FORM 10-K/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended November 30, 1994
Commission file number 0-748
McCORMICK & COMPANY, INCORPORATED
(Exact name of registrant as specified in its charter)
Maryland 52-0408290
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) No.)
18 Loveton Circle
Sparks, Maryland 21152
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (410) 771-7301
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
registered
Not Applicable Not Applicable
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, No Par Value Common Stock Non-Voting,
No Par Value
(Title of Class) (Title of Class)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes X No
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein, and
will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K [ X ]
Indicate the number of shares outstanding of each of the
registrant's classes of common stock, as of the latest practicable
date.
Aggregate market value of the voting stock held by
nonaffiliates of the registrant $190,760,977
The aggregate market value indicated above was calculated as
follows: The number of shares of voting stock held by nonaffiliates
of the registrant as of January 31, 1995 was 8,718,509. This number
excludes shares held by the McCormick Profit Sharing Plan and
PAYSOP and its Trustees, the McCormick Pension Plan and its
Trustees, and the directors and officers of the registrant, who may
or may not be affiliates. This number was then multiplied by the
closing price of the stock as of January 31, 1995, $21.88.
CLASS NUMBER OF SHARES DATE
OUTSTANDING
Common Stock 13,199,186 1/31/95
Common Stock Non-Voting 68,045,563 1/31/95
DOCUMENTS INCORPORATED BY REFERENCE
DOCUMENT PART OF FORM 10-K INTO
WHICH INCORPORATED
Registrant's 1994 Annual Report
to Stockholders Part I, Part II, Part IV
Registrant's Proxy Statement
dated 2/15/95 Part III, Part IV
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 11-K
Annual Report Pursuant to Section 15(d) of the
Securities Exchange Act of 1934 (Fee Required)
Commission File Number 0-748
For the fiscal year ended November 30, 1994
THE McCORMICK PROFIT SHARING PLAN AND PAYSOP
(Full title of the Plan)
McCORMICK & COMPANY, INCORPORATED
(Name of issuer of the securities held pursuant to the Plan)
18 Loveton Circle
Sparks, Maryland 21152
(address of principal executive office)
Items 1 through 3: Not required; see Item 4, below.
Item 4. Financial Statements and Exhibits.
a) i) Report of Independent Auditors.................. 1
ii) Statements of Financial Condition............... 2
iii) Statements of Changes in Plan Equity............ 3
iv) Notes to Financial Statements................... 4
v) Schedule II - Allocation of Plan Equity to
Investment Programs............................. 11
vi) Schedule III - Allocation of Changes in Plan
Equity to Investment Programs................... 13
b) Exhibits: Independent Auditors' Consent Letter as to
Incorporation of their Report on the Plan's
Financial Statements.
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 thereunto duly authorized.
THE McCORMICK PROFIT SHARING PLAN
AND PAYSOP
DATE: By: /s/ Karen D. Weatherholtz
Karen D. Weatherholtz
Vice President-Human Relations
and Plan Administrator
Audited Financial Statements
The McCormick Profit Sharing Plan and PAYSOP
November 30, 1994
with Report of Independent Auditors
The McCormick Profit Sharing Plan and PAYSOP
Audited Financial Statements
November 30, 1994
Contents
Report of Independent Auditors.............................................1
Audited Financial Statements
Statements of Financial Condition..........................................2
Statements of Changes in Plan Equity.......................................3
Notes to Financial Statements..............................................4
Schedule II--Allocation of Plan Equity to Investment Programs.............11
Schedule III--Allocation of Changes in Plan Equity to Investment Programs.13
Report of Independent Auditors
To the Investment Committee
McCormick & Company, Incorporated
We have audited the accompanying statements of financial condition of the
McCormick Profit Sharing Plan and PAYSOP as of November 30, 1994 and 1993,
and the related statements of changes in plan equity for each of the three
years in the period ended November 30, 1994. We have also audited the
schedules of allocation of plan equity to investment programs as of
November 30, 1994 and 1993 and allocation of changes in plan equity to
investment programs for each of the three years in the period ended
November 30, 1994. These financial statements and schedules 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 financial condition of the McCormick Profit
Sharing Plan and PAYSOP at November 30, 1994 and 1993, and the changes in
plan equity for each of the three years in the period ended November 30,
1994, in conformity with generally accepted accounting principles.
