EXHIBIT 25(a)
TO FORM 10-K
ANNUAL REPORT
OF
VULCAN MATERIALS COMPANY
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1994
UNDER THE SECURITIES EXCHANGE ACT OF 1934
FINANCIAL STATEMENTS REQUIRED BY FORM 11-K
WITH RESPECT TO THE VULCAN MATERIALS COMPANY THRIFT PLAN
FOR SALARIED EMPLOYEES FOR THE FISCAL YEAR
ENDED DECEMBER 31, 1994, AND THE INDEPENDENT CERTIFIED
ACCOUNTANTS' CONSENT WITH RESPECT THERETO
FILED AS AN AMENDMENT TO THE VULCAN MATERIALS
COMPANY ANNUAL REPORT ON FORM 10-K FOR THE
FISCAL YEAR ENDED DECEMBER 31, 1994,
AS PERMITTED BY RULE 15d-21
UNDER THE SECURITIES EXCHANGE ACT OF 1934
VULCAN MATERIALS COMPANY
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED
EMPLOYEES
FINANCIAL STATEMENTS FOR THE YEARS ENDED
DECEMBER 31, 1994 and 1993 and
INDEPENDENT AUDITORS' REPORT
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
Table of Contents
Page
Independent Auditors' Report 6
Financial Statements of the Vulcan Materials Company
Thrift Plan for Salaried Employees:
Statements of Net Assets Available for Benefits:
December 31, 1994 7
December 31, 1993 8
Statements of Changes in Net Assets Available for Benefits:
December 31, 1994 9
December 31, 1993 10
Notes to Financial Statements 11-18
Independent Auditors' Consent 19
INDEPENDENT AUDITORS' REPORT
To the Administrative Committee of Vulcan Materials Company
Thrift Plan for Salaried Employees:
We have audited the accompanying statements of net assets available for
benefits of the Vulcan Materials Company Thrift Plan for Salaried
Employees as of December 31, 1994 and 1993, and the related statements
of changes in net assets available for benefits for the years then
ended. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all
material respects, the net assets available for benefits of the Plan at
December 31, 1994 and 1993, and the changes in net assets available for
benefits for the years then ended in conformity with generally accepted
accounting principles.
Our audits were conducted for the purpose of forming an opinion on the
basic financial statements taken as a whole. The supplemental
information by fund in the statements of net assets available for
benefits and the statements of changes in net assets available for
benefits is presented for the purpose of additional analysis rather than
to present the net assets available for benefits and changes in net
assets available for benefits of the individual funds. The supplemental
information by fund is the responsibility of the Plan's management.
Such supplemental information by fund has been subjected to the auditing
procedures applied in our audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects when
considered in relation to the basic financial statements taken as
a whole.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
June 2, 1995
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1994
Supplemental Information By Fund
Short-Term Growth and Vulcan
Money Market Intermediate- Large Small Materials
Investments Term Companies Companies International Company
and Loans to Fixed Income Common Common Equity Common
Total Participants Investments Stocks Stocks Instruments Stock
ASSETS
INVESTMENTS (cost of $71,797,904)
(Notes 1, 4 and 5):
Collective short-term
investments $ 15,241,406 $14,142,916 $ 31 $ 72,363 $ 87,303 $ 103,271 $ 835,522
Common stock of Vulcan Materials
Company 112,377,962 112,377,962
Units in commingled funds 29,202,907 3,878,428 11,321,722 10,387,702 3,615,055
Loans to participants (Note 2) 2,117,005 2,117,005
Total investments 158,939,280 16,259,921 3,878,459 11,394,085 10,475,005 3,718,326 113,213,484
RECEIVABLE FROM VULCAN
MATERIALS COMPANY:
Employer contributions 223,842 223,842
Employee contributions 586,921 46,142 18,604 90,982 80,108 42,869 308,216
Total receivable 810,763 46,142 18,604 90,982 80,108 42,869 532,058
TRANSFERS IN PROCESS (61,984) (63,023) (201,177) (405,795) 152,128 579,851
NET ASSETS AVAILABLE FOR BENEFITS $159,750,043 $16,244,079 $3,834,040 $11,283,890 $10,149,318 $3,913,323 $114,325,393
<FN>
See notes to financial statements.
