SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission file number 1-52
SUNBEAM CORPORATION
401(K) SAVINGS AND PROFIT SHARING PLAN
(Full title of the plan)
SUNBEAM CORPORATION
1615 South Congress Avenue
Ste. 200
Delray Beach, FL 33445
(Name and address of issuer)
ANNUAL REPORT
Pursuant to Section 15(d)of the
Securities Exchange Act of 1934
The following financial statements and Exhibits are provided herewith
as the Annual Report filed pursuant to Section 15(d) of the Securities Exchange
Act of 1934 by the Sunbeam Corporation 401(k) Savings and Profit Sharing Plan:
FINANCIAL STATEMENTS AND SCHEDULES PAGE
----
Report of Independent Certified Public Accountants. F-1
Statements of Net Assets Available for Benefits F-2
as of December 31, 1996 and 1995.
Statement of Changes in Net Assets Available for F-4
Benefits for the year ended December 31, 1996.
Notes to Financial Statements. F-5
Schedule of Assets Held for Investment Purposes as F-10
of December 31, 1996.
Schedule of Loans or Fixed Income Obligations. F-11
Schedule of Reportable Transactions for the year F-12
ended December 31, 1996.
EXHIBITS
Consent of Arthur Andersen LLP.
SIGNATURES
THE PLAN. Pursuant to the requirements of the Securities
Exchange Act of 1934, the trustees (or other persons who administer the
Sunbeam Corporation 401(k) Savings and Profit Sharing Plan) have duly caused
this annual report to be signed on its behalf by the undersigned hereunto
duly authorized.
SUNBEAM CORPORATION
401(k) SAVINGS AND PROFIT SHARING PLAN
By: Sunbeam Corporation, the Plan
Administrator
Dated: June 30, 1997
By:/s/RUSSELL A. KERSH
----------------------
Russell A. Kersh, Chief Financial
Officer and Executive Vice
President
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
To the Administrative Committee of the
Sunbeam Corporation 401(k) Savings
and Profit Sharing Plan:
We have audited the accompanying statements of net assets available for benefits
of the Sunbeam Corporation 401(k) Savings and Profit Sharing Plan (the "Plan",
formerly the Sunbeam-Oster Company, Inc. 401(k) Savings and Profit Sharing Plan)
as of December 31, 1996 and 1995, and the related statement of changes in net
assets available for benefits for the year ended December 31, 1996. These
financial statements and the supplemental schedules referred to below are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements and supplemental schedules 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, 1996 and 1995, and the changes in net assets available for benefits
for the year ended December 31, 1996 in conformity with generally accepted
accounting principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes, schedule of loans or fixed income obligations and
schedule of reportable transactions are presented for purposes of additional
analysis and are not a required part 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. The fund information in the statements of net assets
available for benefits and the statement of changes in net assets available for
benefits is presented for purposes of additional analysis rather than to present
the net assets available for plan benefits and changes in net assets available
for plan benefits of each fund. The supplemental schedules and fund information
have been subjected to the auditing procedures applied in the audits of the
basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
ARTHUR ANDERSEN LLP
Fort Lauderdale, Florida,
June 24, 1997.