Furthermore, it is our opinion that the schedules referred to above present
fairly the information set forth therein in compliance with the applicable
accounting regulations of the Securities and Exchange Commission.
Ernst & Young LLP
Baltimore, Maryland
May 19, 1995
Page 1
The McCormick Profit Sharing Plan and PAYSOP
Statements of Financial Condition
November 30
1994 1993
Assets
Investments:
Securities--at market value:
McCormick & Company, Incorporated--common
stock $ 70,518,267 $113,374,707
Unaffiliated Issuers:
Temporary investments 487,474 19,711,204
Mutual Funds 56,215,416 -
Participant loans 3,077,917 2,344,381
Total investments 130,299,074 135,430,292
Receivables:
Accrued interest and dividends 2,439 58,611
Employer contributions 4,028,631 4,812,557
Total receivables 4,031,070 4,871,168
Cash 30,944 7,879
134,361,088 140,309,339
Liabilities
Administrative expenses payable - 18,225
Withdrawals payable - 480,899
- 499,124
Plan equity $134,361,088 $139,810,215
See accompanying notes.
Page 2
The McCormick Profit Sharing Plan and PAYSOP
Statements of Changes in Plan Equity
Year ended November 30
1994 1993 1992
Additions
Employer contributions $ 6,259,953 $ 6,512,133 $ 5,668,619
Employee contributions 10,660,749 8,414,243 7,361,346
Earnings from investments:
Dividends:
McCormick & Company, Incorporated 1,763,800 2,070,382 1,716,028
Mutual funds 2,936,437 138,528 112,504
Interest income 271,349 954,826 790,554
Other receipts 108,724 292 -
22,001,012 18,090,404 15,649,051
Deductions
Participant withdrawals 7,896,638 8,338,081 9,611,394
Administrative expenses 243,886 368,741 198,606
Other disbursements - 1,390 -
8,140,524 8,708,212 9,810,000
Net realized gain on investments 19,624,604 4,231,911 5,640,037
Net unrealized (depreciation)
appreciation of investments (38,934,219) (28,080,518) 30,204,380
Net (decrease) increase (5,449,127) (14,466,415) 41,683,468
Plan equity at beginning of year 139,810,215 154,276,630 112,593,162
Plan equity at end of year $134,361,088 $139,810,215 $154,276,630
See accompanying notes.
Page 3
The McCormick Profit Sharing Plan and PAYSOP
Notes to Financial Statements
1. Significant Accounting Policies
The financial statements of The McCormick Profit Sharing Plan and PAYSOP (the
Plan) are prepared on the accrual basis of accounting.
Valuation of Securities
Investments are stated at aggregate current value. Securities traded on a
national securities exchange or included on the NASDAQ National Market List
are valued at the last reported sales price on the last business day of the
plan year. Investments for which no sale was reported on that date are
valued at the last reported bid price.
The change in the difference between current value and the cost of
investments is reflected in the statement of changes in plan equity as net
unrealized appreciation or depreciation of investments.
The net realized gain or loss on disposal of investments is the difference
between the proceeds received and the average cost of investments sold.
Expenses relating to the purchase or sale of investments are added to the
cost or deducted from the proceeds.
Administrative Expenses
McCormick & Company, Incorporated (the Company) has deducted $240,195 and
$306,261 in 1994 and 1993, respectively from the Profit Sharing contributions
to offset a portion of the administrative costs incurred on behalf of the
Plan. Direct expenses are paid by the Plan.
Reclassification
Certain prior year information has been reclassified to conform with the
current year presentation
2. Description of the Plan
The following description of the Plan provides only general information.
