-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, H4VcjtQoEA/NDYlTJR9gleR0T6LXsmHTMsJXbouShD+o0izp2R5lxnDPuuT1ET55 AJfmbZpFSHXkNxKRPPO65A== 0000077449-94-000009.txt : 19940705 0000077449-94-000009.hdr.sgml : 19940705 ACCESSION NUMBER: 0000077449-94-000009 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940623 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEP BOYS MANNY MOE & JACK CENTRAL INDEX KEY: 0000077449 STANDARD INDUSTRIAL CLASSIFICATION: 5531 IRS NUMBER: 230962915 STATE OF INCORPORATION: PA FISCAL YEAR END: 0203 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03381 FILM NUMBER: 94535421 BUSINESS ADDRESS: STREET 1: 3111 W ALLEGHENY AVE CITY: PHILADELPHIA STATE: PA ZIP: 19132 BUSINESS PHONE: 2152299000 11-K 1 FORM 11-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K (Mark One): X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE - - -- SECURITIES EXCHANGE ACT OF 1934 [Fee Required] For the fiscal year ended December 31, 1993 OR - - -- TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. [No Fee Required] For the transition from to ------------ ------------- Commission file number 1-3381 ------ THE PEP BOYS SAVINGS PLAN ------------------------- (Full title of the plan) The Pep Boys - Manny, Moe & Jack 3111 W. Allegheny Avenue Philadelphia, PA 19132 --------------------------------- (Name of issuer of the securities held pursuant to the plan and the address of its principal executive offices) Registrant's telephone number, including area code (215)229-9000 Notices and Communications from the Securities and Exchange Commission relating to this Report should be forwarded to: Michael J. Holden Jack H. Nusbaum Senior Vice President - Willkie Farr & Gallagher Finance and Treasurer One Citicorp Center The Pep Boys - Manny, Moe & Jack 153 East 53rd Street 3111 West Allegheny Avenue New York, NY 10022-4669 Philadelphia, PA 19132 2 THE PEP BOYS SAVINGS PLAN - - ------------------------- TABLE OF CONTENTS - - ------------------------------------------------------------------------ PAGE ---- INDEPENDENT AUDITORS' REPORT 3 FINANCIAL STATEMENTS: Statement of Net Assets Available for Benefits As of December 31, 1993 4 Statement of Net Assets Available for Benefits As of December 31, 1992 5 Statements of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1993 and 1992 6 Notes to Financial Statements 7 - 11 SUPPLEMENTAL SCHEDULES: Item 27a - Schedule of Assets Held for Investment Purposes as of December 31, 1993 12 Item 27d - Schedule of Reportable Transactions for the Year Ended December 31, 1993 13 3 INDEPENDENT AUDITORS' REPORT The Administrative Committee The Pep Boys Savings Plan Philadelphia, Pennsylvania We have audited the accompanying statements of net assets available for benefits of The Pep Boys Savings Plan (the "Plan") as of December 31, 1993 and 1992, 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 Plan'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, such financial statements present fairly, in all material respects, the net assets available for benefits of The Pep Boys Savings Plan as of December 31, 1993 and 1992, and the changes in net assets available for benefits for the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information by fund is presented for the purpose of additional analysis of the basic financial statements rather than to present information regarding the net assets available for benefits and changes in net assets available for benefits of the individual funds, and is not a required part of the basic financial statements. This supplemental information is the responsibility of the Plan's management. The supplemental schedules of: (1) assets held for investment purposes as of December 31, 1993, and (2) reportable transactions for the year then ended, are presented for the purpose of additional analysis and are not a required part of the basic financial statements, but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These schedules are the responsibility of the Plan's management. Such supplemental information by fund and supplemental schedules have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. Deloitte & Touche Philadelphia, Pennsylvania April 8, 1994 4 THE PEP BOYS SAVINGS PLAN - - ------------------------- STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1993 SUPPLEMENTAL INFORMATION ----------------------------------------------------------- INVESTMENT FUNDS -----------------------------------------------------------