F-1
SUNBEAM CORPORATION
401(K) SAVINGS AND PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1996 AND 1995
1996
---------------------------------------------------------------------------------------------------
Participant Directed
------------------------------------------------------------------------------------
American
Express Trust IDS New Sunbeam Templeton
Income IDS Mutual Dimensions Corporation Foreign Loan
Fund II Fund Fund Stock Pool Fund Fund Total
------------ ------------ ------------ ---------- ---------- ----------- ------------
ASSETS:
Beneficial interest in
investment funds $ 57,892,772 $ 12,424,780 $ 15,508,954 $2,253,839 $1,582,075 $ - $ 89,662,420
Participant loans receivable - - - - - 4,708,454 4,708,454
Employer contributions
receivable 15,907 65,446 93,575 13,850 14,025 - 202,803
Employee contributions
receivable 159,550 55,233 85,916 15,511 14,367 - 330,577
------------ ------------ ------------ ---------- ---------- ----------- ------------
Net assets available
for benefits $ 58,068,229 $ 12,545,459 $ 15,688,445 $2,283,200 $1,610,467 $ 4,708,454 $ 94,904,254
============ ============ ============ ========== ========== =========== ============
(CONTINUED)
F-2
SUNBEAM CORPORATION
401(K) SAVINGS AND PROFIT SHARING PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1996 AND 1995
(CONTINUED)
1995
---------------------------------------------------------------------------------------------------
Participant Directed
------------------------------------------------------------------------------------
American
Express Trust IDS New Sunbeam Templeton
Income IDS Mutual Dimensions Corporation Foreign Loan
Fund II Fund Fund Stock Pool Fund Fund Total
------------ ------------ ------------ ---------- ---------- ----------- ------------
ASSETS:
Beneficial interest in
investment funds $ 58,320,372 $ 12,517,280 $ 11,542,824 $ 625,144 $ 912,756 $ - $ 83,918,376
Participant loans receivable - - - - - 4,604,755 4,604,755
Employer contributions
receivable 1,557,798 398,821 552,742 69,836 75,730 - 2,654,927
Employee contributions
receivable 183,823 55,291 77,786 10,931 10,328 - 338,159
Dividends receivable - - 513,515 - - - 513,515
------------ ------------ ------------ --------- ---------- ----------- ------------
Net assets available
for benefits $ 60,061,993 $ 12,971,392 $ 12,686,867 $ 705,911 $ 998,814 $ 4,604,755 $ 92,029,732
============ ============ ============ ========= ========== =========== ============
The accompanying notes to financial statements are an integral part of these
statements.
F-3
SUNBEAM CORPORATION
401(K) SAVINGS AND PROFIT SHARING PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1996
Participant Directed
------------------------------------------------------------------------------------
American
Express Trust IDS New Sunbeam Templeton
Income IDS Mutual Dimensions Corporation Foreign Loan
Fund II Fund Fund Stock Pool Fund Fund Total
------------ ------------ ------------ ---------- ---------- ----------- ------------
ADDITIONS:
Contributions-
Employer $ 776,226 $ 311,494 $ 462,855 $ 80,487 $ 76,488 $ - $ 1,707,550
Employee 2,015,248 705,983 1,106,386 203,465 187,086 - 4,218,168
Investment income 378 1,201,884 602,269 3,337 68,986 413,787 2,290,641
Net appreciation in fair
value of investments 3,346,118 378,546 2,424,948 690,483 149,961 - 6,990,056
Rollovers from merged funds 131,371 17,236 124,518 75,232 23,548 - 371,905
------------ ------------ ------------ ------------ ---------- --------- ------------
Total additions 6,269,341 2,615,143 4,720,976 1,053,004 506,069 413,787 15,578,320
------------ ------------ ------------ ------------ ---------- --------- ------------
DEDUCTIONS:
Benefits paid to
participants (8,115,096) (1,518,701) (2,250,866) (57,504) (241,329) (490,931) (12,674,427)
Administrative expenses (23,794) (2,652) (2,576) (162) (187) - (29,371)
------------ ------------ ------------ ------------ ---------- --------- ------------
Total deductions (8,138,890) (1,521,353) (2,253,442) (57,666) (241,516) (490,931) (12,703,798)
------------ ------------ ------------ ------------ ---------- --------- ------------
INTERFUND TRANSFERS (124,215) (1,519,723) 534,044 581,951 347,100 180,843 -
------------ ------------ ------------ ------------ ---------- --------- ------------
Net increase
(decrease) in net
assets available
for benefits (1,993,764) (425,933) 3,001,578 1,577,289 611,653 103,699 2,874,522
NET ASSETS AVAILABLE FOR
BENEFITS, beginning of year 60,061,993 12,971,392 12,686,867 705,911 998,814 4,604,755 92,029,732
------------ ------------ ------------ ------------ ---------- --------- ------------
NET ASSETS AVAILABLE FOR
BENEFITS, end of year $ 58,068,229 $ 12,545,459 $ 15,688,445 $ 2,283,200 $1,610,467 $4,708,454 $ 94,904,254
============ ============ ============ ============ ========== ========== ============
The accompanying notes to financial statements are an integral part of this
statement.
