FORM 11-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the fiscal year ended December 31, 1994
HARSCO CORPORATION SAVINGS PLAN
(Full title of the Plan)
HARSCO CORPORATION
(Name of issuer of the securities held pursuant to the Plan)
Camp Hill, PA 17001-8888
(Address of principal executive office)
Telephone - (717) 763-7064
Financial Statements and Exhibits
(a) Financial Statements.
The financial statements filed as part of this report are listed in the Index
to Financial Statements included herein.
(b) Exhibits.
(1) Consent of Independent Accountants
(2) Participant's Statement of Account
(3) Appendix B to Savings Plan
(4) Description of Federal Tax Considerations
HARSCO CORPORATION SAVINGS PLAN
INDEX TO FINANCIAL STATEMENTS
FORM 11-K ANNUAL REPORT
_______________
Form 11-K
Pages
_________
Report of Independent Accountants 4 - 5
Financial Statements:
Statements of Net Assets Available for
Benefits with Fund Information:
December 31, 1994 - Harsco Common Stock Fund
(commingled), Fixed Income Fund, Fidelity Magellan
Fund, S&P 500 Fund, International Equity Fund, Asset
Allocation Fund, and Participant Loans 6
December 31, 1993 - Funds A and C (commingled),
Funds B, E, and F 7
Statement of Changes in Net Assets Available for
Benefits with Fund Information for the year ended:
December 31, 1994 - Harsco Common Stock Fund
(commingled), Fixed Income Fund, Fidelity Magellan
Fund, S&P 500 Fund, International Equity Fund, Asset
Allocation Fund, and Participant Loans 8
Notes to Financial Statements 9 - 15
Supplemental Schedules:
Assets Held for Investment Purposes as
of December 31, 1994 - 27(a) 16
Reportable Transactions for the year ended
December 31, 1994 - 27(d) 17
Refer to item numbers in Form 5500 (Annual Return/Report of
Employee Benefit Plan) for the plan year ended December 31, 1994.
REPORT OF INDEPENDENT ACCOUNTANTS
To the Plan Administrative Committee
of the Harsco Corporation Savings Plan:
We have audited the accompanying financial statements of the Harsco
Corporation Savings Plan listed in the index on page 3 of this Form 11-K.
These financial statements are the responsibility of the Administrative
Committee. 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.
As discussed in Note 5 to the financial statements, effective January 1, 1994,
the Harsco Corporation Savings Plan II was merged into the Harsco Corporation
Savings Plan. Also effective January 1, 1994, the Harsco BMY-Combat Systems
Division participants in the Harsco Corporation Savings Plan (and their
respective account balances) were transferred out of the Harsco Corporation
Savings Plan to a transitional savings plan established by United Defense
L.P., a limited partnership consisting of FMC Corporation and Harsco.
Effective July 1, 1994, the Sherwood Selpac Corporation Profit Sharing Thrift
Plan was merged into the Harsco Corporation Savings Plan.
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, 1994 and 1993, and the changes in net assets available for
benefits for the year ended December 31, 1994 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 schedules of Assets
Held for Investment Purposes and Reportable Transactions are presented for the
purpose 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 statement of net assets available for benefits with fund information and
the statement of changes in net assets available for benefits with fund
information 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.
As discussed in the notes to the supplemental schedules, information provided
by the trustee and presented in the schedules of investments and reportable
transactions does not disclose the historical cost of certain plan assets held
by the Plan trustee. Disclosure of this information is required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974.
As discussed in Note 2 to the financial statements, the Company changed its
method of accounting for participant withdrawals in 1993.
COOPERS & LYBRAND L.L.P.
