SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
_____________
FORM 11-K
_____________
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 2005
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period ______ to ______.
Commission File Number: 1-10398
(A) Full title of the plan and address of the plan if different
from that of the issuer named below:
GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES
401(k) PLAN
(B) Name of the issuer of the securities held pursuant to the plan
and the address of its principal executive office:
GIANT INDUSTRIES, INC.
23733 North Scottsdale Road
Scottsdale, Arizona 85255
REQUIRED INFORMATION
Giant Industries, Inc. and Affiliated Companies 401(k) Plan (the "Plan") is
subject to the Employee Retirement Income Security Act of 1974 ("ERISA").
Therefore, in lieu of the requirements of Items 1-3 of Form 11-K, the
financial statements and schedules of the Plan for the two fiscal years ended
December 31, 2005 and 2004, which have been prepared in accordance with the
financial reporting requirements of ERISA, are attached hereto as Appendix 1
and incorporated herein by this reference.
EXHIBIT
Exhibit 23.1 - Consent of Deloitte & Touche LLP to incorporate report
in previously filed Registration Statements.
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan's Administrative Committee has duly caused this annual report to
be signed by the undersigned thereunto duly authorized.
GIANT INDUSTRIES, INC. AND AFFILIATED
COMPANIES 401(k) PLAN
Date: June 28, 2006 Signature: /s/ NATALIE R. DOPP
---------------------------------------
Natalie R. Dopp
Administrative Committee Member
Date: June 28, 2006 Signature: /s/ MARK B. COX
---------------------------------------
Mark B. Cox
Administrative Committee Member
APPENDIX 1
GIANT INDUSTRIES, INC. AND AFFILIATED COMPANIES
401(k) PLAN
FINANCIAL STATEMENTS AS OF AND FOR THE YEARS
ENDED DECEMBER 31, 2005 AND 2004,
SUPPLEMENTAL SCHEDULES AS OF DECEMBER 31,
2005 AND REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
GIANT INDUSTRIES, INC. AND
AFFILIATED COMPANIES 401(k) PLAN
TABLE OF CONTENTS
Page
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 1
FINANCIAL STATEMENTS AS OF AND FOR THE YEARS ENDED
DECEMBER 31, 2005 AND 2004:
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Financial Statements 4-10
SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2005 - Form 5500,
Schedule H, Part IV, Line 4i - Schedule of Assets
(Held at End of Year) as of December 31, 2005 11-13
SUPPLEMENTAL SCHEDULE AS OF DECEMBER 31, 2005 - Form 5500,
Schedule H, Part IV, Line 4a - Delinquent Participant
Contributions for the Year Ended December 31, 2005 14
All other schedules required by Section 2520.103-10 of the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974 have been omitted because
they are not applicable.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
Administrative Committee and Participants
Giant Industries. Inc. and Affiliated Companies 401(k) Plan
Scottsdale, Arizona
We have audited the accompanying statements of net assets available for
benefits of Giant Industries, Inc. and Affiliated Companies 401(k) Plan
(the "Plan") as of December 31, 2005 and 2004, 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 standards of the Public
Company Accounting Oversight Board (United States). Those standards
require that we plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free of material misstatement.
The Plan is not required to have, nor were we engaged to perform, an
audit of its internal control over financial reporting. Our audits
included consideration of internal control over financial reporting as a
basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also 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, 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 as of
December 31, 2005 and 2004, 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.
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 at end of year) as of December 31, 2005 and the supplemental
schedule of delinquent participant contributions for the year ended
December 31, 2005, are presented for the purpose of additional analysis
and are not required parts of the basic financial statements, but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. These schedules are the responsibility of
the Plan's management. Such schedules have been subjected to the auditing
procedures applied in our audit of the basic 2005 financial statements
and, in our opinion, are fairly stated in all material respects when
considered in relation to the basic financial statements taken as a
whole.