FIXED INDEX THE INCOME EQUITY PEP BOYS BALANCED LOAN FUND FUND STOCK FUND FUND FUND TOTAL ---------- ------- ---------- -------- ---------- ----------- ASSETS - - ---------- INVESTMENTS: Fixed Income Fund $17,213,309 $17,213,309 Index Equity Fund - Vanguard Index Trust $2,810,639 2,810,639 The Pep Boys Stock Fund - at market (Cost $11,562,432 consisting of 491,430 shares) $12,900,047 12,900,047 Balanced Fund - State Street Global Advisors $71,618 71,618 Loans to participants $2,062,390 2,062,390 ----------- ---------- ----------- ------- ---------- ----------- Total investments 17,213,309 2,810,639 12,900,047 71,618 2,062,390 35,058,003 EMPLOYER AND PARTICIPANT CONTRIBUTIONS RECEIVABLE: Fixed Income Fund 30,070 30,070 Index Equity Fund 24,773 24,773 Balanced Fund 10,427 10,427 EMPLOYER AND PARTICIPANT RECEIVABLE: 34,953 shares of The Pep Boys - Manny, Moe & Jack common stock, cost $922,115 917,525 917,525 ----------- ---------- ----------- ------- ---------- ----------- TOTAL $17,243,379 $2,835,412 $13,817,572 $82,045 $2,062,390 $36,040,798 =========== ========== =========== ======= ========== =========== LIABILITIES AND NET ASSETS AVAILABLE FOR BENEFITS - - ------------------------------------------------- LIABILITIES: Employer Loan $2,402,412 $2,402, 412 Other 213,286 $3,297 $8,868 $1,925 $ - 227,376 ---------- ---------- ----------- ------- ---------- ----------- Total Liabilities 2,615,698 3,297 8,868 1,925 - 2,629,788 NET ASSETS AVAILABLE FOR BENEFITS 14,627,681 2,832,115 13,808,704 80,120 2,062,390 33,411,010 ----------- ---------- ----------- ------- ---------- ----------- TOTAL $17,243,379 $2,835,412 $13,817,572 $82,045 $2,062,390 $36,040,798 =========== ========== =========== ======= ========== =========== See notes to financial statements. /TABLE 5 THE PEP BOYS SAVINGS PLAN - - -------------------------------------------- STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 31, 1992 ----------------------------------------------- SUPPLEMENTAL INFORMATION ----------------------------------------------- INVESTMENT FUNDS -----------------------------------------------
FIXED INDEX THE INCOME EQUITY PEP BOYS LOAN FUND FUND STOCK FUND FUND TOTAL ------------ ------- ---------- ---------- ----------- ASSETS - - ------ CASH $305,497 $305,497 INVESTMENTS: Fixed Income Fund $12,678,951 12,678,951 Index Equity Fund - Vanguard Index Trust $2,178,190 2,178,190 The Pep Boys Stock Fund - at market (Cost $7,696,135 consisting of 414,442 shares) 9,583,970 9,583,970 Loans to participants $1,440,818 1,440,818 ------------ ------- ---------- ---------- ----------- Total investments 12,678,951 2,178,190 9,583,970 1,440,818 25,881,929 EMPLOYER AND PARTICIPANT CONTRIBUTIONS RECEIVABLE: Fixed Income Fund 671,517 671,517 Index Equity Fund 4,458 4,458 EMPLOYER AND PARTICIPANT RECEIVABLE: 14,311 shares of The Pep Boys - Manny, Moe & Jack common stock, cost $330,843 330,933 330,933 ------------ ---------- ----------- ---------- ----------- TOTAL $13,350,468 $2,182,648 $10,220,400 $1,440,818 $27,194,334 ============ ========== =========== ========== =========== LIABILITIES AND NET ASSETS AVAILABLE FOR BENEFITS - - ------------------------------------------------- LIABILITIES: Terminations/Hardship Withdrawals Payable $557,819 $46,301 $258,223 $862,343 Other 305,497 305,497 ----------- ---------- ----------- ---------- ----------- Total Liabilities 557,819 46,301 563,720 1,167,840 NET ASSETS AVAILABLE FOR BENEFITS 12,792,649 2,136,347 9,656,680 $1,440,818 $26,026,494 ----------- ---------- ----------- ---------- ----------- TOTAL $13,350,468 $2,182,648 $10,220,400 $1,440,818 $27,194,334 =========== ========== =========== ========== =========== See notes to financial statements. /TABLE 6 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS YEARS ENDED DECEMBER 31, 1993 AND 1992 ----------------------------------------------------------------- SUPPLEMENTAL INFORMATION ---------------------------------------------------------------- INVESTMENT FUNDS ----------------------------------------------------------------