Philadelphia, Pennsylvania
July 13, 1995
HARSCO CORPORATION SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
December 31, 1994
Harsco
Common Fixed Fidelity S & P International Asset
Stock Income Magellan 500 Equity Allocation Participant
Total Funds Fund Fund Fund Fund Fund Loans
__________ __________ __________ _________ _________ _________ _________ _________
Assets
Investments, at fair value (Note 2):
Harsco Corporation
1,238,548 shares of
common stock $50,625,650 $50,625,650 $ - $ - $ - $ - $ - $ -
Mutual Funds 19,473,579 - - 8,744,862 5,098,218 1,463,677 4,166,822 -
Short-term investments 643,014 512,114 35,217 95,683 - - - -
Bank Common Trust Funds 2,115,359 - 2,115,359 - - - - -
Participant loans 3,313,458 - - - - - - 3,313,458
__________ __________ __________ _________ _________ _________ _________ _________
76,171,060 51,137,764 2,150,576 8,840,545 5,098,218 1,463,677 4,166,822 3,313,458
Investments, at contract value (Note 2):
Guaranteed rate group
annuity contract 9,951,520 - 9,951,520 - - - - -
__________ __________ __________ _________ _________ _________ _________ _________
Total investments 86,122,580 51,137,764 12,102,096 8,840,545 5,098,218 1,463,677 4,166,822 3,313,458
__________ __________ __________ _________ _________ _________ _________ _________
Contributions Receivable:
Employer's 113,070 113,070 - - - - - -
Participants' 302,218 140,197 40,611 54,361 25,603 11,603 29,843 -
Interest Receivable 2,766 2,520 - 246 - - - -
Securities Sold 64,921 64,921 - - - - - -
__________ __________ __________ _________ _________ _________ _________ _________
Total receivables 482,975 320,708 40,611 54,607 25,603 11,603 29,843 -
__________ __________ __________ _________ _________ _________ _________ _________
Total assets 86,605,555 51,458,472 12,142,707 8,895,152 5,123,821 1,475,280 4,196,665 3,313,458
Liabilities
Securities Purchased (85,839) (67,167) - (18,672) - - - -
__________ __________ __________ _________ _________ _________ _________ _________
Net assets available
for benefit $86,519,716 $51,391,305 $12,142,707 $8,876,480 $5,123,821 $1,475,280 $4,196,665 $3,313,458
__________ __________ __________ _________ _________ _________ _________ _________
__________ __________ __________ _________ _________ _________ _________ _________
The accompanying notes are an integral part of the financial statements.
HARSCO CORPORATION SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
December 31, 1993
Harsco
Common Fixed Managed Indexed
Stock Income Equity Equity
Total Funds A & C Fund B Fund E Fund F
__________ __________ __________ __________ __________
Assets
Investments, at fair value (Note 2):
Harsco Corporation 1,600,001
shares of common stock $65,000,026 $65,000,026 $ - $ - $ -
Mutual Funds 7,039,418 - - 4,741,050 2,298,368
Short-term investments 622 388 143 64 27
__________ __________ __________ __________ __________
72,040,066 65,000,414 143 4,741,114 2,298,395
Investments, at contract value (Note 2):
Guaranteed rate group
annuity contract 17,218,187 - 17,218,187 - -
__________ __________ __________ __________ __________
Total investments 89,258,253 65,000,414 17,218,330 4,741,114 2,298,395
__________ __________ __________ __________ __________
Contributions Receivable:
Employer's 365,228 365,228 - - -
Participants' 1,522,893 797,358 318,503 257,858 149,174
Interest Receivable 32,759 - - - 32,759
Receivable from Harsco Savings Plan II 43,817 43,817 - - -
__________ __________ __________ __________ __________
Total receivables 1,964,697 1,206,403 318,503 257,858 181,933
__________ __________ __________ __________ __________
Interfund balance - (19,188) 19,188 - -
__________ __________ __________ __________ __________
Total assets 91,222,950 66,187,629 17,556,021 4,998,972 2,480,328
__________ __________ __________ __________ __________
Net assets available for benefits $91,222,950 $66,187,629 $17,556,021 $ 4,998,972 $ 2,480,328
__________ __________ __________ __________ __________
__________ __________ __________ __________ __________
The accompanying notes are an integral part of the financial statements.
HARSCO CORPORATION SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND
INFORMATION
For the year ended December 31, 1994
Harsco
Common Fixed Fidelity S & P Indexed International Asset
Stock Income Magellan 500 Equity Equity Allocation Participant
Total Funds Fund Fund Fund Fund Fund Fund Loans
__________ __________ __________ _________ _________ _________ _________ _________ _________
Assets
Additions to net
assets attributed to:
Investment income
Net appreciation/
(depreciation) in
the fair value of
investments $ 751,520 $ 828,582 $ - $ (316,768) $ 149,133 $ - $ 26,942 $ 63,631 $ -
Dividends 2,007,605 1,708,525 - 299,080 - - - - -
Interest-short-term
investments 141,147 29,512 83,913 27,722 - - - - -
Interest-group
annuity contracts 530,720 - 530,720 - - - - - -
Interest-
participant loans 116,093 - - - - - - - 116,093
__________ __________ __________ _________ _________ _________ _________ _________ _________
3,547,085 2,566,619 614,633 10,034 149,133 - 26,942 63,631 116,093
Cash Contributions:
Employer's, less
