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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended: December 31, 1999
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 1-4471
A. Full title of the plan and address of the plan, if different from
that of the issuer named below:
THE PROFIT SHARING PLAN OF XEROX CORPORATION AND THE XEROGRAPHIC
DIVISION, UNION OF NEEDLETRADES, INDUSTRIAL AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Xerox Corporation
P.O. Box 1600
Stamford, Connecticut 06904-1600
THE PLAN. Pursuant to the requirements of the Securities Exchange Act of
1934, the person who administer the plan have duly caused this actual report
to be signed on its behalf by the undersigned who thereunto duly authorized.
THE PROFIT SHARING PLAN OF XEROX CORPORATION AND THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL AND TEXTILE EMPLOYEES A.F.L - C.I.O. - C.L.C.
Sally Conkright
Plan Administrator
Stamford, Connecticut
Dated June 29, 2000
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Financial Statements and Schedule
December 31, 1999 and 1998
(With Independent Auditors' Report Thereon)
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Statement of Net Assets Available for Plan Benefits
With Fund Information
December 31, 1999
(In thousands)
Fund Information
Small
International Company Balanced Fund
Stock U.S. Stock Stock More More
Fund Fund Fund Fifty/Fifty Bonds Stocks
Assets:
Participant notes $
Receivable - - - - - -
Investment in
Master Trust 10,968 26,070 11,702 5,365 2,606 80,608
Total assets 10,968 26,070 11,702 5,365 2,606 80,608
Due from (to) other funds (38) (91) (41) (19) (9) (280)
Net assets available for
plan benefits $ 10,930 25,979 11,661 5,346 2,597 80,328
The accompanying notes are an integral part of the financial statements.
Enhanced Xerox
Bond Income Stock Marketplace Employee
Fund Fund Fund Window Loan Fund Total
- - - - 17,337 17,337
1,075 65,096 36,963 11,715 - 252,168
1,075 65,096 36,963 11,715 17,337 269,505
(4) (226) (129) (40) 877 -
1,071 64,870 36,834 11,675 18,214 269,505
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Statement of Net Assets Available for Plan Benefits
With Fund Information
December 31, 1999
(In thousands)
Fund Information
Small
International Company Balanced Fund
Stock U.S. Stock Stock More More
Fund Fund Fund Fifty/Fifty Bonds Stocks
Assets:
Employer contributions
Receivable $ 63 221 94 41 27 1,079
Participant notes
Receivable - - - - - -
Investment in
Master Trust 8,566 22,028 10,488 1,655 741 76,223
Total assets 8,629 22,028 10,582 1,696 768 77,302
Due from (to) other funds (13) (34) (16) (2) (1) (117)
Net assets available for
plan benefits $ 8,616 22,215 10,566 1,694 767 77,185
The accompanying notes are an integral part of the financial statements.
Enhanced Xerox
Bond Income Stock Marketplace Employee
Fund Fund Fund Window Loan Fund Total
13 154 649 14 - 2,355
- - - - 17,299 17,229
406 79,433 53,195 1,090 - 253,825
419 79,587 53,844 1,104 17,299 273,479
(1) (122) (81) (2) 389 -
418 79,465 53,763 1,102 17,688 273,479
PROFIT SHARING AND SAVINGS PLAN
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILES EMPLOYEES
A.F.L.- C.I.O - C.L.C.
Statement of Changes in Net Assets Available for Plan Benefits
With Fund Information
Year ended December 31, 1999
(In thousands)
Fund Information
Small Balanced Fund
International Company
Stock U.S. Stock Stock Fifty/ More More
Fund Fund Fund Fifty Bonds Stocks
Contributions:
Employer $ 97 210 136 11 8 728
Employees'-voluntary 669 1,529 887 135 72 4,078
Rollovers from external
plans 22 22 22 11 - 144
Rollovers from internal
plans 60 556 16 2,162 1,347 4,455
Total contributions 848 2,317 1,061 2,319 1,427 9,405
Net income (loss) from Master
Trust investments, net of
administrative expenses 2,475 4,029 2,499 538 184 12,858
Interest income on
participant
notes receivable - - - - - -
Total 3,323 6,346 3,560 2,857 1,611 22,263
Benefit payments (481) (1,373) (290) (1,194) (171) (5,260)
Transfers among funds (528) (1,209) (2,175) 1,989 390 (13,860)
Net increase (decrease)
in net assets
available for
plan benefits 2,314 3,764 1,095 3,652 1,830 3,143
Net assets available for
plan benefits:
Beginning of year 8,616 22,215 10,566 1,694 767 77,185
End of year $ 10,930 25,979 11,661 5,346 2,597 80,328
The accompanying notes are an integral part of the financial statements.
Enhanced Xerox
Bond Income Stock Marketplace Employee
Fund Fund Fund Window Loan Fund Total
4 703 442 9 - 2,348
36 3,929 2,834 173 - 14,342
- 267 20 232 - 740
333 1,137 154 439 - 10,659
373 6,036 3,450 853 - 28,089
(21) 1,942 (39,899) 2,834 - (12,561)
- - - - 1,180 1,180
352 7,978 (36,449) 3,687 1,180 16,708
(16) (9,989) (1,663) (245) - (20,682)
317 (12,584) 21,183 7,131 (654) -
653 (14,595) (16,929) 10,573 526 (3,974)
418 79,465 53,763 1,102 17,688 273,479
1,071 64,870 36,834 11,675 18,214 269,505
PROFIT SHARING AND SAVINGS PLAN
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILES EMPLOYEES
A.F.L.- C.I.O - C.L.C.