Further information about the Plan agreement, eligible employees, the vesting
provisions and investment alternatives are contained in the pamphlet Profit
Sharing Plus and in Registration Statement No. 33-33724 on Form S-8 filed
with the Securities and Exchange Commission on March 2, 1990. Copies of
these documents are available from McCormick Corporate Human Relations.
Page 4
The McCormick Profit Sharing Plan and PAYSOP
Notes to Financial Statements (continued)
2. Description of the Plan (continued)
The Plan is a defined contribution plan sponsored by McCormick & Company,
Incorporated which incorporates a 401(k) savings and investment option and a
Payroll Based Stock Ownership Plan (PAYSOP).
The Company and participating subsidiaries make contributions to the Plan in
such amounts as may be authorized by the Board of Directors. Company
contributions are allocated to each participant's account based upon the
participant's compensation and length of service. The Company has not made
PAYSOP contributions since the elimination of the PAYSOP tax credit in the
Tax Reform Act of 1986.
Participating employees can make elective pretax contributions to the Plan
through regular payroll deductions. If an employee authorizes elective
contributions, the contributions may not be less than 1% of his or her
taxable cash compensation and may be up to a maximum of 15%. The Company and
participating subsidiaries will make a matching contribution at a rate of
$.20 for each $1.00 of the participant's elective contributions to the Plan
regardless of the participant's investment election. The matching
contribution is not made on elective contributions in excess of 10% of
taxable compensation.
On December 1, 1993 the Plan established new investment funds for the
participants' elective contributions. In anticipation of transferring the
existing assets to the new funds, all prior investments in the Interest
Income and Balanced Equity funds were liquidated in November 1993. The
proceeds were held in temporary investments at November 30, 1993.
Effective December 1, 1993, the Plan added the following investment funds:
Investment-Grade Bond Fund - The Investment-Grade Bond Fund seeks to
provide a high rate of income consistent with reasonable investment risk.
The Fund also seeks capital appreciation where appropriate. Under normal
circumstances, at least 65% of the Fund's total assets consist of
investment-grade debt securities rates Baa or higher by Moody's Investors
Service, Inc., or at least BBB by Standard & Poor's Corporation. The Fund
may also invest in preferred stocks.
Page 5
The McCormick Profit Sharing Plan and PAYSOP
Notes to Financial Statements (continued)
2. Description of the Plan (continued)
Growth & Income Portfolio Fund - The Growth & Income Portfolio Fund seeks
high total return through a combination of current income and capital
appreciation. The Fund invests mainly in securities of companies that pay
current dividends and offer potential growth of earnings. However, the
Fund may buy securities that are not currently paying dividends but offer
prospects for either capital appreciation or future income. Securities
may be of foreign and domestic issuers. The Fund diversifies investments
among a variety of industries.
Retirement Money Market Portfolio Fund - The Retirement Money Market
Portfolio Fund seeks as high a level of current income as is consistent
with the preservation of capital and liquidity. The Fund strives to
maintain a stable $1 share price by investing in high-quality, U.S.
dollar-denominated money market instruments of U.S. and foreign issuers.
Investments include short-term corporate obligations, U.S. government
obligations and certificates of deposit.
Long-Term Capital Appreciation Fund - The Long-Term Capital Appreciation
Fund seeks capital appreciation by making a profit on invested capital
over the long term. The Fund invests in common stocks, and securities
convertible to common stock, issued by companies operating in the U.S.
and/or abroad as well as foreign companies. Investments are made in large
corporations as well as smaller, less well-known companies. The Fund also
diversifies investments among a variety of industries and sectors within
the market.
Participants' elective contributions and the Company's Profit Sharing
contributions are invested in the Plan's investment funds as directed by the
participant.
In general, participant withdrawals are subject to a 10% excise tax for early
withdrawals prior to the participant reaching retirement.
Participants are permitted to take loans against their contributions to the
Plan. The maximum of any loan cannot exceed one-half of the employee's
account balance or $50,000 less the highest outstanding unpaid loan balance
during the prior twelve months, whichever is less. The Company's Investment
Committee determines the interest rate for loans based on current market
rates. Loan repayments, interest, plus maintenance fees are made by
employees through monthly payroll deductions over loan terms of up to five
years. Longer loan terms are available for loans taken to purchase,
construct, re-construct or substantially rehabilitate a primary home for the
participant or the participant's immediate family.