/s/ DELOITTE & TOUCHE LLP
Phoenix, Arizona
June 26, 2006
-1-
GIANT INDUSTRIES, INC. AND
AFFILIATED COMPANIES 401(k) PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF
DECEMBER 31, 2005 AND 2004
2005 2004
----------- -----------
ASSETS
Investments
Interest-bearing cash $ 1,409,922 $ 1,220,700
Non-interest bearing cash 142,341 -
Participant-Directed Investments 91,350,123 54,048,398
Non Participant-Directed Investments 10,615,228 20,607,504
------------ -----------
Total Investments 103,517,614 75,876,602
------------ -----------
Receivables
Employer Contribution 1,725,466 1,087,671
Participant Contributions 499,111 381,868
Other Receivable 306,253 -
------------ -----------
Total Receivables 2,530,830 1,469,539
------------ -----------
NET ASSETS AVAILABLE FOR BENEFITS $106,048,444 $77,346,141
============ ===========
See notes to financial statements.
-2-
GIANT INDUSTRIES, INC. AND
AFFILIATED COMPANIES 401(k) PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE
YEARS ENDED DECEMBER 31, 2005 AND 2004
2005 2004
------------ ------------
ADDITIONS:
Contributions:
Participants $ 5,769,293 $ 5,207,912
Employer 5,117,705 3,499,089
Rollover 767,384 412,700
------------ ------------
Total contributions 11,654,382 9,119,701
------------ ------------
Investment Income
Net appreciation in fair value of investments 26,095,931 18,613,093
Interest and dividends 1,934,201 852,239
------------ ------------
Total Investment Income 28,030,132 19,465,332
------------ ------------
DEDUCTIONS:
Distribution to participants - Benefits
paid to Participants 10,946,746 6,995,976
Investment management service fees 35,465 31,802
------------ ------------
Total deductions 10,982,211 7,027,778
------------ ------------
TRANSFERS IN:
Transferred in from Yorktown 401(k) Plan - 5,566,109
INCREASE IN NET ASSETS 28,702,303 27,123,364
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 77,346,141 50,222,777
------------ ------------
End of year $106,048,444 $ 77,346,141
============ ============
See notes to financial statements.
-3-
GIANT INDUSTRIES, INC. AND
AFFILIATED COMPANIES 401(k) PLAN
NOTES TO FINANCIAL STATEMENTS FOR THE
YEARS ENDED DECEMBER 31, 2005 AND 2004
1. DESCRIPTION OF THE PLAN
The following description of the Giant Industries, Inc. and
Affiliated Companies 401(k) Plan (as amended from time to time, the
"Plan") is provided for general information purposes only. Additional
information about the Plan can be found in the Summary Plan Description
(as amended from time to time, the "SPD"). The following description of
the Plan and the description of the Plan in the SPD do not, however,
purport to be complete and are qualified in their entirety by reference to
the plan documents, as they are amended from time to time.
GENERAL - The Plan was established on July 1, 1993. All employees of
Giant Industries, Inc. and its affiliated companies ("Giant" or the
"Company") are eligible to participate in the Plan. The Plan is subject to
the Employee Retirement Income Security Act of 1974 ("ERISA").
In May 2002, Giant acquired the Yorktown refinery in Yorktown,
Virginia. As part of the acquisition, Giant adopted the Giant Yorktown
401(k) Retirement Savings Plan (the "Yorktown Plan"). Effective March 1,
2004, the Yorktown Plan was merged into the Plan for administrative
convenience and to reduce costs. Assets in the amount of $5,566,109 were
transferred from the Yorktown Plan into the Plan. Participants in the Plan
that had been participants in the former Yorktown Plan continued with
similar benefits under the merged Plan that they had under the Yorktown
Plan.
CONTRIBUTIONS - Participants may contribute a percentage of their
eligible compensation into the Plan. Pre-tax salary amounts contributed to
the Plan by the participant can range from 1% to 60% of eligible
compensation, subject to certain Internal Revenue Code ("IRC")
limitations. Also, participants can make after-tax contributions. After-
tax salary contributions are limited to no more than 10% of eligible
compensation. Giant may, however, refuse to accept a participant's after-
tax contributions if it will have an adverse affect on the Plan's
compliance with applicable IRC provisions.
