11-K 1 crssav11k.htm SAVINGS PLAN OF CARPENTER TECHNOLOGY CORPORATION
Form 11-K

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549




ANNUAL REPORT


Pursuant to Section 15(d) of the
Securities Exchange Act of 1934


For the year ended December 31, 2000


Commission File Number 1-5828


SAVINGS PLAN OF
CARPENTER TECHNOLOGY CORPORATION
(Full title of the plan)


CARPENTER TECHNOLOGY CORPORATION
(Name of issuer of the securities held
pursuant to the plan)



1047 N. Park Rd.
Wyomissing, Pennsylvania 19610-1339
(Address of principal executive
office of the issuer)
 

 

 

SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, Carpenter Technology Corporation has duly caused this annual report to be signed on its behalf by the undersigned thereunto duly authorized.
SAVINGS PLAN OF
CARPENTER TECHNOLOGY CORPORATION
(Name of Plan)
Date                  June 28, 2001              

By

/s/ Terrence E. Geremski                                       
Terrence E. Geremski
Senior Vice President - Finance and
Chief Financial Officer



Financial Statements and Exhibits

(a)

Financial Statements

The financial statements filed as part of this report are listed in the Index to
Financial Statements included herein.

(b)

Exhibits

(1)



Consent of Independent Accountants



Report of Independent Accountants
To the Participants and Administrator of the Savings Plan of Carpenter Technology
Corporation:

In our opinion, the accompanying statements of net assets available for benefits and the related
statements of changes in net assets available for benefits present fairly, in all material respects,
the net assets available for benefits of the Savings Plan of Carpenter Technology Corporation
(the "Plan") at December 31, 2000 and 1999, and the changes in net assets available for benefits
for the years then ended in conformity with accounting principles generally accepted in the United
States of America. 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 of these statements in accordance with auditing standards generally
accepted in the United States of America, 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 audits provide a reasonable basis for our opinion.
Our audits were conducted for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental Schedule of Assets Held for Investment
Purposes at End of Year is presented for the purpose of additional analysis and is not a required
part of the basic financial statements but is 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. This supplemental schedule is the responsibility of the
Plan's management. The supplemental schedule has been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a whole.

/s/PricewaterhouseCoopers LLP

June 4, 2000
SAVINGS PLAN OF
CARPENTER TECHNOLOGY CORPORATION
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
as of December 31, 2000 and 1999
(dollars in thousands)


ASSETS 2000 1999
Investments, at fair value $ 304,264 $ 308,225
Receivables:
     Investment income receivable 410 366
     Miscellaneous receivables

           42

           35

     Total receivables

        452

         401

     Total assets

 304,716

 308,626

LIABILITIES
Accrued administration expenses 339 249
Loans payable

          52

           31

     Total liabilities

        391

        280

Net assets available for benefits

$ 304,325

$ 308,346



The accompanying notes are an integral part of these financial statements.


SAVINGS PLAN OF
CARPENTER TECHNOLOGY CORPORATION

STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
for the years ended December 31, 2000 and 1999
(dollars in thousands)

2000 1999
Additions to net assets attributed to:
Investment income:
     Net appreciation in fair value of investments $             - $ 18,540
     Interest 5,404 5,538
     Dividends

  10,009

    4,543

  15,413

  28,621

Contributions:
     Salary deferral 10,259 10,239
     Participant 2,465 2,336
     Rollover 448 194
     Company basic

    4,934

    4,912

  18,106

  17,681

          Total additions

  33,519

  46,302

Deductions from net assets attributed to:
Net depreciation in fair value of investments 12,834 -
Benefits paid to participants 23,660 23,400
Administrative expenses

     1,046

     1,303

          Total deductions

  37,540

   24,703

               Net (decrease) increase (4,021) 21,599
Net assets available for benefits:
               Beginning of year

 308,346

 286,747

               End of year

$ 304,325

$ 308,346



The accompanying notes are an integral part of these financial statements.

SAVINGS PLAN OF
CARPENTER TECHNOLOGY CORPORATION
NOTES TO FINANCIAL STATEMENTS
1. Description of Plan:
The following description of the Savings Plan of Carpenter Technology Corporation (the
"Plan)" provides only general information. A more comprehensive description of the Plan's
provisions can be found in the Plan document, which is available to participants upon
request from Carpenter Technology Corporation or any participating affiliate (collectively
referred to as the "Company").

       General:

The Plan is a profit-sharing and stock bonus plan which covers substantially all domestic
employees of Carpenter Technology Corporation and Carpenter Special Products
Corporation. It is subject to the provisions of the Employee Retirement Income Security
Act of 1974 (ERISA), as amended.