Page 6
The McCormick Profit Sharing Plan and PAYSOP
Notes to Financial Statements (continued)
2. Description of the Plan (continued)
With the exception of the PAYSOP program, the Company intends to continue the
Plan indefinitely. The Company reserves the right to terminate the Plan, or
to reduce or cease contributions at any time, if its Board of Directors
determines that business, financial or other good causes make it necessary to
do so, or to amend the Plan at any time and in any respect provided, however,
that any such action will not deprive any participant or beneficiary under
the Plan of any vested right.
3. Income Tax Status
The Internal Revenue Service has ruled that the Plan qualifies under Section
401 of the Internal Revenue Code (IRC) and is, therefore, not subject to tax
under present income tax law. Once qualified, the Plan is required to
operate in conformity with the IRC to maintain its qualification. The Plan
administrator is not aware of any course of action or series of events that
has occurred that might adversely affect the Plan's qualified status. Under
the Plan, participants are not subject to federal income tax on Company
contributions and income of the Plan until amounts are distributed to them.
Page 7
The McCormick Profit Sharing Plan and PAYSOP
Notes to Financial Statements (continued)
4. Investments
During 1994, 1993 and 1992 the Plan's investments (including investments
bought, sold, or held throughout the year) (depreciated) appreciated in fair
value by $(19,309,615), ($23,848,607) and $35,844,417, respectively, as
follows:
Net Fair Value
(Depreciation) at End
During Year of Year
Year ended November 30, 1994
Fair value as determined by quoted market prices:
McCormick & Company, Incorporated:
Common stock $(16,057,655) $ 70,518,267
Unaffiliated issuers:
Temporary investments - 487,474
Mutual funds (3,251,960) 56,215,416
Participant loans - 3,077,917
Total $(19,309,615) $130,299,074
Net
(Depreciation) Fair Value
Appreciation at End
During Year of Year
Year ended November 30, 1993
Fair value as determined by quoted market prices:
McCormick & Company, Incorporated:
Common stock $(24,208,095) $113,374,707
Unaffiliated issuers:
Temporary investments - 19,711,204
Fixed income funds 178,015 -
Mutual funds 181,473 -
Participant loans - 2,344,381
Total $(23,848,607) $135,430,292
Page 8
The McCormick Profit Sharing Plan and PAYSOP
Notes to Financial Statements (continued)
4. Investments (continued)
Net Fair Value
Appreciation at End
During Year of Year
Year ended November 30, 1992
Fair value as determined by quoted market prices:
McCormick & Company, Incorporated:
Common stock $35,557,146 $131,855,674
Unaffiliated issuers:
Temporary investments - 5,032,283
Fixed income funds 123,883 10,736,183
Mutual funds 163,388 2,075,771
Participant loans - 1,844,724
Total $35,844,417 $151,544,635
The fair value of individual investments that represent 5% or more of the
Plan's net assets are as follows:
November 30
1994 1993
Norwest Short Term Investment Fund $ - $ 19,711,204
McCormick & Company, Incorporated common stock 70,518,267 113,374,707
Fidelity Investments Mutual funds:
Investment Grade Bond Fund 8,079,985 -
Growth & Income Portfolio Bond Fund 18,322,246 -
Retirement Money Market Fund 7,070,785 -
Long-Term Capital Appreciation Fund (Magellan Fund) 22,742,400 -
5. Transactions With Parties-in-Interest
Fees paid during the year for legal, accounting and other services rendered by
parties-in-interest were based on customary and reasonable rates for such
services.
