1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT TO APPLICATION OR REPORT
Filed Pursuant to Section 13 or 15 (d) of
The Securities Exchange Act Of 1934
Eastman Kodak Company
(Exact name of registrant as specified in its charter)
AMENDMENT NO. 1
The undersigned registrant hereby amends the following items, financial
statements, exhibits, or other portions of its Annual Report on Form 10-K for
the year ended December 31, 1994 as set forth below:
The three exhibits listed below and attached hereto are hereby added to the
registrant's Annual Report on Form 10-K for the year ended December 31, 1994.
Exhibits
(28) A.Eastman Kodak Employees' Savings and Investment Plan Annual
Report on Form 11-K for the fiscal year ended December 30, 1994.
(28) B.L & F Products Employees' Savings Plan I Annual Report on
Form 11-K for the fiscal year ended December 30, 1994.
(28) C.L & F Products Employees' Savings Plan II Annual Report on
Form 11-K for the fiscal year ended December 30, 1994.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amendment to be signed on its behalf by the
undersigned, thereunto duly authorized.
Eastman Kodak Company
(Registrant)
David J. FitzPatrick
Controller
Date: May 1, 1995
1
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 [FEE REQUIRED]
For the fiscal year ended December 30, 1994
-----------------
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
-------- --------
Commission file number 1-87
---------
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
EASTMAN KODAK EMPLOYEES'
SAVINGS AND INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
EASTMAN KODAK COMPANY
343 STATE STREET
ROCHESTER, NEW YORK 14650
2
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
INDEX TO FINANCIAL STATEMENTS, SCHEDULES AND EXHIBIT
DECEMBER 30, 1994
Page No.
(a) Financial Statements
Report of Independent Accountants 3
Statement of Net Assets 4
Statement of Changes in Net Assets 5
Notes to Financial Statements 6-17
(b) Schedules
I. Schedule of Investments 18-32
II. Allocation of Net Assets to
Investment Funds 33-36
III. Allocation of Changes in Net
Assets to Investment Funds 37-41
(c) Exhibit
Consent of Independent Accountants 42
3
REPORT OF INDEPENDENT ACCOUNTANTS
To the Savings and Investment
Plan Committee and the Participants of the
Eastman Kodak Employees' Savings
and Investment Plan
In our opinion, the financial statements and related schedules
listed in the index appearing on page 2 of this Annual Report on
Form 11-K present fairly, in all material respects, the net
assets of the Eastman Kodak Employees' Savings and Investment
Plan at December 30, 1994 and 1993, and the changes in net assets
for each of the three fiscal years in the period ended December
30, 1994, in conformity with generally accepted accounting
principles. These financial statements are the responsibility of
the Plan Administrator; our responsibility is to express an
opinion on these financial statements based on our audits. We
conducted our audits of these statements in accordance with
generally accepted auditing standards which 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, assessing the accounting principles used and
significant estimates made by the Plan Administrator, and
evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the
opinion expressed above.
PRICE WATERHOUSE LLP
New York, New York
April 28, 1995
4
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
STATEMENT OF NET ASSETS
(in thousands)
December 30,
----------------------
1994 1993
---- ----
ASSETS
Investments at Fair Value:
Eastman Kodak Company common stock $ 402,780 $ 320,642
Eastman stock 24,319 -
Other common stocks 126,020 -
Mutual funds 366,552 394,507
Interest in common or collective
trusts (pooled) funds 93,546 166,829
Short-term interest fund 7,956 -
Corporate debt instruments 41 -
Investments at Contract Value:
Group annuity contracts 3,021,859 2,847,947
Loans to participants 50,921 36,761
Employer contributions receivable 3,548 13,109
Dividends and interest receivable 3,893 3,738
Receivables for securities sold 1,098 1,000
Cash 37 -
---------- ----------
Total assets (cost: 1994 - $4,027,147
1993 - $3,646,448)
4,102,570 3,784,533
---------- ----------
LIABILITIES
Distributions payable to participants 11,906 11,339
Distribution payable to successor plans 459,973 -
Payable for securities purchased 696 -
Accrued expenses 1,873 1,423
---------- ----------
Total liabilities 474,448 12,762
---------- ----------
Net assets $3,628,122 $3,771,771
========== ==========
(See accompanying notes to financial statements)
5
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
STATEMENT OF CHANGES IN NET ASSETS
(in thousands)
For the year ended December 30,
----------------------------------------------
1994 1993 1992
---- ---- ----
ADDITIONS TO NET ASSETS:
Dividends on Eastman Kodak
Company common stock $ 12,081 $ 11,415 $ 13,057
Dividends on Eastman stock 490 - -
Other dividends 13,073 5,833 4,196
Interest 257,919 258,763 247,802
Income from common or
collective trusts (pooled)
funds 5,366 1,408 -
Net realized and unrealized
gains (losses) from investments 34,325 122,946 (16,970)
Employer contributions 152,802 175,142 157,035
---------- ---------- ----------
Total Additions 476,056 575,507 405,120
---------- ---------- ----------
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (153,825) (118,320) (103,556)
Distribution to successor plans (459,973) - -
Administrative expenses (5,907) (2,115) -
---------- ---------- ----------
Total Deductions 619,705 120,435 103,556
---------- ---------- ----------
Increase (Decrease) in net assets (143,649) 455,072 301,564
Net assets at beginning of year 3,771,771 3,316,699 3,015,135
---------- ---------- ----------
Net assets at end of year $3,628,122 $3,771,771 $3,316,699
========== ========== ==========
(See accompanying notes to financial statements)
6
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
DESCRIPTION OF PLAN
General
The Eastman Kodak Employees' Savings and Investment Plan (the Plan or SIP) is
a defined contribution plan of a controlled group of corporations consisting
of Eastman Kodak Company and certain United States subsidiaries operating in
the United States (Kodak). Regular full-time, regular part-time or
supplementary employees of these corporations are eligible to participate in
the Plan. Limited service employees, co-ops and special program employees are
not eligible. The Plan is subject to the Employee Retirement Income Security
Act of 1974.
The Plan is administered by the Savings and Investment Plan Committee (SIPCO),
which is the Plan Administrator and Named Fiduciary. The Trust, forming part
of the Plan, is administered by Boston Safe Deposit and Trust Company (the
Plan Trustee).
Plan Amendments and Other Changes
Effective February 1, 1994, the Plan added three new funds, the Balanced
Mutual Fund, the Large Stock Index Fund and the International Stock Fund. The
Plan also renamed the existing funds as follows: the Kodak Stock Fund
(formerly Fund A), the Smaller Stock Fund (formerly Fund B) and the Fixed
Income Fund (formerly Fund D).
On December 31, 1993, Kodak spun-off its worldwide chemical business, Eastman
Chemical Company (ECC or Eastman). Subsequent to the spin-off, account
balances of the ECC participants were liquidated and the proceeds invested in
newly-created funds (7 different fund options) within the Plan that are
managed by Fidelity Management Trust Company (Fidelity), the trustee and
recordkeeper for ECC participants. Effective January 1, 1994, all salary
deferrals of ECC participants have been contributed to the Eastman Investment
Plan (EIP). The provisions of the Plan described below with respect to loans
and distributions apply equally to the ECC participants in the Plan. Upon
receiving determination letters from the IRS with respect to the SIP and EIP
plans, the account balances of ECC participants will be transferred from SIP
to EIP. See Federal Income Tax Status footnote. The balances of the ECC
participants are reflected as a liability in the accompanying financial
statements.
Effective November 30, 1994, Kodak sold its Clinical Diagnostics Division
(CDD); the CDD employees remained employees of Kodak and active participants
in the Plan until December 26, 1994. Upon receiving a determination letter
from the IRS with respect to the SIP Plan and successor plan sponsored by the
purchaser of CDD, the account balances of the CDD employees will be
transferred from SIP to such successor plan. The balances of the CDD
employees are reflected as a liability in the accompanying financial
statements.
7
Plan Amendments and Other Changes (Cont'd)
The Plan was amended in 1993 to provide for the payment of certain
administrative expenses by the Trust, including fees for attorneys,
accountants, investment advisors and the Trustees.
Contributions
The Plan includes a salary reduction provision allowing eligible participants
to defer up to 15% of qualifying compensation as defined in the Plan. The
maximum deferral for a Plan year is limited to 15% of the aggregate of wage
dividend and qualifying compensation, but not more than the statutory limit of
$9,240 for calendar year 1994 ($8,994 and $8,728 for calendar years 1993 and
1992, respectively). Participants' salary deferrals are contributed to the
Plan by Kodak on behalf of the participants. All contributions are
immediately vested. The Plan Trustees will invest the amount contributed to
the Plan into the investment funds described in the Investments footnote, as
directed by the participant. Participants may make transfers among the funds
once a month.
Loans
SIPCO may grant a loan to a participant provided that the aggregate of the
participant's loans outstanding will not exceed the lesser of: 1) $50,000
less the highest outstanding loan balance during the previous 12 months, or
2) 50% of the current value of the participant's account, or 3) (effective
December 31, 1994) the account balance, less two times any balance on loans
initiated before 1994. A new loan must be at least $1,000 and repaid within
five years of the date of the loan. In accordance with the Plan provisions,
the rate of interest is fixed at the discretion of SIPCO. Interest is charged
at the lesser of the maximum legal rate or the prime rate.
Distributions
Distributions from the Plan are made under the following circumstances:
1. No portion of an account may be withdrawn without the
approval of SIPCO or its designee. Approval of hardship
withdrawals will only be granted in order to meet
obligations relating to the payment of substantial out-of-
pocket medical (or dental) bills for the participant or an
immediate family member, the purchase of a primary, single
family residence, tuition or other post secondary
educational expenses, or payments to prevent
eviction/foreclosure.
2. Upon attaining age 59 1/2, a participant may elect to
receive a lump sum cash distribution from the Plan while
still actively employed.
3. Upon separation from service with Kodak for any reason
except death, the full value of a participant's account is
distributed as designated by the participant in a lump sum
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Distributions (Cont'd)
payment, or in monthly or annual installments. If an
appropriate designation is not made by the participant, the
account is paid in a lump sum cash payment in February
following the year the participant turns age 65.
Certain participants who separate from service with Kodak
may elect to defer distributions from the Plan up to March
15 of the year after attaining age 70 1/2. This election is
available to separated participants who are eligible to
receive a retirement income benefit under any defined
benefit plan sponsored by Kodak, and to any separated
participants who have an account balance of more than $3,500
when leaving Kodak.
4. In the event of death, the value of a participant's account
is paid in a lump sum to a designated beneficiary, if any,
or to the decedent's estate, except that if there is a
surviving spouse, then the entire sum will be paid to such
spouse unless the spouse consents to the beneficiary
designation of the participant.
5. The Plan Trustees are authorized to honor "qualified
domestic relations orders" issued and served in accordance
with Section 414(p) of the Internal Revenue Code.
Plan Termination
While Kodak expects to continue the Plan, it has the right to discontinue
contributions and amend or terminate the Plan at any time. In the event that
contributions to the Plan are discontinued, the Plan Trustees will continue
to administer the Trusts. In the event of the termination of the Trusts as a
result of or incident to termination of the Plan, the value of the
participants' accounts will be paid in accordance with the provisions of the
Plan.
SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting
The Plan operates on a fiscal year ending December 30.
The Plan's financial statements have been prepared on the accrual basis of
accounting. Purchases and sales of securities are recorded on a trade date
basis. Distributions to participants are recorded when the request for
payment meeting the provisions of the Plan is received.
Employer contributions represent qualifying compensation withheld from the
participants by Kodak for contribution to the Plan.
9
Investment Valuation
The Group Annuity Contracts included in the Fixed Income Fund are valued at
cost plus interest reinvested. American Institute of Certified Public
Accountant's (AICPA's) Statement of Position (SOP) 94-4, "Reporting of
Investment Contracts Held by Health and Welfare Benefit Plans and
Defined-Contribution Pension Plans", which becomes effective for the plan
year ended December 30, 1995, requires that guaranteed investment contracts
be valued at cost plus interest reinvested if they are fully benefit
responsive, as defined by SOP 94-4. SIPCO believes that the group annuity
contracts held by the Plan are fully benefit responsive and therefore that
the provisions of SOP 94-4 will not require a change in the accounting for
group annuity contracts held by the Plan. Interest in common or collective
trusts (pooled) funds reflect market values as certified by the managers of
such funds. Fair values of all other investments were based upon active
market quotations at national exchanges, if available, at December 30, or, if
not available, upon amounts believed by SIPCO to be realizable at that time.
INVESTMENTS
All contributions are paid to the Plan Trustees. No bond is furnished by the
Trustees in connection with the custody of security investments or other
assets of the Plan.
The Trustees are authorized to keep any portion of any of the foregoing funds
in cash or liquid investments as they may deem advisable.
All dividends, interest or gains derived from investments in each Fund are
reinvested in the respective Fund by the Trustees.
Funds at Boston Safe Deposit and Trust Company (Boston Safe)
The Kodak Stock Fund consists primarily of Kodak stock. Purchases of Kodak
stock are made throughout the year in a systematic manner. When Kodak
spun-off its worldwide chemical business on December 31, 1993, shareowners
received one share of ECC for every four Kodak shares owned. In 1994,
1,279,321 shares of ECC stock were sold at an average price of $46.10 per
share and the proceeds were used to acquire shares of Kodak stock.
The Smaller Stock Fund consists primarily of investments in U.S. stocks made
through mutual funds, group trusts, or separate accounts, all of which are
selected by an Investment Manager appointed by SIPCO.
With respect to the Fixed Income Fund, the Plan's assets are invested
primarily in contracts with insurance companies. Effective annual yields on
these contracts ranged between 4.47% and 12.97% depending on the date of the
contribution, transfer or rollover. The blending of earnings in the Fixed
Income Fund produced an effective yield of approximately 8.5% in 1994 (9.3%
in 1993 and 10.1% in 1992).
10
Funds at Boston Safe (Cont'd)
The Balanced Mutual Fund is composed of a single mutual fund selected by
SIPCO, the Fidelity Puritan Fund, which is a growth and income fund that
seeks current income consistent with preservation of capital by investing in
a diversified portfolio of common stocks, preferred stocks, and bonds,
including lower-quality, high yield bonds.