forfeitures of $88,956 3,419,920 3,419,920 - - - - - -
Participants' 9,633,069 3,270,776 1,171,631 2,252,794 1,227,727 - 482,595 1,227,546 -
Transfers from other plans:
Harsco Corporation
Savings Plan II 11,953,849 9,181,629 1,691,616 678,037 - 402,567 - - -
Sherwood Selpac
Corporation Plan 2,012,512 - 1,644,528 - 367,984 - - - -
__________ __________ __________ _________ _________ _________ _________ _________ _________
13,966,361 9,181,629 3,336,144 678,037 367,984 402,567 - - -
__________ __________ __________ _________ _________ _________ _________ _________ _________
Total additions 30,566,435 18,438,944 5,122,408 2,940,865 1,744,844 402,567 509,537 1,291,177 116,093
__________ __________ __________ _________ _________ _________ _________ _________ _________
Deductions
Deductions from net
assets attributed
to Employee
withdrawals 5,748,484 3,894,944 1,162,680 283,450 205,710 - 25,679 106,757 69,264
Transfers to
UDLP Plan 29,521,185 21,257,566 5,234,847 1,957,002 1,071,770 - - - -
__________ __________ __________ _________ _________ _________ _________ _________ _________
Total deductions 35,269,669 25,152,510 6,397,527 2,240,452 1,277,480 - 25,679 106,757 69,264
__________ __________ __________ _________ _________ _________ _________ _________ _________
Net increase/(decrease)
prior to Interfund
transfers (4,703,234) (6,713,566) (1,275,119) 700,413 467,364 402,567 483,858 1,184,420 46,829
Interfund transfers - (8,082,758) (4,138,195) 3,177,095 4,656,457 (2,882,895) 991,422 3,012,245 3,266,629
__________ __________ __________ _________ _________ _________ _________ _________ _________
Net increase/
(decrease) (4,703,234) (14,796,324) (5,413,314) 3,877,508 5,123,821 (2,480,328) 1,475,280 4,196,665 3,313,458
Net assets available for benefits:
December 31,
1993 91,222,950 66,187,629 17,556,021 4,998,972 - 2,480,328 - - -
__________ __________ __________ _________ _________ _________ _________ _________ _________
December 31,
1994 $86,519,716 $51,391,305 $12,142,707 $8,876,480 $5,123,821 $ - $1,475,280 $4,196,665 $3,313,458
__________ __________ __________ _________ _________ _________ _________ _________ _________
__________ __________ __________ _________ _________ _________ _________ _________ _________
The accompanying notes are an integral part of the financial statements.
NOTES TO FINANCIAL STATEMENTS OF SAVINGS PLAN
1. General Description of Plan:
The following description of the Harsco Corporation Savings Plan (the "Plan")
provides only general information. Participants should refer to the Plan
agreement for a more complete description of the Plan's provisions.
The Plan is a defined contribution plan designed to comply with the
requirements of the Employee Retirement Income Security Act of 1974 ("ERISA")
and with the requirements for qualification under Sections 401(a) and 401(k)
of the Internal Revenue Code (the "Code").
All employees (including officers) who receive a stated weekly, hourly,
monthly or annual rate of compensation and are employed by Harsco Corporation
(the "Company") or any subsidiary or other related company of either the
Company or a subsidiary which adopts this Plan with the approval of the
Company shall be covered by, or remain covered by, this Plan, are deemed
("Eligible Employees"). Appendix B of the Plan and as amended from time to
time, shall identify the collective bargaining units representing Eligible
Employees under this Plan and the date as of which their coverage commenced.
An employee who has completed at least one thousand (1,000) hours of service
during the twelve (12) month period beginning with the date of commencement of
his employment is deemed an "Eligible Employee".
To participate in the Plan, an Eligible Employee must elect to contribute to
the Plan through payroll deductions each pay period in whole percentages from
1% to 16% of compensation received for services as an employee of the Company
or any subsidiary of the Company. The participant shall designate what
percentage of such contributions will be "Pre-Tax Contributions" and what
percentage will be "After-Tax Contributions." A participant who makes Matched
Pre-Tax and/or Matched After-Tax Contributions in an aggregate amount of 6% of
his compensation may also elect to contribute from 1% to 10% of his
compensation as an Unmatched Pre-Tax and/or Unmatched After-Tax Contribution.
In no event during the year may (a) Matched Pre-Tax and Matched After-Tax
Contributions exceed 6% of compensation, (b) Unmatched Pre-Tax and Unmatched
After-Tax Contribution exceed 10% of compensation or (c) Pre-Tax Contributions
exceed the amount specified by the Internal Revenue Service code which is
$9,240. Pre-Tax Contributions shall constitute a reduction in the
participant's taxable income for purposes of Section 401(k) of the Code but
for the purpose of the Company's tax deductions, shall be considered
contributions made by the Company. After-Tax Contributions will be considered
to be the participant's contributions to the Plan and shall not constitute a
reduction in the participant's taxable income for the purposes of Section
401(k) of the Code.