Statement of Changes in Net Assets Available for Plan Benefits
With Fund Information
Year ended December 31, 1998
(In thousands)
Fund Information
Small Balanced Fund
International Company
Stock U.S. Stock Stock Fifty/ More More
Fund Fund Fund Fifty Bonds Stocks
Contributions:
Employer $ 174 390 251 41 27 1,707
Employees'-voluntary 805 1,350 1,163 6 2 4,289
Rollovers from external
plans 8 57 30 - - 38
Rollovers from internal
plans 28 28 4 - - 962
Total contributions 1,015 1,825 1,448 47 29 6,996
Net income (loss) from
Master Trust
investments, net of
administrative expenses 1,331 4,242 (664) 111 36 10,912
Interest income on
participant
notes receivable - - - - - -
Total 2,346 6,067 784 158 65 17,908
Benefit payments (204) (608) (249) (7) (1) (2,923)
Transfers among funds (2,739) 3,720 (1,538) 1,543 703 (3,946)
Transfers between plans (234) (151) (229) - - (1,906)
Net increase (decrease)
in net assets
available for
plan benefits (831) 9,028 (1,232) 1,694 767 9,133
Net assets available for
plan benefits:
Beginning of year 9,447 13,187 11,798 - - 68,052
End of year $ 8,616 22,215 10,566 1,694 767 77,185
The accompanying notes are an integral part of the financial statements.
Enhanced Xerox
Bond Income Stock Marketplace Employee
Fund Fund Fund Window Loan Fund Total
13 890 975 14 - 4,482
3 4,535 2,502 2 - 14,657
- 661 70 - - 864
- 1,264 198 - - 2,484
16 7,350 3,745 16 - 22,487
15 4,866 18,658 64 - 39,571
- - - - 1,228 1,228
31 12,216 22,403 80 1,228 63,286
(1) (5,593) (1,019) (2) - (10,607)
388 (6,655) 3,772 1,024 3,728 -
- (1,964) (659) - (52) (5,195)
418 (1,996) 24,497 1,102 4,904 47,484
- 81,461 29,266 - 12,784 225,995
418 79,465 53,763 1,102 17,688 273,479
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
(1) Description of Plan and Significant Accounting Policies
The following description of the Profit Sharing and Savings Plan of Xerox
Corporation and The Xerographic Division, Union of Needletrades, Industrial and
Textile Employees, A.F.L. - C.I.O. - C.L.C. (Plan) provides only general
information. Participants should refer to the summary plan description or plan
document for a more complete description of the Plan's provisions.
General
The Plan is a defined contribution plan covering substantially all domestic full
and part-time Union of Needletrades, Industrial and Textile Employees, A.F.L. -
C.I.O. - C.L.C. employees of Xerox Corporation (sponsor). Employees are
eligible to participate in the Plan immediately upon hire.
Plan Amendments
Effective January 1, 1998, the Company modified the profit sharing payout
amounts beginning with the Plan year ended December 31, 1998. In 1998, profit
sharing distributions were 50% in cash and 50% in stock options (stock options
are not a component of the Plan). Beginning in 1999, the profit sharing
structure changed to 50% in cash, 25% in deferred compensation and 25% in stock
options. For the calendar year ended December 31, 1999, the sponsors EPS growth
was below 5%. In accordance with the plan document, there was no Xerox Profit
Sharing contribution for 1999. See Xerox Profit Sharing Contributions disclosure
in note 1 for further information.
Payments of Benefits
Upon termination of service, a participant may elect to receive either a lump
sum amount equal to the value of his or her account or may purchase an annuity
payable from a life insurance company. There were no benefits allocated from
the Plan for participants at December 31, 1999 or 1998.
Employee Savings Contributions
Subject to limits imposed by the Internal Revenue Code, eligible employees may
contribute up to 18% of pay (as defined in the Plan) through a combination of
before-tax and after-tax payroll deductions. Employees are immediately vested
in their savings contributions.
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Xerox Corporation matches 35% of employee savings contributions, up to a maximum
match equaling 4% of annual pay. These contributions are made annually to
eligible participants of record on the last day of February following the Plan
year end. The 1999 contribution recorded on March 13, 1999 was $1,973,497.
Xerox Profit Sharing Contribution
Eligible employees may receive a profit sharing contribution from the sponsor.
In 1998 the Plan document specified that any contribution payout could range
from zero to 10% of pay based upon the return on assets (ROA) of the Xerox
Document Processing industry segment as defined in the Plan document. ROA is
determined as of the sponsor's calendar year end.
During 1998, the sponsor's ROA was 17.5%, which resulted in a maximum profit
sharing contribution for all eligible active employees at December 31, 1998
equal to 5% of pay or $11,443 and 5% in stock options which are not a component
of the Plan. Participants elected to invest $2,355 into the Plan at December
31, 1998 (dollars in thousands).
Beginning 1999 and forward, a profit sharing payout now has three components.
They are as follows: (i) 50% of the payout will come in the form of cash which
can be deferred into the savings plan, (ii) 25% of the payout is automatically
deferred to the Xerox Stock Fund and (iii) 25% of the payout is provided in the
form of stock options, which are not a component of the Plan. Employees are
immediately vested in profit sharing contributions.
In 1998 and forward, the maximum profit sharing payout will be 15%. In any
given year, the payout bears a 1:1 relationship to earnings per share (EPS)
growth up to 15%. However, if EPS growth is below 5%, there is no payout.
For the calendar year ended December 31, 1999, the sponsors EPS growth was below
5%. In accordance with the plan document, there was no Xerox Profit Sharing
contribution for 1999.