       Contributions:


Each year, participants may contribute up to 17 percent of pretax annual compensation
(known as salary deferral contributions), and up to 17 percent of after-tax annual
compensation (known as participant contributions), as defined in the Plan. The combined
contributions cannot exceed 17 percent of total compensation. Participants may also
contribute amounts representing distributions from other qualified defined contribution
plans (known as rollovers). The Company contributes an amount equal to three percent of
each employee's base pay (known as company basic contributions). Contributions are
subject to certain limitations.

Participants may direct all contributions based on their personal investment goals. The
Plan currently offers five registered investment company funds, two collective trust funds,
one interest bearing cash fund and the stock of the Company.

       Participant's Accounts:

Four accounts are maintained for each participant which are credited with contributions
and Plan net earnings on funds invested within the respective accounts, as follows:

   -   Long-term savings account - credited with company basic and salary deferral
       contributions, both of which are participant directed;

   -   Thrift account - credited with participant contributions, which are participant directed;

   -   Profit Sharing Account - credited with Company contributions prior to 1988, which
       were non-participant directed. No further contributions may be made to this account,
       and participants cannot transfer amounts to other investment funds.

   -   Rollover Account - credited with rollover contributions, which are participant directed.


        Vesting:

All contributions and Plan earnings thereon are 100 percent vested and nonforfeitable.


       Investment Funds:
The Plan maintains nine investment funds. Each participant may designate separately the
investment fund or funds in which the Long-Term Savings Account, Thrift Account or
Rollover Account are to be invested. The Profit Sharing Account may be invested only in
the Carpenter Technology Stock Fund.

       Participant Loans:

Loans are available from the long-term savings account to participants who are active
employees of the Company. Participants are subject to certain restrictions on their
number of loans, amount and terms of repayment. Interest is charged at the prime rate for
commercial lenders at the time the loan is initiated, plus one percent. Loan repayments
are required monthly, and payment in full is required at the time of the participant's
separation.

       Benefits Paid to Participants:

Benefits paid to participants include participant distributions and withdrawals. Participants
are entitled to a lump sum distribution upon separation from service, occurrence of a
permanent disability or after attainment of age 59-1/2. Upon separation, a participant may
elect to defer such distribution, provided the account balance is at least $5,000. The
distribution of benefits to all separated participants must begin no later than the later of
December 31 of the year in which the participant retires or attains age 70-1/2. Upon
attainment of age 59-1/2, participants may make withdrawals from any account without
limitation. Prior to age 59-1/2, the following order applies: 1) Thrift, profit sharing and
rollover accounts, balance available at any time. 2) Long-term savings account, subject to
certain hardship restrictions. Benefits paid to participants are in cash, except that
distribution of accounts which consist of investments in the Carpenter Technology Stock
Fund shall be made in shares of the Company's common stock or cash, at the participant's
option.

       Administrative Expenses:

All fees directly related to the Plan are paid by the Plan.

       Plan Termination:

Although it has not expressed an intent to do so, the Company has the right under the Plan
to discontinue its contributions at any time and to terminate the Plan subject to the
provisions of ERISA and any contractual obligations.

2. Summary of Significant Accounting Policies:

A.

The financial statements of the Plan are prepared under the accrual method of
accounting.

B.



The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets, liabilities,
and changes therein, and disclosure of contingent assets and liabilities. Actual
results could differ from those estimates.

C.






The investment in common stock of Carpenter Technology Corporation is stated at
fair value based on the last reported sales price as quoted on the New York Stock
Exchange. The investment in the other trust funds are stated at their fair value,
based on the current market values of the underlying assets of the funds, or as
determined by the trustee. Purchases and sales of investments are reflected on a
trade-date basis. Gain or loss on sales of investments is based on average cost.
Dividend income is recorded on the ex-dividend date. Income from other
investments is recorded as earned on an accrual basis.

D.

The net appreciation (depreciation) in the fair value of investments in the statement
of changes in net assets available for benefits consists of realized gains or losses
and unrealized appreciation (depreciation) on investments.

E.

Benefits are recorded when paid.

F.

Investments are exposed to various risks, such as interest rate, market and credit
risks. Due to the level of risk associated with certain investments and the level of
uncertainty related to changes in the value of investments, it is reasonably possible
that changes in these risks in the near term could materially affect the amounts
reported in the statement of net assets available for benefits and the statement of
changes in net assets available for benefits.
3. Investments:
The following presents investments that represent 5 percent or more of the Plan's net
assets. (Shares and dollars in thousands)
        at December 31

         2000

       1999

Selection Fund for Employee Trusts of State Street Bank and
Trust Company, 60,196 and 54,651 shares, respectively

$ 60,196

$    54,651
Carpenter Technology Stock Fund, 1,658 and 1,814 shares,
respectively *