The Large Stock Index Fund invests in all 500 stocks that compose the
Standard & Poor's 500 Index.
The International Stock Fund invests in a large number of widely diversified
stocks in more than 30 countries around the world.
Funds at Fidelity
The account balance of each ECC participant was invested in the following
funds as designated by each participant.
The Kodak Stock Fund continued to be available into 1994 and then was
discontinued as an investment option available to ECC participants.
The Eastman Stock Fund consists primarily of shares of Eastman Chemical
Company common stock.
The Fidelity Managed Income Portfolio is a fixed income fund consisting of
investment contracts with one or more financial institutions that pay
interest to the fund. The rate of interest paid to the fund will change from
time to time as investment contracts mature and new contracts are purchased.
Effective annual yields on these contracts ranged between 4.47% and 12.97%
depending on the date of the contribution, transfer or rollover. The
blending of earnings in the Fidelity Managed Income Portfolio produced an
effective yield of approximately 8.97% in 1994.
The Fidelity Fund seeks long-term capital growth and reasonable current
income. It focuses investments on companies that the fund's manager believes
are marked by solid balance sheets and good prospects for growth.
Investments will be diversified among a variety of market sectors.
The Fidelity Puritan Fund is a growth and income fund that seeks current
income consistent with preservation of capital by investing in a diversified
portfolio of common stocks, preferred stocks, and bonds, including
lower-quality, high yield bonds.
The Fidelity Magellan Fund is a growth fund seeking long-term capital
appreciation by investing in stocks, and securities convertible into stocks,
of domestic, multinational and foreign companies that the fund's manager
believes offer potential for growth, which also leads to a correspondingly
higher level of risk.
The Fidelity Contrafund is a growth fund seeking long-term capital
appreciation by investing in securities of companies believed by the fund's
manager to be out of favor and undervalued.
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The number of participants in each fund was as follows:
December 30,
----------------------
1994 1993
---- ----
Boston Safe Funds:
Kodak Stock Fund 25,250 25,195
Smaller Stock Fund 26,834 27,394
Fixed Income Fund 58,857 67,399
Balanced Mutual Fund 6,140 0
Large Stock Index Fund 3,938 0
International Stock Fund 5,716 0
December 30,
----------------------
1994
----
Fidelity Funds:
Kodak Stock Fund 2,586
Eastman Stock Fund 2,567
Fidelity Managed Income Portfolio 10,325
Fidelity Fund 2,119
Fidelity Puritan Fund 2,888
Fidelity Magellan Fund 4,664
Fidelity Contrafund 2,291
The total number of participants in the Plan was less than the sum of the
number of participants shown above because many participants invest in more
than one fund.
LOANS TO PARTICIPANTS
The Trustees make loans to participants in accordance with Plan provisions.
The Plan's receivable for loans made during 1994 is recorded as an asset of a
Loan Fund. The Plan's receivable for loans made prior to 1994 continues to
be recorded as an asset of each of the funds from which the participants made
the loan election. Loans made are accounted for as a transfer from the fund
directed by the participant to the loan fund. The principal portion of loan
repayments reduce the Loan Fund receivable. The principal and interest
repaid are directed to funds to which the participant's current contributions
are directed; the principal is accounted for as a transfer and the interest
accounted for as income in the fund to which the participant's current
contributions are directed. Loans cannot be made from the Fixed Income Fund.
12
LOANS TO PARTICIPANTS (Cont'd)
Interest income earned on loans to participants for the fiscal years ended
December 30 is:
(in thousands)
1994 1993 1992
------ ------ ------
Boston Safe Funds:
Kodak Stock Fund $ 592 $ 793 $ 802
Smaller Stock Fund 944 1,114 863
Balanced Mutual Fund - - -
Large Stock Index Fund - - -
International Stock Fund - - -
------ ------ ------
Total $1,536 $1,907 $1,665
====== ====== ======
1994
------
Fidelity Funds:
Kodak Stock Fund $ 11
Eastman Stock Fund 13
Fidelity Fund 9
Fidelity Puritan Fund 16
Fidelity Magellan Fund 51
Fidelity Contrafund 18
------
Total $ 118
======
For purposes of Form 5500 the interest income shown above is included in
interest from other loans.
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NET REALIZED AND UNREALIZED GAINS (LOSSES) FROM INVESTMENTS
Components of net realized and unrealized gains (losses) from investments and
proceeds from sales of investments for the fiscal years ended on December 30 are:
(in thousands)
Realized Unrealized Net Realized
gains gains and Unrealized Proceeds
(losses) (losses) gains (losses) from
from from from sales of
investments investments investments investments
----------- ----------- -------------- -----------
1994
Boston Safe Eastman
Kodak Company
common stock $19,846 $ 2,845 $ 22,691 $ 25,142
Fidelity Eastman Kodak
Company common stock 1,172 3,359 4,531 16,828
Fidelity Eastman stock 829 2,043 2,872 26,521
Other securities 20,730 (16,499) 4,231 724,197
------- -------- -------- --------
$42,577 $ (8,252) $ 34,325 $792,688
======= ======== ======== ========
1993
Eastman Kodak Company
common stock $22,537 $ 78,627 $101,164 $ 97,295
Other securities 13,039 8,743 21,782 244,948
------- -------- -------- --------
$35,576 $ 87,370 $122,946 $342,243
======= ======== ======== ========
1992
Eastman Kodak Company
common stock $(2,084) $(42,552) $(44,636) $ 41,979
Other securities 4,731 22,935 27,666 18,635
------- -------- -------- --------
$ 2,647 $(19,617) $(16,970) $ 60,614
======= ======== ======== ========
Consistent with Department of Labor regulations, the components of net
realized and unrealized gains and losses from investments are calculated for
purposes of Form 5500 based on an investment's current value at the beginning
of the year, or acquisition cost if acquired during the year (revalued cost).
For purposes of determining realized gains and losses, the revalued cost of
investments sold are determined based upon a weighted average basis.
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UNIT VALUES AND PARTICIPANT UNITS
(in thousands, except per unit data)
Following are the funds' month-end unit values and participants' units as calculated by the Trustees.
Kodak Smaller Fixed Balanced Large Stock International
Stock Fund Stock Fund Income Fund Mutual Fund Index Fund Stock Fund
---------------- ---------------- ----------------- ---------------- ---------------- ----------------
Unit Unit Unit Unit Unit Unit
Value Units Value Units Value Units Value Units Value Units Value Units
----- ----- ----- ----- ----- ----- ----- ----- ----- ----- ----- -----
1994
----
January $13.1614 23,892 $17.5092 24,491 $11.9962 220,988 $10.0000 2,486 $10.0000 656 $10.0000 1,696
February 12.8902 23,857 17.3762 24,235 12.0620 218,291 9.9578 4,088 9.9858 1,186 9.9600 2,652
March 13.1532 23,957 16.7451 24,225 12.1353 219,121 9.6107 4,885 9.5378 1,587 9.5937 3,046
April 12.7038 24,583 16.9046 23,957 12.2135 217,556 9.7089 5,165 9.6417 1,750 9.8725 3,232
May 14.2177 24,264 16.8853 23,811 12.2969 217,333 9.7722 5,430 9.8061 1,887 9.8833 3,637
June 14.5874 24,425 16.5158 23,586 12.3827 217,050 9.6929 5,594 9.5626 2,037 9.7177 3,767
July 14.6618 24,794 17.0051 23,130 12.4725 216,857 9.9324 5,663 9.8681 2,105 10.0029 3,849
August 15.1800 24,902 17.6836 22,920 12.5628 216,300 10.2236 5,861 10.2698 2,185 10.3276 4,034
September 15.7718 23,896 17.4677 22,830 12.6508 217,032 10.0075 5,940 10.0253 2,314 10.0446 4,231
October 14.6868 25,141 17.6552 22,712 12.7422 214,944 10.1239 6,036 10.2448 2,447 10.2602 4,550
November 14.0218 26,744 16.9373 22,632 12.8314 212,291 9.8056 6,100 9.8789 2,574 9.7532 4,726
December 14.6890 26,409 17.1395 22,502 12.9232 212,737 9.8250 6,018 10.0300 2,623 9.6911 4,765
1993
----
January $11.6022 29,826 $15.2151 22,312 $10.9728 248,386
February 12.5287 25,414 15.2131 23,334 11.0507 252,061
March 12.6610 24,506 15.6151 24,258 11.1379 252,100
April 11.4281 24,280 15.3291 25,079 11.2274 254,506
May 12.2023 25,727 15.7814 25,572 11.3092 252,561
June 11.8110 25,545 15.8692 25,641 11.3936 252,786
July 12.6277 26,461 15.9268 25,815 11.4842 251,677
August 14.4118 26,162 16.4789 26,084 11.5684 252,219
September 14.0341 24,532 16.5983 26,238 11.6523 254,184
October 14.8290 24,517 16.9398 26,258 11.7408 254,195
November 14.4884 24,189 16.6403 26,695 11.8184 254,029
December 13.4357 25,249 17.0687 27,064 11.9090 251,930
15
UNIT VALUES AND PARTICIPANT UNITS (Cont'd)
(in thousands, except per unit data)
Kodak Eastman Fidelity Managed Fidelity Fidelity
Stock Fund Stock Fund Income Portfolio Fidelity Fund Puritan Fund Magellan Fund
---------------- ---------------- ---------------- ---------------- ---------------- ----------------
Unit Unit Unit Unit Unit Unit
Value Units Value Units Value Units Value Units Value Units Value Units
----- ----- ----- ----- ----- ----- ----- ----- ----- ----- ----- -----
1994
----
January $ 9.84 2,611 $ 9.60 459 $1.00 261,294 $20.09 483 $16.45 1,193 $73.65 572
February 9.62 2,387 9.11 557 1.00 258,586 19.69 504 16.27 1,245 73.11 586
March 9.92 2,280 8.87 807 1.00 264,517 18.71 502 15.52 1,230 69.72 583
April 9.29 2,218 9.78 902 1.00 265,702 19.15 492 15.69 1,208 70.42 583
May 10.57 2,092 10.57 991 1.00 268,578 19.13 481 15.79 1,178 66.84 605
June 10.84 2,053 10.58 1,082 1.00 269,607 18.60 478 15.15 1,183 63.94 605
July 10.90 2,028 11.42 1,089 1.00 273,247 19.22 467 15.93 1,148 66.08 590
August 11.30 1,928 11.67 1,195 1.00 276,641 19.10 486 16.40 1,136 69.21 570
September 11.73 1,865 12.11 1,252 1.00 279,149 18.62 481 15.35 1,178 67.41 566
October 10.93 1,857 12.04 1,586 1.00 279,319 19.02 478 15.53 1,161 69.69 541
November 10.46 1,815 10.52 2,652 1.00 271,998 18.35 472 15.04 1,135 65.87 527
December 10.93 1,796 11.32 2,203 1.00 280,203 18.48 470 14.81 1,146 66.80 516
Fidelity
Contrafund
----------------
Unit
Value Units
----- -----
1994
----
January $31.81 473
February 31.36 520
March 30.12 522
April 30.49 528
May 30.32 519
June 29.13 519
July 29.74 511
August 30.98 502
September 30.57 493
October 31.44 484
November 30.01 467
December 30.28 466
16
SIGNIFICANT INVESTMENTS
The following table represents investments having a value equal to or greater
than 5% of net assets at December 30, 1994:
(in thousands)
Principal Fair or
Maturity Interest Amount or Contract
Investment Date Rate Shares Cost Value
---------- -------- -------- --------- ---- --------
Eastman Kodak Company
common stock N/A N/A 8,435 $322,293 $402,780
John Hancock Life Ins.
GAC #4481 3/1/1999 8.84% $303,707 303,707 303,707
John Hancock Life Ins.
GAC #5702 10/3/2002 10.1% $216,807 216,807 216,807
-------- --------
TOTAL $842,807 $923,294
======== ========
FEDERAL INCOME TAX STATUS
In February 1988, the Plan received a favorable tax determination letter from
the Internal Revenue Service. The Plan has been amended since receiving such
letter. The Plan Administrator believes that the Plan continues to be in
compliance with the applicable requirements of the Internal Revenue Code and,
accordingly, participants' contributions to the Plan and earnings thereon are
not taxable to a participant until distributed, subject to certain Internal
Revenue Code limitations.
The Plan Administrators of the Plan and EIP have requested tax determination
letters from the Internal Revenue Service pursuant to the requirements of the
Tax Reform Act of 1986, which the Plan Administrators expect to receive.
Upon receiving such determination letters, the account balances of ECC
participants will be transferred to EIP.
RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by Fidelity
Investments. Fidelity Management Trust Company is the trustee for ECC
participants; therefore, these transactions constitute related party
transactions. Fees paid by the Plan to Fidelity Investments for management
services amounted to $29,000 for the year ended December 30, 1994.
17
COMMITMENTS
Administrative expenses consist of fees for recordkeeping, trust, and
investment management services provided to the Plan by various parties. The
contracts under which these services are provided are long-term in nature,
but can be cancelled by either party with advance notice. Such contracts
contain both fixed- and activity-based variable fee structures.
