2013 Puerto Rico Plan 11-K




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM 11-K
(Mark One)
 
ý
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2013
OR
 
 
¨
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 000-12477
THE RETIREMENT AND SAVINGS PLAN FOR
AMGEN MANUFACTURING, LIMITED
State Road 31, Kilometer 24.6, Juncos, Puerto Rico 00777
(Full title and address of the plan)
AMGEN INC.
(Name of issuer of the securities held)
 
 
 
 
One Amgen Center Drive,
 
91320-1799
Thousand Oaks, California
 
(Zip Code)
(Address of principal executive offices)
 
 









The Retirement and Savings Plan for
Amgen Manufacturing, Limited
Audited Financial Statements
and Supplemental Schedule

Years Ended December 31, 2013 and 2012

Contents
 
 
 
 
 
Audited Financial Statements:
 
 
 
 
 
Supplemental Schedule:
 
 
 
 
 





Report of Independent Registered Public Accounting Firm
Amgen Manufacturing, Limited, as Named Fiduciary, and the Plan Participants
of The Retirement and Savings Plan for Amgen Manufacturing, Limited
We have audited the accompanying statements of net assets available for benefits of The Retirement and Savings Plan for Amgen Manufacturing, Limited (the Plan) as of December 31, 2013 and 2012, and the related statements of changes in net assets available for 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 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. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and 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 benefits of the Plan at December 31, 2013 and 2012, and the changes in its net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2013 is presented for purposes of additional analysis and is not a required part of the 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. Such information has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion is fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ ERNST & YOUNG LLP
San Juan, Puerto Rico
June 11, 2014

1



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Statements of Net Assets Available for Benefits
 

 
 
December 31
 
 
2013
 
2012
Assets
 
 
 
 
Investments at fair value
 
$
274,900,596

 
$
205,455,233

Notes receivable from participants
 
15,605,826

 
14,324,229

Other – principally due from broker
 
249,318

 
192,076

Total assets
 
290,755,740

 
219,971,538

Liabilities
 
 
 
 
Other – principally due to broker
 
214,079

 
247,008

Net assets reflecting investments at fair value
 
290,541,661

 
219,724,530

Adjustment from fair value to contract value for interest in collective
trust fund relating to fully benefit-responsive investment contracts
 
(177,233
)
 
(543,924
)
Net assets available for benefits
 
$
290,364,428

 
$
219,180,606

See accompanying notes.

2



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Statements of Changes in Net Assets Available for Benefits
 

 
 
Year Ended December 31
 
 
2013
 
2012
Additions to (deductions from) net assets:
 
 
 
 
Employer contributions
 
$
13,597,067

 
$
13,701,968

Participant contributions
 
11,169,958

 
10,398,675

Rollover contributions
 
691,456

 
218,758

Interest and dividend income
 
2,364,435

 
2,032,895

Net realized/unrealized gains
 
52,246,722

 
29,003,843

Interest income on notes receivable from participants
 
602,165

 
575,959

Benefits paid
 
(9,087,392
)
 
(6,043,477
)
Investment and administrative fees
 
(400,589
)
 
(331,493
)
Net increase
 
71,183,822

 
49,557,128

Net assets available for benefits at beginning of year
 
219,180,606

 
169,623,478

Net assets available for benefits at end of year
 
$
290,364,428

 
$
219,180,606

See accompanying notes.