Page 9
The McCormick Profit Sharing Plan and PAYSOP
Notes to Financial Statements (continued)
6. Reconciliation of Form 5500 to Audited Financial Statements
The following represents a summary of the differences between the Form 5500 for
the year ended November 30, 1994, and the accompanying financial statements:
Amount per
Form 5500 Accompanying
Line Amount per Financial
Number Description Form 5500 Statements Difference
32b(1)(A) Interest--Interest bearing
cash $ 65,651 $ 271,349 $ (205,698)
32b(1)(F) Interest--Other loans 192,240 - 192,240
N/A Dividends--Mutual funds - 2,936,437 (2,936,437)
32b(4)(C) Net gain(loss) on sale of
assets (702,184) 19,624,604 (20,326,788)
32b(5) Unrealized (depreciation)
appreciation (15,356,921) (38,934,219) 23,577,298
32b(10) Registered investment
companies (300,615) - (300,615)
$(16,101,829) $(16,101,829) $ -
The differences result from differences from the classification of investments,
and the basis for determining cost, as required for financial statement
purposes (historical cost) differing from the classification required in the
Form 5500 (market value at the beginning of the Plan year).
Page 10
The McCormick Profit Sharing Plan and PAYSOP
Schedule II--Allocation of Plan Equity to Investment Programs
November 30, 1994
Growth &
Investment Income
McCormick Grade Bond Portfolio
Total Stock Fund Fund Fund
Assets
Investments:
Securities--at market value:
McCormick & Company,
Incorporated common stock $ 70,518,267 $61,257,536 $ - $ -
Unaffiliated issuers:
Temporary investments 487,474 486,012 - -
Mutual funds 56,215,416 - 8,079,985 18,322,246
Participant loans 3,077,917 - - -
Employer contributions
receivable 4,028,631 - - -
Accrued interest and dividends
receivable 2,439 1,907 23 90
Cash 30,944 7,923 (8,033) (462)
134,361,088 61,753,378 8,071,975 18,321,874
Liabilities
Administrative expenses payable - - - -
Withdrawals payable - - - -
Plan equity $134,361,088 $61,753,378 $8,071,975 $18,321,874
Page 11
The McCormick Profit Sharing Plan and PAYSOP
Schedule II--Allocation of Plan Equity to Investment Programs
November 30, 1994
Retirement Long-Term
Money Capital
Market Appreciation
Fund Fund PAYSOP
Assets
Investments:
Securities--at market value:
McCormick & Company,
Incorporated common stock $ - $ - $3,003,752
Unaffiliated issuers:
Temporary investments - - 79
Mutual funds 7,070,785 22,742,400 -
Participant loans - - -
Employer contributions
receivable - - -
Accrued interest and dividends
receivable 279 121 4
Cash 13,047 11,557 6,912
7,084,111 22,754,078 3,010,747
Liabilities
Administrative expenses payable - - -
Withdrawals payable - - -
- - -
Plan equity $7,084,111 $22,754,078 $3,010,747
Page 11A
The McCormick Profit Sharing Plan and PAYSOP
Schedule II--Allocation of Plan Equity to Investment Programs
November 30, 1994
RIT Trust Loans Unallocated
Assets
Investments:
Securities--at market value:
McCormick & Company,
Incorporated common stock $6,256,979 $ - $ -
Unaffiliated issuers:
Temporary investments 1,383 - -
Mutual funds - - -
Participant loans - 3,077,917 -
Employer contributions
receivable - - 4,028,631
Accrued interest and dividends
receivable 15 - -
Cash - - -
6,258,377 3,077,917 4,028,631
Liabilities
Administrative expenses payable - - -
Withdrawals payable - - -
- - -
Plan equity $6,258,377 $3,077,917 $4,028,631
Page 11B
The McCormick Profit Sharing Plan and PAYSOP
Schedule II--Allocation of Plan Equity to Investment Programs
November 30, 1993