FIXED INDEX THE INCOME EQUITY PEP BOYS BALANCED LOAN FUND FUND STOCK FUND FUND FUND TOTAL ------------ ----------- ---------- --------- ---------- ------------ NET ASSETS AVAILABLE FOR BENEFITS, JANUARY 1, 1992 $10,263,806 $1,602,924 $7,016,198 $ - $1,176,435 $20,059,363 Dividend and interest income 788,877 56,073 50,726 - - 895,676 Interest on loans 68,223 15,748 30,024 - - 113,995 ------------ ----------- ---------- --------- ---------- ------------ NET INVESTMENT INCOME 857,100 71,821 80,750 - - 1,009,671 NET REALIZED GAIN ON SALE OF INVESTMENTS INVESTMENTS AND UNREALIZED APPRECIATION OF INVESTMENTS - 96,768 2,031,417 - - 2,128,185 CONTRIBUTIONS: Participants 3,078,590 675,110 1,198,983 - - 4,952,683 The Pep Boys - Manny, Moe & Jack 995,057 970,056 - - 1,965,113 TERMINATIONS/HARDSHIP WITHDRAWALS (2,112,911) (267,005) (1,394,306) - (314,299) (4,088,521) LOANS: New Loans (663,351) (123,467) (405,073) - 1,191,891 - Principal repayments 374,358 80,196 158,655 - (613,209) - ---------- --------- ----------- ---------- ----------- ------------ NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31, 1992 12,792,649 2,136,347 9,656,680 - 1,440,818 26,026,494 Dividend and interest income 1,050,613 69,852 64,560 62 1,185,087 Interest on loans 76,775 15,452 37,556 624 130,407 ---------- ---------- ---------- -------- ---------- ------------- NET INVESTMENT INCOME 1,127,388 85,304 102,116 686 - 1,315,494 NET REALIZED GAIN ON SALE OF INVESTMENTS AND UNREALIZED APPRECIATION OF INVESTMENTS - 166,767 1,340,465 1,583 1,508,815 CONTRIBUTIONS: Participants 2,973,340 782,766 1,982,651 74,732 5,813,489 The Pep Boys - Manny, Moe & Jack 30,070 2,230,162 2,260,232 TERMINATIONS/HARDSHIP WITHDRAWALS (1,734,492) (248,639) (1,189,172) (2,097) (339,114) (3,513,514) LOANS: New loans (1,055,131) (197,633) (575,800) (1,572) 1,830,136 - Principal repayments 493,857 107,203 261,602 6,788 (869,450) - ----------- --------- ---------- --------- ---------- ------------ NET ASSETS AVAILABLE FOR BENEFITS, DECEMBER 31, 1993 $14,627,681 $2,832,115 $13,808,704 $80,120 $2,062,390 $33,411,010 ============ ======================= ========= =========== ============ See notes to financial statements. /TABLE 7 THE PEP BOYS SAVINGS PLAN - - ------------------------- NOTES TO FINANCIAL STATEMENTS YEARS ENDED DECEMBER 31, 1993 AND 1992 - - ------------------------------------------------------------------------------ 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation --------------------- The accompanying financial statements have been prepared on the accrual basis of accounting. Investments ----------- Investments in The Pep Boys - Manny, Moe & Jack common stock, Vanguard Index Trust and Balanced Fund are valued at the last reported sales price on the last business day of the period. Investments in Group Annuity Contracts are stated at cost plus accrued interest. (See Note 3.) Benefits Payable ---------------- In 1993, the Plan changed its method of accounting for benefits payable to comply with the 1993 AICPA Audit and Accounting Guide, Audits of Employee Benefit Plans. The new guidance requires that benefits payable to persons who have withdrawn from participation in a defined contribution plan be disclosed in the footnotes to the financial statements rather than be recorded as a liability of the Plan. As of December 31, 1993, net assets available for benefits included benefits of $650,829 due to participants who have withdrawn from participation in the Plan. 2. DESCRIPTION OF THE PLAN ----------------------- The Pep Boys Savings Plan (the "Plan"), was