Subject to certain IRC limits, Giant matches the pre-tax
contributions made by the participants. Effective January 1, 2004, all
participants became eligible for the match on their date of hire and the
match was made each pay period rather than at the end of the year. This
match is at the discretion of Giant and may be discontinued at any time.
-4-
In 2005 and 2004, the Company made discretionary matching
contributions of 100% and 50%, respectively, on pre-tax contributions by
non-Yorktown employees up to a maximum of 6% of compensation and of 100%
on pre-tax contributions for Yorktown employees up to a maximum of 7% of
compensation, which totaled $3,652,703 and $2,527,581, respectively.
In addition to the discretionary matching contribution, the Company
approved non-matching contributions for 2005 and 2004 in the amounts of
$1,465,002 and $971,508, respectively. These non-matching contributions
were made in Company stock and allocated to non-Yorktown participants who
had more than one year of service and met other eligibility requirements.
The 2005 contribution receivable reflects $1,465,002 of non-matching
contributions and $260,464 of unfunded discretionary matching
contributions. Non-Yorktown participants must be employed by the Company
on the last day of the Plan year to be eligible for Company non-matching
contributions. Yorktown employees do not receive non-matching
contributions.
In March 2006, the Company contributed 25,115 shares of its common
stock to fund the $1,465,002 non-matching contribution receivable. In
April 2005, the Company contributed 34,196 shares of its common stock to
fund the $971,508 discretionary non-matching contribution receivable.
SUPPLEMENTAL CONTRIBUTION (NON-MATCHING) - Effective January 1, 2005,
non-Yorktown employees will continue to receive a supplemental
contribution each year. The supplemental contribution currently is 3% of
the participant's eligible annual compensation. This contribution will be
made into the plan to an account in the participant's name even if the
participant does not make contributions to the plan. Contributions may be
made in cash or in Giant stock or a combination of both. These
contributions are immediately fully vested. Contributions in Giant stock
are, however, restricted, which means that the participant cannot
withdraw, sell, or transfer the shares to another fund until the
participant satisfies one or more of the diversification provisions
described below. Giant reserves the right to modify or discontinue the
making of this contribution in the future. The Company also may make
additional discretionary non-matching contributions in its sole
discretion.
VESTING - In general, participants are 100% vested in their own pre-
tax, after-tax and rollover contributions (if any), all as adjusted for
earnings or losses. To be vested means that the participant has a
nonforfeitable right to such amounts.
-5-
Non-Yorktown participants hired prior to January 1, 2004 are 100%
vested in the matching contributions. Non-Yorktown participants hired on
or after January 1, 2004 are subject to a three year cliff vesting
schedule on matching contributions. Yorktown participants have been
subject to a three year cliff vesting schedule since the Yorktown refinery
was acquired in May 2002. Cliff vesting means that if the participant
terminates employment with the Company within the first three years
following their date of hire, then they will forfeit any matching
contributions that were made to their account during such time period. Any
previous supplemental contributions and any previous discretionary
contributions made by Giant will continue to be 100% vested.
DIVERSIFICATION - Effective September 30, 2005, to the extent
restricted, the restrictions applicable to Giant shares in the Plan will
be removed under the following conditions:
- All of the restrictions will be removed:
- When the participant turns 59 1/2;
- When the participant turns 55 and has 10 or more years of service
with Giant;
- When the participant has 15 or more years of service with Giant;
or
- When the participant terminates employment with Giant.
- When a participant has between 10 and 15 years of service with
Giant, the restrictions on half of his or her restricted holdings
will be removed.
DISTRIBUTIONS - In general, participants may take distributions from
the Plan under the following circumstances: (i) at age 59 1/2, (ii) at age
55 with 10 years of service, (iii) upon termination from the Company, and
(iv) at retirement, death, or hardship as defined by government regulations
and the Plan. A participant may elect to receive a lump-sum amount or
installment payments equal to the value of the participant's vested
interest in his or her account or rollover their account balance to another
eligible retirement plan or IRA. The Plan had no participant benefit
distributions payable at December 31, 2005 and 2004.