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1993
Supplemental Information By Fund
Short-Term Growth and Vulcan
Money Market Intermediate- Large Small Materials
Investments Term Companies Companies International Company
and Loans to Fixed Income Common Common Equity Common
Total Participants Investments Stocks Stocks Instruments Stock
ASSETS
INVESTMENTS (Cost of $64,717,511)
(Notes 1, 4 and 5):
Collective short-term
investments $ 15,280,441 $13,988,062 $ 15 $ 87,350 $ 100,987 $ 601,913 $ 502,114
Common stock of Vulcan
Materials Company 105,843,984 105,843,984
Units in commingled funds 29,785,650 5,373,319 10,917,328 11,981,720 1,513,283
Loans to participants
(Note 2) 2,274,600 2,274,600
Total investments 153,184,675 16,262,662 5,373,334 11,004,678 12,082,707 2,115,196 106,346,098
RECEIVABLE FROM VULCAN
MATERIALS COMPANY:
Employer contributions 192,397 192,397
Employee contributions 485,080 33,964 12,111 49,816 69,621 17,916 301,652
Total receivable 677,477 33,964 12,111 49,816 69,621 17,916 494,049
TRANSFER IN PROCESS 702,026 221,465 57,226 (112,379) 508,627 (1,376,965)
NET ASSETS AVAILABLE
FOR BENEFITS $153,862,152 $16,998,652 $5,606,910 $11,111,720 $12,039,949 $2,641,739 $105,463,182
<FN>
See notes to financial statements.
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1994
Supplemental Information By Fund
Short-Term Growth and Vulcan
Money Market Intermediate- Large Small Materials
Investments Term Companies Companies International Company
and Loans to Fixed Income Common Common Equity Common
Total Participants Investments Stocks Stocks Instruments Stock
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
INVESTMENT INCOME (LOSS):
Interest, net $ 799,415 $ 737,051 $ 734 $ (8,996) $ 7,411 $ 6,433 $ 56,782
Dividends 2,902,996 2,902,996
Net investment gains
(losses):
Realized (Note 3) 7,126,922 181,472 529,985 1,029,537 15,039 5,370,889
Unrealized (Note 4) (1,325,788) (404,925) (179,134) (1,032,853) 132,216 158,908
Net investment income (loss) 9,503,545 737,051 (222,719) 341,855 4,095 153,688 8,489,575
CONTRIBUTIONS (Note 2):
Participants 8,053,422 929,575 258,510 1,253,253 1,181,280 548,953 3,881,851
Vulcan Materials Company 2,585,973 2,585,973
Total contributions 10,639,395 929,575 258,510 1,253,253 1,181,280 548,953 6,467,824
REDISTRIBUTION OF PARTICIPANTS'
INVESTMENT OPTION UNDER
THE PLAN 42,483 (639,874) (621,477) (2,357,174) 826,349 2,749,693
TOTAL ADDITIONS 20,142,940 1,709,109 (604,083) 973,631 (1,171,799) 1,528,990 17,707,092
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
WITHDRAWALS BY PARTICIPANTS
(Note 2):
Cash 13,062,035 2,463,682 1,168,787 801,461 718,832 257,406 7,651,867
Common stock of Vulcan
Materials Company 1,193,014 1,193,014
Total withdrawals 14,255,049 2,463,682 1,168,787 801,461 718,832 257,406 8,844,881
NET INCREASE (DECREASE) 5,887,891 (754,573) (1,772,870) 172,170 (1,890,631) 1,271,584 8,862,211
NET ASSETS AVAILABLE
FOR BENEFITS:
BEGINNING OF YEAR 153,862,152 16,998,652 5,606,910 11,111,720 12,039,949 2,641,739 105,463,182
END OF YEAR $159,750,043 $16,244,079 $3,834,040 $11,283,890 $10,149,318 $3,913,323 $114,325,393
<FN>
See notes to financial statements.