Pursuant to the Plan, the Company will make monthly contributions in cash to
the Trustee for the account of each participant in an amount equal to 50% of
the first 6% of such participants' compensation designated as Matched Pre-Tax
Contributions and/or Matched After-Tax Contributions. These contributions are
referred to as "Company Matching Contributions".
Participants are immediately vested in their contributions plus actual
earnings thereon. Vesting in the Company's Matching and Prior Match Accounts
is based on years of vesting service. A participant is 100% vested after five
years of credited service.
Investment management fees related to the Harsco Common Stock Fund, the Fixed
Income Fund, and the Fidelity Magellan Fund are paid by the Company.
Investment management fees related to the S&P 500 Fund, the International
Equity Fund, and the Asset Allocation fund are paid by the Plan participants.
Recordkeeping fees and participant directed investment fund change fees (not
in excess of four changes per plan year) are paid by the Company.
Effective April 1, 1994, participants may borrow from their fund accounts a
minimum of $500 to a maximum of 50% of their vested account balance, not to
exceed $50,000. Loan transactions are treated as a transfer to (from) the
respective investment fund(s) from (to) the Participant Loans fund. The
Participant may choose the loan repayment period, not to exceed five years.
However, the term may be for any period not to exceed 15 years if the purpose
of the loan is to acquire the Participant's principal residence. The loans
are secured only by the portion of the Participant's Account from which the
loan is made and bear interest at a rate commensurate with local prevailing
rates as determined periodically by the Plan administrator. Interest rates,
based on the Trustee's prime rate plus one percent, ranged from 7.25% to 9.50%
during 1994. Principal and interest is paid ratable through monthly payroll
deductions.
While the Company has not expressed any intent to discontinue the Plan, it
reserves the right to terminate the Plan at any time or discontinue
contributions thereunder. In the event such discontinuance resulted in the
termination of the Plan, the accounts of each affected employee who has not
yet incurred a Break in Service shall be fully vested. Complete distributions
or withdrawals would be distributed to plan participants and beneficiaries in
proportion to their respective account balances.
2. Summary of Significant Accounting Policies:
Basis of Accounting:
The financial statements of the Plan are prepared under the accrual method of
accounting.
Payment of Benefits:
In 1993, the Plan adopted the provisions of the AICPA Audit and Accounting
Guide, "Audits of Employee Benefits Plans", requiring that amounts allocated
to withdrawing participants not be reported as a liability in the statement of
net assets available for plan benefits. As a result, the Plan recorded a
cumulative effect adjustment at the beginning of 1993 of $570,430 in the
statement of changes in net assets available for benefits with fund
information (not separately presented herein). This represents the amounts
allocated to withdrawing participants but (not yet paid at December 31, 1992.
Investment Valuation:
The Harsco Corporation Common Stock is stated at market value, which
represents the closing price of the stock on the Composite Reporting Tape of
the stock exchanges on the last day of trading of the calendar year. The
Participant Group Annuity Contracts with Metropolitan Life
Insurance Company (Metropolitan), are stated at cost plus accrued interest
with principal and interest guaranteed by Metropolitan. Based on available
information at December 31, 1994, the Company believes that the fair value of
the Metropolitan Group Annuity Contracts is not significantly different from
cost plus accrued interest. The Common Trust Funds with Wells Fargo Bank,
N.A. are stated at market value, which represents the closing price of the
fund on the last trading day of the calendar year. Based on available
information at December 31, 1994, the Company believes that the fair value of
the Wells' Fargo Bank Guaranteed Investment Contracts is not significantly
different from cost plus accrued interest. The Fidelity Magellan Mutual Fund
shares in the Fidelity Magellan Fund (formerly the Managed Equity Fund), are
stated at market value, which represents the closing price of the fund on the
last trading day of the calendar year. The Vanguard 500 Portfolio Index Trust
Mutual Fund shares in the Indexed Equity Fund are stated at market value,
which represents the closing price of the fund on the last trading day of the
calendar year. The S&P 500 Mutual Fund shares in the S&P 500 Fund are stated
at market value, which represents the closing price on the last day of trading
of the calendar year. The International Equity Fund shares in the
International Equity Fund are stated at market value, which represents the
closing price on the last day of trading of the calendar year. The Asset
Allocation Mutual Fund shares in the Asset Allocation Fund are stated at
market value, which represents the closing price on the last day of trading of
the calendar year. Short-term investments, which represent the temporary
investment of funds until purchases of common stock are completed, are
invested in the Wells Fargo Bank Money Market Fund.
Other:
The Plan presents in the Statement of Changes in Net Assets Available for
Benefits with Fund Information the net appreciation (depreciation) in the
market value of its investments which consists of the realized gains or losses
and the unrealized appreciation (depreciation) on those investments.
