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UNITED STATES 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, 1995
OR
[EEEE] 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: ____1-10308____
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below: Savings Incentive Plan of CUC
International Inc.
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office: CUC International Inc., 707
Summer Street, Stamford, Connecticut 06901
REQUIRED INFORMATION
The following pages set forth, with respect to the Savings Incentive
Plan of CUC International Inc. (OPlanO), the required audited
financial statements for the Plan prepared in accordance with the
financial reporting requirements of the Employee Retirement Income
Security Act of 1974.
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange
Act of 1934, the trustees (or other persons who administer the
employee benefit plan) have duly caused this annual report to be
signed on its behalf by the undersigned thereunto duly authorized.
Savings Incentive Plan of CUC International Inc.
(Name of Plan)
Date June 28, 1996 /s/ COSMO CORIGLIANO
Name: Cosmo Corigliano
Title: Member, Savings Incentive Plan
Committee
Date June 28, 1996 /s/ WALTER FORBES
Name: Walter Forbes
Title: Member, Savings Incentive Plan
Committee
Date June 28, 1996 /s/ CHRISTOPHER MCLEOD
Name: Christopher McLeod
Title: Member, Savings Incentive Plan
Committee
Date June 28, 1996 /s/ MARILYN PROUT
Name: Marilyn Prout
Title: Member, Savings Incentive Plan
Committee
Audited Financial Statements
and Schedules
Savings Incentive Plan of
CUC International Inc.
December 31, 1995 and 1994
with Report of Independent Auditors
Savings Incentive Plan of
CUC International Inc.
Audited Financial Statements
and Schedules
Years ended December 31, 1995 and 1994
Contents
Report of Independent Auditors 1
Audited Financial Statements
Statements of Net Assets Available for Plan Benefits, With Fund
Information 2
Statements of Changes in Net Assets Available for Plan Benefits,
With Fund Information 4
Notes to Financial Statements 6
Schedules
Assets Held for Investment Purposes 11
Schedule of Reportable Transactions 16
Schedules
Report of Independent Auditors
To the Administrative Committee of the
Savings Incentive Plan of CUC International Inc.
We have audited the accompanying statements of net assets available
for plan benefits of the Savings Incentive Plan of CUC International
Inc. as of December 31, 1995 and 1994, 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. These 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 at December 31, 1995 and 1994, and the changes in
its 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 schedules of assets
held for investment purposes as of December 31, 1995 and reportable
transactions for the year then ended, are presented for purposes of
additional analysis and are not a required part of the basic financial
statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974.
The Fund Information in the statement of net assets available for
benefits and the statement of changes in net asset available for
benefits is presented for purposes of additional analysis rather than
to present the net assets available for plan benefits and changes in
net assets available for plan benefits of each fund. The schedules and
Fund Information have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our
opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
ERNST & YOUNG LLP
Stamford, CT
May 22, 1996
Savings Incentive Plan of
CUC International Inc.
Statements of Net Assets Available for Plan Benefits, With Fund Information
December 31, 1995
Fund Information
CUC
Fixed Bond Equity Stock Loan
Fund Fund Fund Fund Fund Total
Assets
Investment at
fair value -
Note C
Bonds and
corporate
notes $1,514,235 $5,906,381 $ - $ - $ - $7,420,616
Common
stocks - - 25,908,434 29,604,768 - 55,513,202
United
States
government
and
government
agency
secur-
ities 4,933,369 3,847,421 - - - 8,780,790
Guaranteed
insurance
contracts1,659,178 - - - - 1,659,178
Short-term
investment
funds 2,336,794 236,790 1,461,723 2,343,111 30,169 6,408,587
Total
Investments
10,443,576 9,990,592 27,370,157 31,947,879 30,169 79,782,373
Contributions
receivable:
Employee 129,139 121,543 319,050 189,911 - 759,643
Employer 62,764 59,072 155,065 92,300 - 369,201
Interest
and
dividends
receivable 99,737 178,018 27,880 - - 305,635
Total
receivables 291,640 358,633 501,995 282,211 - 1,434,479
Loans to
participants - - - - 1,643,598 1,643,598
Net assets
available
for plan
benefits
$10,735,2166 $10,349,225 $27,872,152 $32,230,090 $1,673,767 $82,860,450
See accompanying notes.
Savings Incentive Plan of
CUC International Inc.