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1993
Supplemental Information By Fund
Short-Term Growth and Vulcan
Money Market Intermediate- Large Small Materials
Investments Term Companies Companies International Company
and Loans to Fixed Income Common Common Equity Common
Total Participants Investments Stocks Stocks Instruments Stock
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
INVESTMENT INCOME (LOSS):
Interest, net $ 670,771 $ 610,035 $ 2,538 $ 1,752 $ 20,354 $ 4,744 $ 31,348
Dividends 2,815,733 2,815,733
Net investment gains
(losses):
Realized (Note 3) 2,084,861 244,129 117,482 834,031 (7,119) 896,338
Unrealized (Note 4) (3,224,776) 155,696 1,447,415 (259,834) 283,678 (4,851,731)
Net investment income (loss) 2,346,589 610,035 402,363 1,566,649 594,551 281,303 (1,108,312)
CONTRIBUTIONS (Note 2):
Participants 6,101,372 481,218 207,203 630,598 939,400 131,479 3,711,474
Vulcan Materials Company 2,369,763 2,369,763
Total contributions 8,471,135 481,218 207,203 630,598 939,400 131,479 6,081,237
REDISTRIBUTION OF PARTICIPANTS'
INVESTMENT OPTION UNDER
THE PLAN 2,031,402 (113,423) 627,035 (1,402,350) 1,658,604 (2,801,268)
TOTAL ADDITIONS 10,817,724 3,122,655 496,143 2,824,282 131,601 2,071,386 2,171,657
DEDUCTIONS FROM NET ASSETS
ATTRIBUTED TO:
WITHDRAWALS BY PARTICIPANTS
(Note 2):
Cash 9,586,285 3,415,989 673,922 316,047 588,086 56,370 4,535,871
Common stock of Vulcan 314,618 314,618
Total withdrawals 9,900,903 3,415,989 673,922 316,047 588,086 56,370 4,850,489
NET INCREASE (DECREASE) 916,821 (293,334) (177,779) 2,508,235 (456,485) 2,015,016 (2,678,832)
NET ASSETS AVAILABLE
FOR BENEFITS:
BEGINNING OF YEAR 152,945,331 17,291,986 5,784,689 8,603,485 12,496,434 626,723 108,142,014
END OF YEAR $153,862,152 $16,998,652 $5,606,910 $11,111,720 $12,039,949 $2,641,739 $105,463,182
<FN>
See notes to financial statements.
VULCAN MATERIALS COMPANY
THRIFT PLAN FOR SALARIED EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
GENERAL - The financial statements of the Vulcan Materials Company Thrift
Plan for Salaried Employees ("Plan") have been prepared on the accrual
basis of accounting. All assets of the Plan are held by the Northern
Trust Company of Chicago, Illinois ("Trustee").
VALUATION OF INVESTMENTS - Investments are reported at fair value. All
investments in securities are traded on national and over-the-counter
exchanges and are valued at the closing bid price of the security as of
the last day of the year. Loans to participants are valued at cost plus
accrued interest. The average cost of securities sold or distributed is
used to determine net investment gains (losses) realized. Security
transactions are recorded on the settlement date. Distributions of
common stock, if any, to participants are recorded at the market value
of such stock at the end of the month prior to distribution. Vulcan
Materials Company ("Company") pays the administrative costs of the Plan,
including the trustee's fees and charges. Investment manager fees are
netted against Plan investment income. Expenses incurred in connection
with the transfer of securities, such as brokerage commissions and
transfer taxes, are added to the cost of such securities or deducted from
the proceeds thereof.
BENEFITS PAYABLE - In 1993, the Plan changed its method of accounting for
benefits payable to comply with the 1993 AICPA Audit and Accounting Guide,
"Audits of Employee Benefit Plans." The new guidance requires that
benefits payable to persons who have withdrawn from participation in a
defined contribution plan be disclosed in the footnotes to the financial
statements rather than be recorded as a liability of the Plan. As of
December 31, 1994 and 1993, benefits of $683,639 and $871,585,
respectively, were due to participants who have elected to receive
a distribution from the Plan.
2. DESCRIPTION OF THE PLAN
GENERAL - The Plan, established effective January 1, 1965 and most
recently restated effective January 1, 1989, provides for accumulation of
savings, including ownership of common stock of the Company, for salaried
employees of the Company and its participating subsidiaries, Wanatah
Trucking Co., Inc., Vulcan Gulf Coast Materials, Inc., Reed Crushed Stone
Company, Inc., Reed Terminal Company, Inc., BRT Transfer Terminal, Inc.
and Callaway Chemical Company (the "Participating Companies") through
voluntary payroll deductions and contributions by the Participating
Companies.