* * * * *
18
Schedule I
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
BOSTON SAFE FUNDS
KODAK STOCK FUND
Eastman Kodak Company Common
Stock 8,031 $308,693 $383,491
======== ========
Common/Collective Trust
TBC Inc. Daily Liquidity Fund $ 497 $ 497 $ 497
======== ========
SMALLER STOCK FUND
Mutual Funds
Acorn Fund Inc. 2,233 $ 23,320 $ 27,338
Babson Enterprises Fd Inc. 1,896 28,085 28,720
CMC Small Cap 624 35,889 30,382
FPA Paramount Fd Inc. 1,384 18,447 19,938
Lindner Dividend Fund Inc. 823 19,850 19,728
Lindner Fund Inc. 1,388 28,511 28,990
Montgomery Small Cap Fund 1,886 25,625 28,221
Mutual Qualified Income Fund 751 17,109 20,023
Sequoia Fund Inc. 516 26,118 28,681
-------- --------
Total $222,954 $232,021
======== ========
Common Stocks
ALC Communications Corp. New 21 $ 673 $ 657
AM Intl. Inc. New 20 181 180
AMR Corp. Del. 4 261 234
AMRE Corp. 40 154 191
AMSCO Intl. Inc. 28 280 256
Addington Res. Inc. 29 449 283
Albany Intl. Corp. CL A 12 232 231
Alco Std. Corp. 23 1,307 1,424
Alexander & Alexander Svcs. Inc. 12 249 222
Alexander & Baldwin Inc. 64 1,669 1,424
Alex Brown Inc. 37 1,044 1,133
Alpha Inds. Inc. 35 128 219
Aluminum Co. Amer. 3 190 217
Alza Corp. Com. 16 355 288
Amerada Hess Corp. 4 178 173
19
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
American Classic Voyages Co. 2 32 28
American Express Co. 50 1,333 1,475
American Greetings Corp. CL A 24 731 656
American Paging Inc. 10 73 70
American Stores Co. New 43 911 1,150
Apache Corp. 13 317 315
Applebees Intl. Inc. 2 39 31
Applied Extrusion Technologies
Inc. 8 54 89
Arrow Electrs. Inc. 2 58 58
Au Bon Pain Inc. CL A 8 155 128
Autoclave Engineers Inc. 10 88 85
Autotote Corp. CL A 9 198 100
BBC AG Brown, Boveri & Cie
SER A SZF100 224 258
Baldwin Technology Inc. CL A 53 275 289
Barnes & Noble Inc. Com. 31 658 956
Bay View Cap. Corp. Del. 12 244 228
Beacon Pptys. Corp. 8 142 158
Bear Stearns Cos. Inc. 57 945 876
Bemis Inc. 11 249 274
Bergesen Dy As'B'Non V NWKR2.5 2 41 44
Bindley Westn. Inds. Inc. 22 286 341
Bio. Rad. Labs Inc. CL A 1 19 39
Block Drug Inc. CL A 7 235 277
Block H & R Inc. 4 176 145
Body Shop International Ord. 5P 61 228 185
Boston Acoustics Inc. 65 1,097 1,181
Brascan LTD Ord. CL A Conv. 7 88 96
Bridgeport Machs. Inc. Com. 18 177 179
Brierley Invest. LTD Ord. NZ .50 197 155 143
Broadway Stores Inc. 8 94 60
Broken Hill Prop. Ord. A$1 16 200 238
Brush Wellman Inc. 6 92 104
Burlington Coat Factory
Whse. Corp. 16 228 190
Burr Brown 25 179 343
CBI Inds. Inc. 5 124 136
CKE Restaurants Inc. 35 295 240
CML Group Inc. 27 345 276
20
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
CUC Int'l. Inc. 23 756 775
Cabot Oil & Gas Corp. CL A 9 201 133
Cadence Design Sys. Inc. 4 51 83
Caesars World Inc. 4 179 240
Cambrex Corp. 11 236 286
Camco Intl. Inc. Com. 34 597 647
Canadian PAC LTD Ord. PAR $5.00 8 133 119
Carnival Corp. CL A 36 847 761
Catellus Dev. Corp. 46 345 271
Catherines Stores Corp. 3 46 24
Cellular Communications Inc.
New Red Com. SER A 12 611 642
Cellular Communications P R Inc. 1 25 40
Centex Corp. 25 856 573
Central Garden & Pet Co. 107 626 441
Century Tel. Enterprises Inc. 31 835 917
Charter Pwr. Sys. Inc. 12 129 226
Cheyenne Software Inc. 4 30 59
Chiron Corp. 7 465 563
Chrysler Corp. 4 227 206
Circuit City Stores Inc. 7 140 162
Circus Circus Enterprises Inc. 9 336 206
Citicorp 4 175 178
Claires Stores Inc. 36 402 427
Clothestime Inc. 36 169 128
Coast Svgs. Finl. Inc. 20 283 293
Colgate Palmolive Co. 4 239 234
Colonial Group Inc. CL A 16 426 510
Commnet Cellular Inc. 5 101 157
Community Psychiatric Ctrs. 4 62 41
Computervision Corp. New 53 212 203
Concurrent Computer Corp. New New 93 161 133
Cone MLS Corp. N C 42 629 495
Conrail Inc. 3 174 146
Control Data Sys. Inc. 36 333 246
Cooper Tire & Rubr. Co. 26 667 621
Coram Healthcare Corp. 1 21 21
Crown Books Corp. 10 178 155
21
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
Dana Corp. 4 94 82
Daniel Inds. Inc. 24 283 317
Danka Business Sys. PLC
Sponsor ADR 48 1,011 1,047
Data Gen. Corp. 29 219 289
Data I. O. Corp. 30 96 165
Deere & Co. 1 92 80
Delta Woodside Inds. Inc. New 15 177 173
Dentsply Intl. Inc. New Com. 3 102 104
Deutsche Bank AG DM50(VAR) 1 281 279
Dexter Corp. 12 278 259
Dillard Dept. Stores Inc. CL A 18 659 490
Dime Bancorp Inc. 16 133 124
Discount Auto Pts. Inc. 5 94 85
Dixie Yarns Inc. 30 289 208
Dr. Pepper/Seven Up Cos. Inc. New 18 426 456
Dress Barn Inc. 17 216 183
Drew Inds. Inc. Com. New 20 185 168
Duracell Intl. Inc. 1 58 61
Duracraft Corp. 1 44 38
ECI Telecom LTD 18 362 248
Edison Bros. Stores Inc. 14 406 259
Egghead Inc. 25 233 289
Elan PLC ADR 2 85 82
Electronics for Imaging Inc. 2 39 47
Engle Homes Inc. 1 8 8
Enhance Finl. Svcs. Group Inc. 14 267 240
Equity Residential Pptys. TR SH
BEN INT 5 142 135
Evans & Sutherland Computer 16 279 212
Failure Group Inc. 30 152 128
Federal Express Corp. 20 1,208 1,205
Federal Home LN Mtg. Corp. Common 19 1,128 970
Federal Natl. Mtg. Assn. 13 1,066 947
Ferro Corp. 12 353 296
Filenes Basement Corp. 8 72 35
Filtertek Inc. New 18 166 194
First Cent. Finl. Corp. 9 65 60
First Finl. Mgmt. Corp. 6 330 345
22
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
Fiserv Inc. 38 752 819
Fleet Finl. Group Inc. New 12 392 382
Fluke Corp. 10 270 303
Foster L. B. Co. CL A 43 159 140
Four Seasons Hotels Inc. Sub.
Vtg. Sh. 7 71 81
Franklin Quest Co. 1 40 33
Fruit of the Loom Inc. CL A 27 691 718
Furon Co. 10 177 222
Gelman Sciences Inc. 13 136 190
General Host Corp. 48 289 223
Gerber Scientific Inc. 18 230 228
Gibson Greetings Inc. 16 288 233
Global Marine Inc. New 89 372 324
Global Nat. Res. Inc. 19 157 158
Golden West Finl. Corp. Del. 48 1,938 1,688
Graham-Field Health Prods. Inc. 40 192 149
Great Lakes Chem. Corp. 2 128 103
Greenman Bros. Inc. 10 66 54
Grossmans Inc. 67 250 168
Grow Group Inc. 8 103 112
Guinness Ord. Stk. 25P 19 145 130
Gundle Enviromental Sys. Inc. 47 322 226
Hamburger Hamlet Restaurants Inc. 20 113 90
Handy & Harman 15 205 231
Harcourt Gen. Inc. 32 1,045 1,117
Harper Group Inc. 18 275 276
Hasbro Inc. 26 728 746
Healthdyne Inc. 25 175 200
Healthsouth Corp. 1 42 51
Heidemij N. V. 28 334 244
Heritage Media Corp. CL A New 23 450 621
Hogan Sys. Inc. 29 210 186
Home Depot Inc. 4 153 161
Home St. Hldgs. Inc. Com. 70 1,203 1,042
Horsham Corp. Sub. Vtg. 115 1,589 1,466
Hospitality Franchise Sys. Inc. 43 1,184 1,137
Host Marriott Corp. Com. 20 191 188
23
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
Houghton Mifflin Co. 14 551 613
Hovnanian Enterprises Inc. CL A 4 36 19
Huffy Corp. 13 221 188
IHOP Corp. New 4 97 98
IMO Inds. Inc. 26 209 320
Intel Corp. 6 374 351
International Cabletel Inc. 5 100 136
Inter Regl. Finl. Group Inc. 26 574 585
Intertan Inc. 40 284 325
Itel Corp. New 7 184 232
JB S Restaurants Inc. 40 271 182
John Nuveen Co. CL A 44 1,033 1,013
Johnstown Amer. Inds. Inc. 5 90 75
Jones Apparel Group Inc. 29 880 747
Jones Intercable Inc. CL A 10 136 116
Jostens Inc. 15 265 281
Kaman Corp. CL A 24 221 263
Kaneb Svcs. Inc. 79 263 168
Kaufman & Broad Home Corp. 11 202 138
Knight Ridder Inc. 26 1,508 1,313
Kulicke & Soffa Inds. Inc. 4 54 88
Kysor Indl. Corp. Del. 13 222 288
LCI International Inc. 24 456 650
LDI Corp. 40 258 156
La Quinta Inns Inc. 8 141 164
Lafarge Corp. 10 244 183
Lamson & Sessions Co. 39 270 234
Learonal Inc. 16 248 294
Lehman Brothers Hldgs. Inc. 10 177 148
Lennar Corp. 53 1,210 825
Leslie Bldg. Prods. Inc. 22 27 36
Leslies Poolmart 69 773 912
Lifeline Sys. Inc. 7 43 41
Life Re. Corp. 17 268 296
Lillian Vernon Corp. 25 469 380
Limited Inc. 9 182 163
Little Switz Inc. 32 238 168
Liz Claiborne Inc. 13 263 213
24
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
Lone Star Technologies Inc. 3 23 22
Lotus Dev. Corp. 10 367 426
Lowes Cos. Inc. 2 66 70
Lufkin Inds. Inc. 19 325 351
MBNA Corp. 9 180 201
MGIC Invt. Corp. WIS 24 722 808
Mac Frugals Bargains Close Outs
Inc. 42 667 836
Macneal Schwendler Corp. 21 252 218
Magna Intl. Class A 1 41 42
Magnetek Inc. 37 617 505
Marcam Corp. 18 156 177
Marriott Intl. Inc. 22 645 630
Martin Marietta Matls. Inc. 30 702 534
Mascotech Inc. 2 23 23
Matrix Svc. Co. 39 331 229
Mattel Inc. 21 481 530
Maxus Energy Corp. 11 53 37
McClatchy Newspapers Inc. CL A 12 272 258
Measurex Corp. 15 290 343
Media Gen. Inc. CL A 9 205 255
Meditrust Sh. Ben. Int. 9 262 272
Medtronic Inc. 9 373 489
Mellon Bk. Corp. 59 2,120 1,797
Mesa Airls. Inc. 3 24 24
Mesa Inc. 14 95 70
Meyer Fred Inc. Del. 2 75 58
Michael Anthony Jewelers Inc. 76 460 513
Michaels Stores Inc. 17 581 601
Microsoft Corp. 2 78 116
Miller Herman Inc. 9 219 236
Minerais Technologies Inc. 41 1,160 1,202
Mirage Resorts Inc. 7 144 137
Multimedia Inc. New 56 1,545 1,596
NIPSCO Inds. Inc. 4 106 104
NS Group Inc. 27 175 112
Nashua Corp. 11 298 217
National Auto CR Inc. 11 142 128
25
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
National Ed Corp. 5 20 19
National Gaming Corp. Com. 1 18 12
Natures Sunshine Prods. Inc. 27 351 364
Newell Co. 14 297 296
Nike Inc. CL B 1 52 75
Noble Affiliates Inc. 4 92 87
Noranda Inc. 16 294 295
Northern TR Corp. 5 206 175
Novacare Inc. 33 297 241
Nucor Corp. 2 100 94
Oakwood Homes Corp. 6 151 141
Oceaneering Intl. Inc. 21 272 210
Offshore Logistics Inc. 7 101 91
Omnicare Inc. 2 67 74
Oneida LTD 14 188 182
Optical Coating Lab Inc. 30 212 184
Outboard Marine Corp. 14 277 275
Overseas Shipholding Grp. Inc. 5 119 113
Owens & Minor Inc. New 9 150 131
Paine Webber Group Inc. 88 1,531 1,320
Pall Corp. 9 164 174
Parametric Technology Corp. 4 149 152
Pec Israel Economic Corp. 8 236 231
Peoples Choice TV Corp. 4 142 69
Peoples Heritage Finl. Group Inc. 17 180 198
Perini Corp. 15 158 138
Petrie Stores Corp. 9 236 195
Petroleum Geo-Svcs. A/S Sponsored
ADR 32 432 603
Pfizer Inc. 1 74 100
Pier 1 Imports Inc. 20 183 185
Pinkertons Inc. New 15 254 298
Pittston Minerals Group 1 22 26
Players Intl. Inc. 2 48 52
Portec Inc. 18 208 224
President Riverboat Casinos 12 145 107
Pride Pete Svcs. Inc. 30 150 150
Primesource Corp. 13 167 119
26
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
Production Operators Corp. 4 111 104
Progressive Corp. Ohio 18 612 612
Promus Cos. Inc. 8 352 247
Pulse Engr. Inc. 15 118 73
Quaker Oats Co. 40 1,253 1,230
Quaker St. Corp. 9 121 122
Quick & Reilly Group Inc. 29 741 823
Ralcorp Hldgs. Inc. 12 178 260
Ralston Purina Co-Ralston Purina
Group 45 1,703 2,008
Reebok Intl. LTD 23 777 924
Renaissance Energy LTD 16 331 313
Reynolds Metals Co. 13 648 642
Rhodes Inc. New 3 30 33
Richardson Electrs. LTD 30 140 233
Robbins & Myers Inc. 13 230 230
Rogers Communications Inc. CL B 41 639 548
Rohr Inc. 26 275 270
Rowan Cos. Inc. 36 262 224
Russ Berrie & Co. Inc. 71 1,024 971
Rykoff S. E. & Co. 18 366 357
SPS Technologies Inc. 11 254 277
Safety Kleen Corp. 48 659 701
Salant Corp. 14 115 83
Salomon Inc. 2 79 64
Santa Fe Energy Res. 20 183 160
Scherer R. P. Corp. Del. 15 605 699
Schering Plough Corp. 4 212 259
Schlumberger LTD 4 205 181
Scholastic Corp. 18 693 918
Schulman A. Inc. 14 366 380
Sci. Med. Life Sys. Inc. 3 76 126
Scotts Co. CL A 31 555 495
Sea Containers LTD CL A 17 255 225
Securicor Grp. A Ord. N-Conv. 25P 13 184 201
Semi Tech. Corp. 2nd Insmt. Rcpt. 4 28 16
Sensormatic Electrs. Corp. 29 971 1,040
Service Merchandise Inc. 150 1,225 712
27
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
Silicon Valley Bancshares 25 237 338
Singer Co. N. V. 9 318 276
Software Pubg. Corp. 32 200 145
Solectron Corp. 2 64 58
Southwest Airls. Co. 8 238 134
Spelling Entmt. Group Inc. 18 158 188
Stanhome Inc. Vtg. 28 985 889
State Str. Boston Corp. 6 225 177
Stewart & Stevenson Svcs. Inc. 1 71 48
Stewart Enterprises Inc. CL A 16 385 394
Stop & Shop Cos. Inc. New 7 182 181
Sungard Data Sys. Inc. 14 15
Sunshine Mining & Refining Co. 8 15 13
Sun Television & Appliances In. 6 81 50
Supercuts Inc. 5 81 45
Sybron Chem. Inc. 14 295 217
TCA Cable TV Inc. 35 908 759
TIG Hldgs. Inc. 30 620 553
