SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
11-K
|
[
x
]
|
ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF
1934
|
|
For
the fiscal year ended December
31, 2004
|
|
[ ]
|
TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF
1934
|
|
For
the transition period from _____________ to
_______________
|
|
Commission
File Number
|
1-5415
|
|
A.
M. CASTLE & CO. EMPLOYEES’ PROFIT SHARING PLAN
|
|
(Employer
Identification Number 36-0879160, Plan Number 002)
|
|
(Full
title of plan)
|
|
A.
M. CASTLE & CO.
|
|
(Name
of issuer of securities held pursuant to the
plan)
|
|
3400
North Wolf Road; Franklin Park, Illinois 60131
|
|
(Address
of principal executive offices of issuer of
securities)
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has duly caused this annual report to be signed on its behalf
by
the undersigned hereunto duly authorized.
A.
M. CASTLE &
CO. EMPLOYEES’ PROFIT SHARING PLAN
|
Date:
June 30, 2005
|
BY:
/s/
Paul J. Winsauer
|
|
|
Plan
Administrator
|
||
A.
M.
CASTLE & CO.
EMPLOYEES'
PROFIT SHARING PLAN
FINANCIAL
STATEMENTS
December
31, 2004 and 2003
CONTENTS
|
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
1
|
|
|
FINANCIAL
STATEMENTS
|
||
|
STATEMENTS
OF NET OF ASSETS AVAILABLE FOR BENEFITS
|
2
|
|
|
STATEMENTS
OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
|
3
|
|
|
NOTES
TO FINANCIAL STATEMENTS
|
4
|
|
|
SUPPLEMENTARY
INFORMATION
|
||
|
SCHEDULE
H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
|
10
|
|
|
SCHEDULE
H, LINE 4a - SCHEDULE OF DELINQUENT DEPOSITS OF
PARTICIPANT
CONTRIBUTIONS
|
11
|
|
REPORT
OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the
Investment Committee and Plan
Administrator
of A.M. Castle & Co.
Employees'
Profit Sharing Plan
Franklin
Park, Illinois
We
have
audited the accompanying statements of net assets available for benefits of
A.M.
Castle & Co. Employees' Profit Sharing Plan ("the Plan") as of December 31,
2004 and 2003, and the related statement of changes in net assets available
for
benefits for the year ended December 31, 2004. 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 the standards of the Public Company
Accounting Oversight Board (United States). 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 provides 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 benefits of A.M. Castle &
Co. Employees' Profit Sharing Plan as of December 31, 2004 and 2003, and the
changes in net assets available for benefits for the year ended December 31,
2004, in conformity with U.S. generally accepted accounting
principles.
Our
audit
was conducted for the purpose of forming an opinion on the basic financial
statements taken as a whole. The accompanying supplementary schedule listed
in
the table of contents 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 schedule is the responsibility of the Plan's management. The
supplementary schedule has been subjected to the auditing procedures applied
in
the audit of the basic 2004 financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic 2004 financial
statements taken as a whole.
/s/
Crowe
Chizek and Company LLC
Crowe
Chizek and Company LLC
Oak
Brook, Illinois
June
20,
2005
A.M.
CASTLE & CO.
EMPLOYEES'
PROFIT SHARING PLAN
FINANCIAL
STATEMENTS
December
31, 2004 and 2003
A.
M.
CASTLE & CO.
EMPLOYEES’
PROFIT SHARING PLAN
STATEMENTS
OF NET ASSETS AVAILABLE FOR BENEFITS
December
31, 2004 and 2003
|
2004
|
2003
|
||||||
|
ASSETS
|
|||||||
|
Investments
|
|||||||
|
Mutual
funds
|
$
|
63,307,129
|
$
|
60,871,270
|
|||
|
Participant
loans
|
1,539,748
|
1,713,008
|
|||||
|
A.M.
