-----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, R0/rDBVeuvjIxw1qx4tN+pXumXmTUxBM5ahgjwMZOqEBFa8pzl/vyBGq2D8/vmqW 4RlE3wxovtNddGont5rriw== 0000005907-94-000017.txt : 19940509 0000005907-94-000017.hdr.sgml : 19940509 ACCESSION NUMBER: 0000005907-94-000017 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940506 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AT&T CORP CENTRAL INDEX KEY: 0000005907 STANDARD INDUSTRIAL CLASSIFICATION: 4813 IRS NUMBER: 134924710 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01105 FILM NUMBER: 94526486 BUSINESS ADDRESS: STREET 1: 32 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 100132412 BUSINESS PHONE: 2126055500 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN TELEPHONE & TELEGRAPH CO DATE OF NAME CHANGE: 19920703 11-K 1 AT&T RSPS PLAN SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K Annual Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 (Mark One) X Annual report pursuant to Section 15(d) of the -- Securities Exchange Act of 1934 (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 1-1105 _______ A. Full title of the plan and the address of the plan, if different from that of the issuer named below: AT&T LONG TERM SAVINGS AND SECURITY PLAN B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: AT&T CORP. 32 Avenue of the Americas, New York, NY 10013-2412 AT&T LONG TERM SAVINGS AND SECURITY PLAN Financial Statements and Supplemental Schedules at December 31, 1993 and 1992 AT&T LONG TERM SAVINGS and SECURITY PLAN INDEX to FINANCIAL STATEMENTS and SUPPLEMENTAL SCHEDULES _______ Page(s) ------- Report of Independent Auditors 2-3 Financial Statements: Statements of Net Assets Available for Plan Benefits at December 31, 1993 and 1992 4-5 Statement of Changes in Net Assets Available for Plan Benefits for the year ended December 31, 1993 6 Notes to Financial Statements 7-12 Supplemental Schedules: Schedule of Investments at December 31, 1993 13-23 Item 27a - Schedule of Assets Held for Investment Purposes at December 31, 1993 24 Item 27d - Schedule of Reportable Transactions for the year ended December 31, 1993 25 REPORT of INDEPENDENT AUDITORS ------------------------------- To the AT&T Savings Plan Committee: We have audited the financial statements of the AT&T LONG TERM SAVINGS and SECURITY PLAN as listed in the accompanying index on page 1. 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 financial position of the AT&T Long Term Savings and Security Plan at December 31, 1993 and 1992, and the changes in its net assets available for plan benefits for the year ended December 31, 1993, in conformity with generally accepted accounting principles. 2 Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of investments is presented for purposes of additional analysis and is not a required part of the basic financial statements. The supplemental schedules under items 27a and 27d 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 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 New York, New York April 29, 1994 3
AT&T LONG TERM SAVINGS and SECURITY PLAN STATEMENT of NET ASSETS AVAILABLE for PLAN BENEFITS December 31, 1993 (Thousands of Dollars) _______ South AT&T Diversified Guaranteed Africa Employee Stock Shares Equity Interest Restricted Ownership Plan Loan ASSETS Fund Portfolio Fund Fund Allocated Unallocated Account Total ------- ----------- ---------- --------- --------- ----------- ------- ----- Investments, at fair value (cost $2,559,808; see accompanying schedule of investments): Share of investments in Group Trust: American Telephone and Telegraph Company common shares $1,779,318 $ 277 $1,779,595 Other marketable securities and obligations 56,883 $18,826 75,709 Contracts with insurance companies $689,462 689,462 Contracts with financial institutions 42,582 42,582 Temporary cash investments 80,022 8,444 52,089 140,555 ---------- ------- -------- ------- ---------- 1,859,340 65,604 784,133 18,826 2,727,903 Non-Group Trust investments, excluding Employee Stock Ownership Plan: Contracts with insurance companies 22,649 22,649 Temporary cash investments 12,095 12,095 Participant loans receivable $81,147 81,147 ---------- ------- -------- ------- ------- ---------- 1,859,340 65,604 818,877 18,826 81,147 2,843,794 Employee Stock Ownership Plan (Note 1): American Telephone and Telegraph Company common shares allocated to participants $337,864 337,864 American Telephone and Telegraph Company common shares held for future contributions $420,205 420,205 Temporary cash investments 37,597 37,597 ---------- ------- -------- ------- -------- -------- ------- --------- Total investments 1,859,340 65,604 818,877 18,826 337,864 457,802 81,147 3,639,460 Employing Company contributions receivable (Note 5) 7,208 7,208 Employee allotments receivable 5,724 712 4,733 344 11,513 Interfund receivables 686 429 35 1,150 Dividends and interest receivable 11,388 57 127 2,124 2,669 16,365 Receivables for investments sold and other 7 9 11 27 ---------- ------- -------- ------- ------- ------- ------- ---------- Total assets 1,877,145 66,811 823,748 19,205 347,196 460,471 81,147 3,675,723 ---------- ------- -------- ------- ------- ------- ----------
Continued 4
AT&T LONG TERM SAVINGS and SECURITY PLAN STATEMENT of NET ASSETS AVAILABLE for PLAN BENEFITS (Continued) December 31, 1993 (Thousands of Dollars) _______ South AT&T Diversified Guaranteed Africa Employee Stock Shares Equity Interest Restricted Ownership Plan Loan LIABILITIES Fund Portfolio Fund Fund Allocated Unallocated Account Total ------- ----------- ---------- --------- --------- ----------- ------- ----- Due to AT&T Long Term Savings Plan for Management Employees 409 96 296 21 222 1,044 Interfund payables 1,115 35 1,150 Payables for administrative expenses and other 8 3 31 42 Unearned supplemental contribution (Note 2) 28,533 28,533 Notes payable (Notes 1 and 9) 355,100 355,100 Accrued interest payable 13,073 13,073 ---------- ------- -------- ------- -------- -------- ---------- Total liabilities 417 99 1,442 21 257 396,706 398,942 ---------- ------- -------- ------- -------- -------- ------- ---------- Net assets available for plan benefits $1,876,728 $66,712 $822,306 $19,184 $346,939 $ 63,765 $81,147 $3,276,781 ========== ======= ======== ======= ======== ======== ======= ========== The accompanying notes are an integral part of these financial statements.