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Investment Funds
As further described in note 3, the investment funds are part of the Xerox Trust
Agreement to Fund Retirement Plans (Master Trust). Effective October 1, 1998,
the sponsor added the following four new investment funds to the Plan: Balanced
Fund - Fifty/Fifty, Balanced Fund - More Bond, Enhanced Bond Fund and
Marketplace Window. Additionally, the Balanced Fund name was changed to
Balanced Fund - More Stocks. Employees can direct their plan accounts to one or
more of the following ten investment funds:
International Stock Fund - Invests primarily in stocks of companies outside the
U.S.
U.S. Stock Fund - Invests primarily in stocks of medium to large U.S. companies.
Small Company Stock Fund - Invests primarily in stocks of smaller U.S.
companies.
Balanced Fund - Fifty/Fifty - Usually invests approximately 50% in stocks and
50%
in bonds; some private placements and cash. The mix may shift with market
outlook.
Balanced Fund - More Bonds - Usually invests 30% in stocks, most of the rest in
bonds, some private placements and cash. The mix may shift with market outlook.
Balanced Fund - More Stocks - Usually invests approximately 70% in stocks, most
of the rest in bonds, some private placements and cash. The mix may shift with
market outlook.
Enhanced Bond Fund - Invests in intermediate duration; approximately 70% high
quality bonds and 30% high-yield lower quality bonds.
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Income Fund - Invests short to intermediate duration, high quality bonds;
contracts with insurance companies and banks.
Xerox Stock Fund - Invests in Xerox Corporation common stock and some cash for
administrative purposes.
Marketplace Window- Offers access to no-lead mutual funds outside of Xerox.
Employee Loan Fund
Participants are permitted to borrow from their profit sharing savings accounts
subject to certain limitations. The loans are payable over terms up to 14.5
years and bear interest at the quarterly Citibank commercial prime rate in
effect at the time of loan issuance plus 1%. Principal and interest payments on
the loans are redeposited into the participants' accounts based on their current
investment allocation elections. Loans are issued at market value. At December
31, 1999 and 1998, market value on loans approximates fair value.
Summary of Significant Accounting Policies
a. The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets, liabilities and changes
therein, disclosure of contingent assets and liabilities. Actual results could
differ from those estimates.
b. If available, quoted market prices are used to value investments. Non-
readily marketable investments are carried at estimated fair value. Investment
contracts are carried at contract value, which approximates fair value.
c. Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividend income is recorded
on the ex-dividend date. Margin variation represents market fluctuations on
future investments.
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
(2) Federal Income Taxes
The Plan obtained its latest determination letter from the Internal Revenue
Service (IRS) on September 8, 1995, covering Plan amendments through December
31, 1994, indicating that the Plan, as designed, was in compliance with the
applicable requirements of the Internal Revenue Code. The Plan administrator
and Plan's internal tax counsel believe that the Plan, as currently designed and
operated, is in compliance with the applicable requirements of the Internal
Revenue Code. Accordingly, they believe that the Plan was qualified and the
related trust was tax-exempt as of the financial statement date.
As long as the Plan continues to be qualified under present federal income tax
laws and regulations, participants will not be taxed on company contributions or
on investment earnings on such contributions at the time such contributions and
investment earnings are received by the trustee, but may be subject to tax
thereon at such time as they receive distributions under the Plan.
(3) Master Trust
As discussed in note 1, the Plan participates in the Master Trust. The
following
other Xerox employee benefit plans also participate in the Master Trust as of
December 31, 1999:
Xerox Corporation Profit Sharing and Savings Plan;
Xerox Corporation Retirement Income Guarantee Plan; and
Retirement Income Guarantee Plan of Xerox Corporation and The Xerographic
Division, Union of Needletrades, Industrial and Textile Employees, A.F.L. -
C.I.O. - C.L.C.
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
The Master Trust currently has nine investment pools - the International Stock
Pool, U.S. Stock Pool, Small Company Stock Pool, Other Equity Pool, Other Fixed
Pool, Bond Pool, Income Fund, Xerox Stock Fund, and Marketplace Window.
Participants direct their accounts into investment funds, as described in note
1, which participate in the aforementioned investment pools. Each of the plans
has an ownership interest in one or more of these investment pools in accordance
with that interest as determined by participant fund elections.
The Expense Pool represents net accrued plan specific administrative expenses
that are attributable to the other Equity Pool, Other Fixed Pool, and the Bond
Pool, which comprise the Balanced Fund. It is not an investment pool.
In October 1998, there was pool restructure. Assets of the All Other Pool were
transferred to the Other Equity Pool and the Bond Pool. The pool restructure
was done in conjunction with the addition of new investment funds as discussed
in note 1.
