--Description of Plan (continued) Total employer and employee contributions to the CAP for the years ended December 31, 1996 and 1995 are summarized below: 1996 1995 ------------- -------------- Contributions: Employer $ 8,540,036 $ 7,757,486 Employee (a) 10,736,261 9,885,637 ------------- ----------- Total $ 19,276,297 $17,643,123 ============ =========== (a) Includes rollover transfers from prior plans of new participant employees of $851,009 and $785,073 for 1996 and 1995 respectively. Administrative expenses of the CAP, which amounted to $119,640 for 1996 and $118,788 for 1995, were paid by Tosco and are not reflected in the financial statements of the CAP. Upon termination of employment, participants receive the market value of contributed funds, which may be greater or less than the amounts originally contributed. Benefits may be provided through the purchase of a 50% joint and survivor annuity (in the case of a married participant) or a life annuity (in the case of a single participant). Participants may also elect to receive benefits in a lump sum, another form of annuity or any other form approved by the Administrative Committee of the CAP. Married participants may not elect such other forms without the consent of their spouse. While it has not expressed any intention to do so, Tosco has the right under the CAP to discontinue contributions to the CAP at any time and to terminate the CAP subject to the provisions set forth in the Employee Retirement Income Security Act of 1974 (ERISA). TOSCO CORPORATION CAPITAL ACCUMULATION PLAN NOTES TO FINANCIAL STATEMENTS (Continued) Note B--Description of Plan (continued) PARTICIPANT LOAN PROGRAM Participants may borrow up to the lesser of 100% of their pre-tax contributions or 50% of the participant's CAP balance, with a maximum of $50,000 and a minimum of $1,000, for up to 5 years. The participants pay all loan origination and administrative fees. Interest at the Bank of America prime rate at the time of loan origination plus 1% is paid by the participant into the participant's CAP account. Interest rates for loans outstanding at December 31, 1996 range from 7% to 10%. Maturity dates of the loans outstanding range from March 1997 to January 2002. Note C--Assets Held for Investment The fair value of assets held for investment, the number of participants in each fund and the net realizable value as of December 31, 1996 and 1995 are as follows: TOSCO CORPORATION CAPITAL ACCUMULATION PLAN NOTE C - ASSETS HELD FOR INVESTMENT
December 31, 1996 December 31, 1995 Net Net Realizable Realizable Number of Value Number of Value Investment Description Participants $/Unit Fair Value Participants $/Unit Fair Value Collective Income Fund 723 12.05 $40,719,054 (a) 800 11.50 $40,929,150(a) Vanguard Mutual Funds: Primecap 1,721 30.08 31,843,233 (a) 1,560 26.23 23,568,976(a) Wellington 1,562 26.15 31,737,388 (a) 1,488 24.43 25,130,292(a) Market Reserves (VMMR) Federal Portfolio 764 1.00 9,503,514 (a) 775 1.00 8,694,560(a) Index 500 Portfolio 1,299 69.16 20,423,318 (a) 1,100 57.60 12,606,085(a) Long Term U.S. Treasury Bond 422 9.96 3,380,101 438 10.79 3,543,056 International Growth Portfolio 407 16.46 3,631,239 275 15.02 1,864,780 --------------- --------------- 100,518,793 (b) 75,407,749(b) Growth & Income Fund 157 15.15 927,074 103 15.39 709,165 Common Stock Funds Phillips Petroleum Common Stock Fund 27 51.54 3,159,857 28 39.84 2,773,061 Tosco Common Stock Fund 1,246 31.43 20,412,640 (a) 891 15.24 8,383,914(a) ---------------- -------------- 23,572,497 (b) 11,156,975(b) Participant Loan Receivables 342 2,004,523 253 1,507,280 ----------------- --------------- $167,741,941 $129,710,319 ================== =================== (a) Amount represents 5% or more of net assets available for benefits. (b) These investments combine various investment fund options which are disclosed in the statement of net assets available for benefits