4A
AT&T LONG TERM SAVINGS and SECURITY PLAN STATEMENT of NET ASSETS AVAILABLE for PLAN BENEFITS December 31, 1992 (Thousands of Dollars) _______ South AT&T Diversified Guaranteed Africa Employee Stock Shares Equity Interest Restricted Ownership Plan Loan ASSETS: Fund Portfolio Fund Fund Allocated Unallocated Account Total ------- ----------- ---------- --------- --------- ----------- ------- ----- Investments, at fair value (cost $2,374,228): Share of investments in Group Trust: American Telephone and Telegraph Company common shares $1,791,878 $ 187 $1,792,065 Other marketable securities and obligations 46,026 $16,005 62,031 Contracts with insurance companies $669,993 669,993 Contracts with financial institutions 68,275 68,275 Temporary cash investments 6,331 388 7,751 4 14,474 --------- -------- -------- ------- ---------- 1,798,209 46,601 746,019 16,009 2,606,838 Non-Group Trust investments, excluding Employee Stock Ownership Plan: Contracts with insurance companies 34,943 34,943 Temporary cash investments 41 41 Participant loans receivable $63,258 63,258 ---------- ------- -------- ------- ------- ---------- 1,798,209 46,601 781,003 16,009 63,258 2,705,080 Employee Stock Ownership Plan (Note 1): American Telephone and Telegraph Company common shares allocated to participants $269,757 269,757 American Telephone and Telegraph Company common shares held for future contributions $479,484 479,484 Temporary cash investments 58 9,075 9,133 ---------- ------- -------- ------- -------- -------- ------- ---------- Total investments 1,798,209 46,601 781,003 16,009 269,815 488,559 63,258 3,463,454 Allotments and contributions receivable (Note 5) 5,120 509 5,286 325 6,883 18,123 Interfund receivables 9 401 3,085 249 3,744 Dividends and interest receivable 11,611 69 24 1,750 3,128 16,582 Receivables for investments sold 65 319 384 ---------- ------- -------- ------- -------- -------- ------- ---------- Total assets 1,814,949 47,645 789,717 16,583 278,448 491,687 63,258 3,502,287 ---------- ------- -------- ------- -------- -------- ------- ----------
Continued 5
AT&T LONG TERM SAVINGS and SECURITY PLAN STATEMENT of NET ASSETS AVAILABLE for PLAN BENEFITS (Continued) December 31, 1992 (Thousands of Dollars) _______ South AT&T Diversified Guaranteed Africa Employee Stock Shares Equity Interest Restricted Ownership Plan Loan LIABILITIES: Fund Portfolio Fund Fund Allocated Unallocated Account Total ------- ----------- ---------- --------- --------- ----------- ------- ----- Distributions payable (Note 2) 13,225 205 6,218 81 1,659 21,388 Due to (from) AT&T Long Term Savings Plan for Management Employees 215 (164) 545 (68) 404 932 Interfund payables 3,652 9 83 3,744 Payables for investments purchased 94 294 388 Payables for administrative expenses and other 12 4 30 Notes payable (Notes 1 and 9) 407,400 407,400 Accrued interest payable 15,135 15,135 ---------- ------- -------- ------- -------- -------- ---------- Total liabilities 17,104 139 7,096 13 2,146 422,535 449,033 ---------- ------- -------- ------- -------- -------- ------- ---------- Net assets available for plan benefits $1,797,845 $47,506 $782,621 $16,570 $276,302 $ 69,152 $63,258 $3,053,254 ========== ======= ======== ======= ======== ======== ======= ========== The accompanying notes are an integral part of these financial statements.
5A
AT&T LONG TERM SAVINGS and SECURITY PLAN STATEMENT of CHANGES in NET ASSETS AVAILABLE for PLAN BENEFITS for the year ended December 31, 1993 (Thousands of Dollars) _______ AT&T Diversified Guaranteed Africa Employee Stock Shares Equity Interest Restricted Ownership Plan Loan Fund Portfolio Fund Fund Allocated Unallocated Account Total ------- ----------- ---------- --------- --------- ----------- ------- ----- Net assets available for plan benefits January 1, 1993 $1,797,845 $47,506 $782,621 $16,570 $276,302 $ 69,152 $63,258 $3,053,254 ---------- ------- -------- ------- -------- -------- ------- ---------- Allotments, contributions and transfers: Employee allotments (Note 1) 76,250 9,238 70,435 4,836 160,759 Allocation of shares to participants (Note 1) 81,365 (81,365) - Employing company contributions (Notes 1 and 5) 7,253 7,253 Supplemental contributions (Note 9) 63,821 63,821 Transfers of participants' balances, net 340 6,233 (37,913) (2,584) (11,983) 6,037 17,889 (21,981) Transfers of participants' balances to other companies' plans (Note 7) (20,950) (631) (9,690) (47) (4,536) (35,854) ---------- ------- -------- ------- -------- -------- ------- ---------- 55,640 14,840 22,832 2,205 72,099 (11,507) 17,889 173,998 ---------- ------- -------- ------- -------- -------- ------- ---------- Investment income: Share of investment income in Group Trust: Dividends on American Telephone and Telegraph Company common shares 45,498 5 45,503 Other dividends 597 1,325 1,922 Interest (includes $2,673 from Non-Group Trust Guaranteed Interest Fund contracts) 1,318 51 59,348 150 60,867 Net appreciation (depreciation) of investments (Note 2) 57,701 5,873 (351) 63,223 ---------- ------- -------- ------- ---------- 104,517 6,526 59,348 1,124 171,515 ---------- ------- -------- ------- ----------
Continued 6
