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 Year Ended December 31, 1995 DERBY SAVINGS BANK THRIFT PLAN DS BANCOR, INC. 33 Elizabeth Street Derby, CT 06418 ITEM 1. CHANGES IN THE PLAN The Plan revised its adoption agreement in March 1995 to comply with IRS regulations. The Basic Plan Document prototype was changed from the Fleet Bank prototype to the Universal Pensions prototype. An IRS determination letter dated April 1995 was received to confirm approval of the change. ITEM 2. CHANGES IN INVESTMENT POLICY None ITEM 3. CONTRIBUTIONS UNDER THE PLAN For the years ended December 31, 1995 and 1994, the six- month period ended December 31, 1993 and the fiscal years ended June 30, 1993 and 1992, the amount of employer contributions under the Plan were $84,510; $88,266; $44,658; $60,105 and $51,472, respectively. ITEM 4. PARTICIPATING EMPLOYEES At December 31, 1995, there were 177 participants in the Plan. The number of participants in each investment program at December 31, 1995 was as follows: Fleet Stable Assets Fund 114 Galaxy Intermediate Bond Fund 68 Galaxy Equity Value Fund 121 Galaxy International Equity Fund 75 INVESCO Industrial Income Fund 25 DS Bancor, Inc. Common Stock Fund 175 -1- ITEM 5. ADMINISTRATION OF THE PLAN The Plan is administered by a designated person of the Board of Directors of Derby Savings Bank. The Plan's administrator has full power and authority to administer the plan and delegate the performance of such fiduciary and non-fiduciary responsibilities. The current Plan administrator is as follows: Harry P. DiAdamo Jr. President - Derby Savings Bank The Plan's administrator received no compensation for services from the Plan during the Plan's year ended December 31, 1995. ITEM 6. CUSTODIANS OF INVESTMENTS (a) Fleet Financial Services is the Plan's investment manager, custodian of investments and directed trustee as of December 31, 1995. Fleet Financial Services is located at One Constitution Plaza, Hartford, Ct 06115, and offers various financial services. (b) Investment and administrative expenses aggregating $17,703 during the year ended December 31, 1995, were borne by Derby Savings Bank. (c) The Plan is insured by a fidelity bond against losses through fraud or dishonesty for the maximum amount of $5,000,000 by the Continental Casualty Co., Chicago, Illinois. ITEM 7. REPORTS TO PARTICIPATING EMPLOYEES Participating employees receive a summary annual report and have the right to obtain upon request a copy of the full annual report of the Plan or any part thereof. Individual participant statements are also provided on a quarterly basis. -2- ITEM 8. INVESTMENT OF FUNDS Participants may direct their contributions into any one of the following six investment options: 1) Fleet Stable Asset Fund - Funds are invested in guaranteed investment contracts issued by highly rated life insurance companies. 2) Galaxy Intermediate Government Income Bond Fund - Funds are invested in investment grade debt obligations, rated within the three highest categories of Standard & Poor's or Moody's and issued or guaranteed by the U.S. Government, and money market instruments. 3) Galaxy Equity Value Fund - Funds are invested in a diverse portfolio of stocks. 4) Galaxy International Equity Fund - Funds are invested in equity securities of foreign issuers. 5) INVESCO Industrial Income Fund - Funds are invested in common and preferred stocks and convertible bonds which will provide a relatively high yield and, secondarily, capital appreciation. 6) DS Bancor,Inc. common stock -3- ITEM 9. FINANCIAL STATEMENTS AND SCHEDULES Page(s) ------- Financial Statements Independent Auditor's Report F-1 - F-2 Statements of Net Assets Available for F-3 Plan Benefits as of December 31, 1995 and 1994 Statements of Changes in Net Assets Available for Plan Benefits for the Years Ended December 31, 1995 and 1994 and the Six-Month Period Ended December 31, 1993 Notes to Financial Statements F-5 - F-10 Supplemental Schedules: Assets Held for Investment at F-11 - F-12 December 31, 1995 and 1994 Reportable Transactions for the F-13 - F-14 Years Ended December 31, 1995 and 1994 Non-Exempt Transactions of Parties- F-15 in-Interest for the Years Ended December 31, 1995 and 1994 Schedule of the Allocation of Plan F-16 - F-17 Assets and Liabilities to Investment Programs as of December 31, 1995 and 1994 Schedule of Plan