TJX Cos. Inc. New 21 493 323
Tandem Computers Inc. 11 127 192
Technology Solutions Co. 18 131 136
Tele Communications Inc. New A 21 465 455
Telephone & Data Sys. Inc. 31 1,336 1,425
Television Broadcast Ord. $0.05 13 49 52
Telxon Corp. 19 230 260
Teradyne Inc. 4 120 146
Teva Pharmaceutical Inds. LTD ADR 4 126 106
Texas Instrs. Inc. 3 243 225
Times Mirror Co. Ser. A 2 71 69
Tokheim Corp. 18 146 166
Tokos Med. Corp. Del. 3 22 21
Toll Bros. Inc. 17 243 168
Trans World Entmt. Corp. 16 207 125
Trimas Corp. 34 778 686
Tyco Intl. LTD 16 834 765
USLICO Corp. 18 296 354
Unifi Inc. 37 915 941
Union Tex. Pete Hldgs. Inc. 5 102 110
28
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common Stocks (Cont'd)
United Asset Mgt. Corp. 8 293 295
United States Cellular Corp. 3 82 95
U. S. Healthcare Inc. 8 356 346
Univar Corp. 28 314 378
Universal Corp. VA 6 116 117
Ust Inc. 13 397 362
VWR Corp. 20 214 170
Valassis Communications Inc. 9 121 140
Valuevision Intl. Inc. CL A 14 91 65
Varco Intl. Inc. 6 36 39
Varsity Spirit Corp. 15 234 268
Viacom Inc. Class A 1 43 44
Viacom Inc. Variable Com. Rt. 8 11 9
Viacom Inc. Class B 10 337 423
Vicorp Restaurants Inc. 15 264 266
Viking Office Prods. Inc. 4 110 107
Vivra Inc. 4 95 109
WMX Technologies Inc. 60 1,476 1,568
Waban Inc. 5 93 96
Wal Mart Stores Inc. 10 265 204
Wang Labs Inc. New 11 128 114
Warnaco Group Inc. CL A 63 891 1,080
Webb Del. Corp. 5 74 88
Western Pubg. Group Inc. 21 228 200
Weston Roy F. Inc. New Ser. A 34 273 196
Wet Seal Inc. CL A 30 117 131
Whirlpool Corp. 4 272 211
Whitman Corp. 95 1,480 1,639
Wyman Gordon Co. 32 192 199
Zenith Electrs. Corp. 17 159 198
Zero Corp. 18 236 245
-------- --------
Total $128,846 $126,020
======== ========
29
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
SMALLER STOCK FUND (Cont'd)
Common/Collective Trusts
Dynamic Equity Fund 43 $ 10,000 $ 10,757
TBC Inc. Daily Liquidity Fund $10,164 10,164 10,164
-------- --------
Total $ 20,164 $20,921
======== ========
Short-Term Interest Fund 3 $ 3 $ 3
======= =======
Corporate Debt Instruments $ 60 $ 60 $ 41
======= =======
Maturity Interest Contract
Description Dates Rates Value
----------- -------- -------- --------
FIXED INCOME FUND
Group Annuity Contracts
Aetna Life Insurance Co. 01/03/01-04/01/03 6.72%- 9.25% $ 679,874
Continental Assurance Co. 06/01/95-03/01/01 8.86%-10.17% 252,334
John Hancock Mutual Life
Insurance Co. 01/03/95-10/03/02 8.84%-12.97% 916,216
Metropolitan Life Insurance Co. 12/29/95 4.47% 55,558
New England Mutual Life
Insurance Co. 01/02/96 9.00% 32,529
New York Life Insurance Co. 12/31/04-10/01/07 8.15%- 8.39% 43,208
Provident National Assurance
Co. 09/01/95-12/01/00 8.40%-10.34% 117,843
The Prudential Life Insurance
Co. of America 03/02/98-01/02/06 7.75%- 9.21% 510,565
The First National Bank of
Boston 10/02/95 9.09% 75,242
Mitsubishi Bank Limited 07/02/98 9.39% 66,047
----------
Total $2,749,416
==========
30
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
BALANCED MUTUAL FUND
Fidelity Puritan Fund 4,070 $65,113 $60,270
======= =======
LARGE STOCK INDEX FUND
Common/Collective Trust
WFB Equity Index Fund 1,980 $25,587 $25,997
======= =======
INTERNATIONAL STOCK FUND
Common/Collective Trusts
Russell Frank Invt. Co.
Int'l. Fd. 2,714 $43,796 $41,624
Russell Frank Invt. Co.
Emerging Mkts. Fd. 368 5,070 4,507
------- -------
Total $48,866 $46,131
======= =======
31
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
FIDELITY FUNDS
KODAK STOCK FUND
Eastman Kodak Company
Common Stock 404 $13,600 $19,289
======= =======
Short-Term Interest Fund $177 $ 177 $ 177
======= =======
EASTMAN STOCK FUND
Eastman Common Stock 482 $22,691 $24,319
======= =======
Maturity Interest Contract
Description Dates Rates Value
----------- -------- -------- --------
*FIDELITY MANAGED INCOME
PORTFOLIO (FIXED INCOME FUND)
Group Annuity Contracts
Aetna Life Insurance Co. 01/03/01-04/01/03 6.72%- 9.25% $ 66,233
Bank of Boston 10/01/95 9.09% 8,500
Continental Assurance Co. 04/03/95-03/01/01 8.86%-10.17% 28,514
John Hancock Mutual
Life Insurance Co. 01/03/95-10/03/01 8.84%-12.97% 104,027
Metropolitan Life Insurance Co. 12/29/95 4.47% 6,228
Mitsubishi Bank Limited 07/02/98 9.39% 7,457
New England Mutual Life
Insurance Co. 01/02/96 9.00% 3,674
Provident National Assurance Co. 09/01/95-12/01/00 8.40%-10.34% 12,771
The Prudential Life Insurance
Co. of America 06/30/95-03/01/98 6.01%- 9.21% 29,267
Peoples Security 09/30/96 6.94% 5,772
--------
Total $272,443
========
*Investment held by Related Party.
32
Schedule I (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
SCHEDULE OF INVESTMENTS
December 30, 1994
(in thousands)
Principal
Amount or Fair
Description Shares Cost Values
----------- --------- ---- --------
*FIDELITY MANAGED INCOME
PORTFOLIO (FIXED INCOME
FUND) (Cont'd)
Short-Term Interest Fund $ 7,776 $ 7,776 $ 7,776
======== ========
*FIDELITY FUND
Fidelity Fund 470 $ 9,350 $ 8,677
======== ========
*FIDELITY PURITAN FUND
Puritan Fund 1,146 $ 18,699 $ 16,968
======== ========
*FIDELITY MAGELLAN FUND
Magellan Fund 516 $ 36,827 $ 34,493
======== ========
*FIDELITY CONTRAFUND
Contrafund 466 $ 14,722 $ 14,123
======== ========
*Investment held by Related Party.
33
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN Schedule II
ALLOCATION OF NET ASSETS TO INVESTMENT FUNDS
December 30, 1994
(in thousands)
Kodak Smaller Fixed Balanced Large Stock International
Stock Fund Stock Fund Income Fund Mutual Fund Index Fund Stock Fund
------------ ------------ ------------- ------------- ------------- ---------------
ASSETS
Investments at Fair Value:
Eastman Kodak Company
common stock $383,491
Other common stocks $126,020
Mutual funds 232,021 $60,270
Interest in common or
collective trusts
(pooled) funds 497 20,921 $25,997 $46,131
Short-term interest fund 3
Corporate debt instruments 41
Investments at Contract Value:
Group annuity contracts $2,749,416
Loans to participants 6,215 10,019 293 12 7 19
Employer contributions
receivable 248 671 2,304 144 76 105
Dividends/Interest receivable 3,024 245 1 1
Receivables for securities sold 866
Cash 37
-------- -------- ---------- ------- ------- -------
Total assets 393,475 390,844 2,752,013 60,426 26,081 46,256
-------- -------- ---------- ------- ------- -------
LIABILITIES
Pending loans to participants 207 224 311 15 2 5
Distributions payable to
participants 1,771 667 9,260 84 5 54
Distribution payable to
successor plans 4,920 10,412 34,877 1,910 933 948
Payable for securities
purchased 634
Accrued expenses 26 358 1,338 5 6 101
Transfers among funds 3,545 3,277 (7,670) 1,185 (245) (92)
-------- -------- ---------- ------- ------- -------
Total liabilities/transfers 10,469 15,572 38,116 3,199 701 1,016
-------- -------- ---------- ------- ------- -------
Net assets $383,006 $375,272 $2,713,897 $57,227 $25,380 $45,240
======== ======== ========== ======= ======= =======
34
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN Schedule II (Cont'd)
ALLOCATION OF NET ASSETS TO INVESTMENT FUNDS
December 30, 1994
(in thousands)
Sub-total
Loan Boston Kodak Eastman Fidelity Managed Fidelity
Fund Safe Funds Stock Fund Stock Fund Income Portfolio Fund
------------ ------------- ------------ ------------ ---------------- ----------
ASSETS
Investments at Fair Value:
Eastman Kodak Company
common stock $ 383,491 $19,289
Eastman stock $24,319
Other common stocks 126,020
Mutual funds 292,291 $8,677
Interest in common or
collective trusts
(pooled) funds 93,546
Short-term interest fund 3 177 $ 7,776
Corporate debt instruments 41
Investments at Contract Value:
Group annuity contracts 2,749,416 272,443
Loans to participants $28,140 44,705
Employer contributions
receivable 3,548
Dividends/Interest receivable 3,271 182 440
Receivables for securities sold 866 43 189
Cash 37
------- ---------- ------- ------- -------- ------
Total assets 28,140 3,697,235 19,691 24,948 280,219 8,677
------- ---------- ------- ------- -------- ------
LIABILITIES
Pending loans to participants (764) 0
Distributions payable to
participants 65 11,906
Distribution payable to
successor plans 722 54,722 19,629 24,943 280,202 8,677
Payable for securities
purchased 634 62
Accrued expenses 17 1,851 5 17
Transfers among funds 0
------- ---------- ------- ------- -------- ------
Total liabilities/transfers 40 69,113 19,691 24,948 280,219 8,677
------- ---------- ------- ------- -------- ------
Net assets $28,100 $3,628,122 $ 0 $ 0 $ 0 $ 0
======= ========== ======= ======= ======== ======
35
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN Schedule II (Cont'd)
ALLOCATION OF NET ASSETS TO INVESTMENT FUNDS
December 30, 1994
(in thousands)
Fidelity Fidelity Sub-total
Puritan Magellan Fidelity Loan Fidelity TOTAL
Fund Fund Contrafund Fund Investments ALL FUNDS
------------ ------------ ------------- ------------- ------------- ---------------
ASSETS
Investments at Fair Value:
Eastman Kodak Company
common stock $ 19,289 $ 402,780
Eastman stock 24,319 24,319
Other common stocks 126,020
Mutual funds $16,968 $34,493 $14,123 74,261 366,552
Interest in common or
collective trusts
(pooled) funds 93,546
Short-term interest fund 7,953 7,956
Corporate debt instruments 41
Investments at Contract Value:
Group annuity contracts 272,443 3,021,859
Loans to participants $6,216 6,216 50,921
Employer contributions
receivable 3,548
Dividends/Interest receivable 622 3,893
Receivables for securities sold 232 1,098
Cash 37
------- ------- ------- ------ -------- ----------
Total assets 16,968 34,493 14,123 6,216 405,335 4,102,570
------- ------- ------- ------ -------- ----------
LIABILITIES
Pending loans to participants 0
Distributions payable to
participants 11,906
Distribution payable to
successor plans 16,968 34,493 14,123 6,216 405,251 459,973
Payable for securities
purchased 62 696
Accrued expenses 22 1,873
Transfers among funds 0
------- ------- ------- ------ -------- ----------
Total liabilities/transfers 16,968 34,493 14,123 6,216 405,335 474,448
------- ------- ------- ------ -------- ----------
Net assets $ 0 $ 0 $ 0 $ 0 $ 0 $3,628,122
======= ======= ======= ====== ======== ==========
36
Schedule II (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
ALLOCATION OF NET ASSETS TO INVESTMENT FUNDS
December 30, 1993
(in thousands)
U.S. Fixed
Kodak Diversified Government Income
Stock Fund Securities Fund
(Fund A) (Fund B) (Fund C) (Fund D)
------ ------ ------ ------
Investments at Fair Value:
Eastman Kodak Company
common stock $320,642
Mutual funds $394,507
U.S. government
securities $ 0
Interest in common or
collective trusts
(pooled) funds 945 15,034 $ 150,850
Group annuity contracts 2,847,947
Loans to participants 14,168 22,593
Employer contributions
receivable 742 2,749 9,618
Dividends and
interest receivable 2,772 933 33
Receivables for
securities sold 1,000
-------- -------- ---- ----------
Total assets 339,269 436,816 0 3,008,448
-------- -------- ---- ----------
Distributions payable to
participants 978 656 9,705
Accrued expenses 1 123 1,299
Transfers among funds (12,045) (181) 12,226
-------- -------- ---- ----------
Total liabilities
and transfers (11,066) 598 23,230
-------- -------- ---- ----------
Net assets $350,335 $436,218 $ 0 $2,985,218
======== ======== ==== ==========
37
Schedule III
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
ALLOCATION OF CHANGES IN NET ASSETS TO INVESTMENT FUNDS
For the year ended December 30, 1994
(in thousands)
Kodak Smaller Fixed Balanced Large Stock International
Stock Fund Stock Fund Income Fund Mutual Fund Index Fund Stock Fund
------------ ------------ ------------- ------------- ------------- ---------------
ADDITIONS TO NET ASSETS:
Dividends on Eastman Kodak
Company common stock $ 11,392
Other dividends $ 8,059 $ 1,795 $ 14 $ 59
Interest 781 1,736 $ 230,983 25 16 36
Income from common or
collective trusts
(pooled) funds 5,366
Net realized and unrealized