F-4
SUNBEAM CORPORATION
401(K) SAVINGS AND PROFIT SHARING PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996 AND 1995
(1) PLAN DESCRIPTION:
The following description of the Sunbeam Corporation 401(k) Savings and Profit
Sharing Plan (the "Plan", formerly the Sunbeam-Oster Company, Inc. 401(k)
Savings and Profit Sharing Plan), provides only general information.
Participants should refer to the Plan document for a more complete description
of the Plan.
BACKGROUND-
The Plan was established effective January 1, 1991, and is sponsored by Sunbeam
Americas Holdings, Limited ("SAHL") and administered by Sunbeam Corporation
("Sunbeam" or the "Company"). The Plan, as amended, is a defined contribution
plan commonly known as an Internal Revenue Code ("IRC") section 401(k) profit
sharing plan and is subject to the Employee Retirement Income Security Act of
1974 ("ERISA"), as amended.
PARTICIPATION IN THE PLAN-
An employee who (a) has completed 1,000 or more hours of employment during the
twelve-month period following employment and (b) has attained age 21 is eligible
to participate in the Plan. After the first anniversary of an employee's hire
date, hours for eligibility purposes are counted based on the calendar year.
Employees may enter the Plan on the first day of any calendar month after
eligibility requirements have been met.
Plan entry for rehired employees who were formerly eligible employees of the
Plan occurs immediately upon reemployment. Employees who have been rehired and
were not formerly participants in the Plan are treated as new employees for
purposes of determining eligibility. The Plan is open to all U.S. employees of
Sunbeam except employees who are covered under a collective bargaining agreement
(unless coverage is specifically negotiated) and hourly employees earning
benefits under a defined benefit pension plan sponsored by SAHL.
CONTRIBUTIONS TO THE PLAN-
There are four active sources of contributions to the Plan. These sources
include (1) employee basic before-tax contributions, (2) employee supplemental
before-tax contributions, (3) employer matching contributions and (4) employer
profit sharing contributions.
EMPLOYEE BASIC AND
SUPPLEMENTAL BEFORE-TAX CONTRIBUTIONS-
Employees who are participants in the Plan may elect to contribute 1% to 4%
(basic) and up to an additional 6% (supplemental) of their eligible
compensation, as defined in the Plan, through payroll deductions. In 1996 and
1995, qualified employees could contribute up to $9,500 and $9,240,
respectively, subject to certain Plan and IRC limitations. Amounts contributed
by participants are fully vested at all times.
F-5
EMPLOYER MATCHING AND
DISCRETIONARY PROFIT SHARING CONTRIBUTIONS-
Employer matching contributions are amounts funded by the Company and are based
on employees' contributions. The Company's policy is to make matching
contributions equal to 100% of the first 2% of participants' basic before-tax
contributions and 50% of the next 2% (or up to 3% of participants' eligible
compensation, as defined in the Plan) for the applicable Plan year.
Each Plan year, the Company may make discretionary profit sharing contributions
to the Plan. The contributions, if any, would be based on the performance of
Sunbeam and of each business unit or division. Additionally, on November 12,
1996, the Plan was amended to provide that employer matching contributions made
on or after January 1, 1997, and employer discretionary profit sharing
contributions made on or after January 1, 1996, can be made in cash or in shares
of the Company's common stock, at the option of the Company. Employer
contributions made in common stock will be non-participant directed. In 1996,
employer matching contributions were made in cash, and there were no employer
discretionary profit sharing contributions made.
The matching and profit sharing contributions are 100% vested if a participant
actively employed by the Company reaches his retirement date, dies or becomes
disabled. Otherwise, the matching and discretionary profit sharing contributions
are subject to the following vesting schedule:
YEARS OF SERVICE VESTED PERCENTAGE
---------------- -----------------
Less than 3 years 0%
3 but less than 4 years 25
4 but less than 5 years 50
5 or more years 100
In November 1996, the Company announced the details of a restructuring and
growth plan for the future. The restructuring plan had the effect of
significantly reducing the number of participants in the Plan, primarily in
1997. The Company is currently assessing whether this will be deemed to be a
partial termination under Internal Revenue Code Regulations. If there is a
partial termination of the Plan, participants terminated as part of the
restructuring will vest 100% in their portion of employer contributions.
