Exhibit 99
----------
The Limited, Inc. Savings and Retirement Plan
Report on Audits of Financial Statements
As of and for the Years Ended December 31, 2000 and 1999
and Supplemental Schedule
As of December 31, 2000
Contents
Independent Auditor's Report......................................... 1
Financial Statements
Statements of Net Assets Available for Benefits...................... 2
Statements of Changes in Net Assets Available for Benefits........... 3
Notes to Financial Statements........................................ 4
Supplementary Schedule
Schedule of Assets Held for Investment Purposes...................... 11
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Board of Directors of
The Limited, Inc. and the
Plan Administrator of The Limited, Inc.
Savings and Retirement Plan:
We have audited the accompanying statements of net assets available for benefits
of The Limited, Inc. Savings and Retirement Plan as of December 31, 2000 and
1999, 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, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 2000 and 1999, and the changes in net assets available for benefits
for the years then ended, in conformity with generally accepted accounting
principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of investments
held for investment purposes is presented for the purpose of additional analysis
and is not a required part of the basic financial statements but is
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedule has been subjected to the
auditing procedures applied in the audits of the basic financial statements and,
in our opinion, is fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
/S/ Ary & Roepcke
Columbus, Ohio,
March 28, 2001
-1-
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2000 AND 1999
2000 1999
------------ ------------
Assets
Investments $406,759,271 $454,072,603
Receivable for contributions:
Employers 25,234,258 28,574,143
Participants 1,600,717 1,709,157
------------ ------------
Total receivable contributions 26,834,975 30,283,300
------------ ------------
Due from brokers - 120,275
Accrued interest and dividends 13,863 97,796
------------ ------------
Total assets 433,608,109 484,573,974
------------ ------------
Liabilities
Cash overdraft 1,135 -
Administrative fees payable 141,710 27,626
------------ ------------
Total liabilities 142,845 27,626
------------ ------------
Net assets available for benefits $433,465,264 $484,546,348
============ ============
The accompanying notes are an integral part of these financial statements.
-2-
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 2000 AND 1999
2000 1999
------------ -----------
Additions
Investment income:
Net appreciation (depreciation) in
fair value of investments $(74,624,579) $ 77,211,144
Mutual funds' earnings 20,084,246 12,083,572
Dividends 1,424,582 1,525,988
Investment contracts' earnings 5,927,208 816,931
Common collective trust's earnings 392,764 484,641
------------ ------------
Total investment income (loss) (46,795,779) 92,122,276
------------ ------------
Contributions:
Employers 34,937,314 39,536,720
Participants 19,584,559 20,097,162
------------ ------------
Total contributions 54,521,873 59,633,882
------------ ------------
Total additions 7,726,094 151,756,158
------------ ------------
Deductions
Distributions to participants 56,984,295 56,199,313
Administrative expenses 1,822,883 1,061,328
------------ ------------
Total deductions 58,807,178 57,260,641
------------ ------------
Net increase (decrease) prior to transfers (51,081,084) 94,495,517
Transfer of net assets available for
benefits to plans of former affiliates - (18,001,283)
------------ ------------
Net increase (decrease) (51,081,084) 76,494,234
Net assets available for plan benefits
Beginning of year 484,546,348 408,052,114
------------ ------------
End of year $433,465,264 $484,546,348
============ ============
The accompanying notes are an integral part of these financial statements.
-3-
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2000 AND 1999
(1) Description of the plan
General
The Limited, Inc. Savings and Retirement Plan (the "Plan") is a defined
contribution plan covering certain employees of The Limited, Inc. and its
affiliates (the "Employers") who are at least 21 years of age and have
completed 1,000 or more hours of service during their first consecutive
twelve months of employment or any calendar year beginning in or after
their first consecutive twelve months of employment. Effective January 1,
2000, an employee whose base salary equals or exceeds $100,000 and has met
the eligibility requirements, described above, are eligible to receive the
non-service related retirement contribution, but may not elect to make
voluntary contributions. Certain employees of the Employers, who are
covered by a collective bargaining agreement, are not eligible to
participate in the Plan.
Effective August 31, 1999, an affiliate of Freeman, Spogli & Co. (together
with Galyan's management) purchased a 60% interest in Galyan's. Subsequent
to the sale, the net assets available for benefits allocated to the former
participants employed by Galyan's were transferred to Galyan's retirement
plan.
Effective August 23, 1999, The Limited, Inc. completed the spin-off of Too,
Inc. (successor company to Limited Too). Subsequent to the spin-off, the
net assets available for benefits allocated to the former participants
employed by Limited Too were transferred to the Too, Inc. Savings and
Retirement Plan.
During 1999 the plan was amended several times to among other things 1)
change the requirement for a participant to be active on the last day of
the annual payroll period to a requirement for a participant to be active
on the last day of the plan year as it relates to the Employers' service
and non-service retirement contribution, and 2) allow for the establishment
of unit values for one or more of the investment funds and permit the
accounts setting forth each participant's interest in such investment funds
to be maintained in terms of units.