gains (losses) from
investments 22,691 21,966 (8,910) (2,301) 398 (1,025)
Employer contributions 9,039 30,844 99,184 4,426 1,885 2,956
Transfers among funds 51,115 (50,820) (126,481) 56,597 24,419 45,170
Transfers between plan trusts (35,183) (38,561) (305,007)
-------- -------- ---------- ------- ------- -------
Total Additions 59,835 (26,776) (104,865) 60,542 26,732 47,196
-------- -------- ---------- ------- ------- -------
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (14,919) (13,172) (115,659) (1,018) (227) (456)
Distribution to successor plans (4,920) (10,412) (34,877) (1,910) (933) (948)
Loans transfers, net (7,038) (8,850) (12,463) (347) (164) (222)
Administrative expenses (287) (1,736) (3,457) (40) (28) (330)
-------- -------- ---------- ------- ------- -------
Total Deductions 27,164 34,170 166,456 3,315 1,352 1,956
-------- -------- ---------- ------- ------- -------
Increase (Decrease)
in net assets 32,671 (60,946) (271,321) 57,227 25,380 45,240
Net assets at beginning
of year 350,335 436,218 2,985,218 0 0 0
-------- -------- ---------- ------- ------- -------
Net assets at end of year $383,006 $375,272 $2,713,897 $57,227 $25,380 $45,240
======== ======== ========== ======= ======= =======
38
Schedule III (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
ALLOCATION OF CHANGES IN NET ASSETS TO INVESTMENT FUNDS
For the year ended December 30, 1994
(in thousands)
Sub-total
Loan Boston Kodak Eastman Fidelity Managed Fidelity
Fund Safe Funds Stock Fund Stock Fund Income Portfolio Fund
------------ ------------- ------------ ------------ ---------------- -----------
ADDITIONS TO NET ASSETS:
Dividends on Eastman Kodak
Company common stock $ 11,392 $ 689
Dividends on Eastman stock $ 490
Other dividends 9,927
Interest 233,577 64 30 $ 23,561 $ 602
Income from common or
collective trusts
(pooled) funds 5,366
Net realized and unrealized
gains (losses) from
investments 32,819 4,531 2,872 4 (784)
Employer contributions 148,334 107 2,632 224
Transfers among funds 0 (8,744) 15,659 (46,217) 8,687
Transfers between plan trusts (378,751) 23,736 5,993 309,161
------- ---------- ------- ------- -------- ------
Total Additions $ 0 62,664 20,276 25,151 289,141 8,729
------- ---------- ------- ------- -------- ------
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (262) (145,713) (242) (43) (7,233) (42)
Distribution to successor plans (722) (54,722) (19,629) (24,943) (280,202) (8,677)
Loans transfers, net 29,084 0 (397) (163) (1,697) (9)
Administrative expenses (5,878) (8) (2) (9) (1)
------- ---------- ------- ------- -------- ------
Total Deductions (28,100) 206,313 20,276 25,151 289,141 8,729
------- ---------- ------- ------- -------- ------
Increase (Decrease)
in net assets 28,100 (143,649) 0 0 0 0
Net assets at beginning
of year 0 3,771,771 0 0 0 0
------- ---------- ------- ------- -------- ------
Net assets at end of year $28,100 $3,628,122 $ 0 $ 0 $ 0 $ 0
======= ========== ======= ======= ======== ======
39
Schedule III (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
ALLOCATION OF CHANGES IN NET ASSETS TO INVESTMENT FUNDS
For the year ended December 30, 1994
(in thousands)
Fidelity Fidelity Sub-total
Puritan Magellan Fidelity Loan Fidelity TOTAL
Fund Fund Contrafund Fund Investments ALL FUNDS
----------- ------------ ------------- ------------- ------------- ---------------
ADDITIONS TO NET ASSETS:
Dividends on Eastman Kodak
Company common stock $ 689 $ 12,081
Dividends on Eastman stock 490 490
Other dividends $ 1,428 $ 1,621 $ 97 3,146 13,073
Interest 16 51 18 24,342 257,919
Income from common or
collective trusts
(pooled) funds 5,366
Net realized and unrealized
gains (losses) from
investments (1,958) (2,346) (813) 1,506 34,325
Employer contributions 416 691 398 4,468 152,802
Transfers among funds 17,319 (1,192) 14,488 0 0
Transfers between plan trusts 36,351 $3,510 378,751 0
------- ------- ------- ------ -------- ----------
Total Additions 17,221 35,176 14,188 3,510 413,392 476,056
------- ------- ------- ------ -------- ----------
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (165) (321) (33) (33) (8,112) (153,825)
Distribution to successor plans (16,968) (34,493) (14,123) (6,216) (405,251) (459,973)
Loans transfers, net (88) (356) (29) 2,739 0 0
Administrative expenses (6) (3) (29) (5,907)
------- ------- ------- ------ -------- ----------
Total Deductions 17,221 35,176 14,188 3,510 413,392 619,705
------- ------- ------- ------ -------- ----------
Increase (Decrease)
in net assets 0 0 0 0 0 (143,649)
Net assets at beginning
of year 0 0 0 0 0 3,771,771
------- ------- ------- ------ -------- ----------
Net assets at end of year $ 0 $ 0 $ 0 $ 0 $ 0 $3,628,122
======= ======= ======= ====== ======== ==========
40
Schedule III (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
ALLOCATION OF CHANGES IN NET ASSETS TO INVESTMENT FUNDS
For the year ended December 30, 1993
(in thousands)
U.S. Fixed
Kodak Diversified Government Income
Stock Fund Securities Fund
(Fund A) (Fund B) (Fund C) (Fund D)
------ ------ ------ ------
ADDITIONS TO NET ASSETS:
Dividends on Eastman Kodak
Company common stock $ 11,415
Other dividends $ 5,833
Interest 838 1,224 $ 4 $ 256,697
Income from common or
collective trusts (pooled)
funds 1,408
Net realized and unrealized
gains (losses) from
investments 101,164 21,788 1 (7)
Employer contributions 9,218 32,106 133,818
Transfers among funds (43,783) 54,409 (162) (10,464)
-------- -------- ---- ----------
Total Additions 78,852 115,360 (157) 381,452
-------- -------- ---- ----------
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (10,900) (9,837) (97,583)
Administrative expenses (56) (431) (1) (1,627)
-------- -------- ---- ----------
Total Deductions 10,956 10,268 1 99,210
-------- -------- ---- ----------
Increase (Decrease)
in net assets 67,896 105,092 (158) 282,242
Net assets at beginning
of year 282,439 331,126 158 2,702,976
-------- -------- ---- ----------
Net assets at end
of year $350,335 $436,218 $ 0 $2,985,218
======== ======== ==== ==========
41
Schedule III (Cont'd)
EASTMAN KODAK EMPLOYEES' SAVINGS AND INVESTMENT PLAN
ALLOCATION OF CHANGES IN NET ASSETS TO INVESTMENT FUNDS
For the year ended December 30, 1992
(in thousands)
U.S. Fixed
Kodak Diversified Government Income
Stock Fund Securities Fund
(Fund A) (Fund B) (Fund C) (Fund D)
------ ------ ------ ------
ADDITIONS TO NET ASSETS:
Dividends on Eastman Kodak
Company common stock $ 13,057
Other dividends $ 4,196
Interest 901 963 $ 10 $ 245,928
Net realized and unrealized
gains (losses) from
investments (44,636) 27,666
Employer contributions 8,430 21,076 127,529
Transfers among funds 15,447 49,215 (21) (64,641)
-------- -------- ---- ----------
Total Additions (6,801) 103,116 (11) 308,816
-------- -------- ---- ----------
DEDUCTIONS FROM NET ASSETS:
Distributions to participants (10,662) (7,662) (11) (85,221)
-------- -------- ---- ----------
Total Deductions 10,662 7,662 11 85,221
-------- -------- ---- ----------
Increase (Decrease)
in net assets (17,463) 95,454 (22) 223,595
Net assets at beginning
of year 299,902 235,672 180 2,479,381
-------- -------- ---- ----------
Net assets at end
of year $282,439 $331,126 $158 $2,702,976
======== ======== ==== ==========
42
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-36731) of Eastman Kodak Company of our report
dated April 28, 1995 relating to the Eastman Kodak Employees' Savings and
Investment Plan financial statements appearing on page 3 of this Annual
Report on Form 11-K.
PRICE WATERHOUSE LLP
New York, New York
April 28, 1995
1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 30, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 1-87
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN I
225 Summit Avenue
Montvale, NJ 07645
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
EASTMAN KODAK COMPANY
343 State Street
Rochester, NY 14650
2
TABLE OF CONTENTS
Page No.
(I) Financial Statements
(a) Report of Independent Accountants 3
(b) Statement of Net Assets Available for Plan 4
Benefits - December 30, 1994 and 1993
(c) Statement of Changes in Net Assets 5 - 7
Available for Plan Benefits -
Year ended December 30, 1994 and 1993
(d) Notes to Financial Statements 8 - 16
(II) Signatures 17
(III) Exhibit
(a) Consent of Independent Accountants 18
3
REPORT OF INDEPENDENT ACCOUNTANTS
To the L&F Products Employees' Savings
Plan I Committee and the
Participants of the L&F Products
Employees' Savings Plan I
In our opinion, the accompanying statement of net assets available for plan
benefits and the related statement of changes in net assets available for
plan benefits with fund information present fairly, in all material respects,
the net assets available for plan benefits of the L&F Products Employees'
Savings Plan I at December 30, 1994, and the changes in net assets available
for plan benefits for the year then ended, in conformity with generally
accepted accounting principles. These financial statements are the
responsibility of the Plan Administrator; our responsibility is to express an
opinion on these financial statements based on our audit. We conducted our
audit of these statements in accordance with generally accepted auditing
standards which 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, assessing the
accounting principles used and significant estimates made by the Plan
Administrator, and evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for the opinion expressed
above.
We have previously audited, in accordance with generally accepted auditing
standards, the statement of net assets available for plan benefits as of
December 30, 1993 and the related statement of changes in net assets
available for plan benefits with fund information for the year then ended
(not presented herein) and in our report dated April 1, 1994 we expressed an
unqualified opinion on those financial statements. In our opinion, the
information set forth in the accompanying condensed statement of net assets
available for plan benefits as of December 30, 1993 and the condensed
statement of changes in net assets available for plan benefits for the year
ended December 30, 1993, when read in conjunction with the financial
statements from which it has been derived, is fairly stated in all material
respects in relation thereto.
As discussed in Note 1 to the financial statements, the businesses comprising
L&F Products Inc. were sold to MTF Acquisition Corporation and Reckitt & Colman
plc effective November 30, 1994 and December 31, 1994, respectively. The
financial statements do not include any obligations related to, or any
adjustments that may result from, the transfer of plan assets and liabilities
to defined contribution plans of the acquiring companies or the termination
of the Plan.
PRICE WATERHOUSE LLP
New York, New York
April 1, 1995
4
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN I
STATEMENT OF NET ASSETS
AVAILABLE FOR PLAN BENEFITS
DECEMBER 30, DECEMBER 30,
1994 1993
============ ===========
Investment in the L&F Products
Employees' Savings Plans
Master Trust, at fair
value (Note 4):
Eastman Kodak Company Fund $20,870,539 $18,873,999
Fidelity Retirement Money Market Portfolio 4,160,223 3,912,043
Fidelity Managed Income Portfolio 9,285,503 8,325,614
Fidelity Institutional Short-Intermediate
Government Portfolio 4,726,620 5,315,801
Fidelity Balanced Fund 3,628,074 4,275,771
Fidelity Growth & Income Portfolio 6,192,562 5,797,834
Fidelity U.S. Equity Index Portfolio 6,533,351 6,860,557
Fidelity Magellan Fund 6,623,310 5,514,711
---------- -----------
Total Investment in Master Trust 62,020,182 58,876,330
Participant Loans 218,519 180,989
---------- -----------
Net assets available for
plan benefits $62,238,701 $59,057,319
=========== ===========
The accompanying notes are an integral part of these financial statements.