Employer matching contributions are funded and credited to participants'
accounts quarterly. Employer discretionary profit sharing contributions are
funded and credited to participants' accounts by May of the calendar year
following the year in which basic and supplemental contributions are made. No
matching or profit sharing contributions will be credited to employees who
terminate employment (other than through retirement, disability or death) prior
to December 31 (the last day of the Plan year). Forfeitures are used to fund
future employer contributions.
Although the Company does not currently intend to terminate the Plan, it may do
so at any time. In the event of termination, participants will become fully
vested in their accounts.
(2) SIGNIFICANT ACCOUNTING POLICIES:
BASIS OF ACCOUNTING-
The financial statements of the Plan have been prepared using the accrual basis
of accounting.
F-6
USE OF ESTIMATES-
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
CONTRIBUTIONS-
Employer contributions are recorded in the financial statements when accrued by
the Company. Employee contributions are accrued at the time of employee
withholdings. Contributions are credited to participants' accounts based on
their investment elections effective as of the date the contributions are
actually paid.
INCOME RECOGNITION-
Investment income consists of interest and dividends. Interest on investments is
recognized in the period earned, while dividends are recorded as of the
ex-dividend date.
Gains and losses on sales of investments are recognized when realized, while
unrealized gains and losses on investments are recognized daily based on
fluctuations in market value. Purchases and sales of investments are recorded on
a trade-date basis.
The income or loss of each fund, including the change in market value of
investments, is allocated to participants' accounts based on their proportionate
interest in the total assets of the Plan.
ADMINISTRATIVE EXPENSES-
Certain administrative functions are performed by officers or employees of the
Company. No such officer or employee receives compensation from the Plan.
Administrative expenses for the Trustee's fees are paid by the Plan.
(3) INVESTMENTS:
TRUST FUNDS HELD BY IDS TRUST COMPANY-
In accordance with a trust agreement between Sunbeam and American Express Trust
Company ("AMEX" or the "Trustee"), AMEX holds the Plan's investment funds. Each
participant's basic and supplemental contributions, employer matching and profit
sharing contributions, and any income attributable to each is invested by the
Trustee in accordance with the election made by the participant among those
investment funds selected and authorized by Sunbeam.
A participant may select from active investment funds in any increments of 1% to
total 100%. Contributions for participants who do not make an election are
automatically invested in the American Express Trust Income Fund II. As of
December 31, 1996, the following options were available to participants:
AMERICAN EXPRESS TRUST INCOME FUND II--A collective fund which invests
in guaranteed investment contracts, bank investment contracts, stable
value contracts and short-term investments.
IDS MUTUAL FUND--A balanced mutual fund seeking current income and
capital growth through investments in stocks and bonds.
F-7
IDS NEW DIMENSIONS FUND--An equity growth mutual fund invested in a
portfolio of common stocks with an investment objective of long-term
capital growth.
SUNBEAM CORPORATION STOCK POOL--A pooled fund which invests in Sunbeam
common stock.
TEMPLETON FOREIGN FUND--A mutual fund which invests primarily in common
stocks and debt obligations of companies and governments outside of the
United States.
All investments, other than the Loan Fund, are stated at fair value based on
quotations obtained from active markets (such as national securities exchanges
or certain dealers making a market in over-the-counter securities) as of the
last business day of the year. Loan Fund investments are carried at cost, which
approximates fair market value.
As of December 31, 1996 and 1995, the Plan held the following investments with
AMEX:
1996 1995
----------------------------- -------------------------------
NAME OF INVESTMENT OPTION Cost Market Cost Market
- ------------------------- ------------- ------------- -------------- -------------
American Express Trust Income Fund II $ 52,305,578 $ 57,892,772 $ 55,193,048 $ 58,320,372
IDS Mutual Fund 11,651,034 12,424,780 11,664,567 12,517,280
IDS New Dimensions Fund 13,061,007 15,508,954 9,784,108 11,542,824
Sunbeam Corporation Stock Pool 2,137,183 2,253,839 723,926 625,144
Templeton Foreign Fund 1,449,701 1,582,075 906,461 912,756
Loan Fund 4,708,454 4,708,454 4,604,755 4,604,755
------------- ------------- -------------- -------------
$ 85,312,957 $ 94,370,874 $ 82,876,865 $ 88,523,131
============= ============= ============== =============
(4) LOANS AND WITHDRAWALS:
LOANS-
Effective January 1, 1995, participants are permitted to borrow up to 50% of the
vested interest in their Plan accounts up to $50,000. Prior to 1995, the Plan
did not allow for the granting of loans.