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C
Notes to Financial Statements, Continued
December 31, 1999 and 1998
The following financial information is presented for the Master Trust and each
of the Master Trust investment pools:
Statement of Net Assets of the Master Trust as of December 31, 1999 is as
follows
(in thousands):
Small
International Company Xerox
Stock U.S. Stock Stock Income Stock
Assets Pool Pool Pool Fund Fund
Cash (overdraft) $ (230) 2 2 (68) -
Receivables:
Dividends 1,316 1,645 255 - 3,697
Interest 220 574 338 7,653 38
Due from brokers 2,231 261 4,171 10,115 -
Other 80 - - - -
Total receivables 3,847 2,480 4,764 17,768 3,735
Investments at fair value:
At quoted market value:
Short-term investments 67,026 115,890 146,755 106,070 8,059
Fixed income investments 2,102 - - 774,937 -
Equity securities:
Xerox common stock - - - - 427,828
Other 1,379,984 2,990,177 683,719 3,852 -
At estimated fair value:
Interest in real estate
Trusts - - - - -
Other investments - - - - -
Total investments 1,449,112 3,106,067 830,474 884,859 435,887
Total assets 1,452,729 3,108,549 835,240 902,559 439,622
Liabilities
Due to brokers (11,121) (2,311) (4,159) (128,244) -
Other (1,970) (1,662) (702) (468) (43)
Net assets $ 1,439,638 3,104,576 830,379 773,847 439,579
Other Other
Equity Fixed Marketplace Bond Expense
Pool Pool Window Pool Pool Total
- - - 38,086 - 37,792
- - - - - 6,913
674 216 - 20,876 - 30,589
- - 1,891 52,405 - 71,074
- - - - - 80
674 216 1,891 73,281 - 108,656
166,235 52,809 - 147,207 - 810,051
- - - 1,875,604 - 2,652,643
- - - - - 427,828
145,046 - 161,843 70,755 - 5,435,376
3,505 - - - - 3,505
340,264 - - - - 340,264
655,050 52,809 161,843 2,093,566 - 9,669,667
655,724 53,025 163,734 2,204,933 - 9,816,115
(133) - (1,649) (220,434) - (368,051)
(297) (167) - (1,463) - (6,772)
655,294 52,858 162,085 1,983,036 - 9,441,292
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
The allocation of Master Trust net assets by investment pool as of December 31,
1999 is as follows (in thousands):
Small
International Company Balanced Balanced
Stock U.S. Stock Stock Fund - Fund -
Fund Fund Fund Fifty/Fifty More Bonds
International Stock
Pool $ 236,019 - - 19,135 8,183
U.S. Stock Pool - 544,578 - 40,703 17,409
Small Company
Stock Pool - - 229,144 9,560 4,088
Income Fund - - - - -
Xerox Stock Fund - - - - -
Other Equity Pool - - - 10,419 4,456
Other Fixed Pool - - - 840 360
Marketplace Window - - - - -
Bond Pool - - - 30,781 13,662
Expense Pool - - - - -
Total $ 236,019 544,578 229,144 111,438 48,158
Balanced Xerox
Fund - Enhanced Income Stock Marketplace
More Stocks Bond Fund Fund Fund Window Total
1,176,301 - - - - 1,439,638
2,501,886 - - - - 3,104,576
587,587 - - - - 830,379
- - 773,847 - - 773,847
- - - 439,579 - 439,579
640,419 - - - - 655,294
51,658 - - - - 52,858
- - - - 162,085 162,085
1,916,922 21,671 - - - 1,983,036
- - - - - -
6,874,773 21,671 773,847 439,579 162,085 9,441,292
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Investment in the Master Trust for all participating plans as of December 31,
1999 is as follows (in thousands):
Small Balanced Balanced
International Company Fund - Fund -
Stock U.S. Stock Stock Fifty/ More
Fund Fund Fund Fifty Bonds
Xerox Corporation Profit
Sharing and Savings Plan $225,051 518,508 217,442 106,073 45,552
The Profit Sharing Plan of
Xerox Corporation and
The Xerographic Division,
Union of Needletrades,
Industrial and Textile
Employees, A.F.L. -
C.I.O. - C.L.C. 10,968 26,070 11,702 5,365 2,606
Xerox Corporation Retirement
Income Guarantee Plan - - - - -
Retirement Income Guarantee
Plan of Xerox Corporation
and The Xerographic
Division, Union of
Needletrades, Industrial and
Textile Employees, A.F.L. -
C.I.O. - C.L.C. - - - - -
Total $236,019 544,578 229,144 111,438 48,158
Balanced
Fund - Enhanced Xerox
More Bond Income Stock Marketplace
Stocks Fund Fund Fund Window Total
1,199,259 20,596 583,296 402,616 150,370 3,468,763
80,608 1,075 65,096 36,963 11,715 252,168
5,049,587 - 110,335 - - 5,159,922
545,319 - 15,120 - - 560,439
6,874,773 21,671 773,847 439,579 162,085 9,441,292
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C. L. C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Statement of Net Assets of the Master Trust as of December 31, 1998 is as
follows (in thousands):
Small
International Company
Stock U.S. Stock Stock All Other Income
Assets Pool Pool Pool Pool Fund
Cash (overdraft) $ 16,520 (141) 1,088 - (4,469)
Receivables
Dividends 1,371 2,687 501 - -
Interest 198 638 215 - 9,664
Due from brokers 3,227 7,697 1,783 - 77,389
Other 30 11 (1) - (225)
Total receivables 4,826 11,033 2,498 - 86,828
Investments at fair value:
At quoted market value:
Short-term investments 29,261 160,154 67,680 - 188,727
Fixed income investments 3,637 - - - 781,381
Equity securities:
Xerox common stock - - - - -
Other 1,033,271 2,842,337 613,346 - 5,973
At estimated fair value:
Interest in real estate
Trusts - - - - -
Other investments - - - - -
Investments at contract value:
Investment contracts with
insurance companies
and banks - - - - 62,861
Total investments 1,066,169 3,002,491 681,026 - 1,038,942
Total assets 1,087,515 3,013,383 684,612 - 1,121,301
Liabilities