established on September 1, 1987. The Plan provides an incentive for participating Company employees to increase savings. The Plan was structured to comply with the require- ments of the Employee Retirement Income Security Act of 1974 ("ERISA"). Participation ------------- All employees of The Pep Boys - Manny, Moe & Jack and subsidiaries (the "Company") who have attained both the age of 21 and completed one year of service as defined by the Plan, other than those employees whose terms and conditions of employment are determined by a collective bargaining agreement unless such collective bargaining agreement provides to the contrary, may join the Plan on any January 1, April 1, July 1, or October 1. 8 Funding ------- Contributions to the Plan are made by employees and the Company. Employee contributions, made through salary reduction, may be any whole percentage from 1% to 12% of their compensation as defined by the Plan. The Company contributes the lesser of 50% of the first 6% of the participant's contributions or a maximum 3% of the participant's compensation. Effective January 1, 1993, Company contributions are deposited in The Pep Boys Stock Fund. Employees age 55 or over have the option to make an irrevocable election to have 100% of the Company's contribution deposited into the Fixed Income Fund. Vesting ------- The Plan provides that the participant's contributions are fully vested when made. The Company's contribution for a particular year is made if the participant is actively employed on December 31 of that year or if the participant's employment terminated due to death, disability or retirement prior to December 31. The Company's contributions are fully vested when made. Loan Provisions --------------- Participants may borrow 50% of their account balance subject to a minimum of $500 and a maximum of $50,000. The maximum duration of a loan is five years. The interest rate is commensurate with current fixed rates charged by institutions in the business of lending money for similar types of loans. Priorities upon Termination --------------------------- In the event of termination of the Plan, the interest of the participating employees or their beneficiaries will remain fully vested and not be subject to forfeiture in whole or in part and distributions shall be made to them in cash and/or stock as applicable. Income Tax Status ----------------- The Internal Revenue Service has issued a determination letter (March 1, 1989) indicating that the Plan meets the requirements of Sections 401(a) and 401(k) of the Internal Revenue Code (the "Code"). Accordingly, the Plan's related trust is exempt from Federal Taxation under Section 501(a) of the Code. The Plan has been amended since receiving the determination letter. However, the Plan Committee believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code. Employee contributions to the Plan, up to $8,728 during 1992 and $8,994 during 1993, are not subject to income tax until their withdrawal from the Plan. As of January 1, 1994, this limit has been increased to $9,240. Additionally, employees are not subject to tax on the Company's contributions to the Plan, appreciation in Plan assets or income earned thereon until withdrawal from the Plan. 9 Administration -------------- All costs associated with administering the Plan are borne by the Company. The Plan is administered by a Plan Committee of three employees of the Company. At April 8, 1994, the members of the Plan Committee and their positions with the Company were: Michael J. Holden Senior Vice President and Chief Financial Officer & Treasurer Roger A. Rendin Vice President - Human Resources Bernard K. McElroy Assistant Vice President - Finance & Assistant Secretary Under the provisions of ERISA, all of the above individuals are "parties-in-interest." 