WITHDRAWALS-
Participants may make withdrawals from the Plan in accordance with Plan
provisions and the IRC. Withdrawals of employee before-tax contributions are
permitted in cases of financial hardship, as defined in the Plan, and are
subject to Federal tax withholding requirements and penalties. Withdrawals are
taken pro rata from the investment funds.
(5) DISTRIBUTIONS:
A final distribution may be paid to a participant in the Plan, or to the
participant's beneficiaries, in the event of retirement, death, total and
permanent disability, or other termination of employment, in accordance with the
terms of the Plan. Participants who terminate employment and have account
balances of less than $3,500 receive final distributions of the vested value of
their accounts as soon thereafter as practicable. Distributions prior to
retirement, death or disability are subject to Federal income tax withholding
requirements and penalties.
Distributions for participants who terminate, retire, die or become disabled are
paid in a lump sum, unless the participant specifically requests installment
payments. Sunbeam and the participant are responsible for ensuring that the
minimum required distribution rules of the IRC are met by participants over age
70-1/2.
F-8
(6) RECONCILIATION TO FORM 5500:
As of December 31, 1996 and 1995, the Plan had approximately $923,945 and
$64,535, respectively, of pending distributions to participants who elected to
withdraw from the Plan. In accordance with generally accepted accounting
principles, such amounts are included as a component of net assets available for
plan benefits in the accompanying statements of net assets available for
benefits, while, in accordance with the Department of Labor's Rules and
Regulations, such amounts are reflected as benefit payments and benefit claims
payable in the Plan's Form 5500.
(7) QUALIFICATION OF THE PLAN:
The Internal Revenue Service has determined and informed the Company by a letter
dated September 21, 1995, that the Plan and related trust are designed in
accordance with applicable sections of the IRC. Accordingly, participants are
not subject to Federal income taxes on employer or employee before-tax
contributions or plan earnings until withdrawn under the terms of the Plan.
F-9
SUNBEAM CORPORATION
401(K) SAVINGS AND PROFIT SHARING PLAN
ITEM 27A - SCHEDULE OF ASSETS
HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1996
Number of
Identify of Issue, Borrower, Shares, Units
Lessor or Similar Party Description or Par Value Cost Market
- ------------------------------------------ ----------------------------------------- ------------- ------------ ------------
American Express Trust Company American Express Trust Income Fund II* 3,507,908 $ 52,305,578 $ 57,892,772
American Express Financial Corporation IDS Mutual Fund * 921,937 11,651,034 12,424,780
American Express Financial Corporation IDS New Dimensions Fund* 757,430 13,061,007 15,508,954
Sunbeam Corporation Sunbeam Corporation Stock Pool* 247,773 2,137,183 2,253,839
Franklin/Templeton Investor Services, Inc. Templeton Foreign Fund 152,493 1,449,701 1,582,075
Participants Loan Fund (at interest rates ranging from
9.25% to 11.5%) 4,708,454 4,708,454 4,708,454
------------ ------------
$ 85,312,957 $ 94,370,874
============ ============
<FN>
*Represents a party in interest to the Plan.