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN NOTES TO FINANCIAL STATEMENTS (Continued) Note C--Assets Held for Investment (continued) The Collective Income Fund (American Express Income Fund G) owns a proportional share of 125 GICs and 5 BICs with interest rates ranging from 4.85% to 8.27%. The CAP's share of the BICs and GICs mature as follows: 1997 $ 4,067,629 1998 4,767,976 1999 4,145,806 2000 2,488,547 2001 and beyond 8,408,269 ------------- $ 23,878,227 The average yield for American Express Income Fund G for the years ended December 31, 1996 and 1995 were 6.21% and 6.34% respectively. Contributions made by or on behalf of CAP participants are held under a trust agreement by the Vanguard Group (Vanguard), a mutual fund manager which offers a family of mutual fund investments with varying levels of risk and expected rates of return. American Express Trust Company is the auxiliary trustee for the Collective Income Fund. CAP participants have the following investment options. Collective Income Fund: American Express Income Fund G - The American Express Income Fund G invests in GICs, BICs, and money market securities. GICs are issued by large, high quality insurance companies that repay principal plus interest. BICs are similar contracts issued by banking institutions. Money market securities include certificates of deposit and Treasury Bills. The combination of the interest earned on the GICs, BICs and money market securities, less American Express' costs of administering the fund, determines the fund's rate of return. TOSCO CORPORATION CAPITAL ACCUMULATION PLAN NOTES TO FINANCIAL STATEMENTS (Continued) Note C--Assets Held for Investment (continued) Vanguard Group Mutual Funds: Primecap Fund - The Primecap Fund invests principally in a portfolio of common stocks of quality companies with perceived undervalued assets, the potential for rapid earnings growth, or both. Dividend income is incidental. Under normal circumstances, at least 80% of the assets of the Primecap Fund will be in such common stocks, or in securities convertible into common stocks. Wellington Fund - The Wellington Fund invests in a portfolio of high-quality stocks and bonds normally in a ratio of 65% common stocks to 35% fixed income securities. Common stocks are selected principally on the basis of current dividend yield and reasonable prospects for earnings and dividend growth. The Wellington Fund's securities (corporate and government bonds and money market instruments) emphasize high quality consistent with attractive income yields. Money Market Reserves (VMMR) Federal Portfolio Fund- The Federal Portfolio invests mainly in securities issued by the U.S. Treasury and agencies of the U.S. Government which mature in one year or less. The Federal Portfolio is designed to maintain a constant $1.00 per share value. Index 500 Portfolio Fund- The Index 500 Portfolio invests in a portfolio of common stocks and attempts to provide investment results that correspond to the price and yield performance of publicly-traded stocks in the aggregate (as represented by the Standard & Poor's Composite Stock Price Index). Long-Term U.S. Treasury Bond Fund - The Long-Term U.S. Treasury Bond Fund invests primarily in long-term U.S. Treasury Bonds with an objective to provide a high level of current income. Although the fund has negligible credit risk, the market value of the fund will fluctuate due to changes in interest rates prevailing in the economy. International Growth Portfolio Fund - The International Growth Portfolio Fund invests in common stocks of companies based outside of the United States that are considered to have above-average growth and capital appreciation potential. TOSCO CORPORATION CAPITAL ACCUMULATION PLAN NOTES TO FINANCIAL STATEMENTS (Continued) Note C--Assets Held for Investment (continued) Growth & Income Fund: Warburg Pincus Growth and Income Mutual Fund (Pincus) - The Pincus Fund invests primarily in equity securities, including common stock and securities convertible to common stock, of financially strong companies that offer high growth rates at attractive valuations. The portfolio may also include dividend-paying equity securities, fixed income securities, and money market instruments. The Pincus Fund was offered as an additional investment choice effective April 10, 1995. Common Stock Funds: Phillips Petroleum Common Stock Fund - The Phillips Petroleum Common Stock Fund is a closed fund with investments in the common stock of Phillips Petroleum Company. Dividends earned are automatically reinvested in stock. Tosco Common Stock Fund - The Tosco Common Stock Fund (prior to July 15, 1994, a closed fund) invests primarily in Tosco Common Stock. A small cash position in Vanguard money market reserves is maintained to provide liquidity necessary for periodic transactions (distributions and fund exchanges). Note D--Income Taxes The Internal Revenue Service has determined and informed Tosco by a letter dated September 21, 1995( the "determination letter"), that the CAP and related trust are designed to be exempt in accordance with applicable sections of the Code as amended. The CAP has been amended in response to the determination letter. The Company believes that the CAP amendment