3. INVESTMENT PROGRAMS ------------------- Participant contributions - Upon enrollment or re-enrollment, each participant shall direct that his/her contributions be invested in one or more of the following investment programs in increments of 10%. Fixed Income Fund ----------------- The Fixed Income Fund has invested in several Group Annuity Contracts issued by insurance companies. The contracts seek to provide a fixed rate of interest for a specific period of time. These investments contractually stipulate a rate of return and do not guarantee a return of principal. On April 11, 1991, Executive Life was placed into conservatorship by the State of California at which time the Plan discontinued accruing interest on the investment. On May 22, 1991, the Company guaranteed the Executive Life portion of all participants' account balances as of March 31, 1991. Accordingly, no adjustment has been made to the carrying amount since that date. Under the terms of the Company's guarantee to the participants, proceeds received in excess of the Executive Life Group Annuity Contract will be allocated to the participants' account balances. The Plan had $2,402,412 invested with Executive Life on December 31, 1992 and December 31, 1993. (See Note 4). Effective July 1, 1992, participants' contributions to this fund are invested in a blended fund comprised of various Group Annuity Contracts. Each contract provides a fixed interest rate in effect until maturity. Individual participants receive a blended rate of interest based upon the overall rate of return. 10 Balanced Fund ------------- The Balanced Fund is managed by State Street Bank in Boston, MA, and invests 50% in stocks and 50% in bonds. State Street's S&P 500 Flagship Fund seeks to duplicate the capital growth and dividend income of the Standard and Poor's 500 Composite Stock Price Index. The State Street Daily Bond Market Fund is intended to perform similar to the Lehman Brothers Government/Corporate Bond Index. Index Equity Fund ----------------- The Index Equity Fund has invested in the Vanguard Index Trust which seeks to provide investment results that correspond to the price and yield performance of publicly traded common stocks in the aggregate. The Vanguard Index Trust uses the Standard and Poor's 500 Composite Stock Price Index as the standard comparison and attempts to duplicate the capital growth and dividend income of that Index. The Pep Boys Stock Fund ----------------------- This fund is invested in the common stock of The Pep Boys - Manny, Moe & Jack. The number of participants in each investment program at December 31, was as follows: 1993 1992 ---- ---- Home Life Insurance Company #GIC958 0 1,228 Executive Life Insurance Company #CG01321A3A 1,625 1,625 Massachusetts Mutual Life Insurance Company GAC#6260 2,077 2,451 Continental Assurance Company #GP12674 2,880 3,513 Blended Fund 4,870 4,176 Balanced Fund 297 0 Index Equity Fund 1,804 1,377 The Pep Boys Stock Fund 5,220 4,265 The total number of participants in the Plan was less than the sum of the number of participants shown above because many were participating in more than one fund. 11 Investments that represent 5% or more of the net assets available for benefits at December 31, 1993 and 1992 are as follows: For the Years Ended December 31, 1993 1992 ---- ---- FIXED INCOME FUND: Group Annuity Contracts: Home Life Insurance Company #GIC958 $ - $ 1,483,037 Principal Mutual Life Insurance Company #4-8601 2,718,304 - Provident Life and Accident Insurance Company #627-05414 4,172,688 - Metropolitan Life Insurance Company #GAC-13211 2,689,512 2,498,266 Massachusetts Mutual Life Insurance Company GAC#6260 2,285,988 2,685,289 Continental Assurance Company #GP12674 2,944,405 3,618,250 Executive Life Insurance Company #CG01321A3A 2,402,412 2,394,109 ----------- ----------- Total Fixed Income Fund $17,213,309 $12,678,951 INDEX EQUITY FUND - Vanguard Index Trust $ 2,810,639 $ 2,178,190 THE PEP BOYS STOCK FUND - The Pep Boys - Manny, Moe & Jack Common Stock $12,900,047 $ 9,583,970 4. PARTY-IN-INTEREST TRANSACTIONS ------------------------------ Pursuant to a written agreement between the Company and the Plan Trustees, the Company loaned $2,402,412 in January 1993 to the Trust for the balance invested