Due to brokers (3,983) (6,052) (2,607) - (183,652)
Other (2,053) (1,692) (751) - (500)
Net assets $ 1,081,479 3,005,639 681,254 - 937,149
Xerox Other Other
Stock Equity Fixed Marketplace Bond Expense
Fund Pool Pool Window Pool Pool Total
- - - - 15,757 - 28,755
1,962 22 - - - - 6,543
33 1,403 660 - 16,511 - 29,322
- 6,359 - - 17,986 - 114,441
10 - - - (143) - (318)
2,005 7,784 660 - 34,354 - 149,988
9,401 335,740 159,972 - 78,006 - 1,028,941
- 3,221 - - 1,519,208 - 2,307,447
632,445 - - - - - 632,445
- 114,059 - 19,796 104,887 - 4,733,669
- 31,562 - - - - 31,562
- 208,894 - - - - 208,894
- - - - - - 62,861
641,846 693,476 159,972 19,796 1,702,101 - 9,005,819
643,851 701,260 160,632 19,796 1,752,212 - 9,184,562
- (6,359) - - (115,955) - (318,608)
(92) (311) (162) - (1,374) (72) (7,007)
643,759 694,590 160,470 19,796 1,634,883 (72) 8,858,947
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
The allocation of Master Trust net assets by investment pool as of December 31,
1998 is as follows (in thousands):
Small
International Company Balanced Balanced
Stock U.S. Stock Stock Fund - Fund -
Fund Fund Fund Fifty/Fifty More Bonds
International Stock
Pool $ 184,457 - - 6,100 2,870
U.S. Stock Pool - 426,768 - 17,536 8,252
Small Company
Stock Pool - - 199,672 3,275 1,541
All Other Pool - - - - -
Income Fund - - - - -
Xerox Stock Fund - - - - -
Other Equity Pool - - - 4,936 2,010
Other Fixed Pool - - - 2,700 513
Marketplace Window - - - - -
Bond Pool - - - 10,987 5,170
Expense Pool - - - - -
Total $ 184,457 426,768 199,672 45,534 20,356
Balanced
Fund - Enhanced Xerox
More Bond Income Stock Marketplace
Stocks Fund Fund Fund Window Total
888,052 - - - - 1,081,479
2,553,083 - - - - 3,005,639
476,766 - - - - 681,254
- - - - - -
- - 937,149 - - 937,149
- - - 643,759 - 643,759
687,644 - - - - 694,590
157,257 - - - - 160,470
- - - - 19,796 19,796
1,599,517 19,209 - - - 1,634,883
(72) - - - - (72)
6,362,247 19,209 937,149 643,759 19,796 8,858,947
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHICAL DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Investment in the Master Trust for all participating plans as of December 31,
1998 is as follows (in thousands):
Small Balanced Balanced
International Company Fund - Fund -
Stock U.S. Stock Stock Fifty/ More
Fund Fund Fund Fifty Bonds
Xerox Corporation Profit
Sharing and Savings Plan $ 175,891 404,740 189,184 43,879 19,615
The Profit Sharing Plan of
Xerox Corporation and
The Xerographic Division,
Union of Needletrades,
Industrial and Textile
Employees, A.F.L. -
C.I.O. - C.L.C. 8,566 22,028 10,488 1,655 741
Xerox Corporation Retirement
Income Guarantee Plan - - - - -
Retirement Income Guarantee
Plan of Xerox Corporation
and The Xerographic
Division, Union of
Needletrades, Industrial and
Textile Employees, A.F.L. -
C.I.O. - C.L.C. - - - - -
Total $ 184,457 426,768 199,672 45,534 20,356
Balanced
Fund - Enhanced Xerox
More Bond Income Stock Marketplace
Stocks Fund Fund Fund Window Total
1,102,063 18,803 692,898 590,564 18,706 3,256,343
76,223 406 79,433 53,195 1,090 253,825
4,686,540 - 143,631 - - 4,830,171
497,421 - 21,187 - - 518,608
6,362,247 19,209 937,149 643,759 19,796 8,858,947
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Statement of Changes in Net Assets of the Master Trust for the year ended
December 31, 1999 is as follows (in thousands):
Small
International Company Xerox
Stock U.S. Stock Stock Income Stock
Pool Pool Pool Fund Fund
Additions:
Transfers in $ 90,431 155,074 46,723 154,653 418,469
Investment earnings:
Interest 1,625 6,862 2,424 51,889 610
Dividends 19,430 27,271 3,499 168 10,769
Net appreciation
(depreciation) 336,067 544,823 203,930 (22,348) (456,299)
Margin variation on
futures contracts (385) (6,508) (2,146) 633 -
Other 1,296 823 376 889 (10)
Total investment
Earnings 358,033 573,271 208,083 31,231 (444,930)
Total additions 448,464 728,345 254,806 185,884 (26,461)
Deductions:
Administrative expenses (8,744) (8,684) (3,333) (2,323) (660)
Transfers out (95,513) (125,724) (71,348) (346,863) (177,059)
Total deductions (104,257) (134,408) (74,681) (349,186) (177,719)
Transfers between funds/pools 13,952 (495,000) (31,000) - -
Net assets:
Beginning of year 1,081,479 3,005,639 681,254 937,149 643,759
End of year $ 1,439,638 3,104,576 830,379 773,847 439,579
Other Other
Equity Fixed Marketplace Bond Expense
Pool Pool Window Pool Pool Total
794 12,398 150,408 36,210 - 1,065,160
7,461 8,786 - 76,242 - 155,899
3,682 - 5,519 2,045 - 72,383
210,313 (20,000) 25,002 (52,983) - 768,505
(15,280) (1,719) - 261 - (25,144)
26,733 3 - 1,699 - 31,809
232,909 (12,930) 30,521 27,264 - 1,003,452
233,703 (532) 180,929 63,474 - 2,068,612
(1,482) (798) (48) (6,442) (1,813) (34,327)
(563,105) (782) (38,592) (33,879) - (1,452,865)
(564,587) (1,580) (38,640) (40,321) (1,813) (1,487,192)
291,588 (105,500) - 325,000 1,885 925
694,590 160,470 19,796 1,634,883 (72) 8,858,947
655,294 52,858 162,085 1,983,036 - 9,441,292
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHICAL DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
The allocation of net income (loss) from Master Trust investments, net of
administrative expenses, by investment pool and fund for the year ended December
31, 1999 is as follows (in thousands):