PARTICIPANT ACCOUNTS - Individual accounts are maintained for each
Plan participant. Each participant's account is credited with the
participant's contribution, the Company's matching contribution, and, if
eligible, allocations of Company discretionary non-matching contributions,
the supplemental non-matching contribution, and account earnings, and
charged with withdrawals and account losses. The benefit to which a
participant is entitled is the vested portion of a participant's account.
-6-
PARTICIPANT LOANS - Participants may borrow from their fund accounts
up to 50% of the participant-directed portion of their account balances,
with a minimum loan of $1,000 and a maximum of $50,000. The loans are
secured by the balance in the participant's account and bear interest at
rates that are established at 1% above the prime rate. The loan must be
repaid within a period not to exceed five years, unless the loan is used
to acquire any dwelling unit as a principal residence of the participant.
In such circumstances, the loan's repayment term may not exceed 10 years.
PLAN ADMINISTRATION - The Company administers the Plan through a
401(k) Administrative Committee (the "Committee") comprised of five
employees who are appointed annually by the Company's Board of Directors.
At the Company's option, the Company pays most expenses pertaining to the
administration of the Plan. Fidelity Management Trust Company acts as the
Plan's trustee, custodian, and recordkeeper.
INVESTMENTS - Participants direct the investment of the assets in
their 401(k) account into various investment options offered by the Plan,
with the exception of certain shares of Company stock contributed to the
Plan by Giant.
As previously discussed under the heading "DIVERSIFICATION", in
September 2005, the Plan was amended to expand the circumstances in which
participants may direct the investment of shares of Company stock
contributed by the Company into other funds. The shares of Company stock
contributed by the Company are those shares that were transferred from the
Company's former Employee Stock Ownership Plan, which was merged with the
Plan on January 1, 2001, plus any shares that have been contributed as
discretionary non-matching contributions or supplemental non-matching
contributions. The participant is permitted to direct the disposition of
these shares when the participant satisfies the criteria described above
under "DIVERSIFICATION".
FORFEITED ACCOUNTS - At December 31, 2005 and 2004, forfeited,
nonvested accounts totaled $36,823 and $42,056, respectively. These non-
vested amounts will be used to reduce future employer contributions or
Plan expenses.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING - The accompanying financial statements have been
prepared in accordance with accounting principles generally accepted in
the United States of America.
INVESTMENT VALUATION AND INCOME RECOGNITION - Plan investments are
stated at fair value, which is measured by quoted market prices. Purchases
and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on the ex-
dividend date.
-7-
BENEFITS - Benefits are recorded when paid.
USE OF ESTIMATES - The preparation of financial statements in
conformity with accounting principles generally accepted in the United
States of America requires Giant to make estimates and assumptions that
affect the reported amounts of net assets available for benefits and
changes therein. Actual results could differ from those estimates.
RISKS AND UNCERTAINTIES - The Plan utilizes various investment
instruments. Investment securities, in general, are exposed to various
risks, such as interest rate risk, credit risk, and overall market
volatility. Due to the level of risk associated with certain investment
securities, it is reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes
could materially affect the amounts reported in the financial statements.