Statements of Net Assets Available for Plan Benefits, With Fund Information
December 31, 1994
Fund Information
CUC
Fixed Bond Equity Stock Loan
Fund Fund Fund Fund Fund Total
Assets
Investment at
fair value -
Note C
Bonds and
corporate
notes $1,997,383 $5,206,960 $ - $ - $ - $7,204,343
Common stocks - - 16,342,385 22,181,807 - 38,524,192
United States
government
and
government
agency
securities 4,344,775 3,270,568 - - - 7,615,343
Guaranteed
insurance
contracts 1,557,471 - - - - 1,557,471
Short-term
investment
funds 1,536,962 437,206 2,326,059 97,357 - 4,397,584
Total
investments 9,436,591 8,914,734 18,668,444 22,279,164 - 59,298,933
Contributions
receivable:
Employee 194,227 258,969 507,148 118,694 - 1,079,038
Employer 101,804 135,739 265,823 62,214 - 565,580
Interest and
dividends
receivable 103,426 175,034 16,998 - - 295,458
Total
receivables 399,457 569,742 789,969 180,908 - 1,940,076
Loans to
participants - - - - 96,268 96,268
Net assets
available for
plan
benefits $9,836,048 $9,484,476 $19,458,413 $22,460,072 $96,268 $61,335,277
See accompanying notes.
Savings Incentive Plan of
CUC International Inc.
Statements of Changes in Net Assets Available for Plan Benefits, With Fund
Information
Year Ended December 31, 1995
Fund Information
CUC
Fixed Bond Equity Stock Loan
Fund Fund Fund Fund Fund Total
Investment
income:
Interest
and
dividends $ 666,485 $ 712,129 $ 283,679 $ 80,242 $ - $1,742,535
Net realized
and
unrealized
appreciation
in fair value
of
investments 26,988 1,208,502 5,729,040 10,696,637 - 17,661,167
Net
investment
income 693,473 1,920,631 6,012,719 10,776,879 - 19,403,702
Contributions:
Employee 1,146,562 1,346,928 2,763,477 1,092,454 - 6,349,421
Employer 538,200 624,902 1,292,655 523,321 - 2,979,078
Total
contribu-
tions 1,684,762 1,971,830 4,056,132 1,615,775 - 9,328,499
Transfer of
participants'
funds
from other
plans 2,651,407 48,165 201,966 178,557 54,976 3,135,071
Loan
repayments 45,609 16,540 33,304 20,123 (115,576) -
Loan
disbursements
(251,591) (205,487) (502,406) (680,282) 1,639,766 -
Distributions
to
partici-
pants (1,362,450) (1,032,136) (2,568,358) (5,379,155) - (10,342,099)
Net change
during /the
year 3,461,210 2,719,543 7,233,357 6,531,897 1,579,166 21,525,173
Net assets
available for
benefits
at beginning
of year 9,836,048 9,484,476 19,458,413 22,460,072 96,268 61,335,277
Interfund
transfers (2,562,042) (1,854,794) 1,180,382 3,238,121 (1,667) -
Net assets
available for
benefits at
end of
year $10,735,216 $10,349,225 $27,872,152 $32,230,090 $1,673,767 $82,860,450
See accompanying notes.
Savings Incentive Plan of
CUC International Inc.
Statements of Changes in Net Assets Available for Plan Benefits, With Fund
Information
Year Ended December 31, 1994
Fund Information
CUC
Fixed Bond Equity Stock Loan
Fund Fund Fund Fund Fund Total
Investment
income:
Interest and
dividends $ 541,505 $ 553,882 $ 222,762 $ 4,964 $ - $ 1,323,113
Net realized and
unrealized
appreciation
(depreciation)
in fair value
of investments (189,977) (819,870) (670,309) 4,174,882 - 2,494,726
Net investment
income 351,528 (265,988) (447,547) 4,179,846 - 3,817,839
Contributions:
Employee 947,090 1,371,679 2,254,316 205,546 - 4,778,631
Employer 534,319 734,296 1,420,782 107,475 - 2,796,872
Total
contributions 1,481,409 2,105,975 3,675,098 313,021 - 7,575,503
Transfer of
participants'
funds from
other
plans 5,975,445 105,384 26,006 24,862,360 158,780 31,127,975
Loan repayments 29,735 - - - (29,735) -
Distributions to
participants (1,529,959) (419,567) (603,498) (3,148,404) - (5,701,428)
Net change
during the year 6,308,158 1,525,804 2,650,059 26,206,823 129,045 36,819,889
Net assets
available for
benefits
at beginning of
year 5,798,994 5,880,067 12,836,327 - - 24,515,388
Interfund
transfers (2,271,104) 2,078,605 3,972,027 (3,746,751)(32,777) -
Net assets
available for
benefits
at end of year $9,836,048 $9,484,476 $19,458,413 $22,460,072 $6,268 $61,335,277
See accompanying notes.