with Executive Life Insurance Company of California ("Executive Life") (see Note 3). Under the provisions of ERISA, the Company is a "party-in-interest". The Plan's counsel has determined that this loan transaction between the Trust and the Company does fall within the scope of Prohibited Transactions Class Exemption 80-26. In addition, the Company has entered into a closing agreement with the Internal Revenue Service pursuant to Revenue Procedure 92-16. This agreement states that, subject to certain conditions, which the plan administrator indicates have been met, the loan transaction will not cause the Plan to fail to meet the qualification requirements of the Internal Revenue Code and will not result in the imposition of excise taxes under Code Sections 4980 and 4972. This agreement also indicates that should there be a shortfall in amounts ultimately recovered, the Company may treat such shortfall as a tax deductible contribution. ************************ 12 THE PEP BOYS SAVINGS PLAN - - ------------------------- ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES YEAR ENDED DECEMBER 31, 1993 - - ------------------------------------------------------------------------------ Current Cost Value ------- ------- FIXED INCOME FUND: Group Annuity Contracts: Principal Mutual Life Insurance Company #4-8601 $ 2,718,304 $ 2,718,304 Provident Life and Accident Insurance Company #627-05414 4,172,688 4,172,688 Metropolitan Life Insurance Company #GAC-13211 2,689,512 2,689,512 Massachusetts Mutual Life Insurance Company GAC #6260 2,285,988 2,285,988 Continental Assurance Company #GP12674 2,944,405 2,944,405 Executive Life Insurance Company #CG01321A3A 2,402,412 2,402,412 ----------- ----------- Total Fixed Income Fund 17,213,309 17,213,309 INDEX EQUITY FUND - Vanguard Index Trust 2,644,043 2,810,639 THE PEP BOYS STOCK FUND - The Pep Boys - Manny, Moe & Jack Common Stock 11,562,432 12,900,047 BALANCED FUND - State Street's Daily Bond Market Fund and S&P 500 Flagship Fund 70,217 71,618 LOANS TO PARTICIPANTS 2,062,390 2,062,390 ----------- ----------- TOTAL INVESTMENTS $33,552,391 $35,058,003 =========== =========== 13 THE PEP BOYS SAVINGS PLAN - - ------------------------- ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1993 - - ------------------------------------------------------------------------------ Aggregate of transactions involving the same security exceeding 5% of net assets at January 1, 1993: Cost of Asset ------- Purchases - - --------- Principal Mutual Life Insurance Company #4-8601 $2,661,581 Provident Life and Accident Insurance Company #627-05414 4,083,584 The Pep Boys - Manny, Moe & Jack Common Stock 1,993,543 Sales - - ----- Home Life Insurance Company #GIC958 $1,539,336 Individual transactions in 1993 involving the same security exceeding 5% of net assets at January 1, 1993: Cost of Asset ------- Purchases - - --------- Principal Mutual Life Insurance Company #4-8601 $1,414,244 Provident Life and Accident Insurance Company #627-05414 2,895,000 Sales - - ----- Home Life Insurance Company #GIC958 $1,414,244 14 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustees (or other persons who administer the Plan) have duly caused this annual report to be signed by the undersigned hereunto duly authorized. THE PEP BOYS SAVINGS PLAN ------------------------- DATE: June 21, 1994 BY: \s\ Bernard K. McElroy ---------------------- ---------------------------- Bernard K. McElroy Member of the Administrative Committee 15 EXHIBIT INDEX ============= Exhibit No. Item Page ----------- ---- ---- 24.1 Consent of Deloitte & Touche 15 EX-23 2 INDEPENDENT AUDITORS' CONSENT - - ----------------------------- We consent to the incorporation by reference in Registration Statement No. 33-31765 of The Pep Boys - Manny, Moe and Jack on Form S-8 of our report dated April 8, 1994 appearing in the Annual Report on Form 11-K of The Pep Boys Savings Plan for the year ended December 31, 1993. DELOITTE & TOUCHE Philadelphia, Pennsylvania June 17, 1994 -----END PRIVACY-ENHANCED MESSAGE-----