3



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements
December 31, 2013
1. Description of the Plan
The following description of The Retirement and Savings Plan for Amgen Manufacturing, Limited (the Plan) provides only general information. Participants should refer to the Plan document for a more complete description of the Plan’s provisions.
General
The Plan was established effective January 1, 2002, most recently amended and restated effective January 1, 2012, and subsequently amended, with the most recent amendment adopted December 1, 2012. The Plan is a defined contribution plan covering substantially all Puerto Rico resident employees of Amgen Manufacturing, Limited (the Company), a wholly owned subsidiary of Amgen Inc. (Amgen). The Plan, as amended and restated, is intended to qualify under Section 1081.01 of the New Puerto Rico Internal Revenue Code (the PR Code) (see Note 5, Income Tax Status) and section 407(d)(3)(A) of the Employee Retirement Income Security Act of 1974 (ERISA).
Contributions
Subject to certain limitations (as defined in the Plan), participants may elect to contribute up to 30% of their eligible compensation in pre-tax contributions and after-tax contributions or a combination of these types of contributions. A participant’s pre-tax contributions are subject to PR Code and Plan limitations and could not exceed $15,000 in 2013 and $13,000 in 2012. Participants may elect to contribute after-tax contributions beginning January 1 of the year following the year the participant was hired. Participant after-tax contributions are subject to PR Code and Plan limitations and could not exceed $1,500 in 2013 and 2012. Unless an employee has voluntarily enrolled in the Plan or has declined to participate in the Plan within the first 30 days of employment, all newly eligible participants are automatically enrolled in the Plan and contributions equal to 5% of their eligible compensation are withheld and contributed to the Plan as pre-tax contributions; such contributions are automatically increased by 1% per year until their contributions reach 10% of their eligible compensation. Participants may elect to adjust, cease or resume their contributions at any time.
Participants who are at least age 50 by the close of the Plan year may also elect to make certain additional pre-tax contributions, referred to as catch-up contributions, that are subject to PR Code and Plan limitations and could not exceed $1,500 in 2013 and 2012. Participants may also contribute pre-tax and after-tax amounts representing distributions from certain other retirement plans qualified in Puerto Rico, referred to as rollover contributions (as defined in the Plan).

Each pay period, the Company makes a non-elective contribution for all eligible participants, whether or not they have elected to make contributions to the Plan, equal to 4% of each participant’s eligible compensation up to a maximum of $10,200 in 2013 and $10,000 in 2012 (Core Contributions). In addition, the Company makes a contribution equal to amounts contributed by the participant as pre-tax contributions, including catch-up contributions, of up to 5% of eligible compensation (Matching Contributions). Matching Contributions could not exceed $12,750 in 2013 and $12,500 in 2012.

4



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

1. Description of the Plan (continued)
 Contributions (continued)
Participants select the investments in which their contributions, including their Core Contributions and Matching Contributions (collectively Company Contributions), are to be invested, electing among various alternatives, including Amgen Inc. common stock (Amgen stock). Participants may direct a maximum of 20% of contributions to be invested in Amgen stock. In addition, participants may transfer amounts among the investment options at any time, subject to certain limitations. Notwithstanding the foregoing, if 20% or more of the value of a participant’s Plan account is invested in Amgen stock, no transfers from other investment options can be made to invest in Amgen stock.
The accounts of participants who had never made an investment election are allocated to investments under a qualified default investment alternative which is intended to be compliant with ERISA regulations. At any time, participants may elect to alter the investments in their accounts made under a qualified default investment alternative.
Vesting
Participants are immediately vested with respect to their contributions, Company Contributions, and earnings and losses (hereafter referred to as “earnings”) thereon.
Participant Accounts
Each participant’s account is credited with: (a) the participant’s contributions, (b) an allocation of Company Contributions and (c) earnings. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s account.
Plan Investments
Participants can invest in any of 16 different asset classes (14 asset classes prior to July 1, 2013) as well as Amgen stock or may actively manage their account under a self-directed brokerage arrangement in which a wider array of investment options are available. The value of an investment in an asset class is determined by its underlying investment vehicles which may include one or more of the following: mutual funds, collective trust funds and portfolios which are separately managed exclusively for the benefit of Plan participants and their beneficiaries (separately managed portfolios). The separately managed portfolios are primarily composed of investments in publicly traded common and preferred stocks. The asset classes are designed to provide participants with choices among a variety of investment objectives.

5



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

1. Description of the Plan (continued)
Payments of Benefits
Subject to Plan limitations, upon termination of employment, including termination due to disability (as defined in the Plan) or retirement, a participant may elect to receive an amount equal to the value of his or her account balance in (a) a single payment in cash, (b) a single distribution in full shares of Amgen stock (with any fractional shares paid in cash), (c) a single distribution paid in a combination of cash and full shares of Amgen stock, or (d) a rollover distribution to an eligible retirement plan. If a participant dies before receiving the value of his or her account balance, the participant’s named beneficiary may elect to receive the distribution of remaining funds from among the alternatives described above, subject to certain Plan limitations.
Subsequent to termination of employment, participants may also elect to maintain their account balance in the Plan, provided that their account balance is greater than $1,000.
Certain restrictions apply to withdrawals from the Plan while a participant continues to be employed by the Company.
Notes Receivable from Participants
Subject to certain restrictions, a participant can have up to two loans outstanding at any one time from his or her Plan account with a combined maximum loan amount which may not exceed the lesser of (a) 50% of the participant’s account balance or (b) $50,000 less certain adjustments, as applicable (as defined in the Plan). A participant’s loan is secured by his or her Plan account balance. Loans made prior to January 1, 2006 bear interest at fixed rates based on the average borrowing rates of certain major banks. Loans made on or after January 1, 2006 bear interest at fixed rates which, until changed by the Company, are based on the prime rate plus one percentage point as published in The Wall Street Journal determined as of the last day of the calendar quarter preceding origination or such other rate as may be required by law. Loans are generally payable in installments over periods ranging from one to five years, unless the loan is used to acquire a principal residence for which the term of the loan may be up to 20 years. Principal and interest payments are allocated to the participant’s account.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to terminate the Plan subject to the provisions of ERISA. Upon termination, participants would receive distributions of their account balances.
Trustee
Banco Popular de Puerto Rico is the Plan’s trustee.
 