Effective January 1, 2000, the Plan was amended to among other things 1)
change the eligibility as noted under eligibility above and under
participant's voluntary contributions below, and 2) allow forfeitures to be
applied to reduce Plan expenses.
The following description of the Plan provides only general information.
Participants should refer to the Plan document for a more complete
description of the Plan's provisions. The Plan is subject to the provisions
of the Employee Retirement Income Security Act of 1974 (ERISA) as amended.
-4-
Contributions
Employers' contributions:
The Employers may provide a non-service related retirement contribution of
4% of annual compensation up to the Social Security wage base and 7% of
annual compensation thereafter, and a service related retirement
contribution of 1% of annual compensation for participants who have
completed five or more years of vesting service as of the last day of the
Plan year. Participants who complete 500 hours of service during the Plan
year and are participants on the last day of the Plan year are eligible.
The annual compensation of each participant taken into account under the
Plan is limited to the maximum amount permitted under Section 401(a)(17) of
the Internal Revenue Code. The annual compensation limit for the Plan year
ended December 31, 2000, was $170,000.
The Employers may also provide a matching contribution of 100% of the
participant's voluntary contributions (50% for participants who are
associates of Galyan's) up to 3% of the participant's total annual
compensation.
Participant's voluntary contributions:
A participant may elect to make a voluntary tax-deferred contribution of 1%
to 6% of his or her annual compensation up to the maximum permitted under
Section 402(g) of the Internal Revenue Code adjusted annually ($10,500 at
December 31, 2000). This voluntary tax-deferred contribution may be limited
by Section 401(k) of the Internal Revenue Code. Effective January 1, 2000,
a participant whose base salary equals or exceeds $100,000 will cease being
a participant for purposes of making voluntary contributions, the first day
of the plan year following the year in which the $100,000 base salary
threshold is met. Instead, such employee will become a participant in the
Supplemental Retirement Plan, a non-qualified plan, for purposes of making
voluntary contributions.
Investment options
The Limited, Inc. Common Stock Fund - invests primarily in common stock of
The Limited, Inc. with up to 3% of the fund being invested in money-market
instruments. The goal of the fund is capital growth and dividend income.
Intimate Brands, Inc. Common Stock Fund - invests primarily in common stock
of Intimate Brands, Inc., an 84%-owned subsidiary of The Limited, Inc.,
with up to 3% of the fund being invested in money-market instruments. The
goal of the fund is capital growth and dividend income.
SARP Stable Value Fund - invests primarily in investment contracts, stable
value contracts and short-term investments. The goal of the fund is
preservation of principal and income while maximizing current income. This
investment option was not available until October 1, 1999.
Vanguard Retirement Savings Trust Fund - a mutual fund, investing in
investment contracts issued by insurance companies and banks. The goal of
the fund is to provide preservation of principal and income while
maximizing current income. This investment option was not available after
September 30, 1999.
Vanguard Institutional Index Fund - a mutual fund, investing in the 500
stocks that comprise the Standard & Poor's 500 Composite Stock Price Index
(S&P 500) in proportion to their weighting in the index. The goal of the
fund is long-term growth of capital and income from dividends. During 1999
this mutual fund replaced the Vanguard Index Trust 500 Portfolio investment
option, whose investment strategy and goals were similar.
-5-
Vanguard U.S. Growth Fund - a mutual fund, investing primarily in large-
capitalization stocks of seasoned U.S. companies with records of growth.
The goal of the fund is long-term capital growth.
Vanguard Wellington Fund - a mutual fund, investing 60-70% in the stocks of
well-established companies and 30-40% in long-term maturity corporate
bonds, Treasury Bonds and mortgage securities. The goal of the fund is
current income and long-term growth of capital. This investment option was
not available after September 30, 1999.
Janus Overseas Fund - a mutual fund, investing at least 65% of its total
assets in securities of issuers from at least five different countries,
excluding the United States. The goal of the fund is long-term capital
growth. This investment option was not available until October 1, 1999.
American Century Income & Growth Fund - a mutual fund, investing primarily
in common stocks selected from a universe of the 1,500 largest companies
traded in the U.S. The goal of the fund is dividend growth, current income,
and capital appreciation. This investment option was not available until
October 1, 1999.
AIM Balanced Fund (Class A) - a mutual fund, investing primarily in high-
yielding securities, including common stocks, preferred stocks, convertible
securities and bonds. The goal of the fund is high total return consistent
with preservation of capital. This investment option was not available
until October 1, 1999.
AXP Selective Fund (Class Y) - a mutual fund, investing primarily in
medium-to high-quality corporate bonds and other highly rated debt
instruments including government securities and short-term investments. The
goal of the fund is current income and preservation of capital. This
investment option was not available until October 1, 1999.
American Express Trust Long-Term Horizon (80:20) Fund - a common collective
trust, investing in a predetermined mix of growth, growth/income and income
investments. The goal of the fund is to create a diversified portfolio with
a moderate risk profile designed for individuals with long-term goals. This
investment option was not available until October 1, 1999.