AT&T LONG TERM SAVINGS and SECURITY PLAN STATEMENT of CHANGES in NET ASSETS AVAILABLE for PLAN BENEFITS (Continued) for the year ended December 31, 1993 (Thousands of Dollars) _______ AT&T Diversified Guaranteed Africa Employee Stock Shares Equity Interest Restricted Ownership Plan Loan Fund Portfolio Fund Fund Allocated Unallocated Account Total ------- ----------- ---------- --------- --------- ----------- ------- ----- Employee Stock Ownership Plan: Dividends on American Telephone and Telegraph Company common shares 7,934 11,317 19,251 Interest 17 163 180 Net appreciation of investments (Note 2) 2,620 22,086 24,706 ---------- ------- -------- ------- -------- -------- ---------- Total investment income 104,517 6,526 59,348 1,124 10,571 33,566 215,652 ---------- ------- -------- ------- -------- -------- ---------- Interest expense (27,253) (27,253) Distributions to participants (81,126) (2,063) (42,091) (712) (12,033) (138,025) Administrative expenses (148) (97) (404) (3) (193) (845) ---------- ------- -------- ------- -------- -------- ------- ---------- Net increase (decrease) 78,883 19,206 39,685 2,614 70,637 (5,387) 17,889 223,527 ---------- ------- -------- ------- -------- -------- ------- ---------- Net assets available for plan benefits, December 31, 1993 $1,876,728 $66,712 $822,306 $19,184 $346,939 $63,765 $81,147 $3,276,781 ========== ======= ======== ======= ======== ======= ======= ========== The accompanying notes are an integral part of these financial statements.
6A AT&T LONG TERM SAVINGS and SECURITY PLAN NOTES to FINANCIAL STATEMENTS ________ 1. Plan Description: The AT&T Long Term Savings and Security Plan (the "Plan" or "LTSSP"), was established by American Telephone and Telegraph Company ("AT&T") to provide a convenient way for non-management employees (i.e., employees whose pay is not defined at a monthly or annual rate and whose positions are subject to automatic wage progression) to save on a regular and long-term basis. An eligible employee enters the Plan by authorizing a payroll allotment and making a direction of investment entirely in the AT&T Shares Fund, Diversified Equity Portfolio, Guaranteed Interest Fund, or South Africa Restricted Fund, or equally in any two of the funds. Basic allotments may be authorized from pay on the basis of weekly pay in $5 increments as defined in the Plan Prospectus. A supplementary allotment may be authorized, if desired, consisting of a total of one or more $5 increments which, when added to the basic allotment, results in a total allotment of not more than 16% of the employee's basic weekly rate of pay. An employee may designate basic allotments as pre-tax allotments, as after-tax allotments or as a combination of pre-tax and after-tax allotments in $5 increments. Loans are available to all active participating employees in an amount not less than $1,000, up to a maximum of the lesser of $50,000 or 50% of the employee's vested account balance. Upon default, employees are considered to have received a distribution and are subject to income taxes on the distributed amount. The Plan includes an Employee Stock Ownership Plan ("ESOP") feature. On March 9, 1990, the Plan issued $550 million in notes (see Note 9), the proceeds from which were used to purchase approximately 13.4 million AT&T common shares for the ESOP. Such shares are allocated to participants in respect of employer matching contributions under a formula set forth in the note agreement; additional Employing Company (AT&T or any subsidiary of AT&T participating in the Plan) contributions may be required to satisfy employer matching obligations under the Plan. During 1993, 1,398,545 shares, valued at approximately $81.4 million, were allocated to participants within the ESOP. Additional Employing Company contributions under the Plan during 1993 of approximately $7.3 million were used to purchase additional AT&T common shares that were allocated to participants. Continued 7 AT&T LONG TERM SAVINGS and SECURITY PLAN NOTES to FINANCIAL STATEMENTS, Continued ________ For a complete description of the Plan, participants should refer to the Plan Prospectus. Bankers Trust Company is the trustee (the "Trustee") for the Plan. 2. Accounting Policies: Valuation of Investments ------------------------ Investments in AT&T common shares and other securities listed on a national stock exchange are carried at fair value determined on the basis of the last published sales price per share on December 31, as reported on the Composite Tape or, if no sales were made on that date, at the last published sales price on the next preceding day on which sales were made. Securities traded in over-the-counter markets are carried at fair value based on the last bid prices or closing prices on December 31, as listed in published sources if available or, if not available, from other sources considered reliable. All other investments are carried at the fair value on the close of business on December 31. The Trustee determines fair value, taking into account values supplied by a generally accepted pricing or quotation service or quotations furnished by one or more reputable sources, such as securities brokers, dealers or investment bankers, mutual fund administrators, values of comparable property, appraisals or other relevant information. Contracts with insurance companies and financial institutions, which are fully benefit responsive, are carried at contract value (representing contributions made under the contracts plus accumulated interest at the contract rates). Contributions ------------- AT&T common shares allocated to participants within the ESOP are recorded as transfers at fair value on the date of the allocation; additional Employing Company contributions in respect of AT&T's matching obligation under the Plan are recognized as the related employee allotments are made. Supplemental contributions in respect of AT&T's debt service obligations on the notes payable (see Note 9) are recorded as such amounts become payable under