Castle and Company Stock Fund (Note 3)
|
2,845,898
|
2,083,085
|
|||||
|
Total
investments
|
67,692,775
|
64,667,363
|
|||||
|
Receivable
|
|||||||
|
Employer
contribution
|
42,654
|
21,425
|
|||||
|
Participant
contributions
|
232,867
|
130,223
|
|||||
|
Accrued
investment income
|
8,744
|
4,306
|
|||||
|
Total
receivables
|
284,265
|
155,954
|
|||||
|
Total
assets
|
67,977,040
|
64,823,317
|
|||||
|
LIABILITIES
|
|||||||
|
Other
payables
|
5,850
|
5,500
|
|||||
|
NET
ASSETS AVAILABLE FOR BENEFITS
|
$
|
67,971,190
|
$
|
64,817,817
|
|||
See
accompanying notes to financial statements
A.
M.
CASTLE & CO.
EMPLOYEES’
PROFIT SHARING PLAN
STATEMENTS
OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
Years
ended December 31, 2004 and 2003
|
2004
|
||||
|
Additions
to net assets attributed to:
|
||||
|
Investment
income
|
||||
|
Net
appreciation in fair value of investments
|
$
|
5,590,557
|
||
|
Interest
|
101,983
|
|||
|
Dividends
|
517,212
|
|||
|
Total
investment income
|
6,209,752
|
|||
|
Contributions
|
||||
|
Employer
|
514,641
|
|||
|
Participant
|
2,271,067
|
|||
|
Rollovers
from other qualified plans
|
211,824
|
|||
|
Total
contributions
|
2,997,532
|
|||
|
Total
additions
|
9,207,284
|
|||
|
Deductions
from net assets attributed to:
|
||||
|
Benefits
paid to participants
|
5,971,898
|
|||
|
Administrative
fees
|
82,013
|
|||
|
Total
deductions
|
6,053,911
|
|||
|
Net
increase in net assets
|
3,153,373
|
|||
|
Net
assets available for benefits
|
||||
|
Beginning
of year
|
64,817,817
|
|||
|
End
of year
|
$
|
67,971,190
|
||
See
accompanying notes to financial statements
A.M.
CASTLE & CO.
EMPLOYEES'
PROFIT SHARING PLAN
NOTES
TO
FINANCIAL STATEMENTS
December
31, 2004 and 2003
NOTE
1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT
ACCOUNTING
POLICIES
The
following description of A.M. Castle & Co. Employees' Profit Sharing Plan
("the Plan") is provided for general information purposes only. Participants
should refer to the Plan document for more complete information.
General:
The
Plan was established on January 1, 1957. The Plan was amended and restated
from
time to time to provide a means for eligible (salaried and nonsalaried)
employees to participate in the earnings of A.M. Castle & Co. in order to
build a supplemental retirement fund and to provide additional disability and
death benefits. Participants should refer to the plan document for more complete
information.
The
Plan
is a defined contribution profit-sharing and 401(k) plan available to salaried
and other eligible employees of A.M. Castle & Co. and certain of its
subsidiaries (collectively referred to as "the Company"). Employees of the
Company are eligible to become participants in the Plan upon completion of
30
days of service for the 401(k) portion of the Plan and one year of service
for
the profit-sharing portion of the Plan. The Plan is subject to the provisions
of
the Employee Retirement Income Security Act of 1974 ("ERISA").
Trustee:
ABN
AMRO is the trustee of the Plan. The Plan's trust fund is administered under
the
terms of certain trust agreements between the Company and ABN AMRO. The trust
agreements provide, among other things, that the trustee shall account for
all
investments, receipts, and disbursements and other transactions and shall
provide annually a report setting forth such transactions and the status of
the
fund at the close of the period.
Participant
Accounts:
Each
participant may contribute up to 17% of the participant's pretax compensation
if
an employee of A.M. Castle & Co., 16% if an employee of Oliver Steel Plate
Corporation, and 10% if a member of the USWA, as defined by the Plan, subject
to
Internal Revenue Code ("IRC") limitations. Participants may contribute up to
5%
of their after-tax compensation, as defined by the Plan. Similar to pretax
contributions, the earnings on these contributions accumulate on a tax-deferred
basis. Participants direct the investment of their participant contributions
among various investment options offered by the Plan, including the common
stock
of the Company.