The Harsco Common Stock Fund (formerly Funds A and C), described in Note 3,
are commingled and share proportionally in income distribution and realization
of appreciation or depreciation on investments.
The purchase and sales of investments are recorded on a trade-date basis.
Dividend income is recorded on the ex-dividend date. Income from other
investments is recorded as earned on an accrual basis.
Both participants' and Company contributions are accrued in the period of the
related payroll deductions. Forfeitures, a result of participant withdrawals
prior to their full vesting in the Plan, are used to reduce the amount of
future Company matching contributions.
3. Investment Programs:
The Plan, comprised of participants' and Company contributions, is divided
into the following funds described below.
(1) Harsco Common Stock Fund, formerly commingled Fund A, Common Stock
purchased with Company contributions and Fund C, Common Stock purchased with
Participants' contributions - (Common Stock purchased with Company and
Participants' contributions): a fund consisting of Common Stock of Harsco
Corporation purchased in the open market or through privately negotiated
transactions to the extent permitted by rules of the New York Stock Exchange
and the Securities and Exchange Commission.
(2) Fixed Income Fund, formerly Fund B - (consisting of investments purchased
with participants' contributions): a fund currently maintained through an
agreement with one or more insurance companies or other financial
institutions, designated by the Company, under which the insurance company or
financial institution shall guarantee repayment of the principal and payment
of interest at a fixed annual rate for a specified period of time in
accordance with the terms of the agreement. Prior to January 1, 1994, all
participating employees earned interest at a pooled or "blended rate" which
was determined each year and was based upon the applicable specific rates for
the current and prior years. Consequently, the blended rate for 1993 combined
the specific rates for 1992 (6.26%) and 1991 (8.45%), with the 6.70% rate for
monies deposited and redeposited in 1993. However, starting on January 1,
1994, all participants earn interest at a variable rate on all monies in the
Fixed Income Fund regardless of the year of deposit. The 1994 Fixed Income
Fund Average Annual Rate of Return was 5.56%.
(3) Fidelity Magellan Fund, formerly Fund E, Managed Equity - (consisting of
investments purchased with participants' contributions): a fund consisting of
shares of the Fidelity Magellan Mutual Fund which is managed by Fidelity
Management and Research Company, Boston, Massachusetts.
(4) S&P 500 Fund - (consisting of investments purchased with participants'
contributions): a fund consisting of investments in the same stocks and in
substantially the same percentages as the S&P 500 Index. These stocks
represent approximately 75% of the market value of all publicly-traded common
stocks in the United States. This fund was offered as a new investment option
starting April 1, 1994.
(5) International Equity Fund - (consisting of investments purchased with
participants' contributions): a fund consisting of investments in over 1,000
foreign stocks in the equity markets of 20 predominantly Western European and
Pacific Rim countries representing over 90% of the overseas equity market.
This fund was offered as a new investment option starting April 1, 1994.
(6) Asset Allocation Fund - (consisting of investments purchased with
participants' contributions): a fund consisting of investments among three
asset classes consisting of S&P 500 Index common stocks, U.S. Treasury Bonds
with maturities ranging from 20 to 30 years, and Wells Fargo Bank Money Market
securities. This fund was offered as a new investment option starting April
1, 1994.
(7) Fund F - (Indexed Equity Fund purchased with participants'
contributions): a fund consisting of shares of the Vanguard 500 Portfolio
Index Trust mutual fund which is managed by the Vanguard Group, Valley Forge,
Pennsylvania. This fund was an investment option offered through the year
ended December 31, 1993.
Investment choices, prior to January 1, 1994, which an Eligible Employee may
elect, are as follows:
(A) Participants' Matched After-Tax and/or Matched Tax-Saver Contributions -
At the time an Eligible Employee enrolls for participation in the Plan, he
shall also elect to have his Matched After-Tax and/or Matched Tax-Saver
Contributions invested in accordance with 1 or 2 below, depending upon whether
or not he has attained the age of fifty-five (55).
1. Under Age Fifty-five (55) - In multiples of 25% in Funds B, C, E and/or F
provided at least a minimum of 50% of the first 6% of the Contribution is in
Fund C.
2. Age Fifty-five (55) and over - In multiples of 25% in Funds B, C, E and/or
F in any combination thereof. No minimum percentage is required to be in any
of these funds.
(B) Participants' Unmatched After-Tax Contributions and/or Unmatched Tax-
Saver Contributions - At the time of enrollment for participation in the Plan,
or as of any subsequent enrollment date, a Participant who elects to make
Unmatched After-Tax and/or Unmatched Tax-Saver Contributions shall also elect
to have such Contributions invested, whether or not he has attained age fifty-
five (55), in multiples of 25% in funds B, C, and E and/or F in any
combination thereof. No minimum percentage is required to be in any of these
Funds.