the terms of the note agreement. At December 31, 1993, a supplemental contribution in the amount of $28.5 million relating to the January 1994 debt service payment was received in advance and has been recorded as unearned supplemental contribution in the statement of net assets available for plan benefits. Continued 8 AT&T LONG TERM SAVINGS and SECURITY PLAN NOTES to FINANCIAL STATEMENTS, Continued ________ Withdrawals and Distributions ----------------------------- In accordance with guidance issued by the American Institute of Certified Public Accountants in 1993, the Plan has changed its method of accounting for withdrawals and distributions such that all amounts elected to be withdrawn and distributed from the Plan by participants, but not yet disbursed at year-end, are no longer recorded as a liability in the statement of net assets available for plan benefits. Prior to 1993, withdrawals and distributions were recorded as a liability in the period such amounts were authorized to be paid to participants. The effect of this change is immaterial to net assets available for plan benefits. Purchases and Sales of Investments ---------------------------------- Purchases and sales of securities are recorded as of the trade dates. Investment Income ----------------- Dividend income is recorded on securities held as of the ex-dividend dates. Interest income is recorded on the accrual basis. Net Appreciation (Depreciation) in the Value of Investments ----------------------------------------------------------- The Plan presents in the statement of changes in net assets available for plan benefits the net appreciation (depreciation) in the value of investments, which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. 3. Participants by Investment Direction: At December 31, 1993, the number of employees participating by investment direction described in Section 7 of the Plan Prospectus was: Entirely in AT&T Shares Fund 34,703 Entirely in Diversified Equity Portfolio 1,650 Entirely in Guaranteed Interest Fund 34,107 Entirely in South Africa Restricted Fund 648 Equally in AT&T Shares Fund and Diversified Equity Portfolio 3,822 Equally in AT&T Shares Fund and Guaranteed Interest Fund 17,333 Equally in AT&T Shares Fund and South Africa Restricted Fund 1,225 Equally in Diversified Equity Portfolio and Guaranteed Interest Fund 1,997 Equally in Diversified Equity Portfolio and South Africa Restricted Fund 1,811 Equally in Guaranteed Interest Fund and South Africa Restricted Fund 530 ------ Total 97,826 ====== Continued 9 AT&T LONG TERM SAVINGS and SECURITY PLAN NOTES to FINANCIAL STATEMENTS, Continued ________ In addition, Employing Company contributions on behalf of 569 employees who have elected to participate in a union- sponsored trust are held in the AT&T Shares Fund. 4. Tax Status: The Plan obtained its latest determination letter on January 20, 1987, in which the Internal Revenue Service (the "IRS") stated that the Plan, as submitted, met the requirements of Section 401(a) of the Internal Revenue Code, as amended (the "Code"), and that the related Trust was exempt from Federal income taxes under Section 501(a) of the Code. The Plan has since been amended. However, the Plan, as amended, is currently designed and operated to be in compliance with the applicable requirements of the Code, and AT&T intends to make any additional amendments required by the IRS to ensure continued compliance. Therefore, Plan management believes that the Plan was qualified and the related Trust was tax exempt at the date of the financial statements. In addition, AT&T will apply for a determination letter covering the ESOP feature of the Plan after the opening of a determination letter program by the IRS for a category of plans that includes an ESOP feature. 5. Employing Company Contributions: The Employing Company contributes on behalf of each of its participating employees an amount equal to 66-2/3% of the amount of the basic allotment from the pay of each such employee. Employing Company contributions will not be made with respect to supplementary allotments. Employing Company contributions have been reduced by forfeited contributions. For information regarding Employing Company contributions, participants should refer to Section 5 of the Plan Prospectus. 6. Group Trust Agreement: On January 1, 1990, AT&T established a group trust (the "Group Trust"), which contains the pooled assets of the various funds of the AT&T Long Term Savings Plan for Management Employees, the AT&T Retirement Savings and Profit Sharing Plan and the Plan, except for certain Guaranteed Interest Fund investments held by the Plan which pre-date the Group Trust and the assets of the ESOP feature of the Plan. Income and assets of the Group Trust are allocated monthly among the three plans on the basis of prior-month balances and current activity. Effective January 1, 1994, the assets of the Plan were transferred to a newly formed group trust. Continued 10 AT&T LONG TERM SAVINGS and SECURITY PLAN NOTES to FINANCIAL STATEMENTS, Continued ________ 7. Transfer of Participants' Balances to Other Companies' Plans: During 1993, Sandia National Laboratories ("Sandia") established a separate savings plan for their employees. Accordingly, all Sandia related net assets were transferred out of the Plan during 1993. Effective January 1, 1994, AT&T Capital Corporation and AT&T Puerto Rico, Inc. established their own savings plans. Their respective net assets will be transferred out of the Plan during 1994. 