is in compliance with the Code, therefore no provision for income taxes has been included in the CAP's financial statements. Note E--Party-In-Interest Certain investments of the CAP are in shares of mutual funds managed by Vanguard. As Vanguard is trustee under a trust agreement with Tosco, these transactions qualify as party-in-interest transactions. In addition, certain investments of the CAP are in Tosco Common Stock. These transactions also qualify as party-in-interest transactions. Party-in-interest expenses paid by Tosco for 1996 and 1995 were $81,951 and $81,762 respectively. TOSCO CORPORATION CAPITAL ACCUMULATION PLAN NOTES TO FINANCIAL STATEMENTS (Continued) Note F--Reconciliation to Form 5500 The following reconciles net assets available for benefits between these financial statements and Form 5500 as of December 31, 1996 and 1995 are summarized below:
1996 1995 --------- ---------- Net assets available for benefits per financial statements $ 167,741,941 $129,710,319 Withdrawals payable to participants ( 579,429) (1,328,244) -------------- ------------- Net assets available for benefits per Form 5500 $ 167,162,512 $128,382,075 ============= ============
Similarly, the 1996 participants' withdrawals amount reflected in the statement of changes in net assets available for benefits is reconciled to Form 5500 as follows:
Year Ended Year Ended December 31, 1996 December 31, 1995 ----------------- ----------------- Withdrawals paid to participants per the financial statements $ 7,781,420 $ 8,342,280 Add: Withdrawals payable to participants at the end of the year 579,429 1,328,244 Less: Withdrawals payable to participants at the beginning of the year (1,328,244) - -------------- Participants' withdrawals per Form 5500 $ 7,032,605 $ 9,670,524 ============== ============
Note G--Subsequent Events In connection with the acquisition of certain assets of the 76 Products Company (a division of Unocal), the employees hired by Tosco became eligible to participate in the CAP effective April 1, 1997.
TOSCO CORPORATION CAPITAL ACCUMULATION PLAN ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES DECEMBER 31, 1996 Identity of Party Description of Investment Cost Current Value Vanguard* Money Market Reserves $9,503,514 $9,503,514 Federal Portfolio Vanguard* Wellington Fund 25,812,204 31,737,388 Vanguard* Index 500 Portfolio 15,257,405 20,423,318 Vanguard* Primecap 24,486,396 31,843,233 Vanguard* Long-term U.S. Treasury Bond Fund 3,366,903 3,380,101 Vanguard* International Growth Portfolio 3,375,316 3,631,239 Fund Warburg Pincus Pincus Fund 946,391 927,074 Phillips Petroleum Phillips Petroleum Common Stock Fund 975,183 3,159,857 Tosco* Tosco Corporation Common Stock Fund 9,107,383 20,412,640 American Express Collective Income Fund G 40,719,054 40,719,054 Participant Loans Participant Loan Receivables maturing from March 1997 to January 2002 at interest 2,004,523 rates of 7.0% to 10.0% --------------- TOTAL $167,741,941 =============== *Signifies Party in Interest (Note E)
TOSCO CORPORATION CAPITAL ACCUMULAITON PLAN ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1996 Cost of Number of Proceeds Number of Net Gain Description of Asset Purchase Purchases from Sale Sales or (loss) Category (iii)--Series of transactions involving same security in excess of 5% of CAP assets: Wellington Fund $889,870 127 $4,069,137 181 $591,984 VMMR Federal Portfolio $5,659,927 188 $4,850,975 187 $0.00 Fund Index 500 Portfolio $11,181,272 181 $6,362,483 162 $591,984 Fund Primecap Fund $12,534,158 185 $7,965,723 192 $840,261 Guaranteed Investment $12,624,322 176 $12,834,418 187 $0.00 Contracts Common Stock $6,667,491 169 $4,696,436 125 $1,087,798 Fund Note: There were no category (i), category (ii) or category (iv) reportable transactions during 1996.
SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. TOSCO CORPORATION Tosco Capital Accumulation Plan Dated: June 23, 1997 By: /s/ Jefferson F. Allen Jefferson F. Allen President and Chief Financial Officer By: /s/Randall S. Schultz Randall S. Schultz Plan Administrator CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statement of the Tosco Corporation Capital Accumulation Plan on Form S-8 (File No. 33-54153) of our report dated June 24, 1997, on our audits of the financial statements and financial statement schedules of the Tosco Corporation Capital Accumulation Plan as of December 31, 1995 and 1996, and for the years then ended, which report is included in this Annual Report on Form 11-K. COOPERS & LYBRAND L.L.P. Phoenix, Arizona June 24, 1997 -----END PRIVACY-ENHANCED MESSAGE-----