Income and Changes F-18 - F-20 in Equity in Investment Programs for the Years Ended December 31, 1995 and 1994 and six months ended December 31, 1993 -4- SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustees (or other persons who administer the plan) have duly caused this annual report to be signed by the undersigned thereunto duly authorized. DERBY SAVINGS BANK THRIFT PLAN By: /s/ Harry P. DiAdamo, Jr. Harry P. DiAdamo, Jr. Plan Administrator Dated: June 18, 1996 DERBY SAVINGS BANK THRIFT PLAN YEAR ENDED DECEMBER 31, 1995 DERBY SAVINGS BANK THRIFT PLAN CONTENTS Independent Auditor's Report FINANCIAL STATEMENTS Statements of net assets available for plan benefits.......................................Exhibit A Statements of changes in net assets available for plan benefits.............................Exhibit B Notes to financial statements SUPPLEMENTAL SCHEDULES Assets held for investment................................Schedule 1 Reportable transactions...................................Schedule 2 Non-exempt transactions of parties-in-interest............Schedule 3 Allocation of plan assets and liabilities to investment programs.....................Schedule 4 Plan income and changes in equity in investment programs.................................Schedule 5 [LETTERHEAD] INDEPENDENT AUDITOR'S REPORT The Administrator of the Derby Savings Bank Thrift Plan Derby, Connecticut We have audited the accompanying statements of net assets available for plan benefits of the Derby Savings Bank Thrift Plan as of December 31, 1995 and 1994, and the related statements of changes in net assets available for plan benefits for the years ended December 31, 1995 and 1994 and the six-month period ended December 31, 1993 (Note 5). 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 the Plan's management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. F-1 The Administrator of the Derby Savings Bank Thrift Plan Page Two In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for plan benefits of the Derby Savings Bank Thrift Plan as of December 31, 1995 and 1994, and the changes in its net assets available for plan benefits for the years ended December 31, 1995 and 1994 and the six-month period ended December 31, 1993, 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 schedules 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 audit 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. /S/ Friedberg, Smith & Co., P.C. FRIEDBERG, SMITH & CO., P.C. Bridgeport, Connecticut June 18, 1996 F-2 EXHIBIT A DERBY SAVINGS BANK THRIFT PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 1995 AND 1994 (Note 5) A S S E T S 1995 1994 - ----------- ---------- ---------- INVESTMENTS (NOTES 1, 2, 3 AND 6) AT FAIR VALUE: Fleet Stable Asset Fund $1,034,229 $1,190,594 Galaxy Intermediate Government Income Bond Fund 253,999 238,820 Galaxy Equity Value Fund 654,664 414,214 Galaxy International Equity Fund 292,361 257,576 DS Bancor, Inc. Common Stock Fund 353,634 193,908 INVESCO Industrial Income Fund 90,495 - ---------- ---------- 2,679,382 2,295,112 ---------- ---------- OTHER (NOTES 1, 2 AND 6) Participants' Loans Receivable 127,378 72,204 Employer's Contributions Receivable 13,149 11,628 Participants' Contributions Receivable 44,216 34,649 Accrued Income Receivable 9,351 7,619 Short-Term Investment Fund 9,663 - Cash, Non-Interest Bearing 61 28 ---------- ---------- Total Other 203,818 126,128 ---------- ---------- TOTAL ASSETS 2,883,200 2,421,240 LIABILITIES - 10,679 ---------- ---------- NET ASSETS AVAILABLE FOR PLAN BENEFITS (Note 4) $2,883,200 $2,410,561 ---------- ---------- ---------- ---------- See notes to financial statements. F-3 EXHIBIT B DERBY SAVINGS BANK THRIFT PLAN STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS YEARS ENDED DECEMBER 31, 1995 AND 1994 AND SIX-MONTH PERIOD ENDED DECEMBER 31, 1993 (Notes 1, 2 and 5) Six-Month Year Ended Year Ended Period Ended December 31, December 31, December 31, 1995 1994 1993 ------------ ------------ ------------ ADDITIONS TO NET ASSETS: NET INVESTMENT INCOME (LOSS): Net Appreciation (Depreciation) in Fair Value of Investments $ 168,441 $ (94,536) $ (3,078) Interest and Dividends - Investments 163,349 127,042 52,824 Interest - Loans 8,645 4,997 2,053 Net Realized Gains (Losses) - Investments 11,042 (6,289) - ------------ ------------ ------------ 351,477 31,214 