6



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

2. Summary of Significant Accounting Policies
Basis of Accounting
The accompanying financial statements are prepared on the accrual basis of accounting.
Fair Value Measurement
The investments of the Plan are reported at fair value. Fair value is generally defined as the price that would be received to sell an asset or paid to transfer a liability (the exit price) in an orderly transaction between market participants at the measurement date (see Note 3, Fair Value Measurements).
Investment Income and Losses
Dividend income is recognized on the ex-dividend date and interest income is recorded on an accrual basis. Unrealized gains and losses on investments are measured by the change in the difference between the fair value and cost of the securities held at the beginning of the year (or date purchased if acquired during the Plan year) and the end of the year. Realized gains and losses from security transactions are recorded based on the weighted-average cost of securities sold.
Fully Benefit-Responsive Investment Contracts
The Plan holds units of collective trust funds that have investments in fully benefit-responsive investment contracts. Such contracts held directly or indirectly by a defined contribution plan are required to be reported at fair value. However, contract value is the relevant measurement attribute for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate qualified transactions related to these investments. The Statements of Net Assets Available for Benefits present these contracts at fair value with an adjustment to contract value. The Statements of Changes in Net Assets Available for Benefits are prepared on a contract value basis.
Notes Receivable from Participants
Notes receivable from participants are carried at their unpaid balance plus accrued but unpaid interest, as applicable.
Due from/to Brokers
Purchases and sales of investments are recorded on a trade-date basis. Amounts due from brokers and due to brokers arise from unsettled sale and purchase transactions as of December 31, 2013 and 2012.
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.



7




The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

3. Fair Value Measurements
The Plan uses various valuation approaches in determining the fair value of investments within a hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the investment based on market data obtained from independent sources. Unobservable inputs are inputs that reflect assumptions about the inputs that market participants would use in pricing the investment and are developed based on the best information available in the circumstances. The fair value hierarchy is divided into three levels based on the source of inputs as follows:
Level 1 – Valuations based on unadjusted quoted prices in active markets for identical investments that the Plan has the ability to access;
Level 2 – Valuations for which all significant inputs are observable, either directly or indirectly, other than level 1 inputs;
Level 3 – Valuations based on inputs that are unobservable and significant to the overall fair value measurement.
The availability of observable inputs can vary among the various types of investments. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. In certain cases, the inputs used for measuring fair value may fall into different levels of the fair value hierarchy. In such cases, for financial statement disclosure purposes, the level in the fair value hierarchy within which the fair value measurement is categorized is based on the lowest level of input used that is significant to the overall fair value measurement.

8



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

3. Fair Value Measurements (continued)
The following fair value hierarchy table presents information about each major class/category of the Plan’s investments measured at fair value:
 
 
 
Fair value measurements at December 31, 2013 using
 
 
Quoted prices
in active
markets for
identical
assets
(Level 1)
 
Significant
other
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
 
Total
Amgen stock
 
$
54,032,973

 
$

 
$

 
$
54,032,973

Cash and cash equivalents
 
261,284

 

 

 
261,284

Common and preferred stocks:
 
 
 
 
 
 
 
 
Large cap growth
 
23,690,533

 

 

 
23,690,533

Large cap value
 
9,304,001

 

 

 
9,304,001

Small-mid cap growth
 
1,766,219

 

 

 
1,766,219

Small-mid cap value
 
22,678,407

 

 

 
22,678,407

Other
 
832,271

 