Savings Incentive Plan of
CUC International Inc.
Notes to Financial Statements
Note A- Description of the Plan
The following description of the Savings Incentive Plan (the "Plan")
of CUC International Inc. (the "Company") provides only general
information. Participants should refer to the Summary Plan Description
or the Plan documents which are available from the Company, for a more
complete description of the PlanOs provisions.
The financial statements of the Plan have been prepared in accordance
with generally accepted accounting principles and, as such, include
amounts based upon judgments and estimates made by management, which
may differ from actual results.
General
The Plan is a defined contribution plan which provides retirement,
disability and death benefits to eligible employees of the Company and
its subsidiaries. The Plan covers substantially all full-time
employees of the Company and its subsidiaries who have been employed
for at least one year (amended from six months of service in March
1995) and are age twenty-one or older. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974
("ERISA").
In March 1995, the Plan was amended to eliminate the exclusion of part-
time employees and allow for hardship withdrawal for payments of
educational fees. The Plan was also amended to permit loans to be made
to participants, effective on June 1, 1995. All loans made prior to
this date represent loans to the participants of the Employee Stock
Ownership and Savings Plan of Entertainment Publications, Inc.
transferred on July 1, 1994.
On July 18, 1995, the Essex Corporation 401K Plan merged its assets
totaling $2,557,537 into the Plan.
On December 8, 1995, the Plan adopted the profit sharing exception to
the annuity rules by requiring that the death benefits be payable to
the surviving spouse, unless the spouse consents to another
beneficiary.
On January 1, 1994, the Worldex Corporation Tax Advantaged Profit
Sharing Retirement Plan merged its assets totaling $2,448,263 into the
Plan. This transfer included two guaranteed insurance contracts
totaling $1,488,128. This transfer also included $960,135 which was
invested in the various funds of the Plan.
On July 1, 1994, an investment option was added to the Plan which
enabled participants to invest in common stock of the Company ("Common
Stock").
On July 1, 1994, the Employee Stock Ownership and Savings Plan of
Entertainment Publications, Inc. merged its assets totaling
$28,694,332 into the Plan. The assets included Common Stock totaling
$24,841,485 which was transferred into the CUC stock fund of the Plan.
This transfer also included an outstanding loan balance of $158,780
and a cash balance of $3,694,067.
Savings Incentive Plan of
CUC International Inc.
Notes to Financial Statements (continued)
Note A- Description of Plan (continued)
Contributions
Each year, participants may contribute up to 15% (limited to 6% for
highly compensated participants) of pretax annual compensation, as
defined in the Plan. The Company matches each participant's bi-weekly
contribution dollar for dollar of the first $27, $.60 for each dollar
of the next $40, and $.40 for each dollar of the next $25, for a total
maximum match of $61 per bi-weekly pay period. Participants may also
contribute amounts representing transfers from other qualified plans,
which are not subject to the Company match.
Participant Accounts
Each participantOs account is credited with the participantOs
contributions and allocations of the CompanyOs contributions and Plan
earnings. Allocations are based on participant earnings or account
balances, as defined. Forfeited balances of terminated participantsO
nonvested accounts are used to reduce future Company contributions.
Vesting
Participants are immediately vested in their contributions plus actual
earnings thereon. Vesting in the Company matching portion of their
accounts plus actual earnings thereon is based on years of credited
service. A participant is 100% vested after five years of credited
service.
Loans to Participants
Effective June 1, 1995, participants may borrow from their fund
accounts a maximum of $50,000 or 50% of their account balance. Loan
terms range from 1-5 years and are secured by the balance in the
participantOs account. The loans bear interest at a rate commensurate
with local prevailing rates as determined quarterly by the plan
administrator and the trustee. Interest rates on outstanding loans
currently range from 7.5% to 12%. Principal and interest is paid
ratably through monthly payroll deductions.
Investment Options
Upon enrollment in the Plan, a participant may direct employer and
employee contributions in 5% increments in any of the four investment
options.