51,799 CONTRIBUTIONS: Employer (Note 3) 84,510 88,266 44,658 Participants 345,017 371,277 164,695 Rollover 53,680 45,288 - ------------ ------------ ------------ Total Additions 834,684 536,045 261,152 DEDUCTIONS FROM NET ASSETS: Benefits Paid to Participants (362,045) (68,085) (5,078) ------------ ------------ ------------ Net Increase (Note 4) 472,639 467,960 256,074 NET ASSETS AVAILABLE FOR BENEFITS: Beginning of Period 2,410,561 1,942,601 1,686,527 ------------ ------------ ------------ End of Period $ 2,883,200 $ 2,410,561 $ 1,942,601 ------------ ------------ ------------ ------------ ------------ ------------ See notes to financial statements. F-4 DERBY SAVINGS BANK THRIFT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 AND 1994 NOTE 1 - PLAN DESCRIPTION The following brief description of the Derby Savings Bank Thrift Plan (Plan) is provided for general information purposes only. Participants should refer to the Plan agreement for more complete information. The Plan, as amended, became effective on January 1, 1985. The Plan is a defined contribution plan covering sub- stantially all full-time employees of Derby Savings Bank and its subsidiaries (Bank) who have one-half year of eligible service and are age eighteen or older. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Each year participants may contribute up to 10 percent of pre-tax annual compensation, as defined in the Plan. The Bank matches contributions in an amount equal to 50 percent of a participant's contributions, subject to certain limitations as defined in the Plan. Additionally, the Bank can make discretionary contributions at the option of the Bank's Board of Directors. Effective August 31, 1993 (Note 5) all Bank contributions, both matching and discretionary, are to be invested in DS Bancor, Inc. (DS Bancor) common stock. The Bank is a wholly owned subsidiary of DS Bancor. Participants' accounts are credited with their contributions, plus allocated Bank contributions and Plan earnings. Bank contributions are allocated based on the ratio that each qualifying participant's compensation for the plan year bears to the total compensation of all qualifying participants. Plan earnings are allocated based on a participant's account balance in various investments and their respective earnings. All administrative expenses of the Plan are paid and borne by the Bank. Participants are immediately 100 percent vested in their contributions and in any Bank matching and discretionary contributions, plus actual earnings thereon. F-5 DERBY SAVINGS BANK THRIFT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 AND 1994 NOTE 1 - PLAN DESCRIPTION (CONTINUED) Participants may direct their contributions in any of the following six investment options: 1. Fleet Stable Asset Fund - Funds are invested in guaranteed investment contracts issued by highly rated life insurance companies. 2. Galaxy Intermediate Bond Fund - Funds are invested in investment grade debt obli- gations rated within the three highest categories of Standard & Poor's or Moody's and issued or guaranteed by the U.S. Government, and money market instruments. 3. Galaxy Equity Value Fund - Funds are invested in a diverse portfolio of stocks. 4. Galaxy International Equity Fund - Funds are invested in equity securities of foreign issuers. 5. INVESCO Industrial Income Fund - Funds are invested in common and preferred stocks and convertible bonds which will provide a relatively high yield and, secondarily, capital appreciation. 6. DS Bancor Common Stock - Funds are invested in common stock of DS Bancor. Participants may change their investment options daily effective April 1, 1995. Prior to the Plan's change to daily valuation, participants could change their investment options on a quarterly basis. F-6 DERBY SAVINGS BANK THRIFT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 AND 1994 NOTE 1 - PLAN DESCRIPTION (CONTINUED) Participants may borrow against their account balances. Loan amounts can be a minimum of $1,000 to a maximum of the lesser of $50,000 or 50 percent of a participant's account balance. Loan terms range to a maximum of 10 years if loan funds are used to purchase a participant's primary residence. Loan funds used for any other purpose have a maximum term of 5 years. The loans are secured by a participant's account balance and bear interest at a fixed rate