Small
International Company Balanced Balanced
Stock U.S. Stock Stock Fund - Fund -
Fund Fund Fund Fifty/Fifty More Bonds
International Stock
Pool $ 56,809 - - 3,042 848
U.S. Stock Pool - 88,467 - 4,899 1,369
Small Company
Stock Pool - - 54,095 1,567 437
Income Fund - - - - -
Xerox Stock Fund - - - - -
Other Equity Pool - - - 2,406 672
Other Fixed Pool - - - (142) (41)
Marketplace Window - - - - -
Bond Pool - - - 215 61
Expense Pool - - - - -
Total $ 56,809 88,467 54,095 11,987 3,346
Balanced
Fund - Enhanced Xerox
More Bond Income Stock Marketplace
Stocks Fund Fund Fund Window Total
288,590 - - - - 349,289
469,852 - - - - 564,587
148,651 - - - - 204,750
- - 28,908 - - 28,908
- - - (445,590) - (445,590)
228,349 - - - - 231,427
(13,545) - - - - (13,728)
- - - - 30,473 30,473
20,418 128 - - - 20,822
(1,813) - - - - (1,813)
1,140,502 128 28,908 (445,590) 30,473 969,125
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHICAL DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Net Income (loss) from Master Trust Investments, net of administrative expenses,
for all participating plans for the year ended December 31, 1999 is as follows
(in thousands):
Small Balanced Balanced
International Company Fund - Fund -
Stock U.S. Stock Stock Fifty/ More
Fund Fund Fund Fifty Bonds
Xerox Corporation Profit
Sharing and Savings Plan $ 54,334 84,438 51,596 11,449 3,162
The Profit Sharing Plan of
Xerox Corporation and
The Xerographic Division,
Union of Needletrades,
Industrial and Textile
Employees, A.F.L. -
C.I.O. - C.L.C. 2,475 4,029 2,499 538 184
Xerox Corporation Retirement
Income Guarantee Plan - - - - -
Retirement Income Guarantee
Plan of Xerox Corporation
and The Xerographic
Division, Union of
Needletrades, Industrial and
Textile Employees, A.F.L. -
C.I.O. - C.L.C. - - - - -
Total $ 56,809 88,467 54,095 11,987 3,346
Balanced
Fund - Enhanced Xerox
More Bond Income Stock Marketplace
Stocks Fund Fund Fund Window Total
200,491 149 22,218 (405,691) 27,639 49,785
12,858 (21) 1,942 (39,899) 2,834 (12,561)
836,717 - 4,160 - - 840,877
90,436 - 588 - - 91,024
1,140,502 128 28,908 (445,590) 30,473 969,125
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHICAL DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Statement of Changes in Net Assets of the Master Trust for the year ended
December 31, 1998 is as follows (in thousands):
Small
International Company
Stock U.S. Stock Stock All Other Income
Pool Pool Pool Pool Fund
Additions:
Transfers in $ 43,514 139,522 51,756 418,842 126,050
Investment earnings:
Interest 2,206 8,198 6,948 59,043 57,481
Dividends 19,994 26,128 2,502 12,123 435
Net appreciation
(depreciation) 140,075 663,920 (6,208) 25,060 5,737
Margin variation on
futures contracts 1,217 7,864 350 13,831 (287)
Other (775) 1,911 639 22,210 (104)
Total investment
Earnings 162,717 708,021 4,231 132,267 63,262
Total additions 206,231 847,543 55,987 551,109 189,312
Deductions:
Administrative expenses (8,531) (7,852) (4,300) (7,872) (2,341)
Transfers out (53,101) (58,284) (52,728) (442,927) (176,723)
Total deduction (61,632) (66,136) (57,028) (450,799) (179,064)
Transfers between funds/pools(90,097) (274,164) (290,563) 313,106 -
Pool restructure - - - (2,448,260) -
Net assets:
Beginning of year 1,026,977 2,498,396 972,858 2,034,844 926,901
End of year $ 1,081,479 3,005,639 681,254 - 937,149
Xerox Other Other
Stock Equity Fixed Marketplace Bond Expense
Fund Pool Pool Window Pool Pool Total
102,002 125,652 118,979 18,839 18,136 - 1,163,292
445 4,308 3,270 - 17,068 - 158,967
7,453 3,749 - 569 1,195 - 74,148
221,414 60,417 14,876 735 16,842 - 1,142,868
- 7,862 1,321 - (7,125) - 25,033
- 3,156 (2) - (439) - 26,596
229,312 79,492 19,465 1,304 27,541 - 1,427,612
331,314 205,144 138,444 20,143 45,677 - 2,590,904
(668) (301) (346) (1) (1,443) (391) (34,046)
(32,892) (600,735) (85,628) (346) (528) - (1,503,892)
(33,560) (601,036) (85,974) (347) (1,971) (391) (1,537,938)
- 230,399 108,000 - 3,000 319 -
- 860,083 - - 1,588,177 - -
346,005 - - - - - 7,805,981
643,759 694,590 160,470 19,796 1,634,883 (72) 8,858,947
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHICAL DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
The allocation of net income (loss) from Master Trust investments, net of
administrative expenses, by investment pool and fund for the year ended December
31, 1998 is as follows (in thousands):
Small
International Company Balanced Balanced
Stock U.S. Stock Stock Fund - Fund -
Fund Fund Fund Fifty/Fifty More Bonds
International Stock
Pool $ 25,486 - - 875 412
U.S. Stock Pool - 86,279 - 1,167 397
Small Company
Stock Pool - - (9,729) 66 31
All Other Pool - - - - -
Income Fund - - - - -
Xerox Stock Fund - - - - -
Other Equity Pool - - - 538 253
Other Fixed Pool - - - 130 61
Marketplace Window - - - - -
Bond Pool - - - 176 83
Expense Pool - - - - -
Total $ 25,486 86,279 (9,729) 2,952 1,237
Balanced
Fund - Enhanced Xerox
More Bond Income Stock Marketplace
Stocks Fund Fund Fund Window Total
127,413 - - - - 154,186
612,326 - - - - 700,169
9,563 - - - - (69)
124,395 - - - - 124,395
- - 60,921 - - 60,921
- - - 228,644 - 228,644
78,400 - - - - 79,191
18,928 - - - - 19,119
- - - - 1,303 1,303
25,595 244 - - - 26,098
(391) - - - - (391)