8. Concentrations of Credit Risk: Financial instruments which potentially subject the Plan to concentrations of credit risk consist principally of investment contracts with insurance companies and other financial institutions. The Plan places its investment contracts with high-credit quality insurance companies and financial institutions and, by policy, limits the amount of credit exposure to any one company or institution. 9. Indebtedness: In connection with the establishment of the Plan's ESOP feature, on March 9, 1990, the Plan issued $550 million in notes for the purpose of purchasing AT&T common shares. These borrowings from insurance companies and financial institutions are nonrecourse to the Plan, except to the extent of ESOP shares purchased with the proceeds therefrom, and are guaranteed by AT&T. The borrowings bear interest at 7.363% and have maturities through January 2, 2000. Supplemental contributions and investment income (dividends on ESOP shares and interest), which were approximately $63.8 million and $17.8 million, respectively, were used to pay principal and interest on the debt during 1993. Annual maturities for the next five years are: $49.8 million in 1994; $51.1 million in 1995; $52.5 million in 1996; $53.9 million in 1997; $54.8 million in 1998 and $93.0 million thereafter. Continued 11 AT&T LONG TERM SAVINGS and SECURITY PLAN NOTES to FINANCIAL STATEMENTS, Continued ________ The fair value of the notes, $382.6 million at December 31, 1993, is estimated based on the quoted market prices of similar issues with the same remaining maturity. 10. Termination Priorities: In the event that the Plan is terminated, subject to conditions set forth in the Employee Retirement Income Security Act of 1974, the Plan provides that the net assets be distributed to participating employees in amounts equal to their respective interests in such assets. 11. Plan Expenses: Brokerage, investment manager and Trustee fees are paid by the Plan. 12. Reconciliation to Form 5500: A liability in the amount of $15.2 million, relating to participants who have elected to withdraw from the Plan but have not yet been paid (see Note 2), has been reflected on Form 5500 in the statement of net assets available for plan benefits, as well as in the statement of changes in net assets available for plan benefits in accordance with Department of Labor Requirements. 12 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS December 31, 1993 (Thousands of Dollars) _______
GROUP TRUST INVESTMENTS: - ----------------------- Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value --------------------------------- ---------- ---- ----- AT&T SHARES FUND ---------------- American Telephone and Telegraph Company common shares - (94.8%) 100,774,277 shs $2,871,938 $5,290,647 Temporary cash investments - (4.3%): BT Pyramid Directed Acct. Cash Fund $237,937 237,937 237,937 ---------- ---------- Total AT&T Shares Fund $3,109,875 $5,528,584 ========== ========== Allocated to: AT&T Long Term Savings Plan for Management Employees ("LTSPME") 66.2839% $2,061,346$3,664,561 AT&T Long Term Savings and Security Plan ("LTSSP") 33.6314% 1,045,895 1,859,340 AT&T Retirement Savings and Profit Sharing Plan ("RSPS").0847% 2,634 4,683 ---------- ---------- $3,109,875 $5,528,584 ========== ========== GOVERNMENT OBLIGATIONS FUND --------------------------- U.S. Treasury Notes: U.S. Treasury Notes, 8.625% August 15, 1994 $ 3,200 $ 3,375 $ 3,299 U.S. Treasury Notes, 8.50% August 15, 1995 101,280 109,248 108,227 U.S. Treasury Notes, 7.625% April 30, 1996 44,210 47,351 47,353 U.S. Treasury Notes, 7.25% August 31, 1996 24,600 26,651 26,284 U.S. Treasury Notes, 6.75% February 28, 1997 82,890 88,006 87,915 U.S. Treasury Notes, 5.75% October 31, 1997 3,300 3,393 3,396 U.S. Treasury Notes, 4.75% October 31, 1998 17,985 17,901 17,665 U.S. Treasury Notes, 4.375% November 15, 1996 46,000 45,863 45,813 U.S. Treasury Notes, 4.25% July 31, 1995 16,165 16,187 16,208 U.S. Treasury Notes, 4.25% November 30, 1995 43,745 43,787 43,772 U.S. Treasury Notes, 4.125% June 30, 1995 18,100 18,134 18,131 ------- ------- 419,896 418,063 ------- -------
Continued 13 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) _______
Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value --------------------------------- ---------- ---- ----- GOVERNMENT OBLIGATIONS FUND, Continued -------------------------------------- Federal Mortgage Agency Obligations: Federal National Mortgage Association, 7.75%, May 1, 2004 $ 5,419 $ 5,412 $ 5,653 Federal Home Loan Mortgage Corp., 8.40%, January 15, 2005 11,039 11,504 11,418 Federal Home Loan Mortgage Corp., Var. rate, April 15, 2022 3,219 3,232 3,289 Federal Home Loan Mortgage Corp., 7.00%, September 1, 2009 970 942 991 Federal Home Loan Mortgage Corp., 7.00%, November 1, 2006 4,157 3,942 4,247 Federal Home Loan Mortgage Corp., 7.00%, May 1, 2006 2,489 2,361 2,543 Federal Home Loan Mortgage Corp., 7.00%, April 1, 2005 2,413 2,307 2,465 ------- ------- 29,700 30,606 ------- ------- Other Federal Agency Mortgage- Backed: CMO Trust 64-F, 9.00%, May 20, 1997 3,021 3,157 3,161 CMO Trust 64-A1, 9.00%, October 20, 2014 5,591 5,836 5,617 Bear Stearns Investment Trust 88-6 6B, Zero Coupon, December 1, 2018 8,769 6,743 8,355 Government Trust G, 8.00%, May 15, 1998 13,895 14,355 14,920 Guaranteed Trade Trust 1993-A, 4.86%, April 1, 1998 16,200 16,200 16,200 ------- ------- 46,291 48,253 ------- ------- Temporary Investments: BT Pyramid Directed Acct. Cash Fund 123,347 123,347 123,347 -------- -------- Total Government Obligations Fund $619,234 $620,269 ======== ======== Allocated to: LTSPME 100.0% $619,234 $620,269 ======== ========