(Continued)
A.M.
CASTLE & CO.
EMPLOYEES'
PROFIT SHARING PLAN
NOTES
TO
FINANCIAL STATEMENTS
December
31, 2004 and 2003
NOTE
1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT
ACCOUNTING
POLICIES (Continued)
Employer
Contributions:
The
employer's matching contribution for employees of A.M. Castle & Co. is 25%
of each dollar the employee contributes to the Plan up to the first 6% of the
participant's pretax compensation. The employer's matching contribution for
employees of Oliver Steel Plate Corporation is 50% of each dollar the employee
contributes to the plan up to the first 6% of the participant's pretax
compensation. USWA participants receive no matching contributions. Additionally,
the Company may also make profit-sharing contributions. The employer's
profit-sharing contribution to the Plan is determined at Company management's
discretion as defined by the Plan. Company profit-sharing contributions are
allocated to participants' accounts in the ratio of their yearly covered
compensation to the total of all participants' yearly covered compensation.
There was no Company profit-sharing contribution for the years ended December
31, 2004 or 2003.
Vesting:
Participant contributions and earnings thereon are at all times 100% vested.
For
employer matching and profit-sharing contributions to the Plan and any earnings
thereon, participants will be one-third vested after completing one calendar
year of service. Upon completion of three years of service, participants will
become two-thirds vested in the matching portion of the Plan, until completion
of five years of service, at which time they will become fully vested in both
the matching and profit-sharing portions of the Plan. In addition, the Plan
contains provisions under which the entire amount credited to a participant's
account is distributable upon a participant's disability or death.
Forfeitures:
Employer contributions may be reduced by the amount of employee forfeitures.
The
amount of forfeitures, which reduced employer contributions for the year ended
December 31, 2004, was $7,227. At December 31, 2004 and 2003, there
were
unallocated forfeitures of $135,523 and $114,591, respectively.
Allocations
of Income:
Earnings of the Plan, as defined, are allocated to participants' accounts based
on the proportion of each participant's account balance within each fund to
the
total account balance.
Participant
Loans:
Participants may borrow a minimum of $1,000 and a maximum of the lesser of
$50,000 or 50% of their vested account balances for a specified time period,
as
defined in the plan document. Interest is charged on outstanding loans at one
percentage point above the prime rate in effect at the time of the loan. Loan
rates are established at the beginning of each quarter. Loans are secured by
the
balance in the participant's account. Upon termination of employment,
participant loans (if in default) are first deducted from participant equity,
with the remaining equity balance distributed to the participant.
(Continued)
A.M.
CASTLE & CO.
EMPLOYEES'
PROFIT SHARING PLAN
NOTES
TO
FINANCIAL STATEMENTS
December
31, 2004 and 2003
NOTE
1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT
ACCOUNTING
POLICIES (Continued)
Payment
of Benefits:
Distributions from the Plan will not be made until a participant retires, dies,
or otherwise terminates employment with the Company. Distributions are made
in
cash in a lump sum or an installment basis or can be rolled over to another
plan
or an individual's IRA account. Distributions are recorded when
paid.
Basis
of Accounting:
The
accompanying financial statements have been prepared in accordance with U.S.
generally accepted accounting principles.
Use
of
Estimates:
The
preparation of financial statements in conformity with U.S. generally accepted
accounting principles requires the use of estimates and assumptions that affect
the reported amounts of net assets available for benefits and changes therein.
Actual results could differ from those estimates.
Risks
and Uncertainties:
The
Plan utilizes various investment instruments, including mutual funds, a common
collective fund, and common stock. Investment securities, in general, are
exposed to various risks, such as interest rate, credit, and overall market
volatility. Due to the level of risk associated with certain investment
securities, it is reasonably possible that changes in the values of investment
securities will occur in the near term and that such changes could materially
affect the amounts reported in the financial statements.
