-----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, CMa35FfOZHjAubKSCo3eY50Ooxej99iC/wypo0s3K+QEir7VmRWlMjCBL0lo4m2L ULVFODnPNuchnSavx9wumA== 0000793952-94-000018.txt : 19940702 0000793952-94-000018.hdr.sgml : 19940702 ACCESSION NUMBER: 0000793952-94-000018 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HARLEY DAVIDSON INC CENTRAL INDEX KEY: 0000793952 STANDARD INDUSTRIAL CLASSIFICATION: 3751 IRS NUMBER: 391382325 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09183 FILM NUMBER: 94535910 BUSINESS ADDRESS: STREET 1: 3700 W JUNEAU AVE CITY: MILWAUKEE STATE: WI ZIP: 53208 BUSINESS PHONE: 4143424680 11-K 1 FORM 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 [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 period from to Commission file number 1-10793 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Harley-Davidson, Inc. Retirement Savings Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Harley-Davidson, Inc. 3700 West Juneau Avenue Milwaukee, Wisconsin 53208 REQUIRED INFORMATION 1. Not Applicable. 2. Not Applicable. 3. Not Applicable. 4. The Harley-Davidson, Inc. Retirement Savings Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees (the "Plan") is subject to the requirements of the Employee Retirement Income Security Act of 1974 ("ERISA"). Attached hereto is a copy of the most recent financial statements and schedules of the Plan prepared in accordance with the financial reporting requirements of ERISA. Exhibits 24. Consent of Independent Auditors 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 thereunto duly authorized. Harley-Davidson, Inc. Retirement Savings Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees Date: June 27, 1994 By: /S/ James M. Brostowitz James M. Brostowitz Administrative Committee Member CONTENTS Harley-Davidson, Inc. Retirement Savings Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees Page Report of independent auditors 5 Financial statements Statements of net assets available for plan benefits 6-7 Statements of changes in net assets available for plan benefits 8-9 Notes to financial statements 10-15 Supplemental schedules Schedules Assets held for investment 1 Transactions or series of transactions in excess of 5 percent of current value of plan assets 2 A schedule of party-in-interest transactions has not been presented because there were no party-in-interest transactions that are prohibited by ERISA Section 406 and for which there is no statutory or administrative exemption. Report of Independent Auditors Plan Administrative Committee Harley-Davidson, Inc. Retirement Savings Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees We have audited the accompanying statements of net assets available for plan benefits of Harley-Davidson, Inc. Retirement Savings Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees (the Plan) as of December 31, 1993 and 1992, and the related statements of changes in net assets available for plan 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, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Plan at December 31, 1993 and 1992, and the changes in its net assets available for plan benefits for the years then ended, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The accompanying supplemental schedules of assets held for investment as of December 31, 1993 and transactions or series of transactions in excess of five percent of the current value of plan assets for the year then ended, are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, and are not a required part of the basic financial statements. The supplemental schedules have been subjected to the auditing procedures applied in our audit of the 1993 financial statements and, in our opinion, are fairly stated in all material respects in relation to the 1993 basic financial statements taken as a whole. ERSNT & YOUNG Milwaukee, Wisconsin April 25, 1994 HARLEY-DAVIDSON, INC. RETIREMENT SAVINGS PLAN FOR MILWAUKEE AND TOMAHAWK HOURLY BARGAINING UNIT EMPLOYEES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS December 31, 1993 Harley- Davidson, Fidelity Strong Inc. Fidelity Blue Chip Investment Participant Insurance Common Balanced Growth ASSET Total Fund Income Fund Loan Fund Account Stock Fund Fund Fund ------- ---------- ----------- ----------- --------- ---------- -------- --------- Investments: Investments in securities of unaffiliated issuers, at fair value: Mutual Fund - Fidelity Balanced Fund $ 1,042,742 $ - $ - $ - $ - $ - $1,042,742 $ - Mutual Fund - Fidelity Blue Chip Growth Fund 1,388,831 - - - - - - 1,388,831 Mutual fund - Strong Investment Fund, Inc. 1,263,247 1,263,247 - - - - - - Bank common trust fund - Marshall Money Market Fund 136,395 9,802 87,400 - - 13,842 11,674 13,677 ----------- ---------- ---------- ----------- ------- ---------- ---------- ---------- 3,831,215 1,273,049 87,400 - - 13,842 1,054,416 1,402,508 Investments in securities of affiliated issuer, at fair value - common stock of Harley-Davidson, Inc. 1,754,718 - - - - 1,754,718 - - Investments other than securities: Insurance company group annuity contracts, at contract value (Note D) 9,334,956 - 9,334,956 - - - - - Life insurance policies, at cash surrender value (Note E) 167,833 - - - 167,833 - - - Notes receivable from participants 1,021,617 - - 1,021,617 - - - - ----------- ---------- ---------- ---------- -------- ---------- ---------- ---------- 10,524,406 - 9,334,956 1,021,617 167,833 - - - ----------- ---------- ---------- ---------- -------- ---------- ---------- ---------- Total investments 16,110,339 1,273,049 9,422,356 1,021,617 167,833 1,768,560 1,054,416 1,402,508 Interest receivable 236 15 141 - - 43 17 20 Cash 336 - - 336 - - - - Other assets - Participant contributions receivable 100,705 7,938 53,006 - - 11,847 11,481 16,433 ----------- ---------- ---------- ---------- -------- ---------- ---------- ---------- Net assets available for plan benefits $16,211,616 $1,281,002 $9,475,503 $1,021,953 $167,833 $1,780,450 $1,065,914 $1,418,961 =========== ========== ========== ========== ======== ========== ========== ==========
HARLEY-DAVIDSON, INC. RETIREMENT SAVINGS PLAN FOR MILWAUKEE AND TOMAHAWK HOURLY BARGAINING UNIT EMPLOYEES STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS December 31, 1992 Harley- Davidson, Fidelity Strong Inc. Fidelity Blue Chip Investment Participant Insurance Common Balanced Growth ASSETS Total Fund Income Fund Loan Fund Account Stock Fund Fund Fund --------- ---------- ----------- ----------- --------- ---------- -------- --------- Investments: Investments in securities of unaffiliated issuers, at fair value: Mutual Fund - Fidelity Balanced Fund $ 343,077 $ - $ - $ - $ - $ - $343,077 $ - Mutual Fund - Fidelity Blue Chip Growth Fund 535,575 - - - - - - 535,575 Mutual fund - Strong Investment Fund, Inc. 978,430 978,430 - - - - - - Bank common trust fund - Marshall Money Market Fund 138,306 13,949 111,968 - - 11,829 560 - ----------- --------- --------- --------- --------- ---------- -------- -------- 1,995,388 992,379 111,968 - - 11,829 343,637 535,575 Investments in securities of affiliated issuer at fair value - common stock of Harley-Davidson, Inc. 1,044,319 - - - - 1,044,319 - - Investments other than securities: Insurance company group annuity contracts at contract value (Note D) 3,866,829 - 3,866,829 - - - - - Insurance company participating accumulation fund, at contract value (Note D) 4,414,319 - 4,414,319 - - - - - Life insurance policies, at cash surrender value (Note E) 150,445 - - - 150,445 - - - Notes receivable from participants 902,319 - - 902,319 - - - - ----------- ---------- ---------- -------- -------- ---------- -------- -------- 9,333,912 - 8,281,148 902,319 150,445 - - - ----------- ---------- ---------- -------- -------- ---------- -------- -------- Total investments 12,373,619 992,379 8,393,116 902,319 150,445 1,056,148 343,637 535,575 Interest receivable 299 24 192 - - 50 14 19 Cash 235 - - 235 - - - Other assets: Participant contributions receivable 89,520 7,599 63,307 - - 6,926 4,937 6,751 Due from broker for securities sold 2,201 2,201 - - - - - - ----------- ---------- ---------- -------- -------- ---------- -------- -------- 92,255 9,824 63,499 235 - 6,976 4,951 6,770 ----------- ---------- ---------- -------- -------- ---------- -------- -------- Total assets 12,465,874 1,002,203 8,456,615 902,554 150,445 1,063,124 348,588 542,345 LIABILITY Due to broker for securities purchased (6,436) - - - - (6,436) - - ----------- ---------- ---------- -------- -------- ---------- -------- -------- Net assets available for plan benefits $12,459,438 $1,002,203 $8,456,615 $902,554 $150,445 $1,056,688 $348,588 $542,345 =========== ========== ========== ======== ======== ========== ======== ========