If at any time it is not possible for the Trustee to purchase Common Stock of
the Company as required for the Harsco Common Stock Fund (formerly Funds A and
C), the Trustee will invest such funds in short-term obligations of the United
States government or agencies thereof or in other types of short-term
investments, including commercial paper (other than obligations of the Company
or its affiliates).
There were 4,914 participants at December 31, 1994 who participated in one or
more of the four investment funds. At December 31, 1994 the number of
participants selecting each of the investment funds for their contributions
was as follows:
Harsco Corporation Common Stock 3,893
Fixed Income Fund 1,899
Fidelity Magellan Fund 2,079
S & P 500 Stock Fund 1,673
International Equity Fund 736
Asset Allocation Fund 1,349
4. Reconciliation of Financial Statements to Form 5500:
The following is a reconciliation of net assets available for plan benefits
per the financial statements to the Form 5500:
1994 1993
__________ __________
Net assets available for benefits per
the financial statements $86,519,716 $91,222,950
Amounts allocated to withdrawing participants 0 (1,375,436)
__________ __________
Net assets available for benefits per the
Form 5500 $86,519,716 $89,847,514
__________ __________
__________ __________
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500:
1994
__________
Benefits paid to participants per the financial statements $ 5,748,484
Add: Amounts allocated to withdrawing participants
at December 31, 1994 0
Total Plan amounts allocated to withdrawing participants
at December 31, 1993 (1,375,436)
Plan amounts allocated to withdrawing participants
transferred to the Partnership Plan effective January 1, 1994 339,889
__________
Less: Net Amounts allocated to withdrawing participants
at December 31, 1993 (1,035,547)
__________
Benefits paid to participants per the Form 5500 $ 4,712,937
__________
__________
Amounts allocated to withdrawing participants are recorded on the 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.
The following is a reconciliation of transfers from the Plan per the financial
statements to the Form 5500:
1994
__________
Transfers to (from) the Plan per the financial statements:
Transfers arising from the mergers of Harsco Corporation
Savings Plan II and Sherwood Selpac Corporation Plan
into the Plan (See Note 5) $13,966,361
Transfers (from) the Plan to the Partnership Plan (29,521,185) (15,554,824)
___________
Plan amounts allocated to withdrawing participants
to the Partnership Plan effective January 1, 1994 339,889
__________
Transfers (from) the Plan per the Form 5500 $(15,214,935)
5. Plan Mergers:
Effective January 1, 1994, Harsco Corporation Savings Plan II was merged into
the Harsco Corporation Savings Plan, which amounted to $11,953,849.
On January 28, 1994, FMC Corporation ("FMC") and the Company announced
completion of a series of agreements, first announced in December of 1992, to
combine certain assets and liabilities of FMC's Defense Systems Group and the
Company's BMY-Combat Systems Division. The effective date of the combination
was January 1, 1994. The combined company, United Defense, L.P., operates as
a limited partnership ("partnership"). FMC, as the Managing General partner,
has a 60 percent equity interest, and Harsco Defense Holding, Inc., a wholly-
owned subsidiary of the Company, as the Limited Partner, has a 40 percent
equity interest. Pursuant to the provisions of the Partnership Agreement, the
partnership established certain transitional employee benefit plans to cover
the former Harsco and FMC employees who were transferred to the Partnership.
With respect to those former Harsco Employees covered by the Harsco
Corporation Savings Plan, the Partnership, effective January 1, 1994,
established a Transition Savings Plan and, consequently, assets representing
the full account balances of former Harsco employees were transferred from the
Harsco Corporation Savings Plan to the Partnership's Transition Savings Plan
as of the same date, which amounted to $29,521,185.
Effective July 1, 1994, the Sherwood Selpac Corporation Profit Sharing Thrift
Plan was merged into the Harsco Corporation Savings Plan. All qualified
assets of the Sherwood Selpac Corporation Profit Sharing Thrift Plan were
transferred into the Harsco Corporation Savings Plan in August 1994, which
amounted to $2,012,512.
6. Federal Income Taxes:
The Company received a determination from the Internal Revenue Service on
April 15, 1995, that the Plan, as amended September 15, 1994, is a qualified
plan Sections 401(a) and 401(k) of the Internal Revenue Code and is therefore
exempt from Federal income taxes under the provisions of Section 501(a).
Future amendments are anticipated to be made in order to comply with the
requirements of the Internal Revenue Code as amended. The Company believes
that the Plan, as amended, is currently designed and being applied in
compliance with the applicable requirements of the Internal Revenue Code.