McCormick Interest
Total Stock Fund Income Fund
Assets
Investments:
Securities--at market value:
McCormick & Company,
Incorporated common stock $113,374,707 $93,581,689 $ -
Unaffiliated issuers:
Temporary investments 19,711,204 182,957 14,063,777
Participant loans 2,344,381 - -
Employer contributions
receivable 4,812,557 - -
Accrued interest and dividends
receivable 58,611 2,502 28,872
Cash 7,879 1 4
140,309,339 93,767,149 14,092,653
Liabilities
Administrative expenses payable 18,225 4,681 11,015
Withdrawals payable 480,899 274,861 52,200
499,124 279,542 63,215
Plan equity $139,810,215 $93,487,607 $14,029,438
Page 12
The McCormick Profit Sharing Plan and PAYSOP
Schedule II--Allocation of Plan Equity to Investment Programs
November 30, 1993
Balanced
Equity
Fund PAYSOP RIT Trust
Assets
Investments:
Securities--at market value:
McCormick & Company,
Incorporated common stock $ - $4,953,682 $14,839,336
Unaffiliated issuers:
Temporary investments 5,461,641 700 2,129
Participant loans - - -
Employer contributions
receivable - - -
Accrued interest and dividends
receivable 11,660 - 1
Cash 867 6,914 92
5,474,168 4,961,296 14,841,558
Liabilities
Administrative expenses payable 1,831 - 698
Withdrawals payable 11,297 14,746 127,795
13,128 14,746 128,493
Plan equity $5,461,040 $4,946,550 $14,713,065
Page 12A
The McCormick Profit Sharing Plan and PAYSOP
Schedule II--Allocation of Plan Equity to Investment Programs
November 30, 1993
Loans Unallocated
Assets
Investments:
Securities--at market value:
McCormick & Company,
Incorporated common stock $ - $ -
Unaffiliated issuers:
Temporary investments - -
Participant loans 2,344,381 -
Employer contributions
receivable - 4,812,557
Accrued interest and dividends
receivable 15,576 -
Cash 1 -
2,359,958 4,812,557
Liabilities
Administrative expenses payable - -
Withdrawals payable - -
- -
Plan equity $2,359,958 $4,812,557
Page 12B
The McCormick Profit Sharing Plan and PAYSOP
Schedule III--Allocation of Changes in Plan Equity to Investment Programs
Year Ended November 30, 1994
Interest Balanced
McCormick Income Equity
Total Stock Fund Fund Fund
Additions
Employer contributions $ 6,259,953 $ 813,828 $ - $ -
Employee contributions 10,660,749 4,835,079 - -
Earnings from investments:
Dividends:
McCormick & Company,
Incorporated 1,763,800 1,516,309 - -
Mutual funds 2,936,437 - - -
Interest income 271,349 47,879 12,570 7,167
Other receipts 108,724 - - -
22,001,012 7,213,095 12,570 7,167
Interfund transfers - (21,264,348) (14,053,008) (5,467,990)
Deductions
Participant withdrawals 7,896,638 3,929,115 (453) -
Administrative expenses 243,886 1,295 (10,547) 217
Other disbursements - - - -
8,140,524 3,930,410 (11,000) 217
Net realized gain (loss) 19,624,604 12,578,817 - -
on investment
Net unrealized depreciation
of investments (38,934,219) (26,331,383) - -
Net (decrease) increase (5,449,127) (31,734,229) (14,029,438) (5,461,040)
Plan equity at beginning
of year 139,810,215 93,487,607 14,029,438 5,461,040
Plan equity at end of year $134,361,088 $61,753,378 $ - $ -
Page 13
The McCormick Profit Sharing Plan and PAYSOP
Schedule III--Allocation of Changes in Plan Equity to Investment Programs
Year Ended November 30, 1994
Growth & Retirement Long-Term
Investment- Income Money Capital
Grade Bond Portfolio Market Appreciation
Fund Fund Fund Fund
Additions
Employer contributions $ 161,500 $ 356,072 $ 64,516 $ 586,275
Employee contributions 823,995 1,797,993 322,551 2,881,131