Fixed Fund- Funds are invested in United States Treasury
obligations, certificates of deposit, commercial paper, and money
market funds, all having a maturity of three years or less from the
date of investment, and insurance company contracts which provide a
fixed rate of interest for a specified period of time.
Bond Fund- Funds are invested in long-term fixed-income securities,
including government and corporate bonds, or in mutual funds which
specialize in such fixed-income securities.
Equity Fund- Funds are invested in a variety of common and preferred
stocks, with emphasis on a balanced portfolio of primarily common
stocks offering appreciation potential over a number of years, or in
mutual funds which specialize in such equity investments.
Savings Incentive Plan of
CUC International Inc.
Notes to Financial Statements (continued)
Note A- Description of Plan (continued)
Investment Options (continued)
CUC Stock Fund- Funds are invested in Common Stock, which is traded
on the New York Stock Exchange.
Participants may change their investment options quarterly.
Payment of Benefits
Upon termination of employment, a participant shall receive a lump-sum
amount equal to the vested value of his or her account.
Note B- Summary of Accounting Policies
Basis of Accounting
The accounting records of the Plan are maintained on the accrual
basis.
Investment Valuation and Income Recognition
The PlanOs investments, except for the guaranteed insurance contracts
(entered into before December 15, 1993), are stated at fair value.
Securities traded on a national securities exchange are valued at the
last reported sales price on the last business day of the plan year.
Investments traded on the over-the-counter market for which no sale
was reported on that date are valued at the average of the last
reported bid and ask prices. The guaranteed insurance contracts are
valued at contract value as estimated by the insurance companies.
Contract value represents contributions made under the contract, plus
interest at the contract rate, less funds used to pay retirement
benefits and to pay for the insurance companiesO administrative
expenses. These contracts are subject to interest penalties for early
withdrawal or termination from 1-5% of the contract value.
Effective June 30, 1995, the Company approved a three-for-two stock
split, in the nature of a stock dividend payable to stockholders of
record on June 19, 1995. Accordingly, all Common Stock share amounts
have been adjusted to reflect the stock split.
Purchases and sales of securities are recorded on a trade-date basis.
Dividends are recorded on the ex-dividend date.
The change in the difference between the fair value and the cost of
investments is reflected as net unrealized appreciation (depreciation)
in fair value of investments. The net realized appreciation
(depreciation) on investments is the difference between the proceeds
received, after fees and expenses, and the average cost of investments
sold.
Administrative Expenses
All administrative expenses incurred in connection with the operation
of the Plan are paid by the Company.
Savings Incentive Plan of
CUC International Inc.
Notes to Financial Statements (continued)
Note C- Investments
The fair value of individual investments that represent 5% or more of
the Plan's net assets are as follows:
December 31
1995 1994
Fleet Investment Services
Short-term Income Fund
1995 D 6,408,587 units;
1994 D 4,397,584 units $ 6,408,587
$ 4,397,584
CUC International Inc.
Common Stock,
1995 D 867,559 shares; 29,604,768
1994 D 1,000,683 shares 22,181,807
The Plan's investments are held in safekeeping by Fleet Bank.
Note D- Plan Termination
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and
to terminate the Plan subject to the provisions of ERISA. In the event
of Plan termination, participants will become fully vested and will
receive lump-sum distributions in an amount equal to the value of
their accounts.
Note E- Differences Between Financial Statements and Form 5500
The following is a reconciliation of net assets available for benefits
per the financial statements to the Form 5500:
December 31
1995 1994
Net assets available for benefits per
the financial statements $82,860,450 $61,335,277
Amounts allocated to withdrawn
participants (3,142,546) (374,649)
Net assets available for benefits per
the Form 5500 $79,717,904 $60,960,628
Savings Incentive Plan of
CUC International Inc.
Notes to Financial Statements (continued)
Note E- Differences Between Financial Statements and Form 5500
(continued)
The following is a reconciliation of benefits paid to participants per
the financial statements to the Form 5500:
Year ended December 31
1995 1994
Benefits paid to participants per the
financial statements $10,342,099 $5,701,428
Add: Amounts allocated on Form 5500 to
withdrawn participants at December 31,
1995 and 1994 3,142,546 374,649
Less: Amounts allocated on Form 5500 to
withdrawn participants at December 31,
1994 and 1993 (374,649) (212,706)
Benefits paid to participants per the
Form 5500 $13,109,996 $5,863,371
Note F- Tax Status
The Internal Revenue Service has ruled that the Plan qualifies under
Section 401(a) of the Internal Revenue Code ("IRC") and, therefore,
the related trust is 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 sponsor is not aware of
any course of action or series of events that have occurred that might
adversely affect the PlanOs qualified status.