Investment
Valuation and Income Recognition:
Investments are stated at fair value. The fair values of common stock and mutual
fund investments are based on quoted market prices as of the last day of the
year. Interest and dividends earned on investments, but not yet received, are
included in the statements of net assets available for benefits. Participant
loans are valued at the outstanding loan balances.
Net
appreciation (depreciation) in fair value of investments is calculated as the
difference between market value at January 1, or date of purchase if subsequent
to January 1, and market value at year end.
Benefit
Payments:
Benefit
payments to participants are recorded upon distribution. Included
in net assets available for benefits are amounts allocated to individuals who
have completed an election to withdraw from the Plan and requested that their
benefits be paid but whose distributions have not yet been paid. Plan assets
allocated to the accounts of these participants were $23,963
and $0 at December 31, 2004 and 2003,
respectively.
(Continued)
A.M.
CASTLE & CO.
EMPLOYEES'
PROFIT SHARING PLAN
NOTES
TO
FINANCIAL STATEMENTS
December
31, 2004 and 2003
NOTE
1 - DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT
ACCOUNTING
POLICIES (Continued)
Administrative
Expenses:
Administrative and trustee expenses are allocated to participants' accounts
based on the proportion of each participant's account balance to the total
of
all account balances.
NOTE
2 - INVESTMENTS
The
Plan's investments that represent 5% or more of the Plan's net assets available
for benefits as of December 31 are as follows:
|
2004
|
2003
|
||||||
|
Common
Collective Fund
|
|||||||
|
ABN
AMRO Income Plus Fund
|
$
|
20,846,647
|
$
|
20,806,342
|
|||
|
Mutual
funds
|
|||||||
|
A.M.
Castle & Co. Equity Fund
|
24,290,994
|
24,229,100
|
|||||
|
Vanguard
Wellesley Balanced Fund
|
5,835,378
|
7,000,034
|
|||||
|
Vanguard
Institutional Index
|
3,502,269
|
3,343,473
|
|||||
During
2004, the Plan's investments (including gains and losses on investments bought
and sold, as well as held during the year) appreciated (depreciated) as
follows:
| Common stock | $ | 1,245,384 | ||
| Common Collective Fund | ||||
|
ABN
AMRO Income Plus Fund
|
729,505
|
|||
|
Mutual
funds
|
||||
|
A.M.
Castle & Co. Equity Fund
|
2,309,211
|
|||
|
RS
Emerging Growth Fund
|
371,115
|
|||
|
Vanguard
Institutional Index Fund
|
276,108
|
|||
|
Vanguard
Wellesley Balanced Fund
|
197,010
|
|||
|
American
Europacific Growth Fund
|
289,631
|
|||
|
PIMCO
NFJ Dividend Value Institutional Fund
|
149,824
|
|||
|
ABN
AMRO/Montag & Caldwell Growth Income Fund
|
23,146
|
|||
|
Janus
Mid Cap Value Fund
|
(377
|
)
|
||
|
Total
mutual funds
|
3,615,668
|
|||
|
Net
appreciation of investments
|
$
|
5,590,557
|
(Continued)
A.M.
CASTLE & CO.
EMPLOYEES'
PROFIT SHARING PLAN
NOTES
TO
FINANCIAL STATEMENTS
December
31, 2004 and 2003
NOTE
3 - NONPARTICIPANT-DIRECTED INVESTMENTS
The
A.M.
Castle & Co. common stock fund is an investment option that contains both
participant-directed and nonparticipant-directed activity. Information about
the
net assets and the significant components of the changes in net assets relating
to the A.M. Castle & Co. common stock fund is as follows:
|
|
|
2004
|
|
2003
|
|||
|
Net
assets
|
|||||||
|
A.M.