American Express Trust Medium-Term Horizon (50:50) Fund - a common
collective trust, investing in a predetermined mix of growth,
growth/income, income, and money market (cash equivalents) investments. The
goal of the fund is to create a diversified portfolio with a conservative
risk profile designed for individuals with medium-term goals. This
investment option was not available until October 1, 1999.
American Express Trust Short-Term Horizon (25:75) Fund - a common
collective trust, investing in a predetermined mix of growth,
growth/income, income, and money market (cash equivalents) investments. The
goal of the fund is to create a diversified portfolio with a conservative
risk profile designed for individuals with short-term goals. This
investment option was not available until October 1, 1999.
Self-Directed Brokerage Account - allowing the participant to invest in
securities not offered otherwise. This investment option was not available
until October 1, 1999.
Vesting
A participant is fully and immediately vested for voluntary and rollover
contributions and is credited with a year of vesting service in the
Employers' contributions for each Plan year that they are credited with at
least 500 hours of service. A summary of vesting percentages in the
Employers' contributions follows:
-6-
Years of vested service Percentage
----------------------- ----------
Less than 3 years 0%
3 years 20
4 years 40
5 years 60
6 years 80
7 years 100
Payment of benefits
The full value of participants' accounts becomes payable upon retirement,
disability, or death. Upon termination of employment for any other reason,
participants' accounts, to the extent vested, become payable. Those
participants with vested account balances greater than $5,000 have the
option of leaving their accounts invested in the Plan until age 65. All
benefits will be paid as a lump-sum distribution. Those participants
holding shares of Employer Securities will have the option of receiving
such amounts in whole shares of Employer Securities and cash for any
fractional shares. Participants have the option of having their benefit
paid directly to an eligible retirement plan specified by the participant.
A participant who is fully vested in his or her account and who has
participated in the Plan for at least seven years may obtain an in-service
withdrawal from their account based on the percentage amounts designated by
the Plan. A participant may also request a hardship distribution due to an
immediate and heavy financial need based on the terms of the Plan.
Amounts allocated to participants withdrawn from the plan
The vested portion of net assets available for benefits allocated to
participants withdrawn from the plan was $1,064,451 and $251,148 as of
December 31, 2000 and 1999, respectively.
Forfeitures
Forfeitures are used to reduce the Employers' required contributions, and
if so elected by the Employers, to reduce administrative expenses.
Forfeitures of $10,405,105 and $4,167,347 were used to reduce contributions
for the years ended December 31, 2000 and 1999, respectively. Forfeitures
of $769,952 and $405,187 were used to reduce administrative expenses for
the years ended December 31, 2000 and 1999, respectively.
Expenses and fees
Expenses of the plan are deducted from participants' accounts as follows,
1) annual participant fee of from $12 to $200 based on their account
balance which is deducted on a quarterly basis, 2) a $10 disbursement fee
for withdrawals and terminations, 3) a $3 fee for recurring installment
disbursements, and 4) a $50 annual fee for a self directed brokerage
account. Investments in the Limited, Inc., Intimate Brands, Inc., Too,
Inc., and Abercrombie & Fitch Co. stock funds charged an administrative fee
of 3 basis points through a reduction in earnings. Investments in the Sarp
Stable Value Fund are charged an administrative fee of 30 basis points
through a reduction in earnings. The Employers pay administrative expenses
incurred in excess of these fees by either direct payment or forfeitures.
Expenses and fees excluding those paid directly have been reported in the
financial statements as administrative expenses. Prior to October 1, 1999,
earnings from investments were reduced by a predetermined amount to pay for
administrative expenses with any excess administrative fees being paid by
the Employers.
-7-
Brokerage fees, transfer taxes, and other expenses incurred in connection
with the investment of the Plan's assets will be added to the cost of such
investments or deducted from the proceeds thereof, as the case may be.
(2) Summary of accounting policies
Basis of presentation
The accompanying financial statements have been prepared on the accrual
basis of accounting, including investment valuation and income recognition.
Estimates
The Plan prepares its financial statements in conformity with generally
accepted accounting principles, which requires management to make estimates
and assumptions that affect the reported amounts of net assets available
for plan benefits at the date of the financial statements and the changes
in net assets available for plan benefits during the reporting period and,
when applicable, disclosures of contingent assets and liabilities at the
date of the financial statements. Actual results could differ from these
estimates.
Risks
The plan provides for the various investment options as described in note
1. Any investment is exposed to various risks, such as interest rate,
market and credit. These risks could result in a material effect on
participants' account balances and the amounts reported in the statements
of net assets available for benefits and the statements of changes in net
assets available for benefits.
Income recognition
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.
Investment valuation
Mutual funds are stated at fair value as determined by quoted market
prices, which represents the net asset value of shares held by the Plan at
year-end. Common stocks are valued as determined by quoted market price.
The common collective trusts are valued on a daily basis. The value of each
unit is determined by subtracting total liabilities from the total value of
the assets, including accrued income, and dividing the amount remaining by
the number of units outstanding on the valuation date. Investment contracts
are recorded at contract value (Note 4).