Savings Incentive Plan of
CUC International Inc.
Assets Held for Investment Purposes
December 31, 1995
Description of
Investment Including
Identity of Issue, Borrower Maturity Date,
or Similar Party Rate of Interest, Par Fair
or Maturity Value Cost Value
Bonds and Corporate Notes
Bank New York Inc. $100,000 principal
amount,
6.50%;due December
1, 2003 $100,291 $101,853
Bank America Corp. $200,000 principal
amount,
7.20%;due September
15, 2002 200,500 210,802
Bank America Corp. $150,000 principal
amount,
7.125%;due May 12,
2005 159,570 157,344
Bankers Trust NY Corp. $100,000 principal
amount,
7.50%;due January
15, 2002 99,640 105,707
Bankers Trust NY Corp. $240,000 principal
amount,
9.00%;due August 1,
2001 240,900 269,218
Bankers Trust NY Corp. $400,000 principal
amount,
7.25%;due November
1, 1996 405,432 404,940
Bear Stearns Co. $200,000 principal
amount,
6.50%;due June 15,
2000 204,442 204,070
Bear Stearns Co. $200,000 principal
amount,
6.70%;due August 1,
2003 201,460 204,624
Chemical Banking Corp. $250,000 principal
amount,
8.50%;due February
15, 2002 250,937 280,680
Citicorp $250,000 principal
amount,
6.75%;due August 15,
2005 228,228 253,067
Citicorp $100,000 principal
amount,
7.125%;due June 1,
2003 106,021 105,151
Citicorp Shelf 83 $300,000 principal
amount,
7.125%;due March 15,
2004 288,363 317,343
Chrylser Financial Corp. $300,000 principal
amount,
6.00%;due April 15,
1996 306,990 300,084
Dean Witter Discover $200,000 principal
amount,
5.00%;due April 1,
1996 201,502 199,758
Dean Witter Discover $300,000 principal
amount,
6.25%;due March 15,
2000 301,257 306,225
Ford Capital B V $350,000 principal
amount,
9.00%;due June 1,
1996 351,312 354,613
Ford Motor Credit Co. $300,000 principal
amount,
6.25%;due February
26, 1998 304,422 304,473
Hilton Hotels Corp. $200,000 principal
amount,
7.70%;due July
15, 2002 201,250 215,574
Savings Incentive Plan of
CUC International Inc.
Assets Held for Investment Purposes (continued)
December 31, 1995
Description of
Investment
Including
Maturity Date,
Identity of Issuer, Rate of Interest,
Borrower Par Fair
or Similar Party or Maturity Value Cost Value
Bonds and Corporate Notes (continued)
Merrill Lynch & Co. $300,000 principal
amount,
8.30%;due
November 1, 2002 $304,728 $335,826
Merrill Lynch & Co. $100,000 principal
amount,
7.75%;due March
1, 1999 100,618 105,479
Merrill Lynch & Co. $125,000 principal
amount,
9.00% due May
1, 1998 133,120 133,655
Morgan Stanley Group $150,000 principal
amount,
8.33% due
January 15, 2007 150,562 171,856
Morgan Stanley Group $100,000 principal
amount,
7.875%;due
December 15, 1998 101,375 105,383
Morgan Stanley Group $300,000 principal
amount,
8.00%;due
October 15, 1996 315,465 304,980
Morgan Stanley $100,000 principal
amount,
9.40%;due March
5, 1998 115,169 107,291
Motorola Inc. $300,000 principal
amount,
7.60%;due
January 1, 2007 293,508 335,034
NationsBank Corp. $250,000 principal
amount,
6.50%;due
August 15, 2003 255,740 254,107
Philip Morris Cos. $200,000 principal
amount,
7.125%;due
August 15,2002 209,478 207,377
Wal Mart Stores Inc $300,000 principal
amount,
6.375%;due
March 1, 2003 274,953 305,523
Wells Fargo & Co. $300,000 principal
amount,
6.125%;due
November 1, 2003 292,872 298,713
Wells Fargo & Co. $100,000 principal
amount,
8.750%;due May
1, 2002 106,863 113,670
Wells Fargo & Co. $240,000 principal
amount,
8.200%;due
November 1, 1996 240,000 244,939
Wells Fargo $100,000 principal
amount,
8.10%;due July
22, 1996 99,899 101,257
Total $7,146,867 $7,420,616
Savings Incentive Plan of
CUC International Inc.