3. INVESTMENTS
The Plan's investments that represented 5% or more of the Plan's net
assets available for benefits as of December 31, 2005 and 2004 are as
follows:
2005 2004
----------- -----------
Giant Industries, Inc. Stock Fund $33,791,256 $25,560,720
Fidelity Contrafund 14,387,873 11,430,941
Fidelity Retirement Government Money Market Fund 7,366,191 5,051,070
During the Plan years ended December 31, 2005 and 2004, the Plan's
investments (including gains and losses on investments bought and sold, as
well as held during the year) appreciated in value by $26,095,931 and
$18,613,093, respectively, as follows:
2005 2004
----------- -----------
Giant Industries, Inc. common stock $23,181,800 $15,338,753
Mutual funds 2,914,131 3,274,340
----------- -----------
Net appreciation in fair value of investments $26,095,931 $18,613,093
=========== ===========
-8-
4. NONPARTICIPANT-DIRECTED INVESTMENTS
Information about the net assets and the significant components of
the changes in net assets relating to investments that are not directed by
the participants is as follows as of and for the years ended December 31:
2005 2004
----------- -----------
Net Assets:
Giant Industries, Inc. Stock Fund $10,615,228 $20,607,504
=========== ===========
Change in net assets:
Net appreciation in fair value $ 8,073,774 $10,892,857
Employer contributions 971,508 900,000
Distributions to participants (3,456,012) (1,602,833)
Transfers to participant-directed investments (15,568,206) (419,728)
Fees (13,340) (17,524)
----------- -----------
Net (decrease) increase (9,992,276) 9,752,772
----------- -----------
Giant Industries, Inc. Stock Fund - beginning of year 20,607,504 10,854,732
----------- -----------
Giant Industries, Inc. Stock Fund - end of year $10,615,228 $20,607,504
=========== ===========
5. FEDERAL INCOME TAX STATUS
The Plan obtained its latest determination letter dated September 24,
2003 in which the Internal Revenue Service ("IRS") stated that the Plan,
as then designed, was in compliance with the applicable requirements of
the IRC. The Plan has been amended several times since issuance of the
determination letter. The Plan administrator and the Plan's tax counsel
believe that the Plan is currently designed and being operated in
compliance with the applicable requirements of the IRC, and accordingly,
no provision for income taxes has been included in Giant's financial
statements.
6. EXEMPT PARTY-IN-INTEREST TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by
Fidelity Investments. Fidelity Investments is an affiliate of the Plan's
trustee as defined by the Plan, and therefore, these transactions qualify
as party-in-interest transactions. Fees paid by the Plan for the
investment management services amounted to $35,465 and $31,802 for the
years ended December 31, 2005 and 2004, respectively.
-9-
At December 31, 2005 and 2004, the Plan held 620,365 and 918,069
shares, respectively, of common stock of the Company, the sponsoring
employer. The cost basis of these shares at December 31, 2005 and 2004
were $8,288,157 and $5,692,139, respectively.
7. PLAN TERMINATION
Although it has not expressed any intention 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 set forth in ERISA. In the
event that the Plan is terminated, participants would become 100% vested
in their accounts.
8. PROHIBITED TRANSACTION - LATE REMITTANCE
During 2005 the Plan inadvertently engaged in a prohibited
transaction by late remittance of participant deferrals which is an
operational deficiency in the Plan's compliance with the applicable
qualification sections of the Internal Revenue Code. The effects of the
transaction have been corrected in accordance with the procedures
prescribed by the Internal Revenue Service, and management does not
believe there will be any effect on the Plan's financial position. In
addition, participant accounts were credited with the amount of investment