Net appreciation (depreciation) in fair value of investments
Net realized and unrealized appreciation (depreciation) is recorded in the
accompanying statements of changes in net assets available for benefits as
net appreciation (depreciation) in fair value of investments.
Benefit Payments
Benefits are recorded when paid.
Reclassification of prior year information
Certain prior year information has been reclassified to conform to current
year presentation.
-8-
(3) Investments
The Plan's investments are held by the American Express Trust Company, as
trustee of the Plan. Prior to October 1, 1999 the Plan's investments were
held by The Chase Manhattan Bank, as trustee of the Plan. The following
table presents balances for 2000 and 1999 for the Plan's current investment
options. Investments that represent 5 percent or more of the Plan's net
assets are separately identified.
2000 1999
------------ ------------
Investments at fair value as determined by
Quoted market price
Common stock:
The Limited, Inc. $ 69,100,258 $ 94,235,093
Other 16,880,923 19,385,157
------------ ------------
85,981,181 113,620,250
------------ ------------
Warrants - 2,594
------------ ------------
Mutual funds:
Vanguard Institutional Index Fund 95,254,571 110,157,390
Vanguard U.S. Growth Portfolio 77,713,075 98,740,931
AIM Balanced Class A Fund 26,356,111 27,398,996
Other 9,451,000 3,702,543
------------ ------------
208,774,757 239,999,860
------------ ------------
Total quoted market price 294,755,938 353,622,704
Contract cost
Investment contracts 93,314,059 74,075,377
Estimated fair value
Common collective trusts 18,689,274 26,374,522
------------ ------------
Total investments at fair value $406,759,271 $454,072,603
============ ============
The Plan's investments (including investments bought, sold, and held during
the year) appreciation (depreciation) in value for the years ended December
31, 2000 and 1999, is set forth below:
2000 1999
------------ ------------
Investments at fair value as determined by
Quoted market price
Common stock $(23,366,324) $ 41,273,056
Warrants (3,135) (1,330)
Mutual funds (52,135,638) 35,677,665
------------ ------------
(75,505,097) 76,949,391
Estimated fair value
Common collective trusts 880,518 261,753
------------ ------------
Net appreciation (depreciation)
in fair value $(74,624,579) $ 77,211,144
============ ============
(4) Investment contracts
The Plan entered into investment contracts with insurance companies and
financial institutions. The contracts are included in the financial
statements at contract value, which approximates fair value, as reported to
the Plan by the contract issuers. Contract value represents contributions
made under the contract, plus earnings, less plan withdrawals and
administrative expenses.
These contracts provided a liquidity guarantee by financially responsible
third parties of principal and previously accrued interest for
liquidations, transfers, or hardship withdrawals initiated by plan
participants exercising their rights to withdraw or transfer funds under
the terms of the on-going Plan. The average yield on the contracts was
7.26% and 6.88% for the years ended December 31, 2000 and 1999,
respectively.
-9-
(5) Tax status
The Plan obtained its latest determination letter on January 30, 1995, in
which the Internal Revenue Service stated that the Plan, as amended and
restated January 1, 1992 was in compliance with the applicable requirements
of the Internal Revenue Code. The Plan has been amended since receiving the
determination letter. However, the Plan administrator and the Plan's tax
counsel believe that the Plan is designed and is currently being operated
in compliance with the applicable requirements of the Internal Revenue
Code.
(6) Plan administration
A Committee, the members of which are appointed by the Board of Directors
of the Employers, administers the Plan.
(7) Plan termination
Although the Employers have not expressed any intent to do so, the
Employers have the right under the Plan to discontinue their contributions
at any time. The Limited, Inc. has the right at any time, by action of its
Board of Directors, to terminate the Plan subject to provisions of ERISA.
Upon Plan termination or partial termination, participants will become
fully vested in their accounts.
(8) Parties-in-interest
American Express Trust Company, trustee of the Plan, its subsidiaries and
affiliates maintain and manage certain of the investments of the Plan for
which the Plan is charged.
(9) Reconciliation of financial statements to Form 5500
The following is a reconciliation of net assets available for benefits per
the financial statements to Form 5500:
2000 1999
------------ ------------
Net Assets Available for Benefits
Per the Financial Statements $433,465,264 $484,546,348
Amounts Allocated to Withdrawing
Participants (1,064,451) (251,148)
------------ ------------
Net Assets Available for Benefits
Per Form 5500 $432,400,813 $484,295,200
============ ============
The following is a reconciliation of benefits paid to participants per
the financial statements to Form 5500:
Benefits Paid to Participants Per the Financial
Statements $ 56,984,295
Amounts Allocated to Withdrawing Participants:
At December 31, 2000 1,064,451
At December 31, 1999 (251,148)
------------
Benefits Paid to Participants Per Form 5500 $ 57,797,598
============
Amounts allocated to withdrawing participants are recorded on Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31 but not yet paid as of that date.