Assets Held for Investment Purposes (continued)
December 31, 1995
Description of
Investment
Including
Maturity Date,
Identity of Issue, Rate of Interest,
Borrower Par Fair
or Similar Party or Maturity Value Cost Value
Common Stock
Abitibi Price Inc. 27,000 shares $ 462,036 $ 391,500
Airtouch Communications
Inc. 15,000 shares 404,191 421,875
American International
Group Inc. 4,780 shares 164,855 442,150
Argosy Gaming Corp. 14,000 shares 355,742 106,750
Au Bon Pain Inc. Class A 15,000 shares 244,437 123,750
Australis Media Ltd. Com 335,000 shares 198,536 279,631
Authentic Fitness Corp. 14,000 shares 170,650 290,500
Bankers Trust NY Corp. Com. 5,000 shares 232,405 332,500
BHC Financial Inc. 10,000 shares 167,250 180,000
Capital One Financial Corp. 22,000 shares 368,367 525,250
Cheesecake Factory Inc. 22,000 shares 406,450 473,000
Cidco Inc. Com. 5,200 shares 127,595 132,600
Circus Circus Enterprises
Inc. 11,300 shares 271,066 314,988
Citicorp Com. 10,000 shares 448,909 672,500
CKE Restaurants Inc. Com 25,000 shares 261,875 400,000
Comcast Corp. CL A Special 18,000 shares 284,621 327,384
Coventry Corp. 24,000 shares 457,573 495,000
CUC International Inc.* 867,539 shares 16,576,961 29,604,768
Finova Group Inc. Com 9,000 shares 274,341 434,250
First USA Inc. 10,000 shares 348,945 443,750
Foundation Health Corp. 12,000 shares 429,825 519,000
Franklin Quest Co. Com 10,000 shares 240,809 195,000
General Nutrition Cos Inc. 30,000 shares 317,783 690,000
General Re. Corp. 2,000 shares 165,535 310,000
Gtech Holdings Corp. 24,000 shares 579,807 624,000
Harrah's Entertainment Inc.
Com 25,000 shares 181,020 606,250
Humana Inc. 12,000 shares 237,849 328,500
IHOP Corp. New Com. 22,000 shares 519,167 572,000
Industrie Natuzzi SPA 11,000 shares 182,632 499,125
Intel Corp. Com. 8,400 shares 255,692 476,700
I-Stat Corp. 6,500 shares 203,775 211,250
KLA Instructors Corp. 8,000 shares 252,300 208,504
Jones Apparel Group Inc. 8,000 shares 202,226 315,000
Life Partners Group Inc. 24,100 shares 430,273 328,363
Luxottica Group SPA
Sponsored ADR 13,000 shares 372,672 760,500
Mannesmann A.G. 1,650 shares 465,063 526,492
MBNA Corp. Com 10,000 shares 224,250 368,750
Micron Technology Inc. 14,000 shares 278,600 554,750
* Indicates party-in-interest to the Plan
Savings Incentive Plan of
CUC International Inc.
Assets Held for Investment Purposes (continued)
December 31, 1995
Description of
Investment
Including Maturity
Date,
Identity of Issue, Rate of Interest,
Borrower Par Fair
or Similar Party or Maturity Value Cost Value
Common Stocks (continued)
Morgan Stanley Group Inc. 6,000 shares $ 257,121 $ 483,750
Motorola Inc. Com. 8,000 shares 389,272 456,000
Nine West Group 11,000 shares 292,100 412,500
Nu-Kote Holding Inc. 29,600 shares 268,889 503,200
Philip Morris Cos. Inc. 7,500 shares 449,204 676,875
Players International Inc. 25,200 shares 314,450 269,338
Promus Hotel Corp. Com. 10,500 shares 35,614 233,625
Railtex Inc. Com 10,000 shares 209,500 210,000
Revco D.S. Inc. 15,000 shares 306,192 423,750
SAP Ord. 4,500 shares 309,829 717,234
Schuler Homes Inc. 26,000 shares 379,986 203,137
Showboat Inc. 18,000 shares 304,827 474,750
Signet Banking Corp. 12,000 shares 225,131 285,000
Sonic Corp. 16,500 shares 244,497 313,500
Sports & Recreation Inc. 21,000 shares 339,146 149,625
Staples Inc. 9,000 shares 108,838 219,375
Supercuts Inc. 30,000 shares 370,598 240,000
Teva Pharmaceutical
Industries Adr. 7,700 shares 211,558 357,088
Texas Instruments Com. 10,000 shares 411,725 515,000
Timberland Co. 9,000 shares 289,908 178,875
Time Warner Inc. 5,000 shares 177,219 189,375
Transatlantic Holding Inc. 6,000 shares 212,621 440,250
United Healthcare Corp. 15,000 shares 658,797 980,625
US Healthcare Incom 12,000 shares 479,205 558,000
Viking Office Products Inc. 10,000 shares 119,481 465,000
Vodafone Group PlC
Sponsored Adr 12,000 shares 369,171 423,000
Wells Fargo & Co. 3,000 shares 195,772 648,000
Total $35,396,734 $55,513,202
Savings Incentive Plan of
CUC International Inc.