income that would have been earned had the participant contribution been
remitted on a timely basis.
*******
-10-
GIANT INDUSTRIES, INC. AND
AFFILIATED COMPANIES 401(k) PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2005
Identity of Issuer, Description of Investment Including
Borrower, Lessor or Maturity Date, Rate of Interest, Current
Similar Party Collateral, Par or Maturity Value Cost Value
- ---------------------------------------- ------------------------------------------- ---------- -----------
*Fidelity Retirement Government Money
Market Fund Money Market Fund $ ** $ 7,366,191
*Fidelity Retirement Money Market Fund Money Market Fund ** 1,685,228
Lord Abbett Middle Capital Value A Mutual Fund ** 410,449
Baron Growth Mutual Fund ** 1,362,045
*Fidelity Fund Mutual Fund ** 2,036
*Fidelity Fund ABF Small Capital Value Mutual Fund ** 120,258
*Fidelity Government Income Fund Mutual Fund ** 3,228,950
*Fidelity Independence Fund Mutual Fund ** 408
*Fidelity Asset Manager Portfolio Fund Mutual Fund ** 3,505,512
*Fidelity Asset Manager Growth Fund Mutual Fund ** 4,545,899
*Fidelity Contrafund Mutual Fund ** 14,387,873
*Fidelity Growth Company Fund Mutual Fund ** 56,850
*Fidelity Aggressive Growth Fund Mutual Fund ** 3,237,469
*Fidelity Diversified International Fund Mutual Fund ** 3,719,118
*Fidelity Freedom Income Mutual Fund ** 127,792
*Fidelity Freedom 2000 Mutual Fund ** 473,324
*Fidelity Freedom 2010 Mutual Fund ** 1,960,696
*Fidelity Freedom 2020 Mutual Fund ** 1,655,499
*Fidelity Freedom 2030 Mutual Fund ** 926,041
*Fidelity Freedom 2040 Mutual Fund ** 552,703
*Fidelity Spartan U.S. Equity Index Fund Mutual Fund ** 2,268,323
*Fidelity Puritan Mutual Fund ** 49,814
*Fidelity Trend Fund Mutual Fund ** 2,828
*Fidelity Ginnie Mae Fund Mutual Fund ** 77,090
*Fidelity Equity Income Fund Mutual Fund ** 59,089
*Fidelity Investment Grade Bond Fund Mutual Fund ** 35,403
*Fidelity Growth & Income Fund Mutual Fund ** 14,782
*Fidelity Europe Fund Mutual Fund ** 117,696
*Fidelity Intermediate Bond Fund Mutual Fund ** 14,938
*Fidelity Capital & Income Mutual Fund ** 65,417
*Fidelity Value Fund Mutual Fund ** 253,776
*Fidelity Mortgage Security Fund Mutual Fund ** 6,054
*Fidelity OTC Portfolio Mutual Fund ** 5,711
*Fidelity Overseas Fund Mutual Fund ** 114,393
*Fidelity International Discovery Fund Mutual Fund ** 153,607
(Continued)
-11-
GIANT INDUSTRIES, INC. AND
AFFILIATED COMPANIES 401(k) PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2005
Identity of Issuer, Description of Investment Including
Borrower, Lessor or Maturity Date, Rate of Interest, Current
Similar Party Collateral, Par or Maturity Value Cost Value
- ---------------------------------------- ------------------------------------------- ---------- -----------
*Fidelity Pac Basin Mutual Fund ** $ 200,391
*Fidelity Real Estate Fund Mutual Fund ** 357,994
*Fidelity Balanced Fund Mutual Fund ** 235,053
*Fidelity Value Strategic Fund Mutual Fund ** 18,786
*Fidelity Cap Appreciation Fund Mutual Fund ** 146,292
*Fidelity Conv Security Fund Mutual Fund ** 10,436
*Fidelity Canada Fund Mutual Fund ** 752,386
*Fidelity Utilities Fund Mutual Fund ** 41,690
*Fidelity Blue Chip Fund Mutual Fund ** 99,182
*Fidelity Disciplined Equity Fund Mutual Fund ** 121,507
*Fidelity Low Priced Stock Fund Mutual Fund ** 2,720,236
*Fidelity Worldwide Fund Mutual Fund ** 50,134
*Fidelity Equity Income II Fund Mutual Fund ** 728,890
*Fidelity Leveraged Company Stock Fund Mutual Fund ** 431,079
*Fidelity Stock Selector Fund Mutual Fund ** 2,203
*Fidelity Asset Manager Income Fund Mutual Fund ** 124,659
*Fidelity Dividend Growth Fund Mutual Fund ** 744,025
*Fidelity Emerging Markets Fund Mutual Fund ** 278,435
*Fidelity New Market Income Fund Mutual Fund ** 245,847
*Fidelity Export and Multinational Fund Mutual Fund ** 145,912
*Fidelity Growth and Income II Fund Mutual Fund ** 168
*Fidelity Japan Fund Mutual Fund ** 147,173
*Spartan Total Market Index Fund Mutual Fund ** 4,257