5
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN I
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
For the year ended December 30, 1994
Fidelity Investments
----------------------------------------------------------------------------------------
Institutional
Short-
Retirement Intermediate
Eastman Kodak Money Market Managed Income Government Balanced
Company Fund Portfolio Portfolio Portfolio Fund Sub-Total
============= ============ ============== ============= ======== =========
Contributions:
Participants $ 1,127,574 $ 308,156 $ 694,439 $ 390,303 $ 437,568 $ 2,958,040
Transfers from other
tax-qualified
retirement plans 37,586 8,864 4,341 1,262 143,921 195,974
Employer 435,548 137,055 296,377 160,821 154,649 1,184,450
Investment income:
Interest and dividends 674,518 173,392 477,654 314,220 132,975 1,772,759
Net appreciation (depreciation)
of investments 1,003,779 -- -- (357,849) (377,659) 268,271
Total additions 3,279,005 627,467 1,472,811 508,757 491,454 6,379,494
Withdrawals by participants 1,510,645 1,128,031 1,373,043 419,712 413,207 4,844,638
Increase (Decrease) in net
assets 1,768,360 (500,564) 99,768 89,045 78,247 1,534,856
Net assets available for plan
benefits at beginning of year 18,873,999 3,912,043 8,325,614 5,315,801 4,275,771 40,703,228
Net asset transfers:
Interfund 228,180 748,744 860,121 (678,226) (725,944) 432,875
----------- ---------- ---------- ---------- ---------- -----------
Net assets available for plan
benefits at end of year $20,870,539 $4,160,223 $9,285,503 $4,726,620 $3,628,074 $42,670,959
=========== ========== ========== ========== ========== ===========
The accompanying notes are an integral part of these financial statements.
Continued on next page
6
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN I
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
For the year ended December 30, 1994
----------------------------------------------------------------------------------------------
Fidelity Investments
----------------------------------------------------------
Growth U.S.
Balance From & Income Equity Index Magellan Participant
Prior Page Portfolio Portfolio Fund Loans Total
============ ============ ============ ========== ========== ==============
Contributions:
Participants $ 2,958,040 $ 767,931 $ 500,505 $ 921,213 $ -- $ 5,147,689
Transfers from other
tax-qualified
retirement plans 195,974 58,061 4,987 73,569 -- 332,591
Employer 1,184,450 271,441 189,586 329,150 -- 1,974,627
Investment income:
Interest and dividends 1,772,759 444,575 205,399 243,450 16,154 2,682,337
Net appreciation
(depreciation) of
investments 268,271 (335,812) (159,767) (359,848) -- (587,156)
Total additions 6,379,494 1,206,196 740,710 1,207,534 16,154 9,550,088
Withdrawals by participants 4,844,638 477,912 532,894 513,262 -- 6,368,706
Increase (Decrease) in
net assets 1,534,856 728,284 207,816 694,272 16,154 3,181,382
Net assets available for plan
benefits at beginning of year 40,703,228 5,797,834 6,860,557 5,514,711 180,989 59,057,319
Net asset transfers:
Interfund 432,875 (333,556) (535,022) 414,327 21,376 --
----------- ---------- --------- ---------- ---------- -----------
Net assets available for plan
benefits at end of year $42,670,959 $6,192,562 $6,533,351 $6,623,310 $ 218,519 $62,238,701
=========== ========== ========== ========== ========== ===========
The accompanying notes are an integral part of these financial statements.
Continued on next page
7
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN I
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
For the Year For the Year
Ended 12/30/94 Ended 12/30/93
Total Total
============== ==============
Contributions:
Participants $ 5,147,689 $ 5,154,439
Transfers from other
tax-qualified
retirement plans 332,591 296,692
Employer 1,974,627 2,003,081
Investment income:
Interest and dividends 2,682,337 2,951,254
Net appreciation (depreciation)
of investments (587,156) 6,712,490
Total additions 9,550,088 17,117,956
Withdrawals by participants 6,368,706 4,228,300
Increase (Decrease) in net assets 3,181,382 12,889,656
Net assets available for plan
benefits at beginning of year 59,057,319 46,167,663
Net asset transfers:
Interfund -- --
----------- -----------
Net assets available for plan
benefits at end of year $62,238,701 $59,057,319
=========== ===========
The accompanying notes are an integral part of these financial statements.
8
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN I
Notes to Financial Statements
NOTE 1 - DESCRIPTION OF PLAN
============================
The L&F Products Employees' Savings Plan I (the "Plan") was sponsored by L&F
Products Inc. (the "Company") at 12/30/94. The Plan is a defined contribution
plan covering eligible employees of the Company who are not members of a
collective bargaining unit. Since the Plan is an individual account plan, it
is not subject to the funding requirements of the Employee Retirement Income
Security Act of 1974 ("ERISA"). Furthermore, it does not require termination
insurance, nor does it need to include the statutory provisions dealing with
the allocation of assets upon termination. The Company, however, reserves
the right to amend or terminate the Plan at any time. In the event of Plan
termination, participants will remain fully vested in their accounts.
Effective October 1, 1994, the sponsorship of the Plan was transferred to and
assumed by L&F Products Inc. The former sponsor was L&F Products, an
unincorporated division of Sterling Winthrop Inc., a subsidiary of Eastman Kodak
Company.
Eastman Kodak Company sold the businesses comprising L&F Products Inc. to
MTF Acquisition Corporation and Reckitt & Colman plc effective November 30, 1994
and December 31, 1994, respectively. In connection with such sales, the
sponsorship of the Plan was transferred to and assumed by Reckitt & Colman plc
on January 1, 1995. Under the sales agreement between Eastman Kodak Company
and the respective purchasers, the purchasers are required to establish defined
contribution plans for or to accept the transfer of account balances of the
plan participants. Upon such transfer of assets to the new plans it is
expected that the Plan will be terminated.
Participation in the Plan is voluntary. Company employees who are citizens
or residents of the United States or Puerto Rico and who are not members of a
collective bargaining unit may participate in the Plan after the completion
of one year of service.
Participants contribute to the Plan each pay period up to 16% of their base
salary in whole percentages. Contributions may be made as tax-deferred
contributions, non-tax-deferred contributions, or a combination of both. The
tax-deferred portion of these contributions will be subject to federal income
taxes when they are withdrawn or distributed. Participants may change the
amount of their contributions twice each calendar year.
The Company contributes to the Plan, on each participant's behalf, an amount
equal to (i) 100% of participants' contributions up to 2% of base salary,
plus (ii) 25% of participants' contributions between 2% and 6% of base
salary.
Participants are fully vested in their contributions at the time the
contributions are made. Participants are fully vested in Company matching
contributions after completion of five years of credited service.
Participants with less than five years of credited service become fully
vested in Company contributions attributable to matured class years. Company
contributions attributable to matured class years are those Company
contributions which have been held in participants' accounts for at least two
full Plan years.
9
Participants may elect to have their accounts invested in multiples of 10% in
the Eastman Kodak Company Fund, Fidelity Retirement Money Market Portfolio,
Fidelity Managed Income Portfolio, Fidelity Institutional Short-Intermediate
Government Portfolio, Fidelity Balanced Fund, Fidelity Growth & Income
Portfolio, Fidelity U.S. Equity Index Portfolio, and Fidelity Magellan Fund,
which are part of the L&F Products Employees' Savings Plan Master Trust
(the "Master Trust"). Dividends paid and interest earned are credited to each
participant's account and reinvested in the respective funds. Participants may
change their elections or transfer their accounts among the various Master Trust
funds six times each calendar year.
Following retirement, death, or termination of employment, the entire amount
of a participant's balance is distributed at the election of the participant
(or beneficiary). Participants may elect to receive: (i) a single lump-sum
payment; or (ii) nearly equal annual installments for up to 10 years, or
(iii) a straight life annuity, or (iv) a joint and survivor annuity. Balances
of $3,500 or less, however, are automatically paid out in the form of an
immediate lump-sum payment.
An active participant is entitled to withdraw all or any portion of their
account attributable to non tax-deferred contributions subject to certain
limitations. A participant may withdraw any portion of their account
attributable to tax-deferred contributions on attaining age 59 1/2 or if needed
to meet financial hardship. However, earnings on tax-deferred contributions
credited after 1988 may not be withdrawn in a hardship withdrawal. Withdrawal
of any matured portion of a participant's account attributable to Company
contributions is permitted subject to certain withdrawal restrictions.
The Plan re-allocates forfeitures of non-vested Company contributions
resulting from employee terminations to the accounts of active participants.
Forfeitures amounted to $130,005 and $98,734 for the years ended December 30,
1994 and 1993, respectively.
A participant may borrow one-half of their vested account balance up to
a maximum of $50,000. All loans must be repaid within five years except for
those used to acquire a principal residence. Loans are secured by up to 50%
of the participant's vested interest in the Plan. Loans bear interest at 2%
per annum above the annualized prime interest rate as reported in The Wall
Street Journal in effect as of the date on which the loan is made.
The Plan is administered by a committee, consisting of not less than three
members, appointed by the President of the Company (the "Committee").
Fidelity Investments ("Fidelity") is the trustee under a group trust
agreement with the Company. Fidelity is also the custodian and recordkeeper
of the assets of the Master Trust and individual participants' accounts.
Investment decisions regarding the Fidelity funds are made by Fidelity.
10
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
===================================================
The following is a summary of significant accounting policies followed by
the Plan and the Master Trust:
Basis of accounting:
The accounts of the Plan and Master Trust have been prepared on an accrual
basis. Certain prior year amounts have been reclassified to conform with
current year presentation.
Valuation of investments:
Plan Investments at December 30, 1994 and 1993, consist of an undivided
interest in the Master Trust assets which are presented at fair value. The
fair value of investments held by the Master Trust is stated at the
closing market price for investments traded on National Securities
Exchanges or at the published net asset value for mutual funds. Security
transactions are accounted for on a trade date basis. Net assets and net
investment income of the Master Trust are allocated to the Plan based upon
participants' account balances and activity.
Income and expense recognition:
All expenses of the Plan and its administration, except for brokers'
commissions which are deducted from investment transactions, are paid by
the Company. Dividend income is recorded on the ex-dividend date and
interest income is recorded as earned.
NOTE 3 - EASTMAN CHEMICAL COMPANY SPIN-OFF
==========================================
On December 31, 1993, Kodak spun-off its worldwide chemical business
through a dividend to its shareowners. For every four Kodak shares owned,
shareowners received one share of Eastman Chemical Company ("ECC"). On
January 4, 1994, the L&F Products Employee Savings Plan Trust received 98,173
shares of ECC stock which it sold for $4,277,477 and acquired Kodak shares
with these proceeds.
11
NOTE 4 - INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLANS MASTER TRUST
=============================================================================
The net assets of the Plan are consolidated in the Master Trust together with
net assets of the L&F Products Employees' Savings Plan II. The Master Trust
assets are comprised of the following funds:
Eastman Kodak Company Fund - This fund consists principally of common stock
of Kodak and cash or cash equivalents which Fidelity deems reasonably
necessary for orderly investment in such stock and for anticipated cash
requirements.
Fidelity Retirement Money Market Portfolio - This fund consists of high
quality U.S. dollar denominated money market instruments of U.S. and foreign
issuers which present minimal credit risk. These instruments include
obligations of the U.S. Government, obligations of financial institutions,
and short term corporate obligations.
Fidelity Managed Income Portfolio - This fund consists of high quality open
ended Guaranteed Investment Contracts, Bank Investment Contracts, insurance
company separate accounts, and synthetic Guaranteed Investment Contracts.
Fidelity Institutional Short-Intermediate Government Portfolio - This fund
invests primarily in obligations that are either issued or guaranteed by the
U.S. Government, its agencies or instrumentalities, and repurchase agreements
backed by such securities.
Fidelity Balanced Fund - This fund consists of common and preferred stocks
and fixed income bonds. At least 25% of the funds assets are always invested
in fixed income bonds.
Fidelity Growth & Income Portfolio - This fund consists of common and preferred
stocks and convertible securities and bonds.
Fidelity U.S. Equity Index Portfolio - This fund consists of a proportionate
share of the common stock of the companies which comprise the S&P 500 Index.
Fidelity Magellan Fund - This fund invests primarily in common stocks and
convertible securities of both well known and lesser-known companies.
12
INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLAN MASTER TRUST (CONTINUED)
The statements of net assets with fund information and changes in net assets with fund information of the Master Trust are as
follows:
December 30, 1994
Fidelity Investments
-----------------------------------------------------------------------------------------
Institutional
Short-
Retirement Intermediate
Eastman Kodak Money Market Managed Income Government Balanced
Company Fund Portfolio Portfolio Portfolio Fund Sub-Total
============= ========= ========== ========== ========= ===========
Eastman Kodak Company common
stock $24,082,331 $ -- $ -- $ -- $ -- $24,082,331
Fidelity
U.S. Gov't Reserve Pool 216,352 -- -- -- -- 216,352
Retirement Money Market Portfolio -- 4,536,138 -- -- -- 4,536,138
Managed Income Portfolio -- -- 10,197,490 -- -- 10,197,490
Short-Intermediate Gov't Portfolio -- -- -- 4,907,856 -- 4,907,856
Balanced Fund -- -- -- -- 3,789,664 3,789,664
Growth and Income Portfolio -- -- -- -- -- --
U.S. Equity Index Portfolio -- -- -- -- -- --
Magellan Fund -- -- -- -- -- --
Dividend/interest receivable 198,735 20,440 49,644 31,913 -- 300,732
Receivable from trustee and other 3,256 -- -- -- -- 3,256
----------- ---------- ---------- ---------- ---------- -----------
Total Master Trust net assets $24,500,674 $4,556,578 $10,247,134 $4,939,769 $3,789,664 $48,033,819
=========== ========== =========== ========== ========== ===========
Continued on next page
13
INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLAN MASTER TRUST (CONTINUED)
December 30, 1994
Fidelity Investments
----------------------------------------------------------------------------
Growth U.S.