 

 
832,271

Mutual funds:
 
 
 
 
 
 
 
 
Emerging markets equity

1,734,759






1,734,759

Fixed income

6,418,886






6,418,886

High yield debt
 
4,663,790

 

 

 
4,663,790

International growth
 
4,933,253

 

 

 
4,933,253

International value
 
13,581,116

 

 

 
13,581,116

Real estate investment index
 
5,079,653

 

 

 
5,079,653

Small-mid cap growth
 
1,666,558

 

 

 
1,666,558

Collective trust funds:
 
 
 
 
 
 
 
 
Capital preservation
 

 
22,331,310

 

 
22,331,310

Emerging markets equity
 

 
3,881,576

 

 
3,881,576

Fixed income
 

 
7,614,515

 

 
7,614,515

Fixed income index
 

 
3,113,934

 

 
3,113,934

Inflation indexed debt
 

 
1,774,200

 

 
1,774,200

International growth
 

 
5,751,246

 

 
5,751,246

International index



1,391,893





1,391,893

International value
 

 
904,908

 

 
904,908

Large cap growth
 

 
1,769,683

 

 
1,769,683

Large cap index
 

 
54,109,878

 

 
54,109,878

Large cap value
 

 
583,305

 

 
583,305

Short term investments
 

 
3,306,339

 

 
3,306,339

Small-mid cap growth
 

 
278,605

 

 
278,605

Small-mid cap index
 

 
16,157,311

 

 
16,157,311

Small-mid cap value
 

 
1,288,190

 

 
1,288,190

 
 
$
150,643,703

 
$
124,256,893

 
$

 
$
274,900,596

 

9



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

3. Fair Value Measurements (continued)

 
 
Fair value measurements at December 31, 2012 using
 
 
Quoted prices
in  active
markets  for
identical
assets
(Level 1)
 
Significant
other
observable
inputs
(Level 2)
 
Significant
unobservable
inputs
(Level 3)
 
Total
Amgen stock
 
$
39,777,427

 
$

 
$

 
$
39,777,427

Cash and cash equivalents
 
169,867

 

 

 
169,867

Common and preferred stocks:
 
 
 
 
 
 
 
 
Large cap growth
 
17,971,848

 

 

 
17,971,848

Large cap value
 
4,921,690

 

 

 
4,921,690

Small-mid cap growth
 
1,966,733

 

 

 
1,966,733

Small-mid cap value
 
15,271,526

 
8,794

 

 
15,280,320

Other
 
684,275

 

 

 
684,275

Mutual funds:
 
 
 
 
 
 
 
 
High yield debt
 
3,771,941

 

 

 
3,771,941

Inflation indexed debt
 
1,078,504

 

 

 
1,078,504

International growth
 
6,661,875

 

 

 
6,661,875

International value
 
10,242,760

 

 

 
10,242,760

Real estate investment trust index
 
4,999,478

 

 

 
4,999,478

Collective trust funds:
 
 
 
 
 
 
 
 
Capital preservation
 

 
19,299,926

 

 
19,299,926

Emerging markets equity
 

 
6,276,475

 

 
6,276,475

Fixed income
 

 
11,388,372

 

 
11,388,372

Inflation indexed debt
 

 
87,961

 

 
87,961

International growth
 

 
2,834,318

 

 
2,834,318

International value
 

 
931,634

 

 
931,634

Large cap growth
 

 
821,472

 

 
821,472

Large cap index
 

 
41,487,995

 

 
41,487,995

Large cap value
 

 
231,842

 

 
231,842

Short term investments
 

 
3,617,535

 

 
3,617,535

Small-mid cap growth
 

 
112,439

 

 
112,439

Small-mid cap index
 

 
9,140,982

 

 
9,140,982

Small-mid cap value
 

 
1,697,564

 

 
1,697,564

 
 