PARTICIPATION AND VESTING - Generally, salaried employees qualify to
participate upon completion of one year of employment service.
Participants are fully vested at all times.
The number of participants in the Plan at December 31, 1994 and 1993 was
as follows:
1994 1993
Total participants 2,406 2,123
Participants included in the above total who are
no longer employed by the Participating Companies,
but who have vested benefits under the Plan 245 228
FUNDING - The Plan is funded through contributions by participants and the
Participating Companies. The Plan provides for two types of employee
contributions to the Plan; pay conversion contributions (pre- tax) and
after-tax contributions. An employee may designate multiples of 1%,
ranging from 1% to 14%, of earnings as either pay conversion
contributions, after-tax contributions, or any combination of the two.
Participating Companies expect to make matching contributions out of
accumulated earnings and profits to match that portion of an employee's
contribution (whether pre-tax, after-tax or both) amounting up to 4% of
the employee's earnings. Matching contributions by Participating
Companies are determined by their boards of directors and normally range
from 25% to 100% depending on a participant's completed years of matching
service. Pay conversion contributions, which are subject to annual
increases pursuant to federal regulations, are limited to a maximum dollar
amount of $9,240 (1994) and $8,994 (1993). Certain additional limits may
be imposed on the amount of contributions by or on behalf of certain
higher-paid employees.
INVESTMENT OPTIONS - Participant's contributions are invested in six
separate investment funds (see Note 5) of the Plan in proportions elected
by the participant. The Participating Companies' matching contributions
are invested in the fund which consists of common stock of the Company.
PARTICIPANT ACCOUNTS AND ALLOCATIONS - Each participant has a separate
account maintained for each investment option and source of funds. For
each investment account a final balance will be determined as of the end
of each calendar month. The final balance is equal to the preliminary
month end balance (as defined in the Plan) multiplied by the ratio of the
market value of the assets held in that particular investment fund as of
the end of the calendar month to the total of the preliminary month end
balances of all investment accounts in such investment fund as of the end
of the same month.
DISTRIBUTIONS AND WITHDRAWALS - Upon termination of employment, disability
(as defined in the Plan) or death, a participant or his beneficiary is
entitled to his entire account. Distributions are made in cash, except
that the portion invested in common stock of the Company may be
distributed in whole shares of such stock, if requested by the participant
or beneficiary. An employee terminating after January 1, 1983 can
maintain his account in the Plan until age 70-1/2 if the value of such
account exceeds $3,500.
A participant may make an in-service withdrawal. If an after-tax
withdrawal exceeds the amount of after-tax contributions made by the
participant prior to January 1, 1987, or if it is the second after-tax
withdrawal within twelve months, all contributions to the participant's
accounts must be suspended for at least three months. If a participant
makes any "hardship" withdrawal (as defined in the Plan) from the pay
conversion account, all contributions to the participant's accounts must
be suspended for at least twelve months. If the participant withdraws any
of his matching contributions account, all contributions to the
participant's account must be suspended for at least six months.
Subject to the restrictions described in the preceding paragraph, a
participant may withdraw any amount up to the value of his entire account;
provided, however, that (1) no portion of an actively employed
participant's pay conversion contribution account may be distributed to
him before age 59-1/2 unless the administrative committee approves a
"hardship" withdrawal (as defined in the Plan) and (2) the preceding
twenty-four months of matching contributions may not be withdrawn by an
actively employed participant who has not been a participant in the Plan
for at least 60 months.
LOANS - A participant may apply for a loan at any time provided that the
aggregate value of his pay conversion contribution account, after-tax
contribution account and transfer contribution account invested in Fund 1
(see Note 5) is at least equal to the proposed loan plus any existing
loan. The amount of the loan cannot exceed the lesser of 50% of the
participant's total account or $50,000. If a loan is made, the
participant shall execute a note payable to the Trustee in the amount of
the loan and bearing interest at the prime interest rate plus 1%. During
1994 and 1993, the average rate of interest on loans approximated 8.15%
and 7.3%, respectively. The note shall be held as an investment by the
Trustee as part of that portion of the fund invested in fixed income
securities. Loans must be repaid in 36 monthly installments through
payroll deductions. Interest income on such loans aggregated $152,415 in
1994 and $162,570 in 1993.