Balance From & Income Equity Index Magellan Dec. 30, 1993
Prior Page Portfolio Portfolio Fund TOTAL TOTAL
============ ============ ============ ========== =========== ===========
Eastman Kodak Company common
stock $24,082,331 $ -- $ -- $ -- $24,082,331 $21,657,122
Fidelity
U.S. Gov't Reserve Pool 216,352 -- -- -- 216,352 381,221
Retirement Money Market
Portfolio 4,536,138 -- -- -- 4,536,138 4,199,341
Managed Income Portfolio 10,197,490 -- -- -- 10,197,490 9,198,719
Short-Intermediate Gov't
Portfolio 4,907,856 -- -- -- 4,907,856 5,519,068
Balanced Fund 3,789,664 -- -- -- 3,789,664 4,454,424
Growth and Income Portfolio -- 6,463,108 -- -- 6,463,108 6,003,949
U.S. Equity Index Portfolio -- -- 6,885,597 -- 6,885,597 7,151,783
Magellan Fund -- -- -- 6,897,969 6,897,969 5,762,758
Dividend/interest receivable 300,732 -- -- -- 300,732 273,215
Receivable from trustee and other 3,256 -- -- -- 3,256 4,255
----------- ---------- ---------- ---------- ----------- -----------
Total Master Trust net assets $48,033,819 $6,463,108 $6,885,597 $6,897,969 $68,280,493 $64,605,855
=========== ========== ========== ========== =========== ===========
14
INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLAN MASTER TRUST (CONTINUED)
=================================================================================
For the year ended December 30, 1994
Fidelity Investments
---------------------------------------------------------------------------------------
Institutional
Retirement Short-Inter-
Eastman Kodak Money Market Managed Income mediate Gov't Balanced
Company Fund Portfolio Portfolio Portfolio Fund Sub-Total
============ ============ ============== ============== ========= ========
Contributions:
Participants $ 1,262,865 $ 351,338 $ 792,409 $ 411,345 $ 458,366 $ 3,276,323
Transfers from other
tax-qualified
retirement plans 37,586 8,864 4,341 1,262 143,921 195,974
Employer 491,019 157,204 338,162 169,629 161,301 1,317,315
Investment income:
Interest and dividends 811,224 186,497 528,208 328,528 138,712 1,993,169
Net appreciation
(depreciation)
of investments 1,181,287 -- -- (374,168) (393,515) 413,604
Total additions 3,783,981 703,903 1,663,120 536,596 508,785 7,196,385
Withdrawals by participants 1,603,232 1,207,326 1,556,095 448,169 427,477 5,242,299
Increase (Decrease) in
net assets 2,180,749 (503,423) 107,025 88,427 81,308 1,954,086
Net assets available for plan
benefits at beginning
of year 22,232,342 4,210,445 9,241,470 5,546,406 4,456,472 45,687,135
Net asset transfers:
Interfund 87,583 849,556 898,639 (695,064) (748,116) 392,598
---------- ---------- ----------- ---------- --------- -----------
Net assets available for plan
benefits at end of year $24,500,674 $4,556,578 $10,247,134 $4,939,769 $3,789,664 $48,033,819
=========== ========== =========== ========== ========== ===========
Continued on next page
15
INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLAN MASTER TRUST (CONTINUED)
===============================================================================
For the year ended December 30, 1994
Fidelity Investments
----------------------------------------------------------------------------
Growth U.S. For the Year
Balance From & Income Equity Index Magellan Ended 12/30/93
Prior Page Portfolio Portfolio Fund Total Total
=========== ============ ============== ============= ============ ===============
Contributions:
Participants $ 3,276,323 $ 794,737 $ 561,824 $ 952,736 $ 5,585,620 $ 5,574,317
Transfers from other
tax-qualified
retirement plans 195,974 58,061 4,987 73,569 332,591 296,692
Employer 1,317,315 280,273 212,178 339,342 2,149,108 2,172,093
Investment income:
Interest and dividends 1,993,169 462,546 215,493 252,355 2,923,563 3,198,814
Net appreciation (depreciation)
of investments 413,604 (348,543) (167,104) (372,160) (474,203) 7,745,255
Total additions 7,196,385 1,247,074 827,378 1,245,842 10,516,679 18,987,171
Withdrawals by participants 5,242,299 493,820 566,508 539,414 6,842,041 4,793,223
Increase (Decrease) in net assets 1,954,086 753,254 260,870 706,428 3,674,638 14,193,948
Net assets available for plan
benefits at beginning
of year 45,687,135 6,004,082 7,151,797 5,762,841 64,605,855 50,411,907
Net asset transfers:
Interfund 392,598 (294,228) (527,070) 428,700 -- --
----------- ---------- ---------- ---------- ----------- -----------
Net assets available for plan
benefits at end of year $48,033,819 $6,463,108 $6,885,597 $6,897,969 $68,280,493 $64,605,855
=========== ========== ========== ========== =========== ===========
16
NOTE 5 - FEDERAL INCOME TAXES
=============================
The Plan is intended to be a qualified plan under Sections 401(a) and 401(k)
of the Internal Revenue Code and as such is exempt from federal income taxes
under Section 501(a) of the Code. The Plan obtained its latest determination
letter on September 16, 1992, in which the Internal Revenue Service stated
that the Plan, as then designed, 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 currently designed and being
operated in compliance with the applicable requirements of the Internal
Revenue Code. Therefore, they believe that the Plan was qualified and the
related trust was tax-exempt as of the financial statement date.
17
(II) SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the Plan) have
duly caused this annual report to be signed by the undersigned
hereunto duly authorized.
L&F Products
Employees' Savings Plan I
Raymond J. Stack, Jr.
Date: April 1, 1995
18
(III) EXHIBIT
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the
Registration Statement on Form S-8 (No. 33-38633) of Eastman Kodak
Company of our report dated April 1, 1995 relating to the L&F Products
Employees'Savings Plan I financial statements appearing on page 3 of
this Annual Report on Form 11-K.
PRICE WATERHOUSE LLP
New York, New York
April 24, 1995
1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 11-K
[x] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 30, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission file number 1-87
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN II
225 Summit Avenue
Montvale, NJ 07645
B. Name of issuer of the securities held pursuant to the plan and
the address of its principal executive office:
EASTMAN KODAK COMPANY
343 State Street
Rochester, NY 14650
2
TABLE OF CONTENTS
Page No.
(I) Financial Statements
(a) Report of Independent Accountants 3
(b) Statement of Net Assets Available for Plan 4
Benefits - December 30, 1994 and 1993
(c) Statement of Changes in Net Assets 5 - 7
Available for Plan Benefits -
Year ended December 30, 1994 and 1993
(d) Notes to Financial Statements 8 - 16
(II) Signatures 17
(III) Exhibit
(a) Consent of Independent Accountants 18
3
REPORT OF INDEPENDENT ACCOUNTANTS
To the L&F Products Employees'
Savings Plan II Committee and the
Participants of the L&F Products
Employees' Savings Plan II
In our opinion, the accompanying statement of net assets available for plan
benefits and the related statement of changes in net assets available for
plan benefits with fund information present fairly, in all material respects,
the net assets available for plan benefits of the L&F Products Employees'
Savings Plan II at December 30, 1994, and the changes in net assets available
for plan benefits for the year then ended, in conformity with generally
accepted accounting principles. These financial statements are the
responsibility of the Plan Administrator; our responsibility is to express an
opinion on these financial statements based on our audit. We conducted our
audit of these statements in accordance with generally accepted auditing
standards which 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, assessing the
accounting principles used and significant estimates made by the Plan
Administrator, and evaluating the overall financial statement presentation. We
believe that our audit provides a reasonable basis for the opinion expressed
above.
We have previously audited, in accordance with generally accepted auditing
standards, the statement of net assets available for plan benefits as of
December 30, 1993 and the related statement of changes in net assets
available for plan benefits with fund information for the year then ended
(not presented herein) and in our report dated April 1, 1994 we expressed an
unqualified opinion on those financial statements. In our opinion, the
information set forth in the accompanying condensed statement of net assets
available for plan benefits as of December 30, 1993 and the condensed
statement of changes in net assets available for plan benefits for the year
ended December 30, 1993, when read in conjunction with the financial
statements from which it has been derived, is fairly stated in all material
respects in relation thereto.
As discussed in Note 1 to the financial statements, the businesses comprising
L&F Products Inc. were sold to MTF Acquisition Corporation and Reckitt & Colman
plc effective November 30, 1994 and December 31, 1994, respectively. The
financial statements do not include any obligations related to, or any
adjustments that may result from, the transfer of plan assets and liabilities
to defined contribution plans of the acquiring companies or the termination
of the Plan.
PRICE WATERHOUSE LLP
New York, New York
April 1, 1995
4
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN II
STATEMENT OF NET ASSETS
AVAILABLE FOR PLAN BENEFITS
DECEMBER 30, DECEMBER 30,
1994 1993
============ ============
Investment in the L&F Products
Employees' Savings Plans
Master Trust, at fair
value (Note 4):
Eastman Kodak Company Fund $3,630,135 $3,358,343
Fidelity Retirement Money Market Portfolio 396,355 298,402
Fidelity Managed Income Portfolio 961,631 915,856
Fidelity Institutional Short-Intermediate
Government Portfolio 213,149 230,605
Fidelity Balanced Fund 161,590 180,701
Fidelity Growth & Income Portfolio 270,546 206,248
Fidelity U.S. Equity Index Portfolio 352,246 291,240
Fidelity Magellan Fund 274,659 248,130
---------- ----------
Total Investment in Master Trust 6,260,311 5,729,525
Participant Loans 3,323 814
---------- ----------
Net assets available for
plan benefits $6,263,634 $5,730,339
========== ==========
The accompanying notes are an integral part of these financial statements.
5
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN II
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
For the year ended December 30, 1994
Fidelity Investments
----------------------------------------------------------------------------------------
Institutional
Short-
Retirement Intermediate
Eastman Kodak Money Market Managed Income Government Balanced
Company Fund Portfolio Portfolio Portfolio Fund Sub-Total
============ ============ ============== ============== ========= =========
Contributions:
Participants $ 135,291 $ 43,182 $ 97,970 $ 21,042 $ 20,798 $ 318,283
Transfers from other
tax-qualified
retirement plans -- -- -- -- -- --
Employer 55,471 20,149 41,785 8,808 6,652 132,865
Investment income:
Interest and dividends 120,552 13,105 50,554 14,308 5,737 204,256
Net appreciation (depreciation)
of investments 177,508 -- -- (16,319) (15,856) 145,333
Total additions 488,822 76,436 190,309 27,839 17,331 800,737
Withdrawals by participants 99,220 59,829 171,891 30,764 13,297 375,001
Increase (Decrease) in net assets 389,602 16,607 18,418 (2,925) 4,034 425,736
Net assets available for plan
benefits at beginning of year 3,358,343 298,402 915,856 230,605 180,701 4,983,907
Net asset transfers:
Interfund (117,810) 81,346 27,357 (14,531) (23,145) (46,783)
---------- -------- -------- -------- -------- ----------
Net assets available for plan
benefits at end of year $3,630,135 $396,355 $961,631 $213,149 $161,590 $5,362,860
========== ======== ======== ======== ======== ==========
The accompanying notes are an integral part of these financial statements.
Continued on next page
6
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN II
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
For the year ended December 30, 1994
----------------------------------------------------------------------------------------
Fidelity Investments
---------------------------------------------------------
Growth U.S.
Balance from & Income Equity Index Magellan Participant
Prior Page Portfolio Portfolio Fund Loans Total
============= ============ ============== ============ ============ ==============
Contributions:
Participants $ 318,283 $ 26,806 $ 61,319 $ 31,523 $ -- $ 437,931
Transfers from other
tax-qualified
retirement plans -- -- -- -- -- --
Employer 132,865 8,832 22,592 10,192 -- 174,481
Investment income:
Interest and dividends 204,256 17,971 10,094 8,905 -- 241,226
Net appreciation
(depreciation) of
investments 145,333 (12,731) (7,337) (12,312) -- 112,953
Total additions 800,737 40,878 86,668 38,308 -- 966,591
Withdrawals by participants 375,001 9,694 32,548 16,053 -- 433,296
Increase (Decrease) in
net assets 425,736 31,184 54,120 22,255 -- 533,295
Net assets available for plan
benefits at beginning of year 4,983,907 206,248 291,240 248,130 814 5,730,339
Net asset transfers:
Interfund (46,783) 33,114 6,886 4,274 2,509 --
---------- -------- -------- -------- ------ ----------
Net assets available for plan
benefits at end of year $5,362,860 $270,546 $352,246 $274,659 $3,323 $6,263,634
========== ======== ======== ======== ====== ==========
The accompanying notes are an integral part of these financial statements.
Continued on next page
7
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN II
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
For the Year For the Year
Ended 12/30/94 Ended 12/30/93
Total Total
============== ==============
Contributions:
Participants $ 437,931 $ 419,878
Transfers from other
tax-qualified
retirement plans -- --
Employer 174,481 169,012
Investment income:
Interest and dividends 241,226 247,560
Net appreciation (depreciation)
of investments 112,953 1,032,765
Total additions 966,591 1,869,215
Withdrawals by participants 433,296 481,505
Increase (Decrease) in net assets 533,295 1,387,710
Net assets available for plan
benefits at beginning of year 5,730,339 4,342,629
Net asset transfers:
Interfund -- --
---------- ----------
Net assets available for plan
benefits at end of year $6,263,634 $5,730,339
========== ==========
The accompanying notes are an integral part of these financial statements.
8
L&F PRODUCTS
EMPLOYEES' SAVINGS PLAN II
Notes to Financial Statements
NOTE 1 - DESCRIPTION OF PLAN
============================
The L&F Products Employees' Savings Plan II (the "Plan") was sponsored by L&F
Products Inc. (the "Company") at 12/30/94. The Plan is a defined contribution
plan covering eligible employees of the Company who are members of a collective
bargaining unit. Since the Plan is an individual account plan, it is not
subject to the funding requirements of the Employee Retirement Income
Security Act of 1974 ("ERISA"). Furthermore, it does not require termination
insurance, nor does it need to include the statutory provisions dealing with
the allocation of assets upon termination. The Company, however, reserves
the right to amend or terminate the Plan at any time. In the event of Plan
termination, participants will remain fully vested in their accounts.
Effective October 1, 1994, the sponsorship of the Plan was transferred to and
assumed by L&F Products Inc. The former sponsor was L&F Products, an
unincorporated division of Sterling Winthrop Inc., a subsidiary of Eastman Kodak
Company.
Eastman Kodak Company sold the businesses comprising L&F Products Inc. to MTF
Acquisition Corporation and Reckitt & Colman plc effective November 30, 1994
and December 31, 1994, respectively. In connection with such sales, the
sponsorship of the Plan was transferred to and assumed by Reckitt & Colman
plc on January 1, 1995. Under the sales agreement between Eastman Kodak Company
and the respective purchasers, the purchasers are required to establish defined
contribution plans for or to accept the transfer of account balances of the
plan participants. Upon such transfer of assets to the new plans it is
expected that the Plan will be terminated.