-10-
SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Identity of issue, Description of investment including maturity (1)
borrower, lessor, or date, rate of interest, collateral, par or Current
similar party maturity value Cost Value
--------------------------- ------------------------------------------------- ------ -------------
* Limited, Inc. Common Stock - 4,049,832 shares $ 69,100,258
* Intimate Brands, Inc. Common Stock - 614,805 shares 9,222,075
Too, Inc. Common Stock - 280,294 shares 3,564,199
Abercrombie & Fitch Co. Common Stock - 87,626 shares 1,752,520
EMC Corp. Common Stock - 3,940 shares 262,010
Applied Micro Circuits Corp. Common Stock - 2,400 shares 180,113
JDS Uniphase Corp. Common Stock - 2,956 shares 123,227
PMC-Sierra, Inc. Common Stock - 1,565 shares 123,048
Cisco Systems Common Stock - 2,854 shares 109,165
NASDAQ Gold TR I Unit Common Stock - 1,225 shares 71,509
General Electric Common Stock - 1,479 shares 70,899
Triquant Semiconductor Common Stock - 1,600 shares 69,899
Nokia Corp. Common Stock - 1,181 shares 51,374
Qualcomm, Inc. Common Stock - 610 shares 50,134
Ariba, Inc. Common Stock - 908 shares 48,692
Laboratory Corporation of America Common Stock - 250 shares 44,000
Immunex Corp. Common Stock - 1,050 shares 42,656
Network Applicance Common Stock - 600 shares 38,512
Wal-Mart Stores Common Stock - 659 shares 35,009
Cree, Inc. Common Stock - 930 shares 33,044
Sun Microsystems Common Stock - 1,148 shares 32,001
SDL, Inc. Common Stock - 200 shares 29,637
Broadcom Corp. Common Stock - 300 shares 25,200
Ciena Corporation Common Stock - 300 shares 24,375
Universal Health Services Class B Common Stock - 200 shares 22,350
Impath, Inc. Common Stock - 325 shares 21,613
* Represents a party in interest
(1) Cost information omitted - investment is part of individual account
plan that a participant or beneficiary directed with respect to assets
allocated to his or her account.
-11-
SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Identity of issue, Description of investment including maturity (1)
borrower, lessor, or date, rate of interest, collateral, par or Current
similar party maturity value Cost Value
--------------------------- ------------------------------------------------- ------ -------------
KB Home Common Stock - 600 shares 20,212
Amerisource Health Corp. Class A Common Stock - 400 shares 20,200
Texas Intruments Common Stock - 426 shares 20,182
SEI Corp. Common Stock - 180 shares 20,160
Standard Pacific Corp. Common Stock - 860 shares 20,103
Mitchell Energy & Development Common Stock - 325 shares 19,906
Pharmaceutical Product Common Stock - 395 shares 19,625
RF Micrio-Devices Common Stock - 706 shares 19,371
Oracle Systems Common Stock - 646 shares 18,774
Health Management Assoc Class A Common Stock - 900 shares 18,675
Walt Disney Co. Common Stock - 636 shares 18,404
AOL Time Warner, Inc. Common Stock - 522 shares 18,166
CitiGroup, Inc. Common Stock - 349 shares 17,821
Microsoft Corp. Common Stock - 400 shares 17,350
Motorola, Inc. Common Stock - 854 shares 17,294
Intel Corp. Common Stock - 552 shares 16,594
International Business Machines Common Stock - 191 shares 16,235
Corning, Inc. Common Stock - 290 shares 15,315
Webmd Corp. Common Stock - 1,903 shares 15,104
Tyco International Common Stock - 251 shares 13,931
Jupiter Networks Common Stock - 107 shares 13,489
Checkpoint Software Common Stock - 100 shares 13,356
Unify Common Stock - 3,390 shares 13,136
Alexion Pharmaceutical Common Stock - 201 shares 13,052
Lucent Technologies Common Stock - 926 shares 12,501
Rambus, Inc. Common Stock - 330 shares 11,921
Oak Technology, Inc. Common Stock - 1,333 shares 11,580
Dell Computer Corp. Common Stock - 650 shares 11,334
Vitesse Corp. Common Stock - 200 shares 11,062
Xilinx, Inc. Common Stock - 237 shares 10,932
Applied Materials Common Stock - 268 shares 10,234
Asia Satellite ADR Common Stock - 500 shares 10,188
Siebel Systems Common Stock - 150 shares 10,144
Home Depot Common Stock - 220 shares 10,051
Verizon Communications Common Stock - 200 shares 10,025
-12-
SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Identity of issue, Description of investment including maturity (1)
borrower, lessor, or date, rate of interest, collateral, par or Current
similar party maturity value Cost Value
--------------------------- ------------------------------------------------- ------ -------------
CMGI, Inc. Common Stock - 1,735 shares 9,706