equal to 100 basis points above Fleet Bank's Prime rate at the time the loan is originated. Principal and interest are repaid ratably through biweekly payroll deductions. Upon termination of service due to death, disability or retirement at age 65, participants may elect to receive a lump-sum amount equal to the value of their account balance or installment payments in accordance with the Plan. For terminations of service due to other reasons, participants may receive the value of their account balance as a lump-sum distribution. NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (a) The accompanying financial statements and schedules have been prepared in conformity with the Department of Labor Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974 (ERISA). The financial statements are presented on the accrual basis of accounting. (b) The Plan's investments at December 31, 1995 and 1994 are stated at fair value which is based on quoted market prices. Net appreciation or depreciation on investments is recorded in the Statements of Changes in Net Assets Available for Plan Benefits. F-7 DERBY SAVINGS BANK THRIFT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 AND 1994 NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED) (c) Discretionary contributions are recorded in the year and in the amount authorized by the Bank's Board of Directors. Matching contributions and contributions from participants are recorded in the year in which the participant's contributions are withheld. (d) Benefits are recorded when paid. (e) Cash and Cash Equivalents - The Fleet short-term investment fund is a money market fund whose units are cash equivalents but are not insured. (f) The average cost method is used for determining the cost of investments sold. NOTE 3 - INVESTMENTS In October 1993, the Plan entered into an agreement with Fleet Investment Services (Fleet) to act as investment manager and as directed trustee. Pursuant to the agreement, the assets of the Plan were transferred to Fleet and invested in various investment options as directed by participants (Notes 1 and 5). Prior to the agreement, Plan investments were maintained by Connecticut General Life Insurance Company (CGLIC) and invested in a guaranteed investment contract with CGLIC (Note 5). During the years ended December 31, 1995 and 1994, the Plan purchased common stock of DS Bancor (Note 1) aggregating 5,636 and 9,812 shares at a cost of $143,012 and $254,552, respectively, and sold 1,206 and 1,097 shares for proceeds aggregating $29,961 and $31,377, respectively. The cost of the stock sold was $29,775 and $28,331, respectively. 1,115 shares were acquired through two 5% stock dividends and 392 shares distributed as a part of employee terminations during 1995. No purchases or sales occurred during the six-month period ended December 31, 1993. During the years ended December 31, 1995 and 1994, and for the six- month period ended June 30, 1993, investment and administrative expenses aggregating $17,703, $10,010 and $8,198, respectively, were borne by Derby Savings Bank. F-8 DERBY SAVINGS BANK THRIFT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 AND 1994 NOTE 4 - TAX STATUS The Plan has received a favorable determination letter from the Internal Revenue Service, which qualifies the Plan for favorable tax treatment under Sections 401(k) and 401(a) of the Internal Revenue Code and therefore, is exempt from federal income taxes under provisions of Section 501(a). NOTE 5 - PLAN AMENDMENTS Effective August 31, 1993, the Bank's Board of Directors approved a plan amendment that authorized the transfer of plan assets from CGLIC to Fleet and appointed Fleet as investment manager and directed trustee. The amendment authorized participants to invest their account balances in various investment options, including DS Bancor common stock, and also provided that, henceforth, Bank matching and discretionary contributions would be invested solely in shares of DS Bancor common stock. Contemporaneously with the transfer of the Plan's assets to Fleet, the Plan's fiscal year-end was changed from June 30 to December 31. As a result, the accompanying Statements of Changes in Net Assets Available for Plan Benefits reflects activity during the years ended December 31, 1995 and 1994 and the six-month short period ended December 31, 1993 necessary to affect the