Participation in the Plan is voluntary. Company employees who are members of
a collective bargaining unit may participate in the Plan after the completion
of one year of service.
Participants contribute to the Plan each pay period up to 16% of their base
salary in whole percentages. Contributions may be made as tax-deferred
contributions, non-tax-deferred contributions, or a combination of both. The
tax-deferred portion of these contributions will be subject to federal income
taxes when they are withdrawn or distributed. Participants may change the
amount of their contributions twice each calendar year.
The Company contributes to the Plan, on each participant's behalf, an amount
equal to 100% of participants' contributions up to 2% of base salary.
Participants are fully vested in their contributions at the time the
contributions are made. Participants are fully vested in Company matching
contributions after completion of five years of credited service.
Participants with less than five years of credited service become fully
vested in Company contributions attributable to matured class years. Company
contributions attributable to matured class years are those Company
contributions which have been held in participants' accounts for at least two
full Plan years.
9
Participants may elect to have their accounts invested in multiples of 10% in
the Eastman Kodak Company Fund, Fidelity Retirement Money Market Portfolio,
Fidelity Managed Income Portfolio, Fidelity Institutional Short- Intermediate
Government Portfolio, Fidelity Balanced Fund, Fidelity Growth & Income
Portfolio, Fidelity U.S. Equity Index Portfolio, and Fidelity Magellan Fund,
which are part of the L&F Products Employees' Savings Plan Master Trust
(the "Master Trust"). Dividends paid and interest earned are credited to each
participant's account and reinvested in the respective funds. Participants may
change their elections or transfer their accounts among the various Master Trust
funds six times each calendar year.
Following retirement, death, or termination of employment, the entire amount
of a participant's balance is distributed at the election of the participant
(or beneficiary). Participants may elect to receive: (i) a single lump-sum
payment; or (ii) nearly equal annual installments for up to 10 years, or
(iii) a straight life annuity, or (iv) a joint and survivor annuity.
Balances of $3,500 or less, however, are automatically paid out in the form
of an immediate lump-sum payment.
An active participant is entitled to withdraw all or any portion of their
account attributable to non tax-deferred contributions subject to certain
limitations. A participant may withdraw any portion of their account
attributable to tax-deferred contributions on attaining age 59 1/2 or if needed
to meet financial hardship. However, earnings on tax-deferred contributions
credited after 1988 may not be withdrawn in a hardship withdrawal.
Withdrawal of any matured portion of a participant's account attributable to
Company contributions is permitted subject to certain withdrawal
restrictions.
The Plan re-allocates forfeitures of non-vested Company contributions
resulting from employee terminations to the accounts of active participants.
Forfeitures amounted to $2,364 and $338 for the years ended December 30, 1994
and 1993, respectively.
A participant may borrow one-half of their vested account balance up to a
maximum of $50,000. All loans must be repaid within five years except for
those used to acquire a principal residence. Loans are secured by up to 50%
of the participant's vested interest in the Plan. Loans bear interest at 2%
per annum above the annualized prime interest rate as reported in The Wall
Street Journal in effect as of the date on which the loan is made.
The Plan is administered by a committee, consisting of not less than three
members, appointed by the President of the Company (the "Committee").
Fidelity Investments ("Fidelity") is the trustee under a group trust
agreement with the Company. Fidelity is also the custodian and recordkeeper
of the assets of the Master Trust and individual participants' accounts.
Investment decisions regarding the Fidelity funds are made by Fidelity.
10
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
===================================================
The following is a summary of significant accounting policies followed by the
Plan and the Master Trust:
Basis of accounting:
The accounts of the Plan and Master Trust have been prepared on an accrual
basis. Certain prior year amounts have been reclassified to conform with
current year presentation.
Valuation of investments:
Plan Investments at December 30, 1994 and 1993, consist of an undivided
interest in the Master Trust assets which are presented at fair value. The
fair value of investments held by the Master Trust is stated at the closing
market price for investments traded on National Securities Exchanges or at
the published net asset value for mutual funds. Security transactions are
accounted for on a trade date basis. Net assets and net investment income of
the Master Trust are allocated to the Plan based upon participants' account
balances and activity.
Income and expense recognition:
All expenses of the Plan and its administration, except for brokers'
commissions which are deducted from investment transactions, are paid by the
Company. Dividend income is recorded on the ex-dividend date and interest
income is recorded as earned.
NOTE 3 - EASTMAN CHEMICAL COMPANY SPIN-OFF
==========================================
On December 31, 1993, Kodak spun-off its worldwide chemical business through
a dividend to its shareowners. For every four Kodak shares owned,
shareowners received one share of Eastman Chemical Company ("ECC"). On
January 4, 1994, the L&F Products Employee Savings Plan Trust received 98,173
shares of ECC stock which it sold for $4,277,477 and acquired Kodak shares with
these proceeds.
11
NOTE 4 - INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLANS MASTER TRUST
=============================================================================
The net assets of the Plan are consolidated in the Master Trust together with
net assets of the L&F Products Employees' Savings Plan I. The Master Trust
assets are comprised of the following funds:
Eastman Kodak Company Fund - This fund consists principally of common stock
of Kodak and cash or cash equivalents which Fidelity deems reasonably
necessary for orderly investment in such stock and for anticipated cash
requirements.
Fidelity Retirement Money Market Portfolio - This fund consists of high
quality U.S. dollar denominated money market instruments of U.S. and foreign
issuers which present minimal credit risk. These instruments include
obligations of the U.S. Government, obligations of financial institutions,
and short term corporate obligations.
Fidelity Managed Income Portfolio - This fund consists of high quality open
ended Guaranteed Investment Contracts, Bank Investment Contracts, insurance
company separate accounts, and synthetic Guaranteed Investment Contracts.
Fidelity Institutional Short-Intermediate Government Portfolio - This fund
invests primarily in obligations that are either issued or guaranteed by the
U.S. Government, its agencies or instrumentalities, and repurchase agreements
backed by such securities.
Fidelity Balanced Fund - This fund consists of common and preferred stocks
and fixed income bonds. At least 25% of the funds assets are always invested
in fixed income bonds.
Fidelity Growth & Income Portfolio - This fund consists of common and preferred
stocks and convertible securities and bonds.
Fidelity U.S. Equity Index Portfolio - This fund consists of a proportionate
share of the common stock of the companies which comprise the S&P 500 Index.
Fidelity Magellan Fund - This fund invests primarily in common stocks
and convertible securities of both well known and lesser-known companies.
12
INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLAN MASTER TRUST (CONTINUED)
The statements of net assets with fund information and changes in net assets with fund information of the Master
Trust are as follows:
December 30, 1994
Fidelity Investments
-----------------------------------------------------------------------------------------
Institutional
Short-
Retirement Intermediate
Eastman Kodak Money Market Managed Income Government Balanced
Company Fund Portfolio Portfolio Portfolio Fund Sub-Total
============ ========= ========== ========= ========= ===========
Eastman Kodak Company common
stock $24,082,331 $ -- $ -- $ -- $ -- $24,082,331
Fidelity
U.S. Gov't Reserve Pool 216,352 -- -- -- -- 216,352
Retirement Money Mkt. -- 4,536,138 -- -- -- 4,536,138
Managed Income Portfolio -- -- 10,197,490 -- -- 10,197,490
Short-Intermediate Government
Portfolio -- -- -- 4,907,856 -- 4,907,856
Balanced Fund -- -- -- -- 3,789,664 3,789,664
Growth and Income Portfolio -- -- -- -- -- --
U.S. Equity Index Portfolio -- -- -- -- -- --
Magellan Fund -- -- -- -- -- --
Dividend/interest receivable 198,735 20,440 49,644 31,913 -- 300,732
Receivable from trustee and other 3,256 -- -- -- -- 3,256
----------- ---------- ---------- ---------- ---------- -----------
Total Master Trust net assets $24,500,674 $4,556,578 $10,247,134 $4,939,769 $3,789,664 $48,033,819
=========== ========== =========== ========== ========== ===========
Continued on next page
13
INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLAN MASTER TRUST (CONTINUED)
December 30, 1994
Fidelity Investments
----------------------------------------------------------------------------
Growth U.S.
Balance From & Income Equity Index Magellan Dec. 30, 1993
Prior Page Portfolio Portfolio Fund TOTAL TOTAL
============ ============ ============ ========== =========== ===========
Eastman Kodak Company common
stock $24,082,331 $ -- $ -- $ -- $24,082,331 $21,657,122
Fidelity
U.S. Gov't Reserve Pool 216,352 -- -- -- 216,352 381,221
Retirement Money Mkt.
Portfolio 4,536,138 -- -- -- 4,536,138 4,199,341
Managed Income Portfolio 10,197,490 -- -- -- 10,197,490 9,198,719
Short-Intermediate Gov't
Portfolio 4,907,856 -- -- -- 4,907,856 5,519,068
Balanced Fund 3,789,664 -- -- -- 3,789,664 4,454,424
Growth and Income Portfolio -- 6,463,108 -- -- 6,463,108 6,003,949
U.S. Equity Index Portfolio -- -- 6,885,597 -- 6,885,597 7,151,783
Magellan Fund -- -- -- 6,897,969 6,897,969 5,762,758
Dividend/interest receivable 300,732 -- -- -- 300,732 273,215
Receivable from trustee and other 3,256 -- -- -- 3,256 4,255
----------- ---------- ---------- ---------- ----------- -----------
Total Master Trust net assets $48,033,819 $6,463,108 $6,885,597 $6,897,969 $68,280,493 $64,605,855
=========== ========== ========== ========== =========== ===========
14
INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLAN MASTER TRUST (CONTINUED)
=================================================================================
For the year ended December 30, 1994
Fidelity Investments
---------------------------------------------------------------------------------------
Institutional
Retirement Short-Inter-
Eastman Kodak Money Market Managed Income mediate Gov't Balanced
Company Fund Portfolio Portfolio Portfolio Fund Sub-Total
============ ============ ============== ============== ========= ========
Contributions:
Participants $ 1,262,865 $ 351,338 $ 792,409 $ 411,345 $ 458,366 $ 3,276,323
Transfers from other
tax-qualified
retirement plans 37,586 8,864 4,341 1,262 143,921 195,974
Employer 491,019 157,204 338,162 169,629 161,301 1,317,315
Investment income:
Interest and dividends 811,224 186,497 528,208 328,528 138,712 1,993,169
Net appreciation
(depreciation) of
investments 1,181,287 -- -- (374,168) (393,515) 413,604
Total additions 3,783,981 703,903 1,663,120 536,596 508,785 7,196,385
Withdrawals by participants 1,603,232 1,207,326 1,556,095 448,169 427,477 5,242,299
Increase (Decrease) in
net assets 2,180,749 (503,423) 107,025 88,427 81,308 1,954,086
Net assets available for plan
benefits at beginning
of year 22,232,342 4,210,445 9,241,470 5,546,406 4,456,472 45,687,135
Net asset transfers:
Interfund 87,583 849,556 898,639 (695,064) (748,116) 392,598
----------- ---------- ----------- ---------- ---------- -----------
Net assets available for plan
benefits at end of year $24,500,674 $4,556,578 $10,247,134 $4,939,769 $3,789,664 $48,033,819
=========== ========== =========== ========== ========== ===========
Continued on next page
15
INVESTMENT IN THE L&F PRODUCTS EMPLOYEES' SAVINGS PLAN MASTER TRUST (CONTINUED)
===============================================================================
For the year ended December 30, 1994
Fidelity Investments
----------------------------------------------------------------------------
Growth U.S. For the Year
Balance From & Income Equity Index Magellan Ended 12/30/93
Prior Page Portfolio Portfolio Fund Total Total
=========== ============ ============== ============= ============ ===============
Contributions:
Participants $ 3,276,323 $ 794,737 $ 561,824 $ 952,736 $ 5,585,620 $ 5,574,317
Transfers from other
tax-qualified
retirement plans 195,974 58,061 4,987 73,569 332,591 296,692
Employer 1,317,315 280,273 212,178 339,342 2,149,108 2,172,093
Investment income:
Interest and dividends 1,993,169 462,546 215,493 252,355 2,923,563 3,198,814
Net appreciation (depreciation)
of investments 413,604 (348,543) (167,104) (372,160) (474,203) 7,745,255
Total additions 7,196,385 1,247,074 827,378 1,245,842 10,516,679 18,987,171
Withdrawals by participants 5,242,299 493,820 566,508 539,414 6,842,041 4,793,223
Increase (Decrease) in net assets 1,954,086 753,254 260,870 706,428 3,674,638 14,193,948
Net assets available for plan
benefits at beginning of year 45,687,135 6,004,082 7,151,797 5,762,841 64,605,855 50,411,907
Net asset transfers:
Interfund 392,598 (294,228) (527,070) 428,700 -- --
---------- ---------- ---------- ---------- ----------- -----------
Net assets available for plan
benefits at end of year $48,033,819 $6,463,108 $6,885,597 $6,897,969 $68,280,493 $64,605,855
=========== ========== ========== ========== =========== ===========
16
NOTE 5 - FEDERAL INCOME TAXES
=============================
The Plan is intended to be a qualified plan under Sections 401(a) and 401(k)
of the Internal Revenue Code and as such is exempt from federal income taxes
under Section 501(a) of the Code. The Plan obtained its latest determination
letter on March 16, 1992, in which the Internal Revenue Service stated that
the Plan, as then designed, 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 currently designed and being
operated in compliance with the applicable requirements of the Internal
Revenue Code. Therefore, they believe that the Plan was qualified and the
related trust was tax-exempt as of the financial statement date.
17
(II) SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act
of 1934, the trustees (or other persons who administer the
Plan) have duly caused this annual report to be signed by
the undersigned hereunto duly authorized.
L&F Products
Employees' Savings Plan II
Raymond J. Stack, Jr.
Date: April 1, 1995
18
(III) EXHIBIT
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the
Registration Statement on Form S-8 (No.33-38632) of Eastman Kodak
Company of our report dated April 1, 1995 relating to the L&F Products
Employees' Savings Plan II financial statements appearing on page 3 of
this Annual Report on Form 11-K.
PRICE WATERHOUSE LLP
New York, New York
April 24, 1995