HARLEY-DAVIDSON, INC. RETIREMENT SAVINGS PLAN FOR MILWAUKEE AND TOMAHAWK HOURLY BARGAINING UNIT EMPLOYEES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 31, 1993 Harley- Davidson, Strong Inc. Fidelity Fidelity Investment Participant Insurance Common Balanced Blue Chip ADDITIONS Total Fund Income Fund Loan Fund Account Stock Fund Fund Growth Fund ------- ---------- ----------- ----------- --------- ---------- -------- ----------- Investment income: Net appreciation in fair value of investments (Note C) $ 621,159 $ 97,100 $ - $ - $ - $ 264,881 $ 64,211 $ 194,967 Interest and dividend income 663,283 45,706 507,662 73,111 - 5,341 30,842 621 ----------- ---------- ---------- --------- --------- ---------- ---------- ---------- Net investment income 1,284,442 142,806 507,662 73,111 - 270,222 95,053 195,588 Proceeds from insurance policies 44,242 - - - 44,242 - - Participant contributions 2,948,130 246,591 1,825,174 - - 316,412 240,009 319,944 ----------- ---------- ---------- ---------- -------- ---------- ---------- ---------- Subtotal 4,276,814 389,397 2,332,836 73,111 44,242 586,634 335,062 515,532 DEDUCTIONS Benefit payments and withdrawals (509,155) (5,068) (370,082) (31,423) (36,764) (48,136) (4,499) (13,183) Life insurance expense, less increase in cash surrender value (15,481) - - - (15,481) - - Net transfers in (out) - (105,530) (943,866) 77,711 25,391 185,264 386,763 374,267 ----------- ---------- ---------- ---------- -------- ---------- ---------- ---------- Subtotal (524,636) (110,598) (1,313,948) 46,288 (26,854) 137,128 382,264 361,084 ----------- ---------- ---------- ---------- -------- ---------- ---------- ---------- Increase in net assets available for plan benefits 3,752,178 278,799 1,018,888 119,399 17,388 723,762 717,326 876,616 Net assets available for plan benefits: Beginning of year 12,459,438 1,002,203 8,456,615 902,554 150,445 1,056,688 348,588 542,345 ----------- ---------- ---------- ---------- -------- ---------- ---------- ---------- End of year $16,211,616 $1,281,002 $9,475,503 $1,021,953 $167,833 $1,780,450 $1,065,914 $1,418,961 =========== ========== ========== ========== ======== ========== ========== ==========
HARLEY-DAVIDSON, INC. RETIREMENT SAVINGS PLAN FOR MILWAUKEE AND TOMAHAWK HOURLY BARGAINING UNIT EMPLOYEES STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS Year Ended December 31, 1992 Harley- Davidson, Fidelity Strong Inc. Fidelity Blue Chip Investment Participant Insurance Common Balanced Growth ADDITIONS Total Fund Income Fund Loan Fund Account Stock Fund Fund Fund ------- ---------- ----------- ----------- --------- ------------ --------- ------- Investment income: Net appreciation(depreciation) in fair value of investments (Note C) $ 363,892 $ (58,953) $ - $ - $ - $ 378,389 $ 5,193 $ 39,263 Interest and dividend income 714,108 89,277 540,505 67,665 - 493 12,900 3,268 ----------- ---------- ---------- -------- -------- ---------- -------- -------- Net investment income 1,078,000 30,324 540,505 67,665 - 378,882 18,093 42,531 Proceeds from insurance policies 15,041 - - - 15,041 - - - Participant contributions 2,513,364 232,654 1,830,846 - - 159,802 109,256 180,806 ----------- ---------- ---------- -------- -------- ---------- -------- -------- Subtotal 3,606,405 262,978 2,371,351 67,665 15,041 538,684 127,349 223,337 DEDUCTIONS Benefit payments and withdrawals (335,403) (42,395) (261,782) (7,029) (14,175) 6,018 (15,509) (531) Life insurance expense, less increase in cash surrender value (10,547) - - (10,547) - - - Net transfers in (out) - (183,630) (785,574) 198,081 34,921 179,915 236,748 319,539 ----------- ---------- ---------- -------- -------- ---------- -------- -------- Subtotal (345,950) (226,025) (1,047,356) 191,052 10,199 185,933 221,239 319,008 ----------- ---------- ---------- -------- -------- ---------- -------- -------- Increase in net assets available for plan benefits 3,260,455 36,953 1,323,995 258,717 25,240 724,617 348,588 542,345 Net assets available for plan benefits: Beginning of year 9,198,983 965,250 7,132,620 643,837 125,205 332,071 - - ----------- ---------- ---------- -------- -------- ---------- -------- -------- End of year $12,459,438 $1,002,203 $8,456,615 $902,554 $150,445 $1,056,688 $348,588 $542,345 =========== ========== ========== ======== ======== ========== ======== ========