PLAN TERMINATION - In the event it becomes necessary to terminate the
Plan, participants will receive a distribution of the amounts held for
their accounts.
RECLASSIFICATIONS - Certain reclassifications have been made to the 1993
financial statements to conform to the 1994 presentation.
3. NET REALIZED INVESTMENT GAINS (LOSSES)
Aggregate Aggregate Net Realized
1994 Cost Proceeds Gain (Loss)
Fund holding principally intermediate-
term fixed income investments $1,806,554 $ 1,988,026 $ 181,472
Commingled funds holding principally
common stock 2,380,439 3,939,961 1,559,522
Commingled funds holding principally
international equity instruments 104,961 120,000 15,039
Fund holding principally Vulcan
Materials Company common stock 2,179,290 7,550,179 5,370,889
Total $6,471,244 $13,598,166 $7,126,922
1993
Fund holding principally intermediate-
term fixed income investments $1,594,047 $ 1,838,176 $ 244,129
Funds holding principally common stock 1,415,995 2,367,508 951,513
Commingled funds holding principally
international equity instruments 78,385 71,266 (7,119)
Fund holding principally Vulcan
Materials Company common stock 316,713 1,213,051 896,338
Total $3,405,140 $ 5,490,001 $2,084,861
4. INVESTMENTS
The Plan's investment assets consist of an interest in one of the
investment accounts of the Vulcan Materials Company Master Trust ("Master
Trust") administered by Northern Trust Company. Use of the Master Trust
permits the commingling of investment assets of a number of employee
benefit plans of the Participating Companies. Although the assets are
commingled, the Company maintains supporting records for the purpose of
allocating the investment assets and the related net earnings to the
various participating employee benefit plans.
The investment accounts of the Master Trust at December 31, 1994 and 1993
are summarized as follows:
1994 1993
Pension Investment Account $264,288,286 $270,465,591
Thrift Plan Investment Account 159,750,043 153,862,152
Chemicals Savings Account 17,151,017 16,135,387
Construction Savings Account 9,732,139 8,160,414
Net assets $450,921,485 $448,623,544
The net assets of the Master Trust at December 31, 1994 and 1993 are
summarized as follows:
1994 1993
Commingled fund holding principally
short-term fixed income investments
and loans to participants $ 30,247,021 $ 18,678,781
Guaranteed investment contracts 20,924,682 19,803,668
Fund holding principally real estate
investments 14,449,642 12,044,398
Fund holding principally intermediate-
term fixed income investments 51,667,752 57,877,310
Commingled funds holding principally
common stock 160,969,643 157,489,866
Commingled funds holding principally
international equity instruments 56,042,408 73,558,068
Fund holding Vulcan Materials Company
common stock 116,620,337 109,171,453
Net assets $450,921,485 $448,623,544
The total investment income by type of the Master Trust at December 31,
1994 and 1993 is summarized as follows:
1994 1993
Interest, net $ 1,971,049 $ 1,897,072
Dividends 3,003,469 2,898,022
Other 346,867 69,745
Net investment gains (losses):
Realized 15,145,823 24,636,203
Unrealized (4,905,558) 5,391,112
Total $15,561,650 $34,892,154
Investments held by the Plan at December 31, 1994 and 1993 and changes in
unrealized appreciation (depreciation) of investments for the years then
ended are summarized below:
Market Appreciation
Cost Value (Depreciation)
Totals at December 31, 1993 $64,717,511 $153,184,675 $ 88,467,164
Totals at December 31, 1994:
Loans to Participants 2,094,644 2,117,005
Managed Funds:
333,171 units - fixed income funds 3,572,313 3,878,428
65,712 units - common stock funds 13,352,380 21,709,424
271,497 units - international equity
instruments 3,261,665 3,615,055
$15,215,369 par - money market
investments 15,215,369 15,241,406
2,219,786 shares of Vulcan Materials
Company common stock 34,253,136 112,377,962
Accrued interest and dividends
(included in market values) 48,397
Total 71,797,904 158,939,280 87,141,376
Net change in 1994 $ 7,080,393 $ 5,754,605 $ (1,325,788)
Market Appreciation
Cost Value (Depreciation)
Totals at December 31, 1992 $60,621,332 $152,313,272 $ 91,691,940
Totals at December 31, 1993:
Loans to Participants 2,260,946 2,274,600
Managed Funds:
442,817 units - fixed income funds 4,662,279 5,373,319