Assets Held for Investment Purposes (continued)
December 31, 1995
Description of
Investment
Identity of Issue, Including Maturity
Borrower Date, Rate of Interest, Fair
or Similar Party Par or Maturity Value Cost Value
United States Government
and Government Agency $900,000 principal
Securities U.S. amount,
Treasury Notes 6.25%, due August
15, 2023 $779,503 $ 925,029
$1,000,000 principal
amount,
7.625%, due
November 15, 2022 979,772 1,207,970
$250,000 principal
amount,
7.50%, due
November 15, 2016 244,606 293,125
$250,000 principal
amount,,
7.25%, due August
15, 2004 249,841 278,008
$200,000 principal
amount,
8.50%, due
November 15, 2000 206,775 226,250
$200,000 principal
amount,
8.75%;due August
15, 2000 198,462 227,156
$300,000 principal
amount,
8.875%;due May
15, 2000 299,916 340,500
$1,500,000 principal
amount,
7.25%;due
November 30, 1996 1,492,541 1,525,545
$1,500,000 principal
amount,
6.25%;due August
31,1996 1,503,340 1,508,670
$200,000 principal
amount,
7.875%;due
February 15, 1996 199,267 200,594
U.S. Treasury Bills $1,000,000
principal amount,
due November 14,
1996 951,800 951,800
$1,000,000
principal amount,
due July 25,
1996 947,354 947,354
Government National $80,308 principal
Mortgage Association amount,
9.500%, due June
15, 2020 87,114 86,155
$58,384 principal
amount,
9.500%, due August
15, 2017 64,037 62,634
8,249,328 8,780,790
Guaranteed Investment
Contracts
Nationwide $1,357,036
principal amount,
6.10% interest
rate, due
September 9, 1999 1,357,036 1,357,036
Southwest $302,143 principal
amount,
4.50% interest
rate, due
September 21, 2012 302,142 302,142
1,659,178 1,659,178
Short-term Investment
Funds
Fleet Investment Services
Short-term Income Fund $6,408,587
principal amount 6,408,587 6,408,587
6,408,587 6,408,587
Total Investments $58,860,694 $79,782,373
Savings Incentive Plan of
CUC International Inc.
Schedule of Reportable Transactions
Year ended December 31, 1995
Purchase Selling Cost of Net Gain
Identity of Description of Price (a) Price (a) Asset (Loss)
Party Asset
Involved
Category (iii)-A series of security transactions in excess of 5% of the
current value of plan assets
Fleet Short-term Income
Investment Fund,
Services 29,822,213 units 29,822,213
27,836,965 units 27,836,965 27,836,965
Neuberger and CUC International,
Berman Inc. Stock,
15,000 shares 485,177
111,595 shares 3,762,581 2,010,513 1,752,068
There were no category (i), (ii) or (iv) reportable transactions during the
year ended December 31, 1995.
(a) Purchase and selling prices are equal to aggregate fair value at
dates of acquisition and disposition, respectively.
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration
Statement (Form S-8 No. 33-80834) pertaining to the Savings Incentive
Plan of CUC International Inc. of our report dated May 22, 1996, with
respect to the financial statements and schedules of the Savings
Incentive Plan of CUC International Inc. included in this Annual
Report (Form 11-K) for the year ended December 31, 1995.
ERNST & YOUNG LLP
Stamford, CT
June 27, 1996