$ 58,040

$   49,776
BZW Barclay's Equity Index Fund, 886 and 975 shares,
respectively

$ 32,707

$   39,647
Matrix Synthesis Fund for Employee Trusts of State Street Bank
and Trust Company, 504 and 584 shares, respectively
$ 82,358
$ 108,955
Putnam Vista Fund, 2005 shares $ 26,101         n/a
*Includes non participant-directed total of $2,687 and $2,232 respectively.
During 2000 and 1999, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) depreciated in value by $12,834,000 and
appreciated in value by $18,540,000, respectively, as follows:
2000  1999  
(dollars in thousands)
Registered investment companies $ (23,820) $ 18,484 
Common stock 14,468  (6,587)
Collective trusts

(3,482)

6,643 

$ (12,834)

$ 18,540 

4. Nonparticipant-Directed Investments:
Information about the net assets and the significant components of the changes in net
assets relating to the nonparticipant-directed investments is as follows:
at December 31
Net Assets: 2000   1999  
(dollars in thousands)
          Carpenter Technology Corporation common stock

$ 2,687 

$ 2,232 

Year ended December 31
Changes in net assets: 2000   1999  
(dollars in thousands)
          Dividends $   103  $      80 
          Net appreciation (depreciation) 563  (550)
          Benefits paid to participants

(211)

(259)

$   455 

$   (729)

5. Tax Status:
The Internal Revenue Service has determined and informed the Company by letter dated
November 17, 2000, that the Plan and related trust are designed in accordance with applicable
sections of the Internal Revenue Code (IRC). Although the Plan has been amended since
receiving the determination letter, the Plan administrator 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 IRC.

6. Reconciliation of Financial Statements to Form 5500:
The following is a reconciliation of net assets available for benefits per the financial
statements to the Form 5500:
Yr Ended Yr Ended

12/31/00

12/31/99

(in thousands)
Net assets available for benefits per the financial statements $ 304,325  $ 308,346 
Amounts allocated to withdrawing participants

(154)

(102)

Net assets available for benefits per the Form 5500

$ 304,171 

$ 308,244 



The following is a reconciliation of benefits paid to participants per the financial statements
to the Form 5500:

Yr Ended Yr Ended

12/31/00

12/31/99

(dollars in thousands)
Benefits paid to participants per the financial statements $ 23,660  $ 23,400 
Add: Amounts allocated to withdrawing participants
     at current year end 154  102 
Less: Amounts allocated to withdrawing participants
     at previous year end

(102)

(342)

Benefits paid to participants per the Form 5500

$ 23,712 

$ 23,160 


Amounts allocated to withdrawing participants are recorded on the Form 5500 for benefit
claims that have been processed and approved for payment prior to December 31 but not
yet paid as of that date.

7. Related Party Transactions:
Certain Plan investments are shares of mutual funds managed by State Street Bank and
Trust Company. State Street Bank is the trustee as defined by the Plan and, therefore,
these transactions qualify as party-in-interest. Fees paid by the Plan for the investment
management services amounted to approximately $490,000 and $540,000 for the years
ended December 31, 2000 and 1999, respectively.


Schedule H, line 4i - Schedule of Assets Held for Investment Purposes at End of Year
Savings Plan of Carpenter Technology Corporation
as of December 31, 2000
       
          

(A)

(B)
Identity of issue, borrower, lessor or similar party

(C) Description of investment, including maturity date, rate of interest, collateral, par or maturity value

(E)
Current
Value

* Selection Fund for Employee Trusts of State Street Bank and Trust Company Common / Collective Trust $ 60,196,125
* Carpenter Technology Corporation Stock Fund Corporate Stocks - Common $ 58,040,430
  BZW Barclays Equity Index Fund Collective Trust $ 32,706,965
    Putnam Income Fund Registered Investment Company $      600,087
  Putnam Vista Fund Registered Investment Company $ 26,101,245
  Euro-Pacific Growth Fund Registered Investment Company $   8,669,205
  Participant Loans Loans to Participants - interest rate range 6.74% to 11.5%; no loans due past 1/1/2011 $ 11,896,759
  American Balanced Fund Registered Investment Company $   8,019,864
* Matrix Synthesis Fund for Employee Trusts of State Street Bank and Trust Co. Registered Investment Company $ 82,358,412
* Short-term Fund for Government Securities of State Street Bank and Trust Co. Interest Bearing Cash $   6,120,494
* State Street Bank and Trust Company Short Term Investment Fund Interest Bearing Cash $   9,308,268
  Cash Interest Bearing Cash $      245,828
       
* Party-in-Interest    
       
       

CONSENT OF INDEPENDENT ACCOUNTANTS


We hereby consent to the incorporation by reference in the Registration Statement on Form
S-8 (number 2-83780) of Carpenter Technology Corporation of our report dated June 4,
2001 relating to the financial statements of the Savings Plan of Carpenter Technology
Corporation, which appears in this Form 11-K.



/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP
Philadelphia, PA
June 28, 2001
 


Last Updated on 6/18/01
By U00954