Sonus Networks Common Stock - 377 shares 9,519
Gentex Corp. Common Stock - 500 shares 9,313
Worldcom.Inc. Common Stock - 640 shares 9,000
Federal National Mortgage Common Stock - 100 shares 8,675
Tanox, Inc. Common Stock - 212 shares 8,308
Global Crossing LTD Common Stock - 570 shares 8,158
Micromuse, Inc. Common Stock - 132 shares 7,967
LSI Logic Corp. Common Stock - 462 shares 7,896
Franklin Resources Common Stock - 200 shares 7,620
Yahoo, Inc. Common Stock - 212 shares 6,372
Sungard Data Systems, Inc. Common Stock - 135 shares 6,362
Vericalnet, Inc. Common Stock - 800 shares 5,325
Comcast Corp. Common Stock - 125 shares 5,219
AT&T Wireless Group Common Stock - 300 shares 5,194
Exxon Mobil Corp. Common Stock - 58 shares 5,042
Echelon Corp. Common Stock - 300 shares 4,819
3 Com Corp. Common Stock - 550 shares 4,675
Atmel Corp. Common Stock - 400 shares 4,650
Pfizer, Inc. Common Stock - 100 shares 4,600
Avanex Corporation Common Stock - 75 shares 4,467
Finisar Corp. Common Stock - 150 shares 4,350
Philip Morris Common Stock - 97 shares 4,268
Qwest Communication International Common Stock - 100 shares 4,088
Quantum Corp. Common Stock - 300 shares 3,975
Entrust Technology Common Stock - 300 shares 3,900
Redback Networks Common Stock - 94 shares 3,854
Glogic Corp. Common Stock - 50 shares 3,850
Nortel Networks Corp Common Stock - 120 shares 3,847
Sanmina Corp. Common Stock - 50 shares 3,831
GAP, Inc. Common Stock - 150 shares 3,825
People Soft Common Stock - 100 shares 3,719
Huntington Bancshare Common Stock - 220 shares 3,561
Exodus Communication Common Stock - 175 shares 3,500
-13-
SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Description of investment including maturity
Identity of issue, borrower, date, rate of interest, collateral, par or (1)
lessor, or similar party maturity value Cost Current Value
- ---------------------------------------------------------------------------------------------------------------------------
Compuware Common Stock - 558 shares 3,488
Wind River Systems Common Stock - 100 shares 3,413
Amazon. Com, Inc. Common Stock - 208 shares 3,237
Cortex Pharmaceuticals, Inc. Common Stock - 2,100 shares 3,215
Extreme Networks, Inc. Common Stock - 82 shares 3,208
Micron Technology Common Stock - 90 shares 3,195
Advanced Micro Development Common Stock - 230 shares 3,177
Aether Systems, Inc. Common Stock - 81 shares 3,169
Sycamore Networks, Inc. Common Stock - 85 shares 3,166
Procter & Gamble Common Stock - 40 shares 3,137
Coca-Cola Co. Common Stock - 50 shares 3,047
Online Power Supply, Inc. Common Stock - 500 shares 3,000
Brocade Communications Common Stock - 32 shares 2,938
Johnson & Johnson Common Stock - 27 shares 2,837
Conseco Co. Common Stock - 200 shares 2,637
* American Express Common Stock - 47 shares 2,582
Storage Networks, Inc. Common Stock - 100 shares 2,481
AT&T Corp. Common Stock - 139 shares 2,405
Biogen, Inc. Common Stock - 40 shares 2,401
Ford Motor Company Common Stock - 100 shares 2,344
Foundry Networks Common Stock - 140 shares 2,100
Orchid Biosciences, Inc. Common Stock - 147 shares 2,058
Digital Island, Inc. Common Stock - 500 shares 2,031
Hewlett Packard Common Stock - 57 shares 1,799
Taiwan Semi ADR Common Stock - 100 shares 1,725
Agilent Technologies Common Stock - 30 shares 1,643
Wireless Facilities Common Stock - 45 shares 1,631
Portal Software Common Stock - 200 shares 1,569
Stem Cells, Inc. Common Stock - 600 shares 1,500
Koala Corp. Common Stock - 170 shares 1,445
Priceline.Com, Inc. Common Stock - 1,099 shares 1,442
Bio Technology General Corp. Common Stock - 200 shares 1,412
Glenayre Technologies, Inc. Common Stock - 400 shares 1,412
Warnaco Common Stock - 800 shares 1,350
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SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Description of investment including maturity
Identity of issue, borrower, date, rate of interest, collateral, par or (1)
lessor, or similar party maturity value Cost Current Value
- -------------------------------------------------------------------------------------------------------------------------------
Genzyme Corp. Common Stock - 15 shares 1,349
Power-One, Inc. Common Stock - 31 shares 1,219
Microstrategy Common Stock - 125 shares 1,188
Cypress Semiconductor Common Stock - 55 shares 1,083
Resource Bancshares Common Stock - 150 shares 1,058
ONI Systems Corp. Common Stock - 24 shares 949