Castle & Co. Common Stock
|
$
|
2,820,315
|
$
|
1,961,621
|
|||
|
ABN
AMRO Investor Money Market
|
25,583
|
118,663
|
|||||
|
Receivables
|
5,640
|
2,800
|
|||||
|
Total
net assets
|
$
|
2,851,538
|
$
|
2,083,084
|
|||
|
Changes
in net assets
|
|||||||
|
Net
appreciation in fair value of investments
|
$
|
1,245,384
|
$
|
773,260
|
|||
|
Participant
contributions
|
107,043
|
52,587
|
|||||
|
Employer
contributions
|
8,162
|
6,536
|
|||||
|
Loan
activity
|
(1,344
|
)
|
(8,707
|
)
|
|||
|
Benefits
paid to participants
|
(151,643
|
)
|
(180,283
|
)
|
|||
|
Administrative
expenses
|
(1,388
|
)
|
(230
|
)
|
|||
|
Transfer
to other funds
|
(437,761
|
)
|
3,522
|
||||
|
Net
change
|
768,453
|
646,685
|
|||||
|
Common
stock fund, beginning of year
|
2,083,085
|
1,436,399
|
|||||
|
Common
stock fund, end of year
|
$
|
2,851,538
|
$
|
2,083,084
|
|||
NOTE
4 - FEDERAL INCOME TAX STATUS
The
Internal Revenue Service has determined and informed the Company by a letter
dated August 2, 2002 that the Plan and related trust were designed in
accordance with applicable sections of the Internal Revenue Code. The Plan
has
been amended since receiving the determination letter; however, the Plan's
management believes that the Plan is designed and is currently being operated
in
compliance with the applicable requirements of the Internal Revenue Code.
Therefore, no provision for income taxes has been included in the Plan's
financial statements.
(Continued)
A.M.
CASTLE & CO.
EMPLOYEES'
PROFIT SHARING PLAN
NOTES
TO
FINANCIAL STATEMENTS
December
31, 2004 and 2003
NOTE
5 - PLAN TERMINATION
Although
the Company has not expressed any intent to do so, it reserves the right under
the Plan to discontinue its contributions at any time and terminate the Plan
subject to the provisions set forth in ERISA. In the event of termination of
the
Plan, no part of the trust fund shall revert to the Company. The trust fund
shall be distributed to the participants and beneficiaries as of the date of
termination in the ratio that the credit balances in their accounts bear to
the
total credit balance of the accounts of all participants.
NOTE
6 - RELATED-PARTY TRANSACTIONS
ABN
AMRO
acts as trustee for the Plan and manages its investments. Additionally, certain
plan investments are shares of a mutual fund managed by the trustee, ABN AMRO.
Transactions in such investments, including loans made to plan participants,
qualify as party-in-interest transactions, which are exempt from the prohibited
transaction rules.
The
Plan
invests in the common stock of the plan sponsor, A.M. Castle & Co. As of
December 31, 2004, the value of this common stock was $2,820,315 on 236,207
shares held by the Plan.
The
Company may pay certain fees and expenses of the Plan. During 2004,
administrative fees of $82,013 were paid by the Plan to ABN AMRO, which qualify
as party-in-interest transactions.
SUPPLEMENTARY INFORMATION
A.
M.
CASTLE & CO.
EMPLOYEES’
PROFIT SHARING PLAN
SCHEDULE
H, LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF YEAR)
December
31, 2004
Name
of
plan sponsor: A.M. Castle & Co.
Employer
identification number: 36-087916
Three-digit
plan number: 002
|
(a)
|
(b)
Identity
of
Issue,
Borrower, Lessor,
or
Similar Party
|
(c)
Description
of Investment
Including
Maturity Date,
Rate
of Interest, Collateral,
Par
or Maturity Value
|
(d)
Cost
|
(e)
Current
Value
|
|||||||
|
*
|
A.M.