Continued 14 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) ________
Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value --------------------------------- --------- ---- ----- DIVERSIFIED EQUITY PORTFOLIO ---------------------------- American Telephone and Telegraph Company common shares - (.4%) 125,000 shs $ 6,562 $ 6,562 -------- -------- Other Marketable Securities: Domestic Common Stocks: Automobiles: Ford Motor Co. 104,100 4,715 6,714 General Motors Corp. 156,000 6,428 8,561 -------- -------- 11,143 15,275 -------- -------- Banks: Bank of Boston 257,000 4,693 5,911 BankAmerica Corp. 123,000 5,371 5,704 Central Fidelity Banks Inc. 17,600 488 488 Citicorp 254,000 5,538 9,366 First Interstate Bancorp. 51,000 2,358 3,270 First Virginia Banks, Inc. 16,200 531 531 Mercantile Bank Shares Corp. 18,900 362 362 J.P. Morgan & Co. Incorporated 73,000 2,708 5,064 NBD Bancorp, Inc. 46,000 807 1,369 Norwest Corporation 230,000 2,079 5,606 -------- -------- 24,935 37,671 -------- -------- Building - Forest Products: Boise Cascade Corp. 95,000 3,900 2,233 Weyerhaeuser Co. 130,000 3,237 5,801 -------- -------- 7,137 8,034 -------- -------- Building - Other: Fluor Corporation 63,000 1,457 2,552 Masco Corporation 174,900 3,980 6,471 -------- -------- 5,437 9,023 -------- -------- Chemicals: American Cyanamid Co. 43,500 2,186 2,186 Dow Chemical Co. 80,000 3,432 4,540 Raychem Corp. 129,000 4,395 4,837 WR Grace & Co. 91,000 3,437 3,697 -------- -------- 13,450 15,260 -------- -------- Drugs: American Home Products Corp. 30,000 1,943 1,943 Pfizer Inc. 33,000 1,163 2,277 Upjohn Co. 211,700 6,533 6,139 -------- -------- 9,639 10,359 -------- --------
Continued 15 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) ________
Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value --------------------------------- --------- ---- ----- DIVERSIFIED EQUITY PORTFOLIO, Continued --------------------------------------- Other Marketable Securities, Continued: Domestic Common Stocks, Continued: Electrical Equipment: General Electric Co. 60,100 shs $ 3,504 $ 6,303 ITT Corp. 69,000 3,811 6,296 ------- ------- 7,315 12,599 ------- ------- Electrical Household Appliances: Whirlpool Corp. 73,000 1,872 4,855 ------- ------- Electronics: Hewlett-Packard Co. 71,000 3,251 5,609 Motorola Inc. 49,900 1,145 4,603 Texas Instruments Inc. 118,000 3,864 7,493 ------- ------- 8,260 17,705 ------- ------- Finance: American Express Co. 302,000 7,438 9,324 Federal National Mortgage Assn. 64,400 5,056 5,056 Integra Financial Corp. 7,590 326 326 ------- ------- 12,820 14,706 ------- ------- Food Products: CPC Intl Inc. 35,000 1,667 1,667 ------- ------- Insurance: CIGNA Corp. 74,800 3,821 4,694 Chubb Corp. 80,000 6,001 6,230 General Reinsurance Corp. 52,000 1,589 5,564 St. Paul Cos. Inc. 51,000 2,438 4,583 ------- ------- 13,849 21,071 ------- ------- Investment Companies: Morgan Stanley Group Inc. 4,400 311 311 ------- ------- Machinery - Agriculture: Deere & Company 134,300 6,267 9,938 ------- ------- Machinery - Other: Caterpillar Inc. 104,500 6,081 9,301 Sundstrand Corp. 25,000 845 1,050 ------- ------- 6,926 10,351 ------- ------- Metals - Aluminum: Aluminum Co. of America 96,000 6,019 6,660 ------- -------
Continued 16 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) ________
Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value ---------------------------------- --------- ---- ----- DIVERSIFIED EQUITY PORTFOLIO, Continued --------------------------------------- Other Marketable Securities, Continued: Domestic Common Stocks, Continued: Office and Business Equipment: Digital Equipment Corp. 229,000 shs$14,388 $ 7,843 International Business Machines Corp. 189,000 14,684 10,679 Minnesota Mining and Mfg. Co. 50,000 4,614 5,438 Seagate Technology Co. 34,000 807 807 Tandem Computers Incorporated 400,000 5,990 4,350 Xerox Corp. 84,000 4,919 7,507 ------- ------- 45,402 36,624 ------- ------- Oil - Domestic: Amerada Hess Corp. 140,000 5,939 6,317 Chevron Corporation 77,000 3,908 6,709 Phillips Petroleum Co. 140,000 3,866 4,060 ------- ------- 13,713 17,086 ------- ------- Oil - International: Mobil Corporation 117,000 6,551 9,258 ------- ------- Oil - Service: Halliburton Co. 180,700 5,499 5,760 ------- ------- Paper: International Paper Co. 91,000 5,188 6,165 James River Corp. of VA. 327,400 6,235 6,302 ------- ------- 11,423 12,467 ------- ------- Photographic Equipment: Eastman Kodak Company 121,400 6,829 6,829 ------- ------- Publishing: R.R. Donnelley & Sons Co. 192,000 3,088 5,976 The Times Mirror Company 180,300 5,468 6,018 ------- ------- 8,556 11,994 ------- ------- Retail Trade: American Stores Company 41,900 1,802 1,802 Dayton-Hudson Corp. 136,000 7,420 9,061 Fleming Companies, Inc. 110,900 3,213 2,745 Fred Meyer Inc. 13,825 497 497 Nordstrom, Inc. 251,600 7,227 8,303 JC Penney Inc. 25,800 1,358 1,358 ------- ------- 21,517 23,766 ------- ------- Savings & Loan: Golden West Financial Corp. 161,000 6,543 6,279 ------- -------
Continued 17 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) ________
Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value ---------------------------------- --------- ---- ----- DIVERSIFIED EQUITY PORTFOLIO, Continued --------------------------------------- Other Marketable Securities, Continued: Domestic Common Stocks, Continued: Soaps: Procter & Gamble Co. 144,000 shs $ 3,419$ 8,208 -------- ------- Textile and Apparel: Melville Corp. 188,000 8,072 7,638 -------- ------- Tire & Rubber: Goodyear Tire & Rubber Co. 69,200 3,166 3,166 -------- ------- Transportation: CSX Corp. 24,000 1,965 1,965 Federal Express Corp. 119,200 5,366 8,448 Union Pacific Corp. 79,000 900 4,947 ---------------- 8,231 15,360 ---------------- Utilities - Electric: Central & South West Corp. 85,000 1,190 2,571 Commonwealth Edison Co. 183,000 5,226 5,147 Pacific Gas & Electric Co. 30,000 540 1,054 Texas Utilities Company 45,000 1,300 1,946 ---------------- 8,256 10,718 ---------------- Utilities - Natural Gas: Consolidated Nat. Gas Co. 52,000 1,773 2,444 ---------------- Utilities - Telephone: NYNEX Corporation 70,000 2,392 2,809 ---------------- Total Domestic Common Stocks - (24.2%) 304,951 382,453 ---------------- Foreign Common Stocks: Drug: Smithkline Beecham 260,000 7,209 7,117 ---------------- Oil - International: Royal Dutch Petroleum Co. 50,000 2,936 5,219 ---------------- Transportation: Canadian PAC Ltd. 345,000 4,030 5,606 ---------------- Utility - Telephone: LM Erisson Tel Co. 63,300 1,312 2,556 ---------------- Total Foreign Common Stocks - (1.3%) 15,487 20,298 ----------------
Continued 18 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) ________
Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value --------------------------------- --------- ---- ----- DIVERSIFIED EQUITY PORTFOLIO, Continued ---------------------------------------- Other Marketable Securities, Continued: Pooled Common Stocks: Bankers Trust Pyramid S&P 500 Equity Index Fund 963,175 units $ 682,452$ 952,243 -------------------- Total Pooled Common Stocks - (60.2%) 682,452 952,243 -------------------- Temporary Cash Investments - (12.7%): BT Pyramid Directed Acct. Cash Fund $200,210 200,210 200,210 -------------------- Total Diversified Equity Portfolio $1,203,100 $1,555,404 ========== ========== Allocated to: LTSPME 95.5552% $1,149,625 $1,486,269 LTSSP 4.2178% 50,744 65,604 RSPS .2270% 2,731 3,531 ---------- ---------- $1,203,100 $1,555,404 ========== ========== GUARANTEED INTEREST FUND ------------------------- Contracts with Insurance Companies - (83.4%): Aetna Life Insurance Company $ 111,277$ 111,277 Allstate Life Insurance Company 51,418 51,418 CIGNA Life Insurance Company 195,082 195,082 CNA Insurance Company 35,368 35,368 Commonwealth Life Insurance Company 209,070 209,070 Confederation Life Insurance Company 101,805101,805 Crown Life Insurance Company 34,111 34,111 The Hartford Life Insurance Company 219,164 219,164 John Hancock Mutual Life Insurance Company 371,755 371,755 Lincoln National Life Insurance Company 88,17288,172 Massachusetts Mutual Life Insurance Company 294,280 294,280 Metropolitan Life Insurance Company 332,504 332,504 New York Life Insurance Company 362,583 362,583 Pacific Mutual Life Insurance Company 126,972126,972 Principal Financial Insurance Company 179,019179,019 Provident National Life Assurance Company 120,135120,135 The Prudential Insurance Company of America 414,123 414,123 Sun Life of Canada 81,068 81,068 -------------------- 3,327,906 3,327,906 ==================== Continued 19
AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) ________
Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value --------------------------------- --------- ---- ----- GUARANTEED INTEREST FUND, Continued ------------------------------------ Contracts with Financial Institutions - (5.2%): Bankers Trust Company $ 128,518$ 128,518 JP Morgan 65,263 65,263 Long Term Credit Bank of Japan Ltd. 11,754 11,754 -------------------- 205,535 205,535 -------------------- Temporary Cash Investments - (6.3%): BT Pyramid Discretionary Cash Fund $158,002 158,002 158,002 BT Pyramid Directed Acct. Cash Fund 93,423 93,423 93,423 -------------------- 251,425 251,425 -------------------- Total Guaranteed Interest Fund $3,784,866$3,784,866 ==================== Allocated to: LTSPME 79.2062% $2,997,849$2,997,849 LTSSP 20.7176% 784,133 784,133 RSPS .0762% 2,884 2,884 -------------------- $3,784,866$3,784,866 ==================== SOUTH AFRICA RESTRICTED FUND ----------------------------- Investment Companies - (98.1%): Miller, Anderson and Sherrard Select Equity Portfolio $ 12,789$ 213,386 $ 226,870 ---------- ----------- Total South Africa Restricted Fund $ 213,386$ 226,870 ========== =========== Allocated to: LTSPME 91.4626% $ 195,168 $ 207,501 LTSSP 8.2983% 17,708 18,826 RSPS .2391% 510 543 ---------- ----------- $ 213,386 $ 226,870 ========== =========== TOTAL GROUP TRUST INVESTMENTS $8,930,461 $11,715,993 ========== =========== TOTAL ALLOCATION OF GROUP TRUST INVESTMENTS: LTSPME $7,023,222 $ 8,976,449 LTSSP 1,898,480 2,727,903 RSPS 8,759 11,641 ---------- ----------- $8,930,461 $11,715,993 ========== ===========
Continued 20 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) ________
NON-GROUP TRUST INVESTMENTS: - --------------------------- Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value --------------------------------- --------- ---- ----- GUARANTEED INTEREST FUND ------------------------- Contracts with Insurance Companies Specific to LTSSP (2.8%): Connecticut General Life Insurance Company $ 15,007 $ 15,007 Metropolitan Life Insurance Company 7,642 7,642 -------- -------- 22,649 22,649 -------- -------- Temporary Cash Investments (1.5%): BT Pyramid Discretionary Cash Fund $12,095 12,095 12,095 -------- -------- Total Guaranteed Interest Fund $ 34,744 $ 34,744 EMPLOYEE STOCK OWNERSHIP PLAN ("ESOP") for LTSSP ------------------------------------------------- Allocated Investments: American Telephone and Telegraph Company common shares - 6,435,508 shs$260,218 $337,864 -------- -------- Total Allocated Investments 260,218 337,864 -------- -------- Unallocated Investments: American Telephone and Telegraph Company common shares 8,003,896 328,769 420,205 Temporary Cash Investments: BT Pyramid Directed Acct. Cash Fund$37,597 37,597 37,597 -------- -------- Total Unallocated Investments 366,366 457,802 -------- -------- Total ESOP for LTSSP $626,584 $795,666 ======== ======== LOAN ACCOUNT ------------- Participant Loans Receivable (100%), 6% $ - $ 81,147 -------- -------- Total Loan Account $ - $ 81,147 ======== ======== TOTAL NON-GROUP TRUST INVESTMENTS SPECIFIC TO LTSSP $661,328 $911,557 ======== ========