As to the Federal Income Tax status of the employee with respect to the Plan,
see "Description of Federal Tax Considerations", Exhibit (4), incorporated by
reference.
HARSCO SAVINGS PLAN
ASSETS HELD FOR INVESTMENT PURPOSES - ITEM 27(a) (FORM 5500)
December 31, 1994
Shares or Current
Par Value Description of Investment Cost Value
_________ _________________________ ________ _______
Common Stock
1,238,548 Harsco Corp. Common Stock, par value $1.25 $ $50,625,650
__________
Total Common Stock 50,625,650
__________
Contracts - Insurance, at contract value
$4,747,044 Metropolitan Life Insurance
GAC '13400, 5.48%, 1/1/1996 4,747,044
$5,204,476 Metropolitan Life Insurance
GAC '12885, 6.26%, 1/1/1995 5,204,476
__________
Total Contracts - Insurance 9,951,520
__________
181,630 Wells Fargo Bank, N.A.
Common Trust Fund 2,120,730 2,115,359
N/A Participant Loans -0- 3,313,458
Mutual Funds
888,700 Fidelity Magellan Fund 8,744,862
309,922 S & P 500 Fund 4,952,008 5,098,218
120,467 International Equity Fund 1,446,638 1,463,677
280,028 Asset Allocation Fund 4,104,460 4,166,822
__________
Total Mutual Funds 19,473,579
__________
$643,014 Short-Term Investments - Wells Fargo Bank
Money Market Fund 643,014 643,014
__________
Total Assets $86,122,580
__________
__________
Participant Loans do not exceed five years to maturity and
interest rates charged during 1994 ranged from 7.25% to 9.50%.
The historical cost information was not available from the trustee
or custodian due to the cumulative nature of the costs in these funds.
HARSCO CORPORATION SAVINGS PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS - ITEM 27(d) (FORM 5500)
For the year ended December 31, 1994
(iii), (iv)
(i), (ii) Total Dollar
(a) (b) Total Number of Value of (v)
Identity of Description Purchases (P) or Purchases or Net Gain or
party involved of Asset Sales (S) Sales (Loss)
________________________________________________________________________________________________________
Harsco Harsco Common (P) 74 $ 4,272,602 $ -
Corporation, plan Stock Fund (S) 116 $ 8,388,441 $ 696,546
sponsor
Harsco Fixed Income (P) 72 $ 2,603,675 $ -
Corporation, plan Fund (S) 118 $ 4,881,252 $ -
sponsor
Harsco Fidelity Magellan (P) 96 $ 5,915,546 $ -
Corporation, plan Fund (S) 93 $ 796,323 $ (1,708)
sponsor
Harsco S&P 500 Stock (P) 97 $ 5,244,425 $ -
Corporation, plan Fund (S) 92 $ 292,417 $ 2,922
sponsor
Harsco International (P) 109 $ 1,788,554 $ -
Corporation, plan Equity Fund (S) 70 $ 341,916 $ 9,903
sponsor
Harsco Asset Allocation (P) 101 $ 4,495,994 $ -
Corporation, plan Fund (S) 80 $ 391,534 $ 1,269
sponsor
The historical cost information was not available from the
trustee or custodian due to the cumulative nature of the costs in these funds.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrative Committee has duly caused this annual report to be signed by
the undersigned thereunto duly authorized.
HARSCO CORPORATION SAVINGS PLAN
BY /x/ R. C. Hawkins
R. C. Hawkins, Chairman
Plan Administrative Committee
July 12, 1995
HARSCO CORPORATION SAVINGS PLAN
Annual Report on Form 11-K
for the year ended December 31, 1994
INDEX TO EXHIBITS
Exhibit
Number Data Required Location in 11-K
_________ _____________ ________________
1 Consent of Independent Accountants Page 20
2 Participant's Statement of Account Pages 21 to 23
3 Appendix "B" to Harsco Page 24
Savings Plan
4 Description of Federal Tax Incorporated by reference
Considerations. from pages 50-56 Post Effective
Amendment No. 2 to form S-8
Registration Statement
(Registration No. 33-5300)
effective April 30, 1990.