Castle & Co.
|
AM
Castle & Co. Common Stock
|
$
|
1,719,412
|
$ |
2,820,315
|
|||||
|
*
|
ABN
AMRO
|
Investor
Money Market Fund
|
25,583
|
25,583
|
|||||||
|
|
|
AM Castle & Co. Commong Stock Fund
|
1,744,995
|
2,845,898
|
|||||||
|
*
|
ABN
AMRO/
|
||||||||||
|
|
Montag & Caldwell
|
Growth
Income Fund
|
**
|
11,085,210
|
|||||||
|
|
PIMCO
NFJ Advisors
|
Dividend
Value Institutional Fund
|
**
|
13,202,352
|
|||||||
|
*
|
ABN
AMRO
|
Investor
Money Market Fund
|
**
|
3,432
|
|||||||
|
A.M. Castle & Co. Equity Fund
|
**
|
24,290,994
|
|||||||||
|
*
|
ABN
AMRO
|
Income
Plus Fund
|
20,846,647
|
||||||||
|
*
|
ABN
AMRO/
|
||||||||||
|
|
|
Montag & Caldwell
|
Growth
Income Fund
|
**
|
496,541
|
||||||
|
|
|
PIMCO
NFJ Advisors
|
|
Dividend
Value Institutional Fund
|
|
|
**
|
1,790,223
|
|||
|
|
|
American
Funds
|
Europacific
Growth Fund
|
**
|
2,256,985
|
||||||
|
|
|
Janus
Investments
|
Mid
Cap Value Fund
|
**
|
1,196,783
|
||||||
|
|
|
RS
Investments
|
Emerging
Growth Fund
|
**
|
3,082,513
|
||||||
|
|
Vanguard
|
Wellesley
Balanced Fund
|
**
|
5,835,378
|
|||||||
|
|
Vanguard
|
Institutional
Index Fund
|
**
|
3,502,269
|
|||||||
|
*
|
ABN
AMRO
|
Liquidity
Fund
|
**
|
8,796
|
|||||||
|
*
|
Loans
to participants
|
Maturing
2004 through 2008,
|
|||||||||
|
|
|
at interest rate of 5% to 10.5%
|
**
|
1,539,748
|
|||||||
|
Total
investments
|
$ |
67,692,775
|
|||||||||
* Represents
a party-in-interest.
** Cost
information is not required for participant-directed investments and, therefore,
is not included.
CONSENT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We
consent to the incorporation by reference in Registration Statement No.’s
33-30545, 33-37818, 333-118030, and 333-118031 on Form S-8 of A.M. Castle &
Co., as well as, Registration Statement No.’s 333-87254 and 333-106709 on Form
S-3 of A.M. Castle & Co. of our report dated June 20, 2005 appearing in this
Annual Report on Form 11-K of the A.M. Castle & Co. Employees' Profit
Sharing Plan for the year ended December 31, 2004.
|
/s/
Crowe Chizek and Company LLC
|
|
Crowe
Chizek and Company LLC
|
Oak
Brook, Illinois
June
28,
2005
CERTIFICATION
PURSUANT TO
18
U.S.C. SECTION 1350,
AS
ADOPTED PURSUANT TO
SECTION
906 OF THE SARBANES-OXLEY ACT OF 2002
In
connection with the Annual Report of A. M. Castle & Co. Employees’ Profit
Sharing Plan (the "Plan") on Form 11-K for the period ended December 31, 2002
as
filed with the Securities and Exchange Commission on the date hereof (the
"Report"), I, Paul J. Winsauer, Plan Administrator of the Plan, certify to
the
best of my knowledge, pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to
Section 906 of the Sarbanes-Oxley Act of 2002, that:
(1) The
Report fully complies with the requirements of section 13(a) or 15(d) of the
Securities Exchange Act of 1934; and
(2) The
information contained in the Report fairly presents, in all material respects,
the financial condition and result of operations of the Plan.
|
/s/
Paul J. Winsauer
|
|
Paul
J. Winsauer
Plan
Administrator
June
30, 2005
|