69,767 units - common stock funds 13,330,017 22,899,048
120,449 units - international equity
instruments 1,292,109 1,513,283
$15,239,882 par - money market
investments 15,239,882 15,280,441
2,258,005 shares of Vulcan Materials
Company common stock 27,878,065 105,843,984
Accrued interest and dividends
(included in market values) 54,213
Total 64,717,511 153,184,675 88,467,164
Net change in 1993 $ 4,096,179 $ 871,403 $ (3,224,776)
5. INVESTMENT PROGRAM
A listing of the investment options and the number of participants
electing each option is shown below:
As of
December 31,
1994 1993
(1) A commingled fund invested in short-term fixed income
investments with its primary objective being the
preservation of principal and loans to participants; 103 76
(2) A managed fund invested in intermediate-term fixed income
investments with its primary objective being to
provide an above-average rate of return; 13 5
(3) A commingled fund invested primarily in common stocks of
large companies; 31 5
(4) A managed fund invested primarily in growth stocks and
small company stocks; 15 16
(5) A commingled fund invested primarily in international
equity instruments; 4 1
(6) Common stock of Vulcan Materials Company; or 608 587
Any combination of (1), (2), (3), (4), (5), (6). 1,632 1,433
All contributions of Participating Companies are invested in the fund
which consists of the Company's common stock, except that retired
employees over age 55, disabled employees or active employees over age 59
1/2 may transfer Company matching funds to the other investment funds.
With respect to investment alternatives (1) the short-term money market
fund, (2) the intermediate-term fixed income fund, (3) the large companies
stock fund, (4) the growth stock fund and the small companies stock fund,
and (5) the international equity fund, investment managers have been
appointed whose duty it is to advise the Trustee as to particular
investments to be made. As of December 31, 1994, the investment managers
were as follows:
(1) Money market fund The Northern Trust Company
50 South LaSalle Street
Chicago, IL 60675
(2) Intermediate-term fixed income fund MacKay-Shields Financial
Corporation
9 West 57th Street
New York, NY 10019
(3) Large companies stock fund Trinity Investment Management
Corporation
Ten Tremont Street
Boston, MA 02108
(4) Growth and small companies
common stock fund:
(i) Growth stock The Chicago Corporation
208 South LaSalle Street
Chicago, IL 60604
(ii) Small companies stock Nicholas Company, Inc.
312 East Wisconsin Avenue
Milwaukee, WI 53202
(5) International equity fund:
(i) Hedged fund Bankers Trust Company
P.O. Box 318
New York, NY 10008
(ii) Non-hedged fund State Street Bank
225 Franklin Street
Boston, MA 02110
6. PLAN TRANSFERS
During 1994, the Plan accepted rollover contributions from a group of
employees from an acquired company. With Administrative Committee
approval, salaried employees of Callaway Chemical Company were allowed at
their election, to rollover assets totaling $1,428,324 distributed from
their previous employer's thrift plans into the Plan. Such amounts are
included with contributions in the accompanying financial statements.
7. TAX STATUS
The Plan obtained its latest determination letter on May 24, 1995, in
which the Internal Revenue Service stated that the Plan, as then designed,
was in compliance with the applicable requirements of the Internal Revenue
Code. The Plan administrator believes that the Plan is currently designed
and being operated in compliance with the applicable requirements of the
Internal Revenue Code. Therefore, no provision for income taxes has been
included in the Plan's financial statements.
* * * * *
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement
No. 33-24051 of Vulcan Materials Company on Form S-8 of our reports dated
February 3, 1995 and June 2, 1995, appearing in the Annual Report on Form 10-K
of Vulcan Materials Company for the year ended December 31, 1994 and in the
Annual Report on Form 11-K of the Vulcan Materials Company Thrift Plan for
Salaried Employees for the year ended December 31, 1994, respectively. We
also consent to the reference to us under the heading "Experts" in the
Registration Statement.
/s/ Deloitte & Touche LLP
Birmingham, Alabama
June 26, 1995