Continued 21 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 (Thousands of Dollars) ________
SUMMARY of LTSSP INVESTMENTS ----------------------------- Group Non-Group Trust Trust Total ------ ---------- ------- AT&T Shares Fund $1,859,340 $1,859,340 Diversified Equity Portfolio 65,604 65,604 Guaranteed Interest Fund 784,133 $ 34,744 818,877 South Africa Restricted Fund 18,826 18,826 Employee Stock Ownership Plan 795,666 795,666 Loan Account 81,147 81,147 ---------- -------- ---------- Grand total LTSSP $2,727,903 $911,557 $3,639,460 ========== ======== ==========
Continued 22 AT&T LONG TERM SAVINGS and SECURITY PLAN SCHEDULE of INVESTMENTS, Continued December 31, 1993 ______ NOTES to SCHEDULE of INVESTMENTS --------------------------------- 1. The Plan's share of the investments in AT&T common shares and the Bankers Trust Pyramid Direct Account Cash Fund represent 5% or more of the Plan's net assets available for plan benefits. 2. At December 31, 1993, contracts with insurance companies and financial institutions held by the Group Trust were crediting interest at a composite effective annual interest rate of 7.69%. 3. At December 31, 1993, contracts with insurance companies specific to the LTSSP were crediting interest at a composite effective annual interest rate of 7.11%. 4. Percentages in parentheses represent the percentage of the Plan's share of the market value of each investment category to the respective fund's net assets available for plan benefits. No percentages are shown for the unallocated ESOP assets as they would not be meaningful, since these assets have not been allocated to the participants. 23 AT&T LONG TERM SAVINGS and SECURITY PLAN Item 27a - SCHEDULE of ASSETS HELD for INVESTMENT PURPOSES December 31, 1993 (Thousands of Dollars) ________
NON-GROUP TRUST INVESTMENTS: - --------------------------- Number of Shares or Principal Name of Issuer and Title of Issue Amount Cost Value --------------------------------- --------- ---- ----- GUARANTEED INTEREST FUND ------------------------- Contracts with Insurance Companies Specific to LTSSP(1): Connecticut General Life Insurance Company $ 15,007 $ 15,007 Metropolitan Life Insurance Company 7,642 7,642 -------- -------- 22,649 22,649 -------- -------- Temporary Cash Investments: BT Pyramid Discretionary Cash Fund $12,095 12,095 12,095 -------- -------- Total Guaranteed Interest Fund $ 34,744 $ 34,744 ======== ======== EMPLOYEE STOCK OWNERSHIP PLAN ("ESOP") for LTSSP ------------------------------------------------ Allocated Investments: American Telephone and Telegraph Company common shares 6,435,508 shs $260,218 $337,864 -------- -------- Total Allocated Investments 260,218 337,864 -------- -------- Unallocated Investments: American Telephone and Telegraph Company common shares 8,003,896 328,769 420,205 Temporary Cash Investments: BT Pyramid Directed Acct. Cash Fund $37,597 37,597 37,597 -------- -------- Total Unallocated Investments 366,366 457,802 -------- -------- Total ESOP for LTSSP $626,584 $795,666 ======== ======== LOAN ACCOUNT ------------ Participant Loans Receivable 6% - $ - $ 81,147 -------- -------- Total Loan Account $ - $ 81,147 ======== ======== TOTAL NON-GROUP TRUST INVESTMENTS SPECIFIC TO LTSSP $661,328 $911,557 ======== ======== 1. At December 31, 1993, contracts with insurance companies were crediting interest at a composite effective annual interest rate of 7.11%.
24 AT&T LONG TERM SAVINGS and SECURITY PLAN Item 27d - SCHEDULE of REPORTABLE TRANSACTIONS for the year ended December 31, 1993 (Thousands of Dollars) _______
Name of Purchase Selling Current Net Gain Party Description of Asset Price Price Expenses(1) Cost Value (Loss) - ------- -------------------- -------- ------- ----------- ---- ------- -------- Bankers Pyramid Directed Account Trust Cash Fund $126,907 $126,907 $126,907 0 Bankers Pyramid Directed Account Trust Cash Fund $167,429 167,429 167,429 Massachusetts Contract with Insurance Mutual life Company 13,060 13,060 13,060 0 Insurance Company 1. No expenses are incurred with individual transactions.
25 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Savings Plan Committee has duly caused this annual report to be signed by the undersigned thereunto duly authorized. AT&T LONG TERM SAVINGS AND SECURITY PLAN By Savings Plan Committee S. L. Fordham Savings Plan Administrator Date: May 3, 1994 Exhibit Index Exhibit No. - ----------- 23 Consent of Coopers & Lybrand EX-23 2 EXHIBIT 23 EXHIBIT (23) CONSENT OF INDEPENDENT AUDITORS We consent to the incorporation by reference in the registration statements of AT&T Corp. on Form S-8 of the AT&T Long Term Savings and Security Plan (Registration Nos. 33-34265 and 33-31362) of our report dated April 29, 1994, on our audits of the financial statements of the AT&T Long Term Savings and Security Plan at December 31, 1993 and 1992 and for the year ended December 31, 1993, and the supplemental schedules at December 31, 1993. Coopers & Lybrand New York, New York May 5, 1994 -----END PRIVACY-ENHANCED MESSAGE-----