Earnings from investments:
Dividends:
McCormick & Company,
Incorporated - - - -
Mutual funds 686,294 958,325 223,912 1,067,906
Interest income 943 1,770 1,151 2,427
Other receipts - - - -
1,672,732 3,114,160 612,130 4,537,739
Interfund transfers 8,265,351 16,988,009 7,193,334 20,534,683
Deductions
Participant withdrawals 727,444 1,117,579 720,098 855,268
Administrative expenses 6,000 1,906 1,255 4,590
Other disbursements - - - -
733,444 1,119,485 721,353 859,858
Net realized gain (loss) (221,425) 17,871 - (2,844)
on investment
Net unrealized depreciation
of investments (911,239) (678,681) - (1,455,642)
Net (decrease) increase 8,071,975 18,321,874 7,084,111 22,754,078
Plan equity at beginning
of year - - - -
Plan equity at end of year $8,071,975 $18,321,874 $7,084,111 $22,754,078
Page 13A
The McCormick Profit Sharing Plan and PAYSOP
Schedule III--Allocation of Changes in Plan Equity to Investment Programs
Year Ended November 30, 1994
PAYSOP RIT Trust Loans Unallocated
Additions
Employer contributions $ - $ - $ - $4,277,762
Employee contributions - - - -
Earnings from investments:
Dividends:
McCormick & Company,
Incorporated 76,969 170,522 - -
Mutual funds - - - -
Interest income 452 4,750 192,240 -
Other receipts - - 108,724 -
77,421 175,272 300,964 4,277,762
Interfund transfers (1,207,000) (6,584,533) 416,995 (4,821,493)
Deductions
Participant withdrawals 88,475 459,112 - -
Administrative expenses - (1,025) - 240,195
Other disbursements - - - -
88,475 458,087 - 240,195
Net realized gain (loss) 970,785 6,281,400 - -
on investment
Net unrealized depreciation
of investments (1,688,534) (7,868,740) - -
Net (decrease) increase (1,935,803) (8,454,688) 717,959 (783,926)
Plan equity at beginning
of year 4,946,550 14,713,065 2,359,958 4,812,557
Plan equity at end of year $3,010,747 $ 6,258,377 $3,077,917 $4,028,631
Page 13B
The McCormick Profit Sharing Plan and PAYSOP
Schedule III--Allocation of Changes in Plan Equity to Investment Programs
Year Ended November 30, 1993
Interest Balanced
McCormick Income Equity
Total Stock Fund Fund Fund
Additions
Employer contributions $ 6,512,133 $ 1,393,315 $ - $ -
Employee contributions 8,414,243 7,349,700 1,064,543 -
Earnings from investments:
Dividends:
McCormick & Company,
Incorporated 2,070,382 1,675,307 - -
Mutual funds 138,528 - - 138,528
Interest income 954,826 22,026 728,885 69,645
Other receipts 292 - 292 -
18,090,404 10,440,348 1,793,720 208,173
Interfund transfers - 2,934,963 905,489 71,750
Deductions
Participant withdrawals 8,338,081 4,362,874 943,017 446,172
Administrative expenses 368,741 7,829 49,302 3,843
Other disbursements 1,390 1,390 - -
8,708,212 4,372,093 992,319 450,015
Net realized gain on 4,231,911 1,589,177 253,209 400,770
investment
Net unrealized depreciation
of investments (28,080,518) (20,999,942) (75,192) (219,298)
Net (decrease) increase (14,466,415) (10,407,547) 1,884,907 11,380
Plan equity at beginning
of year 154,276,630 103,895,154 12,144,531 5,449,660
Plan equity at end of year $139,810,215 $ 93,487,607 $14,029,438 $5,461,040
Page 14
The McCormick Profit Sharing Plan and PAYSOP
Schedule III--Allocation of Changes in Plan Equity to Investment Programs
Year Ended November 30, 1993
PAYSOP RIT Trust Loans Unallocated
Additions
Employer contributions $ - $ - $ - $5,118,818
Employee contributions - - - -
Earnings from investments:
Dividends:
McCormick & Company,
Incorporated 95,079 299,996 - -
Mutual funds - - - -