Serviceware Technology, Inc. Common Stock - 200 shares 947
General Magic, Inc. Common Stock - 648 shares 911
Lanoptics LTD. ORD Shares Common Stock - 90 shares 866
Struthers, Inc. Common Stock - 4,000 shares 800
Computer Associates International Common Stock - 40 shares 780
Koninklijke Philips Electronics Common Stock - 21 shares 761
Plaintree Systems, Inc. Common Stock - 2,000 shares 750
Razorfish, Inc. Common Stock - 459 shares 746
Avaya Common Stock - 68 shares 701
Knight Trading Group, Inc. Common Stock - 50 shares 697
Bradlees, Inc. Common Stock - 2,700 shares 591
Williams Communication Common Stock - 50 shares 588
Eagle Wireless International, Inc. Common Stock - 370 shares 578
Barnes & Noble.Com, Inc. Common Stock - 427 shares 560
ASM Lithography Common Stock - 24 shares 541
Inamed Corporation Common Stock - 25 shares 511
AK Steel Common Stock - 50 shares 438
Pawnbroker.Com, Inc. Common Stock - 3,375 shares 388
Citrix Systems, Inc. Common Stock - 15 shares 338
Internet Capital Group Common Stock - 100 shares 328
Sunday Communication LTD Common Stock - 160 shares 320
Barpoint.Com, Inc. Common Stock - 235 shares 235
Vasomedical, Inc. Common Stock - 100 shares 219
Loudeye Technologies Common Stock - 150 shares 178
Conexant Systems, Inc. Common Stock - 11 shares 169
-15-
SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Description of investment including maturity
Identity of issue, borrower, date, rate of interest, collateral, par or (1)
lessor, or similar party maturity value Cost Current Value
- ---------------------------------------------------------------------------------------------------------------------------
Vertical Computer System, Inc. Common Stock - 2,732 shares 148
Novell, Inc. Common Stock - 25 shares 130
Pumatech, Inc. Common Stock - 28 shares 116
Northpoint Community Group Common Stock - 300 shares 103
Verado Holdings, Inc. Common Stock - 135 shares 89
Marvel Enterprises, Inc. Common Stock - 50 shares 72
Econnect Common Stock - 145 shares 45
Calypte Biomedical Common Stock - 40 shares 42
Xybernaut Corp. Common Stock - 20 shares 34
Compositech LTD Common Stock - 295 shares 11
Smart Sources, Inc. Common Stock - 100 shares 9
* American Express Trust Income I Common Collective Trust - 241,876.395 shares 13,179,361
* American Express Trust Money Market I Common Collective Trust - 2,823,361.32 shares 2,823,361
* American Express Trust Horizon Long Common Collective Trust - 46,310.643 shares 1,202,967
Term (80:20)
* American Express Trust Horizon Medium Common Collective Trust - 29,043.111 shares 648,591
Term (50:50)
* American Express Trust Money Market II Common Collective Trust - 465,291.11 shares 465,291
* American Express Trust Horizon Short Common Collective Trust - 20,730.254 shares 369,703
Term (25:75)
Vanguard Institutional Index Fund Mutual Fund - 789,053.765 shares 95,254,571
Vanguard U.S. Growth Fund Mutual Fund - 2,810,599.444 shares 77,713,075
AIM Balanced Fund Mutual Fund - 875,909.316 shares 26,356,111
Class A
Janus Overseas Fund Mutual Fund - 236,017.946 shares 6,263,916
American Century Income & Growth Fund Mutual Fund - 58,942.651 shares 1,779,479
Reserve Fund Class A Mutual Fund - 409,799.61 shares 409,800
Janus Mercury Fund Mutual Fund - 4,680.031 shares 138,857
-16-
SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Description of investment including maturity
Identity of issue, borrower, date, rate of interest, collateral, par or (1)
lessor, or similar party maturity value Cost Current Value
- ---------------------------------------------------------------------------------------------------------------------------
* American Express Selective Fund Class Mutual Fund - 28,208.966 shares 246,546
Y
Invesco Technology Fund Mutual Fund - 2,193.464 shares 131,103
Janus Investment Fund Mutual Fund - 1,572.339 shares 83,759
Janus Olympus Fund Mutual Fund - 134.662 shares 55,168
Janus Worldwide Fund Mutual Fund - 906.598 shares 51,549
American Century International Growth Mutual Fund - 3,690.155 shares 40,333
Fund
Warburg Pincus Emerging Growth Fund Mutual Fund - 750.036 shares 26,927
Strong Enterprise Fund Mutual Fund - 762.758 shares 21,639
Janus Investor Fund Mutual Fund - 553.334 shares 19,560
Value Equity Trust Scudder Select 500 Mutual Fund - 1,486.905 shares 19,003
* American Express S&P 500 Index Fund Mutual Fund - 3,436.173 shares 17,628
Warburg Pincus Cap Fund Mutual Fund - 696.418 shares 16,470