996,229 244 60,921 228,644 1,303 1,393,566
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHICAL DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. -C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Net Income (loss) from Master Trust Investments, net of administrative expenses,
for all participating plans for the year ended December 31, 1998 is as follows
(in thousands):
Small Balanced Balanced
International Company Fund - Fund -
Stock U.S. Stock Stock Fifty/ More
Fund Fund Fund Fifty Bonds
Xerox Corporation Profit
Sharing and Savings Plan $ 24,155 82,037 (9,065) 2,841 1,201
The Profit Sharing Plan of
Xerox Corporation and
The Xerographic Division,
Union of Needletrades,
Industrial and Textile
Employees, A.F.L. -
C.I.O. - C.L.C. 1,331 4,242 (664) 111 36
Xerox Corporation Retirement
Income Guarantee Plan - - - - -
Retirement Income Guarantee
Plan of Xerox Corporation
and The Xerographic
Division, Union of
Needletrades, Industrial and
Textile Employees, A.F.L. -
C.I.O. - C.L.C. - - - - -
Total $ 25,486 86,279 (9,729) 2,952 1,237
Balanced
Fund - Enhanced Xerox
More Bond Income Stock Marketplace
Stocks Fund Fund Fund Window Total
161,361 229 43,553 209,986 1,239 517,537
10,912 15 4,866 18,658 64 39,571
746,740 - 10,952 - - 757,692
77,216 - 1,550 - - 78,766
996,229 244 60,921 228,644 1,303 1,393,566
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
With respect to the Plan, the Joint Administrative Board (JAB) is responsible
for establishing investment objectives and policies, reviewing the investment
decisions and reviewing investment results. The JAB consists of four Xerox
Corporation representatives and five union representatives.
Marketable securities are valued at the last reported sales price on the last
business day of the year. Quotations are obtained from national securities
exchanges or, in instances where securities are not listed on any of the
exchanges, quotations are obtained from brokerage firms.
Non-readily marketable investments, which include private placements, are
carried at fair value, based on the cost of the investments, developments
concerning the portfolio of investments of the private placements, and such
other factors as the managing general partners of the investments consider
relevant. The valuations do not necessarily represent amounts, which might
ultimately be realized from the investments.
At December 31, 1999 the Master Trust held no investment contracts with
insurance companies or banks. For the plan year ended December 31, 1998,
investment contracts with insurance companies and banks were valued at contract
value, which approximated fair value. In connection with the investment
contracts, all of which are fully benefit-responsive, the following information
is presented (dollars in thousands):
(i) The average investment yield for the year ended December 31, 1998 was
7.1%.
(ii) The crediting interest rate at December 31, 1998 was 4.4%.
(iii) The fair value, as determined by discounting estimated future cash flows
for traditional GIC's, and the market value of the underlying investments at
December 31, 1998 was $63,780. Contract value was $62,861 at December 31, 1998.
The Master Trust invests in real estate group trusts. These trusts provide
pension and profit sharing plans with a medium for pooling their funds for
investment in income producing real estate. The investment trusts value real
estate holdings at estimated market value based upon independent appraisals,
consideration of significant changes in economic circumstances, and capital
additions made to properties after the appraisal date. Such market value
estimates necessarily involve subjective judgments. Accordingly, the actual
market price of the real estate can only be determined by negotiation between
independent third parties in a sales transaction.
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Purchases and sales of securities are recorded on a trade date basis. Dividend
income is recorded on the ex-dividend date. Interest income is recorded as
earned. Margin variation represents market fluctuations on futures investments.
Derivative financial instruments are used by the Master Trust's equity and
balanced portfolio investment managers primarily to rebalance the fixed
income/equity allocation of the Master Trust's portfolio and to hedge the
currency risk component of the Master Trust's foreign investments. Certain of
the Master Trust's fixed income investment managers are permitted to use certain
specified types of derivative instruments as part of their respective
strategies. These strategies include the use of exchange traded futures and
options as substitutes for certain types of fixed income securities. Leveraging
of the Master Trust's assets and speculation are prohibited. Currency hedge
positions are not permitted to exceed the level of exposure in the related
Master Trust's assets.
The derivatives most commonly used by the investment managers are highly liquid
exchange traded equity and fixed income futures and over-the-counter foreign
exchange forward contracts. The use of derivative instruments is not believed
to materially increase the credit or market risk of the Master Trust's
investment.