HARLEY-DAVIDSON, INC. RETIREMENT SAVINGS PLAN FOR MILWAUKEE AND TOMAHAWK HOURLY BARGAINING UNIT EMPLOYEES NOTES TO FINANCIAL STATEMENTS December 31, 1993 Note A - Description of the Plan The following brief description of the Harley-Davidson, Inc. Retirement Savings Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees (the Plan) is provided for general information purposes only. Participants should refer to the Plan agreement for more complete information. The Plan was previously named the Harley-Davidson, Inc. Thrift Incentive Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees. General - The Plan is a defined contribution plan that covers hourly employees of Harley-Davidson, Inc.'s (the Company) Milwaukee and Tomahawk plants subject to a union bargaining agreement and meeting minimum eligibility requirements. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Contributions - Participants have the right to make contributions of not less than 1% or more than 20% of their base compensation (as defined in the Plan); limited to $8,994 (indexed for future inflation) annually. Participants have the option of investing their contributions in one or a combination of several different investment funds. Such voluntary contributions are nonforfeitable, accounted for in a separate Voluntary Contribution Account for each participant in the various funds, and can be withdrawn as provided in the Plan. The Company may make discretionary matching contributions; however, no such contributions were made during 1993 or 1992. Participant contributions below the statutory limit are made with tax-deferred dollars under Section 401(k) of the Internal Revenue Code (Code). These contributions are excluded from the participant's current wages for federal income tax purposes. No federal income tax is paid for the tax-deferred contributions, earnings thereon or Company contributions, if any, until the participant withdraws them from the Plan. Participants' accounts - A separate account is maintained for each applicable fund for each participant. The account balances are adjusted on a monthly basis for participants' contributions, net investment income, Company contributions, and distributions of participants' benefits or withdrawals. Note A - Description of the Plan-(continued) Vesting - Participants are currently 100% vested in their accounts. Payment of benefits - Benefit and withdrawal payments consist of the following: (1) Upon retirement, death, disability, or termination of employment, the balance in a participant's separate account is paid to the participant or beneficiary in a lump sum. (2) A participant may withdraw at any time all or any portion of the vested balance of his separate account that does not pertain to contributions made under provisions of Internal Revenue Code (Code) Section 401(k). (3) A participant may not withdraw prior to retirement, death, disability, or termination of employment any portion of his separate account pertaining to contributions made under provisions of Section 401(k) of the Code, except for financial hardships, as defined in the Code, or after the participant attains age 59-1/2. Investment provisions - In accordance with Plan provisions, participants may direct their contributions, and the corresponding Company contributions, to be invested in either the Strong Investment Fund, the Income Fund, the Harley-Davidson, Inc. Common Stock Fund, the Fidelity Balanced Fund, or the Fidelity Blue Chip Growth Fund. The Strong Investment Fund is a mutual fund that invests in common and preferred stocks, bonds, government issues and short-term investments at the discretion of the investment manager. The Administrative Committee directs the Trustee to invest and reinvest amounts with the current investment managers. The Income Fund consists primarily of investments in contracts with insurance companies whereby (a) principal generally is guaranteed (subject to certain market value withdrawal provisions) and (b) interest is credited at a specific rate, or is guaranteed at a minimum level, for a certain period of time. The Plan invests in group annuity contracts with Aetna Life Insurance Company (Aetna), which has discretionary authority over the investment of the contracts' funds subject to certain limitations contained in the contracts. Note A - Description of the Plan-(continued) The Harley-Davidson, Inc. Common Stock Fund invests all contributions directly in the common stock of Harley-Davidson, Inc., the sponsor of the Plan. The Fidelity Balanced Fund is a conservatively managed growth and income mutual fund. The fund seeks to maintain a balance between quality bonds and high-yielding stocks throughout all market conditions. The fund invests in a balance of stocks and bonds in order to provide both current income consistent with the preservation of capital, and the opportunity for potential capital growth over the long term. The fund's asset proportions are adjusted depending on market conditions, but at least 25% of the total holdings always consist of fixed-income securities. The Fidelity Blue Chip Growth Fund is a moderately aggressive stock mutual fund, with investments in well-established companies. The fund seeks growth of capital over the long term by