change in plan year-end. The Plan revised its Adoption Agreement in March 1995 to comply with IRS regulations. The Basic Plan Document prototype was changed from the Fleet Bank prototype to the Universal Pensions prototype. An IRS determination letter dated April 1995 was received to confirm approval of the change. F-9 DERBY SAVINGS BANK THRIFT PLAN NOTES TO FINANCIAL STATEMENTS DECEMBER 31, 1995 AND 1994 NOTE 6 - DISCLOSURES ABOUT FAIR VALUE OF FINANCIAL INSTRUMENTS The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value: CASH AND CASH EQUIVALENTS The carrying amount of the short-term investment fund is equivalent to its fair value. INVESTMENTS The fair values of investments are based on quoted market prices. PARTICIPANTS' LOANS RECEIVABLE The carrying amount of the participant loans is estimated to approximate their fair value as the loans provide for offset of the loan principal balance against the fair value of participant's investment if a participant is terminated. The loan terms include fixed interest equivalent to the prime rate plus 1% at the time of origination and maximum maturities of 5 to 10 years. ACCRUED INCOME RECEIVABLE The carrying amount approximates fair value. CONTRIBUTIONS RECEIVABLE The carrying amount approximates fair value. NOTE 7 - RECLASSIFICATION Certain 1994 and 1993 balances have been reclassified to conform to the 1995 presentation. F-10 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 1 Page 1 of 2 SCHEDULE OF ASSETS HELD FOR INVESTMENT DECEMBER 31, 1995 Investments, including investments that are 5% or more of the Plan's net assets, are as follows at December 31, 1995: Units/ Fair Shares Value Cost ------ ----- ---- Fleet Stable Asset Fund 103,422.88 $1,034,229 $1,034,229 Galaxy Intermediate Government Income Bond Fund 24,352.74 253,999 252,404 Galaxy Equity Value Fund 47,370.76 654,664 625,358 Galaxy International Equity Fund 22,048.36 292,361 281,131 DS Bancor, Inc. Common Stock Fund 13,868.00 353,634 329,816 INVESCO Industrial Income Fund 7,114.35 90,495 85,616 --------- --------- Total $2,679,382 $2,608,554 --------- --------- --------- --------- F-11 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 1 Page 2 of 2 SCHEDULE OF ASSETS HELD FOR INVESTMENT DECEMBER 31, 1994 Investments, including investments that are 5% or more of the Plan's net assets, are as follows at December 31, 1994: Units/ Fair Shares Value Cost ------ ----- ---- Fleet Stable Asset Fund 119,059.40 $1,190,594 $1,190,594 Galaxy Intermediate Government Income Bond Fund 24,928.94 238,820 260,412 Galaxy Equity Value Fund 34,895.88 414,214 447,353 Galaxy International Equity Fund 21,009.38 257,576 268,145 DS Bancor, Inc. Common Stock Fund 8,715.00 193,908 226,221 --------- --------- Total $2,295,112 $2,392,725 --------- --------- --------- --------- F-12 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 2 Page 1 of 2 SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1995 Carrying Basis at Sale/Purchase Transaction Price Date Gain/(Loss) ------------ ----------- --------- Purchase - Fleet Short-Term Investment Fund 292,168 Units $ 292,168 $ 292,168 $ - Sale - Fleet Short-Term Investment Fund 282,507 Units 282,507 282,507 - Purchase - Fleet Stable Asset Fund 22,403.7562 Units 224,038 224,038 - Sale - Fleet Stable Asset Fund 38,040.2786 Units 380,403 380,403 - Purchases - Galaxy Equity Value Fund 20,622.315 Units 283,233 283,233 - Purchases - DS Bancor, Inc. Common Stock Fund 5,636 Shares 143,012 143,012 - F-13 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 2 Page 2 of 2 SCHEDULE OF REPORTABLE TRANSACTIONS YEAR ENDED DECEMBER 31, 1994 Carrying Basis at Sale/Purchase Transaction Price Date Gain/(Loss) ------------- ----------- ---------- Purchase - Fleet Short-Term Investment Fund - 821,168 Units $ 821,168 $ 821,168 $ - Sale - Fleet Short-Term Investment Fund - 1,784,861 Units 1,784,861 1,784,861 - Purchase - Fleet Stable Asset Fund - 132,769.55 Units 1,327,695 1,327,695 - Sale - Fleet Stable Asset Fund - 18,691.28 Units 186,913 186,913 - Sale - Galaxy Intermediate Government Income Bond Fund - 9,898.11 Units 97,309 103,228 (6,618) Purchase - Galaxy Equity Value Fund - 12,680.55 Units 160,741 160,741 - Sale - Galaxy Equity Value Fund - 54,018.55 Units 127,662 130,228 (2,566) Purchase - Galaxy International Equity Fund - 11,366.43 Units 145,966 145,966 - Purchase - DS