$
107,517,924

 
$
97,937,309

 
$

 
$
205,455,233



10



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

3. Fair Value Measurements (continued)
The fair value of common stocks (including Amgen stock), preferred stocks and mutual funds are valued using quoted market prices in active markets with no valuation adjustment.
Collective trust funds represent interests in pooled investment vehicles designed typically for collective investment of employee benefit trusts. The fair values of these investments are determined by reference to the net asset value per unit provided by the fund managers. The unit values are based on the fair values of the trusts’ underlying assets, which are principally equity and fixed income securities and short-term investments. The investment strategies of the Plan’s collective trust funds vary generally based on the investment objectives of the asset class of which they are a part. Such investment strategies include investments in fixed income securities and investments in equity securities in domestic and international markets for growth and value objectives as well as to replicate market indexes and to invest in emerging markets. The only redemption restriction with respect to these investments is on the Wells Fargo Stable Return Fund G, which requires a one-year notice to be given in the event of complete liquidation.
4. Investments
The fair values of individual investments that represent 5% or more of the Plan’s net assets as of December 31, 2013 and 2012 are as follows:
 
 
 
December 31
 
 
2013
 
2012
Northern Trust Collective S&P 500 Index Fund – Non Lending – Collective trust fund

$
54,109,878


*

Amgen stock
 
54,032,973

 
$
39,777,427

Wells Fargo Stable Return Fund G – Collective trust fund

22,331,310


19,299,926

Northern Trust Collective Extended Equity Market Index Fund – Non Lending – Collective trust fund

16,157,311


*

Blackrock Equity Index Fund F – Collective trust fund
 
 *

 
37,505,088

*Investment balance was less than 5% of the Plan's net assets.
 During the years ended December 31, 2013 and 2012, net realized and unrealized gains on the Plan’s investments were as follows:
 
 
 
Year Ended December 31
 
 
2013
 
2012
Amgen stock
 
$
13,117,987

 
$
10,071,262

Common and preferred stocks
 
16,113,118

 
6,252,359

Mutual funds
 
3,579,902

 
3,215,869

Collective trust funds
 
19,450,480

 
9,463,527

Other
 
(14,765
)
 
826

 
 
$
52,246,722

 
$
29,003,843


11



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

5. Income Tax Status
The Plan received a determination letter from the Puerto Rico Treasury Department (PRTD) dated June 22, 2007, with an effective date of January 1, 2006 stating that the Plan is qualified, in form, under Section 1165 of the Puerto Rico Internal Revenue Code of 1994, as amended (the 1994 PR Code) and therefore, the related trust forming part of the Plan is exempt from taxation. The 1994 PR Code was repealed and the PR Code became effective for taxable years starting after December 31, 2010. Several rules related to the qualification of pension plans were amended effective for taxable year 2011, and others effective for taxable year 2012. The provisions of the PR Code also require that the Plan be amended in order to comply with those requirements, and the deadline for compliance was extended by the PRTD to coincide with the sponsoring employer's due date for filing its 2013 corporate tax return (generally, April 15, 2014 for calendar year filers)(the Compliance Deadline). The PR Code also required that the Plan be submitted to the PRTD in order to obtain a new determination letter issued by the PRTD to maintain the Plan’s qualified status. The request of a new determination letter must have been submitted to the PRTD in accordance with the Compliance Deadline.
For taxable years 2012 and 2013, the Company believes the Plan was amended to satisfy, and operated in compliance with, the applicable requirements of the PR Code. The Company therefore believes that the Plan is qualified and the related trust is tax exempt. On April 4, 2014, the Company timely requested a determination letter from the PRTD in order to comply with the rules provided by the PR Code. The Company is awaiting a response from the PRTD regarding its submission.
Accounting principles generally accepted in the United States require the Company to evaluate uncertain tax positions taken by the Plan. The financial statement effects of a tax position are recognized when the position is more likely than not, based on the technical merits, to be sustained upon examination. As of December 31, 2013, no uncertain tax positions have been taken or are expected to be taken, and no amounts related to uncertain tax positions have been recorded in the Plan’s financial statements. The Plan is subject to audits by the PRTD, however there are currently no audits for any periods in progress. The Company believes the Plan is no longer subject to PRTD examinations with respect to annual reports for years prior to 2009.
6. Services Provided by the Company
During 2013 and 2012, the Company paid trustee fees and certain other administrative costs on behalf of the Plan.