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHICAL DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
The net appreciation (depreciation) of investments for the year ending December
31, 1999 is as follows (in thousands):
Small
International Company Xerox
Stock U.S. Stock Stock Income Stock
Pool Pool Pool Fund Fund
Investments at quoted
market value:
Short-term and fixed
income investments $ 309 - - (22,348) -
Xerox common stock - - - - (456,299)
Other equity investments 335,758 544,823 203,930 - -
Investments at estimated
fair value:
Interest in real estate
Trusts - - - - -
Other investments - - - - -
Total $ 336,067 544,823 203,930 (22,348) (456,299)
Other Other
Equity Fixed Marketplace Bond
Pool Pool Window Pool Total
- (20,000) - (54,921) (96,960)
- - - - (456,299)
24,014 - 25,002 1,938 1,135,465
(8,926) - - - (8,926)
195,225 - - - 195,225
210,313 (20,000) 25,002 (52,983) 768,505
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDELTRADES, INDUSTRIAL
AND TEXTILES EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
The net appreciation (depreciation) of investments for the year ending December
31, 1998 is as follows (in thousands):
Small
International Company All
Stock U.S. Stock Stock Other Income
Pool Pool Pool Pool Fund
Investments at quoted
market value:
Short-term and fixed
income investments $ 310 - - 10,107 5,737
Xerox common stock - - - - -
Other equity investments 139,765 663,920 (6,208) 2,884 -
Investments at estimated
fair value:
Interest in real estate
Trusts - - - (20,107) -
Other investments - - - 32,176 -
Total $ 140,075 663,920 (6,208) 25,060 5,737
Other Investments consist primarily of private placement Ltd. partnerships
Xerox Other Other
Stock Equity Fixed Marketplace Bond Expense
Fund Pool Pool Window Pool Pool Total
- - 14,876 - 8,444 - 39,474
221,414 - - - - - 221,414
- 57,463 - 735 8,398 - 866,957
- (4,026) - - - - (24,133)
- 6,980 - - - - 39,156
221,414 60,417 14,876 735 16,842 - 1,142,868
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
(5) Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for plan benefits and
benefits paid to participants as reported in the financial statements to the
Form 5500 at December 31, 1999 and 1998:
December 31,
1999 1998
(in thousands)
Net assets available for plan benefits as
Reported in the Plan financial statements $ 269,505 273,479
Benefit claims payable reported on line 31g
Of Form 5500 - -
Net assets available for plan benefits as
reported in the Plan Form 5500 269,505 273,479
December 31,
1999 1998
(in thousands)
Benefits paid to participants as reported in
the Plan financial statements $ 20,682 10,607
Add: Amounts allocated to withdrawing
participants at December 31, 1999
and 1998 - -
Less: Amounts allocated to withdrawing
participants at December 31, 1998 and
1997, respectively - -
Benefits paid to participants as reported in
the Form 5500 $ 20,682 10,607
THE PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHIC DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILE EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Notes to Financial Statements, Continued
December 31, 1999 and 1998
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31, but not yet paid as of that date. There were no benefits allocated
from the Plan for participants at December 31, 1999 and 1998.
(6) Stock Split
In February 1999, the shareholders of the plan sponsor approved a two-for-one
stock split of the Company's common stock. The stock split did not impact the
value of participants' interest in the Xerox Stock Fund.
Schedule 1
PROFIT SHARING PLAN OF
XEROX CORPORATION AND
THE XEROGRAPHICAL DIVISION,
UNION OF NEEDLETRADES, INDUSTRIAL
AND TEXTILES EMPLOYEES
A.F.L. - C.I.O. - C.L.C.
Line 27a - Schedule of Assets Held for Investment Purposes at End of Year
December 31, 1999
(In thousands)
Description of investment
including
Identity of issue, maturity date, rate of
borrower, interest, collateral, Current
lessor,or similar party par or maturity value Cost value
Investment in Master (1) $ 204,650 $ 252,168
Trust
*Investment in Participant Loans to Plan participants,
Notes Receivable maturity dates through
5/31/12, interest rates
from 8.0% to 11.5% - 17,337
per annum
* Party-in-interest
(1)See note 1
Independent Auditors' Report
The Plan Administrator and Participants
The Profit Sharing Plan of Xerox Corporation and
The Xerographic Division, Union of Needletrades,
Industrial and Textile Employees,
A.F.L. - C.I.O. - C.L.C.:
We have audited the accompanying statements of net assets available for plan
benefits of The Profit Sharing Plan of Xerox Corporation and The Xerographic
Division, Union of Needletrades, Industrial and Textile Employees, A.F.L. -
C.I.O. - C.L.C. (Plan) as of December 31, 1999 and 1998, and the related
statements of changes in net assets available for plan benefits for the years
then ended. These financial statements are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 1999 and 1998, and the changes in net assets available for plan
benefits for the years then ended in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets held
for investment purposes is presented for the purpose of additional analysis and
is not a required part of the basic financial statements, but is supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. This supplemental schedule is the responsibility of the Plan's
management. The fund information in the statements of net assets available for
plan benefits and the statements of changes in net assets available for plan
benefits is presented for purposes of additional analysis rather than to present
the net assets available for plan benefits and changes in the net assets
available for plan benefits of each fund. The supplemental schedule and fund
information have been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
May 26, 2000
EXHIBIT INDEX
Electronic
Submission
Document
Exhibit 2
(b)(1) Accountants' Consent
Accountants' Consent The Board of Directors Xerox Corporation: We consent to incorporation by reference in the Registration Statements (No. 2- 86275 and No. 333-22037) on Form S-8 of Xerox Corporation of our report dated May 26, 2000, relating to the statements of net assets available for plan benefits of the Profit Sharing Plan of Xerox Corporation and The Xerographic Division, Union of Needletrades, Industrial and Textile Employees, A.F.L. - C.I.O. - C.L.C. as of December 31, 1999 and 1998, and the related statements of changes in net assets available for plan benefits for the years then ended and related schedule, which report appears in the December 31, 1999 Annual Report on Form 11-K of The Profit Sharing Plan of Xerox Corporation and The Xerographic Division, Union of Needletrades, Industrial and Textile Employees, A.F.L. - C.I.O. - C.L.C. Rochester, New York June 29, 2000