*Fidelity Short Term Bond Fund Mutual Fund ** 15,678
*Fidelity Managed Income Portfolio Common/Collective Trust ** 541,710
*Fidelity Institutional Short Interim
Government Fund Mutual Fund ** 2,963
*Fidelity Aggressive International Fund Mutual Fund ** 34,002
*Fidelity Small Cap Independence Mutual Fund ** 57,426
*Fidelity Structured Mid Cap Stock Fund Mutual Fund ** 1,458,428
*Fidelity Large Cap Stock Fund Mutual Fund ** 8,290
*Fidelity Asset Manager Aggressive Mutual Fund ** 12,983
*Fidelity Southeast Asia Mutual Fund ** 175,384
*Fidelity Intermediate Government
Income Fund Mutual Fund ** 4,508
*Fidelity Inflation Protected Bond Mutual Fund ** 38,634
*Fidelity Ultrashort Bond Fund Mutual Fund ** 16,371
*Fidelity Large Cap Growth Fund Mutual Fund ** 108,660
*Fidelity Total Bond Fund Mutual Fund ** 21,892
(Continued)
-12-
GIANT INDUSTRIES, INC. AND
AFFILIATED COMPANIES 401(k) PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2005
Identity of Issuer, Description of Investment Including
Borrower, Lessor or Maturity Date, Rate of Interest, Current
Similar Party Collateral, Par or Maturity Value Cost Value
- ---------------------------------------- ------------------------------------------- ---------- -----------
*Fidelity Small Cap Retirement Mutual Fund ** $ 22,295
*Fidelity Fifty Fund Mutual Fund ** 87,012
*Fidelity US Bond Index Fund Mutual Fund ** 10,331
*Fidelity Structured Large Cap Value Fund Mutual Fund ** 105,553
*Fidelity Structured Mid Cap Value Fund Mutual Fund ** 95,621
*Fidelity Focused Stock Fund Mutual Fund ** 38,714
*Fidelity Small Cap Stock Fund Mutual Fund ** 37,857
*Fidelity Europe Capital
Appreciation Fund Mutual Fund ** 10,264
*Fidelity Latin America Fund Mutual Fund ** 785,746
*Fidelity Strategic Income Fund Mutual Fund ** 327,845
*Fidelity Real Estate Income Fund Mutual Fund ** 3,040
*Fidelity Blue Chip Value Fund Mutual Fund ** 16,965
*Fidelity NASDAQ Composite Index Mutual Fund ** 7,713
*Fidelity Freedom 2005 Mutual Fund ** 799,074
*Fidelity Freedom 2015 Mutual Fund ** 311,550
*Fidelity Freedom 2025 Mutual Fund ** 667,902
*Fidelity Freedom 2035 Mutual Fund ** 15,814
*Fidelity Mid Cap Growth Fund Mutual Fund ** 22,448
*Fidelity International Real Estate Fund Mutual Fund ** 3,229
*Fidelity Small Cap Growth Fund Mutual Fund ** 107
*Fidelity Small Cap Value Fund Mutual Fund ** 25,742
*Participant-directed - Giant
Industries, Inc. Stock Fund Stock Fund ** 23,176,028
*Non participant-directed - Giant
Industries, Inc. Stock Fund Stock Fund $ 2,020,978 10,615,228
Participant notes receivable Participant loans, interest at
prime plus 1.00% (5.75% to 7.75% at
December 31, 2005, maturing from
2006 to 2015) ** 3,664,610
-----------
$103,517,614
===========
*Permitted party-in-interest
**Cost information is not required for participant-directed investments and therefore is not included.
(Concluded)
-13-
GIANT INDUSTRIES, INC. AND
AFFILIATED COMPANIES 401(k) PLAN
FORM 5500, SCHEDULE H, PART IV, LINE 4a-
DELINQUENT PARTICIPANT CONTRIBUTIONS
FOR THE YEAR ENDED DECEMBER 31, 2005
Question 4a "Did the employer fail to transmit to the plan any participant contributions within the time
period described in 29 CFR 2510.3-102," was answered "yes."
Relationship to Plan,
Identity of Employer or Other
Party Involved Party-in-Interest Description of Transactions Amount
- ---------------------- --------------------- --------------------------------------- --------
Giant Industries, Inc. Employer/Plan Sponsor Participant contributions for employees $638
were not funded within the time period
prescribed by D.O.L. Regulation
2510.3-102. The June 1, 2005 participant
contribution of $96 was deposited on
June 26, 2005. The August 8, 2005
participant contribution of $178 was
deposited on September 7, 2005. The
December 23, 2005 participant
contribution of $364 was deposited on
January 18, 2006.
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