EXHIBIT 1
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in Post Effective Amendment No. 2
to Form S-8 Registration Statement (Registration No. 33-5300) of our report
dated July 13, 1995, on our audits of the net assets available for benefits of
the Harsco Corporation Savings Plan as of December 31, 1994 and 1993, and the
changes in net assets available for benefits for the year ended December 31,
1994. Our report, which includes (A) an emphasis of a matter paragraph
regarding (i) the merger of the Harsco Corporation Savings Plan II into the
Harsco Corporation Savings Plan, the merger of the Sherwood Selpac Corporation
Profit Sharing Thrift Plan into the Harsco Corporation Savings Plan and the
transfer of BMY-Combat Systems Division participants out of the Harsco
Corporation Savings Plan (and their respective account balances), and (B)
explanatory paragraphs regarding (i) supplemental schedules and fund
information and (ii) information provided by the trustee and presented in the
schedules of investments and reportable transactions does not disclose the
historical cost of certain plan assets, and (iii) a change in method of
accounting for participant withdrawals in 1993 appears in this Annual Report
on Form 11-K.
COOPERS & LYBRAND L.L.P.
Philadelphia, Pennsylvania
July 13, 1995
EXHIBIT 2
HARSCO CORPORATION SAVINGS PLAN
_______________________________
SOCIAL SECURITY
PAGE 1 BIRTHDATE
HIRE DATE
YRS OF SERVICE CREDIT
0110/001/999999 0027773 A
Harsco Participant Name
SUMMARY OF YOUR ACCOUNT
ACCOUNT VESTED
TOTAL BALANCE
_______ _______
.00 .00
THIS STATEMENT COVERS THE PERIOD OF THRU
IT REFLECTS CONTRIBUTIONS THROUGH PAYROLL DATE OF 12-31-94
FOR INFORMATION CALL 1-800-776-4015
HARSCO CORPORATION SAVINGS PLAN EXHIBIT 2
_______________________________
0110001 SOCIAL SECURITY
PAGE 2 STATEMENT PERIOD: THRU
___________________________________________________________________________
SUMMARY OF CONTRIBUTIONS
COMPANY
PRE-TAX AFTER-TAX MATCHING TOTAL
_______ _______ _______ _______
BEGINNING BALANCE .00 .00 .00 .00
CONTRIBUTIONS .00 .00 .00 .00
FUNDS GAIN/LOSS .00 .00 .00 .00
_______ _______ _______ _______
ENDING BALANCE .00 .00 .00 .00
VESTED PERCENTAGE 0% 0% 0% 0%
VESTED BALANCE .00 .00 .00 .00
___________________________________________________________________________
SUMMARY OF INVESTMENTS
SWEEP THREE WAY INTERNATL S & P 500 FIXED HARSCO
ACCOUNT ASSET ALLOC EQUITY STOCK INCOME STOCK
_______ _______ _______ _______ _______ _______
BEGINNING BALANCE .00 .00 .00 .00 .00 .00
CONTRIBUTIONS .00 .00 .00 .00 .00 .00
PURCHASES .00 .00 .00 .00 .00 .00
FUNDS GAIN/LOSS .00 .00 .00 .00 .00 .00
_______ _______ _______ _______ _______ _______
ENDING BALANCE .00 .00 .00 .00 .00 .00
PRICE
NUMBER OF FUND SHARES 0 0 0 0 0 0
EQUIVALENT STOCK SHARES 0 0 0 0 0 0
FUND SELECTION
___________________________________________________________________________
- - - CONTINUED - - -
HARSCO CORPORATION SAVINGS PLAN EXHIBIT 2
_______________________________
0110001 SOCIAL SECURITY
PAGE 3 STATEMENT PERIOD: THRU
__________________________________________________________________________
SUMMARY OF INVESTMENTS
FIDELITY
MAGELLAN TOTAL
_______ _______
BEGINNING BALANCE .00 .00
CONTRIBUTIONS .00 .00
PURCHASES .00 .00
FUNDS GAIN/LOSS .00 .00
_______ _______
ENDING BALANCE .00 .00
PRICE
NUMBER OF FUND SHARES 0 0
EQUIVALENT STOCK SHARES 0 0
FUND SELECTION
EXHIBIT 3
HARSCO CORPORATION SAVINGS PLAN
APPENDIX "B"
COLLECTIVE BARGAINING UNITS
Collective Bargaining Units Date of Coverage
___________________________ ________________
International Brotherhood of April 1, 1990
Boilermakers, Iron Shipbuilders
Blacksmiths, Forgers & Helpers,
Local Lodge No. 398 (P-K)
United Steelworkers of America July 1, 1990
Local Union No. 8628 (HKT)
United Automobile, Aerospace and January 1, 1992
Agricultural Implement Workers
of America
Local Union No. 2310 (TW)
International Union of Operating Engineers June 1, 1992
Local Union No. 101 (HKT)
United Steelworkers of America April 1, 1993
Local Union No. 8027 (IKG)
United Paperworkers International July 1, 1993
Local Union No. 50542 (IKG)
United Automobile Workers of America July 1, 1994
Local Union No. 1016 (FMT)