Pacific Century Mutual Fund - 20,000 shares 12,000
Firsthand Technology Value Fund Mutual Fund - 132.071 shares 9,817
PBGH Large Cap 20 Fund Mutual Fund - 372.043 shares 9,375
Invesco Telecommunications Fund Mutual Fund - 224.601 shares 8,149
Invesco Dynamics Fund Mutual Fund - 313.964 shares 7,463
Invesco Sector Health Sciences Fund Mutual Fund - 124.216 shares 7,375
Strong Growth 20 Fund Mutual Fund - 289.825 shares 7,283
Van Wagoner Technology Fund Mutual Fund - 127.421 shares 5,335
Gabelli Global Communications Fund Mutual Fund - 223.518 shares 3,941
Janus Global Life Sciences Fund Mutual Fund - 179.276 shares 3,845
PBHG Tech & Communications Fund Mutual Fund - 110.179 shares 3,793
Invesco Growth Inc. Mutual Fund - 234.058 shares 3,745
Janus Fund Mutual Fund - 105.59 shares 3,515
SIT Small Cap Growth Fund Mutual Fund - 90.302 shares 3,175
-17-
SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Description of investment including maturity
Identity of issue, borrower, date, rate of interest, collateral, par or (1)
lessor, or similar party maturity value Cost Current Value
- ---------------------------------------------------------------------------------------------------------------------------
Dresdner RCM Global Technology Fund Mutual Fund - 68.446 shares 3,428
Turner Mid Cap Fund Mutual Fund - 97.448 shares 2,981
Oak Associates Red Oak Technology Mutual Fund - 131.096 shares 2,855
Selection Portfolio
Invesco International Fund Mutual Fund - 158.492 shares 2,821
Firsthand Technology Leaders Fund Mutual Fund - 78.17 shares 2,645
Warburg Pincus Global Mutual Fund - 59.304 shares 2,500
Telecommunications Fund
Invesco Sector Leisure Fund Mutual Fund - 66.806 shares 2,440
SSGA Real Estate Equity Fund Mutual Fund - 235.268 shares 2,263
Janus Strategic Value Fund Mutual Fund - 203.837 shares 2,144
Strong Mid Cap Growth Fund Mutual Fund - 99.454 shares 2,010
* American Express Blue Chip Advantage Mutual Fund - 181.168 shares 1,772
Fund
Strong Small Cap Value Fund Mutual Fund - 100.334 shares 1,723
American Century Twentieth Century Mutual Fund - 92.238 shares 1,414
Vista Fund
American Century Twentieth Century Mutual Fund - 94.072 shares 1,369
Heritage
Janus Orion Fund Mutual Fund - 192.136 shares 1,347
Mid Cap Fund Mutual Fund - 49.015 shares 1,304
Dreyfus Discovery Fund Class F Mutual Fund - 36.04 shares 1,252
Warburg Pincus Global Post Venture Mutual Fund - 53.267 shares 1,209
Cap Fund
Oak Associates Pin Oak Aggressive Mutual Fund - 23.226 shares 1,080
Stock Portfolio
-18-
SCHEDULE I
THE LIMITED, INC. SAVINGS AND RETIREMENT PLAN
EIN #31-1048997 PLAN #002
SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AT YEAR END
DECEMBER 31, 2000
(a) (b) (c) (d) (e)
Description of investment including maturity
Identity of issue, borrower, date, rate of interest, collateral, par or (1)
lessor, or similar party maturity value Cost Current Value
- ---------------------------------------------------------------------------------------------------------------------------
Green Century Balanced Fund Mutual Fund - 53.821 shares 1,008
TIAA-CREF Growth & Mutual Fund - 63.164 shares 887
Income Fund
Chase Manhattan Investment contract - 11,826,343 - 6.97% due 12,885,557
12/31/50
UBS Investment contract - 8,968,606 - 7.17% due 9,794,877
12/31/50
JP Morgan Investment contract - 9,005,657 - 7.34% due 9,679,931
12/31/50
CDC Investment contract - 8,655,491 - 7.02% due 9,441,021
12/31/50
Bank of America II Investment contract - 8,412,660 - 6.99% due 9,098,704
12/31/50
Protective Investment contract - 5,000,000 - 7.30% due 5,314,630
02/17/04
GE Life Investment contract - 5,000,000 - 7.10% due 5,130,402
11/15/04
Travelers Investment contract - 5,000,000 - 7.20% due 5,071,945
10/15/03
Bank of America I Investment contract - 4,444,308 - 7.19% due 4,847,455
12/31/50
Travelers Investment contract - 3,000,000 - 7.80% due 3,201,591
05/15/05
GE Life Investment contract - 3,000,000 - 7.79% due 3,200,641
04/15/05
Protective Investment contract - 3,000,000 - 7.71% due 3,190,012
04/15/03
Travelers Investment contract - 3,000,000 - 7.58% due 3,173,490
06/15/03
Protective Investment contract - 3,000,000 - 7.92% due 3,153,288
08/15/05
Protective Investment contract - 2,000,000 - 8.24% due 2,099,896
08/15/05
GE Life Investment contract - 2,000,000 - 7.28% due 2,019,734
02/15/06
Hartford Investment contract - 2,000,000 - 7.07% due 2,010,885
12/14/05
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