Bancor, Inc. Common Stock Fund - 9,812 Shares 254,552 254,552 - F-14 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 3 SCHEDULE OF NON-EXEMPT TRANSACTIONS OF PARTIES-IN-INTEREST YEARS ENDED DECEMBER 31, 1995 AND 1994 1 9 9 5 NONE 1 9 9 4 NONE F-15 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 4 Page 1 of 2 SCHEDULE OF THE ALLOCATION OF PLAN ASSETS AND LIABILITIES TO INVESTMENT PROGRAMS YEAR ENDED DECEMBER 31, 1995 Galaxy Fleet Intermediate Galaxy INVESCO Stable Government Equity Galaxy Industrial DS Bancor, Asset Income Value International Income Inc. Common Participant ASSETS Fund Bond Fund Fund Equity Fund Fund Stock Fund Loans Total - ------- ---- ---------- ---- ------------ ---------- ----------- ----------- ------ Investments $1,034,229 $253,999 $654,664 $292,361 $90,495 $353,634 $ - $2,679,382 Participants' Loans Receivable - - - - - - 127,378 127,378 Employer's Contributions Receivable - - - - - 13,149 - 13,149 Participants' Contributions Receivable 12,945 4,419 15,304 6,495 2,865 2,188 - 44,216 Accrued Income Receivable 5,594 1,331 - - 2,426 - - 9,351 Short-Term Investment Fund - - - - - 9,663 - 9,663 Cash, Non-Interest Bearing - - - - 2 59 - 61 ------------------------------------------------------------------------------------------------------ Total Assets 1,052,768 259,749 669,968 298,856 95,788 378,693 127,378 2,883,200 ------------------------------------------------------------------------------------------------------ Net Assets Available for Plan Benefits $1,052,768 $259,749 $669,968 $298,856 $95,788 $378,693 $127,378 $2,883,200 ------------------------------------------------------------------------------------------------------ ------------------------------------------------------------------------------------------------------ F-16 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 4 Page 2 of 2 SCHEDULE OF THE ALLOCATION OF PLAN ASSETS AND LIABILITIES TO INVESTMENT PROGRAMS YEAR ENDED DECEMBER 31, 1994 Galaxy Fleet Intermediate Galaxy Stable Government Equity Galaxy DS Bancor, Asset Income Value International Inc. Common Participant ASSETS Fund Bond Fund Fund Equity Fund Stock Fund Loans Total - ------- ---- ---------- ---- ------------ ---------- ----------- ----------- Investments $1,190,594 $238,820 $414,214 $257,576 $193,908 $ - $2,295,112 Participants' Loans Receivable - - - - - 72,204 72,204 Employer's Contributions Receivable - - - - 11,628 - 11,628 Participants' Contributions Receivable 11,595 3,655 11,002 7,638 759 - 34,649 Accrued Income Receivable 6,316 1,303 - - - - 7,619 Cash, Non-Interest Bearing 8 5 10 5 - - 28 --------------------------------------------------------------------------------------- Total Assets 1,208,513 243,783 425,226 265,219 206,295 72,204 2,421,240 Liabilities - - - - 10,679 - 10,679 --------------------------------------------------------------------------------------- Net Assets Available for Plan Benefits $1,208,513 $243,783 $425,226 $265,219 $195,616 $72,204 $2,410,561 --------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------- F-17 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 5 Page 1 of 3 SCHEDULE OF PLAN INCOME AND CHANGES IN EQUITY IN INVESTMENT PROGRAMS YEAR ENDED DECEMBER 31, 1995 Galaxy Fleet Intermediate Galaxy INVESCO Stable Government Equity Galaxy Industrial DS Bancor, Asset Income Value International Income Inc. Common Participant Fund Bond Fund Fund Equity Fund Fund Stock Fund Loans Total ---- ---------- ---- ------------ ---------- ----------- ----------- ------ INVESTMENT INCOME (LOSS) Net Appreciation (Depreciation) in Fair Value of Investments $ - $ 23,188 $ 62,445 $ 21,800 $ 4,878 $ 56,130 $ - $ 168,441 Interest and Dividends - Investments 72,669 16,301 61,203 9,355 3,227 594 - 163,349 Interest - Loans - - - - - - 8,645 8,645 Net Realized Gains (Losses) - Investments - (1,943) 9,381 2,973 445 186 - 11,042 ----------------------------------------------------------------------------------------------------- Net Investment Income (Loss) 72,669 37,546 133,029 34,128 8,550 56,910 8,645 351,477 CONTRIBUTIONS Employer - - - - - 84,510 - 84,510 Participants 125,224 33,725 103,243 57,482 11,684 13,659 - 345,017 Rollover 53,680 - - - - - - 53,680 Fund Transfers (236,872) (10,291) 103,711 (21,705) 75,554 40,038 49,565 - Withdrawals and Terminations (170,446) (45,014) (95,241) (36,268) - (12,040) (3,036) (362,045) ------------------------------------------------------------------------------------------------------ Increase (Decrease) in Net Assets Available for Plan Benefits (155,745) 15,966 244,742 33,637 95,788 183,077 55,174 472,639 NET ASSETS AVAILABLE FOR PLAN BENEFITS: Beginning of Period 1,208,513 243,783 425,226 265,219 - 195,616 72,204 2,410,561 ----------------------------------------------------------------------------------------------------- End of Period $1,052,768 $259,749 $669,968 $298,856 $95,788 $378,693 $127,378 $2,883,200 ----------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------------- F-18 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 5 Page 2 of 3 SCHEDULE OF PLAN INCOME AND CHANGES IN EQUITY IN INVESTMENT PROGRAMS YEAR ENDED DECEMBER 31, 1994 Galaxy Fleet Intermediate Galaxy Stable Government Equity Galaxy DS Bancor, Asset Income Value International Inc. Common Participant Fund Bond Fund Fund Equity Fund Stock Fund Loans Total --------- ----------- -------- ------------ ----------- ------------ -------- INVESTMENT INCOME (LOSS) Net Appreciation (Depreciation) in Fair Value of Investments $ - $(20,567) $(31,005) $(10,652) $(32,312) $ - $(94,536) Interest and Dividends - Investments 63,777 15,660 43,340 4,143 122 - 127,042 Interest - Loans - - - - - 4,997 4,997 Net Realized Gains (Losses) - Investments - (6,619) (2,566) (151) 3,047 - (6,289) --------------------------------------------------------------------------------------- Net Investment Income (Loss) 63,777 (11,526) 9,769 (6,660) (29,143) 4,997 31,214 Contributions Employer - - - - 88,266 - 88,266 Participants 115,974 53,071 119,821 61,497 20,914 - 371,277 Rollover 12,379 - 14,205 18,704 - - 45,288 Fund Transfers 44,458 (75,144) (144,622) 61,147 107,861 6,300 - Withdrawals and Terminations (43,467) (1,199) (2,355) (3,845) (16,017) (1,202) (68,085) --------------------------------------------------------------------------------------- Increase (Decrease) in Net Assets Available for Plan Benefits 193,121 (34,798) (3,182) 130,843 171,881 10,095 467,960 Net Assets Available FOR PLAN BENEFITS: Beginning of Period 1,015,392 278,581 428,408 134,376 23,735 62,109 1,942,601 --------------------------------------------------------------------------------------- End of Period $1,208,513 $243,783 $425,226 $265,219 $195,616 $72,204 $2,410,561 --------------------------------------------------------------------------------------- --------------------------------------------------------------------------------------- F-19 DERBY SAVINGS BANK THRIFT PLAN SCHEDULE 5 Page 3 of 3 SCHEDULE OF PLAN INCOME AND CHANGES IN EQUITY IN INVESTMENT PROGRAMS SIX-MONTH PERIOD ENDED DECEMBER 31, 1993 Galaxy CGLIC Fleet Intermediate Galaxy Guaranteed Stable Government Equity Galaxy DS Bancor, Investment Asset Income Value International Inc. Common Participant Contract Fund Bond Fund Fund Equity Fund Stock Fund Loans Total --------- ----- ----------- ----- ------------- ----------- -------- ----- INVESTMENT INCOME (LOSS) Net Appreciation (Depreciation) in Fair Value of Investments $ - $ - $ (1,025) $ (2,135) $ 82 $ - $ - $ (3,078) Interest and Dividends - Investments 47,994 3,129 133 1,417 104 47 - 52,824 Interest - Loans - - - - - - 2,053 2,053 ---------------------------------------------------------------------------------------------- Net Investment Income (Loss) 47,994 3,129 (892) (718) 186 47 2,053 51,799 CONTRIBUTIONS Employer 15,674 5,479 - - - 23,505 - 44,658 Participants 62,281 78,999 6,370 12,285 4,686 74 - 164,695 Fund Transfers (1,781,694) 932,863 273,103 416,841 129,504 109 29,274 - Withdrawals and Terminations - (5,078) - - - - - (5,078) ---------------------------------------------------------------------------------------------- Increase (Decrease) in Net Assets Available for Plan Benefits (1,655,745) 1,015,392 278,581 428,408 134,376 23,735 31,327 256,074 NET ASSETS AVAILABLE FOR PLAN BENEFITS Beginning of Period 1,655,745 - - - - - 30,782 1,686,527 ---------------------------------------------------------------------------------------------- End of Period $ - $1,015,392 $278,581 $428,408 $134,376 $23,735 $62,109 $1,942,601 ---------------------------------------------------------------------------------------------- ---------------------------------------------------------------------------------------------- F-20