investing in a diversified portfolio of common stocks of well-known and established companies. All investments in this fund must be in publicly-held companies with market values of at least $200 million. The securities of these companies are included in the Standard & Poor's Daily Stock Price Index of 500 Common Stocks or the Dow Jones Industrial Average. Participants may purchase life insurance policies with a portion of their contributions. The amount of funds invested in such policies is subject to limitations as described in the Plan document. Each policy designates the trustee as the owner of the policy. All benefits, rights, and privileges under each policy, which are available while the member is living, are vested in the trustee. Participants may borrow from their separate account balances subject to Code provisions, which include a surtax on loans in excess of 50% of the participant's separate account balance and require a market rate of interest to be charged on the loans. The Plan administrator has discretion to make such loans under the Plan and determine the rate of interest for such loans (within Code guidelines). Amounts loaned to a participant will not share in the allocation of the Plan earnings, but will be credited with the interest earned on the loan balance payable by the participant. The Plan's security investments are held by the Marshall & Ilsley Trust Company under a nondiscretionary trust agreement dated October 1, 1989. Note A - Description of the Plan-(continued) Plan termination - While the Company has not expressed any intent to terminate the Plan, it is free to do so at any time. In the event of termination, Company contributions automatically become vested to the extent of the balance in each participant's separate account. Administrative expenses - Administrative expenses generally are paid by the Company. Note B - Summary of significant accounting policies Valuation of investments - The investments in the mutual funds and bank common trust funds are stated at fair value and are based on the quoted market or redemption values on the last business day of the plan year. Securities traded on a national securities exchange (including the Harley-Davidson, Inc. common stock) are valued at the last reported market price on the last business day of the plan year. The unallocated insurance contracts are valued at contract value as reported by the insurance companies. Contract value represents contributions made under the contract, plus interest at the contract rate, less funds used to pay retirement and other benefits. The individual life insurance policies owned by the plan are valued at cash surrender values as determined by First Colony Life Insurance Company. Notes receivable from paticipants are stated at their unpaid principal balances which approximates fair value. Note C - Net appreciation (depreciation) in fair value of investments During 1993 and 1992 investments held by the Plan (including investments bought, sold, as well as held during the year) appreciated (depreciated) in fair value as follows (as determined by reference to quoted market prices as discussed in Note B): 1993 1992 ---- ---- Net appreciation (depreciation) in fair value of investments by investment type: Mutual funds $356,278 $(14,497) Common stock - Harley Davidson, Inc. 264,881 378,389 -------- -------- $621,159 $363,892 ======== ======== Note D - Insurance company contracts Insurance company contracts owned by the Plan at December 31, 1993 and 1992, are summarized as follows: At contract value 1993 1992 ---- ---- Aetna Life Insurance Company group annuity contract #13425 $ - $4,414,319 Aetna Life Insurance Company group annuity contract #14077 9,334,956 3,866,829 ---------- ---------- Total $9,334,956 $8,281,148 ========== ========== Under the group annuity contracts, Aetna informs the Plan of the credited interest rate to be applied for the upcoming six month period, based on Aetna's investment experience and other factors. Both contracts can be discontinued by the Company or Aetna subject to certain minimum notification requirements and market value withdrawal penalties. During the first two months of 1993, the Plan transferred all the funds from the group annuity contract number 13425 to contract number 14077 and re-negotiated their credited interest rate accordingly. As a result, the credited interest rate during the first two months of 1993 was 6.50% and 5.72% for contract number 13425 and 14077, respectively. The credited interest rate for contract number 14077 during the four months ended June 30, 1993 and