</FN>
F-10
SUNBEAM CORPORATION
401(K) SAVINGS AND PROFIT SHARING PLAN
ITEM 27B - SCHEDULE OF LOANS OR FIXED INCOME OBLIGATIONS
DECEMBER 31, 1996 (1)
Amount Received During Dates
Original Reporting Year Unpaid First
Amount ------------------------- Balance at Payment Interest Amount
Identity of Obligor of Loan Principal Interest End of Year Due Maturity Rate Overdue
- ------------------- ---------- ---------- ---------- ------------ -------- -------- -------- ----------
Lindsay, Brian $ 9,200.00 $ 1,860.47 $ 809.83 $ 7,339.53 10/31/95 09/30/99 9.75% $ 812.70
Lewis, Danny 2,600.00 7,995.58 1,812.11 83.26 08/01/91 10/01/94 11.50 84.02
Sanchez, Rodolfo 2,000.00 399.53 90.37 1,600.47 09/15/95 08/15/97 10.00 986.58
Boney, Francina 5,000.00 1,650.30 300.96 3,349.70 02/29/96 01/31/98 9.50 573.90
Bradshaw, James 1,100.00 106.64 40.78 993.36 09/29/95 08/29/98 10.00 420.26
Rogers, James 20,000.00 3,743.20 1,993.22 16,256.80 10/13/95 09/13/00 10.00 1,912.14
Chancey, Mary 3,200.00 2,220.60 50.24 979.40 03/17/95 02/17/97 9.50 709.43
Stewart, Derayne 10,100.00 578.93 378.91 9,521.07 02/29/96 04/05/01 9.25 729.20
Lee, Kathy 7,280.67 9,856.79 2,539.03 526.59 07/05/91 06/21/96 10.00 534.72
Lightsey, Cindy 1,100.00 397.06 37.42 702.94 12/22/95 11/22/96 9.75 724.24
Holmes, James 7,800.00 2,585.46 941.10 5,214.54 02/28/95 01/31/99 9.50 979.60
Chavez, Rita 2,435.49 2,428.78 539.06 6.71 07/05/91 03/24/95 11.00 6.71
Kelly, Alisha 2,500.00 133.22 75.58 2,366.78 05/19/96 04/19/01 9.25 208.80
Standard, James 25,000.00 57.26 208.32 24,942.74 09/29/95 08/29/00 10.00 8,232.98
Thiesse, David 1,300.00 149.03 30.37 1,150.97 11/16/95 10/16/97 9.75 657.80
Admave, Marina 1,900.00 65.30 15.42 1,834.70 11/24/95 10/24/97 9.75 1,143.44
Scura, John, 20,000.00 5,073.77 1,960.39 14,926.23 04/14/95 03/14/99 9.50 3,517.08
Simmons, Carolyn 11,600.00 3,267.24 3,717.92 8,332.76 07/05/91 06/16/01 9.50 2,939.30
<FN>
Note:
(1) This schedule lists loans determined to be in default or uncollectible, as defined in the IRS employee benefit plan filing
requirements.
</FN>
F-11
SUNBEAM CORPORATION
401(K) SAVINGS AND PROFIT SHARING PLAN
ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996(1)(2)(3)
Current
Value of
Assets on
Purchase Selling Cost of Transaction
Identity of Party Involved Description of Assets Price Price Assets Date Net Gain
- ------------------------------ ----------------------------- ------------ ------------ ------------ ----------- ----------
American Express Trust Company American Express Trust Income
Fund II $ 13,193,328 $ - $ 13,193,328 $13,193,328 $ -
American Express Trust Company American Express Trust Income
Fund II - 17,329,413 16,080,792 17,329,413 1,248,621
American Express Trust Company IDS Mutual Fund 5,387,797 - 5,387,797 5,387,797 -
American Express Trust Company IDS Mutual Fund - 5,855,491 5,401,329 5,855,491 454,162
American Express Trust Company IDS New Dimensions Fund 10,680,755 - 10,680,755 10,680,755 -
American Express Trust Company IDS New Dimensions Fund - 8,957,493 7,403,855 8,957,493 1,553,638
American Express Trust Company Money Market Fund 4,217,653 - 4,217,653 4,217,653 -
American Express Trust Company Money Market Fund - 3,992,638 3,992,638 3,992,638 -
<FN>
NOTES:
(1) Transactions included herein represent transactions or a series of transactions in securities of the same issue or with
respect to the same issuer in excess of 5% of the current value of the Plan assets at the beginning of the year.
(2) This schedule incorporates all disclosures required by the Department of Labor for assets purchased and sold within the
Plan year.
(3) Transactions represent party-in-interest transactions.
</FN>
F-12