Interest income 49 806 133,415 -
Other receipts - - - -
95,128 300,802 133,415 5,118,818
Interfund transfers (1,618) - 381,819 (4,292,403)
Deductions
Participant withdrawals 201,697 2,384,321 - -
Administrative expenses 419 1,087 - 306,261
Other disbursements - - - -
202,116 2,385,408 - 306,261
Net realized gain on 257,790 1,730,965 - -
investment
Net unrealized depreciation
of investments (1,399,103) (5,386,983) - -
Net (decrease) increase (1,249,919) (5,740,624) 515,234 520,154
Plan equity at beginning
of year 6,196,469 20,453,689 1,844,724 4,292,403
Plan equity at end of year $4,946,550 $14,713,065 $2,359,958 $4,812,557
Page 14A
The McCormick Profit Sharing Plan and PAYSOP
Schedule III--Allocation of Changes in Plan Equity to Investment Programs
Year Ended November 30, 1992
Interest
McCormick Income
Total Stock Fund Fund
Additions
Employer contributions $ 5,668,619 $ 1,171,899 $ -
Employee contributions 7,361,346 6,311,969 1,049,377
Earnings from investments:
Dividends:
McCormick & Company,
Incorporated 1,716,028 1,349,921 -
Mutual funds 112,504 - -
Interest income 790,554 1,853 671,134
15,649,051 8,835,642 1,720,511
Interfund transfers - 2,260,771 (229,834)
Deductions
Participant withdrawals 9,611,394 6,067,872 1,639,135
Administrative expenses 198,606 - (3,242)
9,810,000 6,067,872 1,635,893
Net realized gain on 5,640,037 4,121,550 51,267
investment
Net unrealized appreciation
of investments 30,204,380 23,815,747 72,616
Net increase (decrease) 41,683,468 32,965,838 (21,333)
Plan equity at beginning
of year 112,593,162 70,929,316 12,165,864
Plan equity at end of year $154,276,630 $103,895,154 $12,144,531
Page 15
The McCormick Profit Sharing Plan and PAYSOP
Schedule III--Allocation of Changes in Plan Equity to Investment Programs
Year Ended November 30, 1992
Balanced
Equity
Fund PAYSOP RIT Trust Unallocated
Additions
Employer contributions $ - $ - $ - $4,496,720
Employee contributions - - - -
Earnings from investments:
Dividends:
McCormick & Company,
Incorporated - 86,175 279,932 -
Mutual funds 112,504 - - -
Interest income 117,567 - - -
230,071 86,175 279,932 4,496,720
Interfund transfers 932,952 - (31) (2,963,858)
Deductions
Participant withdrawals 282,630 327,264 1,294,493 -
Administrative expenses 4,148 - - 197,700
286,778 327,264 1,294,493 197,700
Net realized gain on 24,508 170,834 1,271,878 -
investment
Net unrealized appreciation
of investments 138,880 1,616,123 4,561,014 -
Net increase (decrease) 1,039,633 1,545,868 4,818,300 1,335,162
Plan equity at beginning
of year 4,410,027 4,650,601 15,635,389 4,801,965
Plan equity at end of year $5,449,660 $6,196,469 $20,453,689 $6,137,127
Page 15A
Exhibit--Consent of Independent Auditors
We consent to the incorporation by reference in the following
Registration Statements of McCormick & Company, Incorporated and
subsidiaries and in the related Prospectuses (if applicable) of
our report dated May 23, 1995, with respect to the financial
statements and supplemental schedules of The McCormick Profit
Sharing Plan and PAYSOP for the year ended November 30, 1994
included under Item 14., Exhibits, Financial Statement Schedules,
and Reports on Form 8-K in this Form 10-K/A, No. 1.
Form Registration Number Date Filed
S-8 33-58197 3/23/95
S-3 33-66614 7/27/93
S-8 33-59842 3/19/93
S-3 33-40920 5/29/91
S-8 33-33724 3/02/90
S-8 33-33725 3/02/90
S-3 33-32712 12/01/89
S-8 33-24660 10/07/88
S-8 33-24658 9/15/88
S-8 2-96166 3/01/85
ERNST & YOUNG LLP
May 23, 1995