the six months ended December 31, 1993 was 5.55% and 6.06%, respectively. Note E - Life insurance policies The individual life insurance policies are issued by First Colony Life Insurance Company and are held by Marshall & Ilsley Trust Company. These policies are recorded at their cash surrender values. Cash surrender values at December 31, 1993 and 1992 were $167,833 and $150,445, respectively. Note F - Related party transactions The following Harley-Davidson, Inc. common stock transactions occurred: 1993 1992 ---- ---- Shares held at beginning of year 27,756 7,292 Shares purchased 21,182 18,805 Shares received in stock split - 8,741 Shares sold (9,171) (7,082) ------ ------ Shares held at end of year 39,767 27,756 ====== ====== Note F - Related party transactions (continued) All transactions in Company stocks were executed at market prices on the dates of the transactions. The Plan received dividends of $4,694 on the common stock in 1993. The Plan did not receive any dividends on the common stock in 1992. Note G - Income tax status The Plan has received a favorable determination from the U.S. Treasury Department substantiating that the Plan is qualified under Section 401(a) of the Code. As such, the Plan is exempt from federal income taxes under provisions of Section 501(a) of the Code. Once qualified, a plan is required to operate in conformity with the Code to maintain its qualification. Certain amendments have been made to the Plan for which an updated determination letter has not been received. The Administrative Committee believes that an updated favorable determination letter will ultimately be issued. SUPPLEMENTAL SCHEDULES Schedule 1 HARLEY-DAVIDSON, INC. RETIREMENT SAVINGS PLAN FOR THE MILWAUKEE AND TOMAHAWK HOURLY BARGAINING UNIT EMPLOYEES ASSETS HELD FOR INVESTMENT December 31, 1993 Shares or Current Description face amount Cost value - - - ---------------------------- ----------- ---- ------- Mutual funds- Fidelity Balanced Fund 77,875 $ 1,018,705 $ 1,042,742 Fidelity Blue Chip Growth Fund 57,461 1,350,357 1,388,831 Strong Investment Fund, Inc. 66,277 1,263,637 1,263,247 Bank common trust fund- Marshall Money Market Fund 136,395 136,395 136,395 Common stock - Harley Davidson 39,767 1,241,618 1,754,718 Insurance company investments - administration contracts: Aetna Life Insurance Company group annuity contract #14077 $9,334,956 9,334,956 9,334,956 Cash surrender value of individual life insurance policies - First Colony Life Insurance Company $ 167,833 167,833 167,833 Participant loans, at various interest rates (ranging from 7% to 11.5%) and maturities $1,021,617 1,021,617 1,021,617 ----------- ----------- Total investments $15,535,118 $16,110,339 =========== =========== Schedule 2 HARLEY-DAVIDSON, INC. RETIREMENT SAVINGS PLAN FOR THE MILWAUKEE AND TOMAHAWK HOURLY BARGAINING UNIT EMPLOYEES TRANSACTIONS OR SERIES OF TRANSACTIONS IN EXCESS OF 5 PERCENT OF THE CURRENT VALUE OF PLAN ASSETS Year ended December 31, 1993 Cost of Proceeds purchases from sales Number of (1) during during Net Description transactions the year the year gain ----------- ------------ --------- ---------- ---- Category (iii) - Series of Transactions in excess of 5% of plan assets Insurance company contracts: Aetna Life Insurance Company participating accumulation Fund - Branch 1 2P;2S* $ 109,866 $4,524,185 - Aetna Life Insurance Company group annuity contract 33P*;7S 6,350,088 881,962 - Bank common trust fund - Marshall Money Market Fund 414P;253S 4,724,619 4,726,530 - Mutual fund - Fidelity Balanced Fund 33P;1S 676,655 4,094 272 Fidelity Blue Chip Growth Fund 31P;0S 840,608 - - Strong Investment Fund, Inc. 28P;10S 437,356 249,630 79,032 Common stock - Harley-Davidson,Inc. 39P;25S 831,419 385,900 128,535 There were no category (i), (ii) or (iv) reportable transactions during 1993, other than the category (i) transfers noted below. (1) P=Purchases; S=Sales * Includes two transfers of $2,251,557 and $2,272,628 from the participating accumulation fund to the group annuity contract. EXHIBIT 24 CONSENT OF ERNST & YOUNG, INDEPENDENT AUDITORS We consent to the incorporation by reference in the Registration Statement (Form S-8 No. 33-35311) pertaining to the Harley-Davidson, Inc. Retirement Savings Plan for Milwaukee and Tomahawk Hourly Bargaining Unit Employees (the Plan) of our report dated April 25, 1994, with respect to the financial statements and schedules of the Plan included in this Annual Report (Form 11-K) for the year ended December 31, 1993. ENRST & YOUNG Milwaukee, Wisconsin June 24, 1994 -----END PRIVACY-ENHANCED MESSAGE-----