12



The Retirement and Savings Plan for Amgen Manufacturing, Limited
Notes to Financial Statements (continued)

7. Reconciliation of Financial Statements to Form 5500
The reconciliation of net assets available for benefits per the financial statements to the Form 5500 as of December 31, 2013 and 2012 consisted of the following:
 
 
 
December 31
 
 
2013
 
2012
Net assets available for benefits per the financial statements
 
$
290,364,428

 
$
219,180,606

Adjustment from fair value to contract value for fully benefit-responsive investment contracts
 
177,233

 
543,924

Amounts allocated to withdrawing participants
 
(1,000
)
 
(3,361
)
Deemed loans
 
(244,834
)
 
(153,549
)
Net assets per the Form 5500
 
$
290,295,827

 
$
219,567,620

For the year ended December 31, 2013, the following is a reconciliation of the net investment income per the financial statements to the Form 5500:
 
 
 
Year Ended
December 31
2013
Interest and dividend income
 
$
2,364,435

Net realized/unrealized gains
 
52,246,722

Total net investment income per the financial statements
 
54,611,157

Adjustment from fair value to contract value for interest in collective trust funds relating to fully benefit-responsive investment contracts:
 
 
Less prior year adjustment
 
(543,924
)
Add current year adjustment
 
177,233

Total net investment income per the Form 5500
 
$
54,244,466

For the year ended December 31, 2013, the following is a reconciliation of distributions per the financial statements to the Form 5500:
 
 
 
Year Ended
December 31
2013
Benefits paid
 
$
(9,087,392
)
Investment and administrative fees
 
(400,589
)
Total distributions per the financial statements
 
(9,487,981
)
Add prior year amounts allocated to withdrawing participants
 
3,361

Less current year amounts allocated to withdrawing participants
 
(1,000
)
Add prior year deemed loan balance
 
153,549

Less current year deemed loan balance
 
(244,834
)
Total distributions per the Form 5500
 
$
(9,576,905
)

13


Supplemental Schedule
The Retirement and Savings Plan for Amgen Manufacturing, Limited
EIN: 98-0210484 Plan: #001
December 31, 2013
Schedule H, line 4i – Schedule of Assets (Held at End of Year)
 
 
Identity of Issue
 
Description of Investment
 
Current Value
 
 
 
 
 
 
 
 Amgen stock*

 Employer Securities 473,641 shares



$
54,032,973








 Capital Preservation Asset Class:







Wells Fargo Stable Return Fund G*

 Collective trust fund 435,306 units

$
22,331,310



NT Collective Short Term Investment Fund*

 Collective trust fund 1,329,239 units

1,329,239



 Total Capital Preservation Asset Class




23,660,549









 Emerging Markets Equity Asset Class:







JP Morgan Emerging Markets Equity Focus Fund*

 Collective trust fund 109,734 units

1,894,014




Artisan Emerging Markets Fund

 Mutual Fund 137,898 shares

1,734,759


 
Blackrock FTSE RAFI Emerging Index Fund - Non Lendable*

 Collective trust fund 158,446 units

1,691,653

 
 
NT Collective Emerging Markets Fund - Non Lending*

 Collective trust fund 1,938 units

295,909

 
 Total Emerging Markets Equity Asset Class





5,616,335









 Fixed Income Asset Class:







PIMCO Total Return Fund

 Mutual Fund 600,457 shares

6,418,884



JP Morgan Core Bond Fund*

 Collective trust fund 396,159 units

6,401,926


 
NT Collective Aggregate Bond Index Fund - Non Lending*
 
 Collective trust fund 9,777 units
 
1,212,589

 
 Total Fixed Income Asset Class





14,033,399

 
 
 
 
 
 
 
Fixed Income Index Asset Class:






NT Collective Aggregate Bond Index Fund - Non Lending*

 Collective trust fund 25,106 units

3,113,934


Total Fixed Income Index Asset Class




3,113,934

 
 
 
 
 
 
 
 High Yield Asset Class:






Blackrock High Yield Bond Fund

 Mutual Fund 286,279 shares

2,353,214



Mainstay High Yield Corporate Bond Fund

 Mutual Fund 381,913 shares

2,310,575


 
NT Collective Short Term Investment Fund*

 Collective trust fund 350,387 units

350,387

 
 Total High Yield Asset Class




5,014,176








 Inflation Protection Asset Class:







NT Collective Treasury Inflation-Protected Securities Index Fund - Non Lending*

 Collective trust fund 13,818 units

1,774,200


 Total Inflation Protection Asset Class





1,774,200









 International Growth Asset Class:






Artisan International Fund*

 Collective trust fund 246,920 units

5,128,530



MFS Institutional International Equity Fund

 Mutual Fund 219,940 shares

4,933,253



NT Collective EAFE Index Fund - Non Lending*

 Collective trust fund 2,304 units

622,716




Thai baht

 Cash and cash equivalents 411 units

411


 
Brazilian real

 Cash and cash equivalents 115 units

115

 
 Total International Growth Asset Class





10,685,025









 International Index Asset Class:






NT Collective All Country World Index (ACWI) Ex-US Fund - Non Lending*

 Collective trust fund 10,625 units

1,391,893


 Total International Index Asset Class




1,391,893

 
 
 
 
 
 
 
 International Value Asset Class:







Dodge & Cox International Fund

 Mutual Fund 315,546 shares

13,581,116



14

Schedule H, line 4i – Schedule of Assets (Held at End of Year) (continued)


 
Identity of Issue
 
Description of Investment
 
Current Value

NT Collective EAFE Index Fund - Non Lending*

 Collective trust fund 3,347 units

904,908


 Total International Value Asset Class





14,486,024









 Large Cap Growth Asset Class:







NT Collective Russell 1000 Growth Index Fund - Non Lending*

 Collective trust fund 7,147 units

1,769,681




Google Inc. Class A

 Common and preferred stock 1,085 shares

1,215,969




Visa Inc. Class A

 Common and preferred stock 4,770 shares

1,062,182




Amazon.com Inc.

 Common and preferred stock 2,200 shares

877,337




Facebook Inc.

 Common and preferred stock 12,360 shares

675,597




priceline.com Inc.

 Common and preferred stock 578 shares

671,867




Salesforce.com Inc.

 Common and preferred stock 11,310 shares

624,199




NT Collective Short Term Investment Fund*

 Collective trust fund 478,577 units

478,577




Las Vegas Sands Corporation

 Common and preferred stock 6,030 shares

475,587




Baidu, Inc.

 Common and preferred stock 2,580 shares

458,930




Biogen Idec Inc.

 Common and preferred stock 1,535 shares

429,417




Linkedin Corporation Class A

 Common and preferred stock 1,660 shares

359,938




Chipotle Mexican Grill Inc.

 Common and preferred stock 645 shares

343,643




Regeneron Pharmaceuticals, Inc.

 Common and preferred stock 1,245 shares

342,674




Apple Inc.

 Common and preferred stock 580 shares

325,444




ASML Holding N. V.

 Common and preferred stock 3,375 shares

316,238




National Oilwell Varco, Inc.

 Common and preferred stock 3,790 shares

301,419




Schlumberger Limited

 Common and preferred stock 3,325 shares

299,616




Walt Disney Company

 Common and preferred stock 3,921 shares

299,564




ARM Holdings PLC

 Common and preferred stock 5,325 shares

291,491




Mastercard, Inc. Class A

 Common and preferred stock 340 shares

284,056




Nike Inc. Class B

 Common and preferred stock 3,600 shares

283,104




Gilead Sciences Inc.

 Common and preferred stock 3,590 shares

269,789




Alexion Pharmaceuticals Inc.

 Common and preferred stock 2,025 shares

269,447




Splunk Inc.

 Common and preferred stock 3,900 shares

267,813




Starbucks Corporation

 Common and preferred stock 3,413 shares

267,545




International Business Machines Corporation

 Common and preferred stock 1,412 shares

264,849




Microsoft Corporation

 Common and preferred stock 7,070 shares

264,630




Intuitive Surgical, Inc.

 Common and preferred stock 655 shares

251,572




Monsanto Company

 Common and preferred stock 2,025 shares

236,014




Southwestern Energy

 Common and preferred stock 6,000 shares

235,980




Biomarin Pharmaceutical Inc.

 Common and preferred stock 3,240 shares

227,675




Costco Wholesale Corporation

 Common and preferred stock 1,870 shares

222,549




Honeywell International Inc.

 Common and preferred stock 2,400 shares

219,288




Cerner Corporation

 Common and preferred stock 3,875 shares

215,993




The Charles Schwab Corporation

 Common and preferred stock 8,025 shares

208,650




Coca-Cola Company

 Common and preferred stock 4,949 shares

204,443




Yahoo! Inc.

 Common and preferred stock 5,040 shares

203,818




Ulta Salon Cosmetics & Fragrance Inc.

 Common and preferred stock 2,050 shares

197,866




FMC Technologies Inc.

 Common and preferred stock 3,775 shares

197,093




Liberty Global PLC

 Common and preferred stock 2,170 shares

193,108




Oracle Corporation

 Common and preferred stock 4,840 shares

185,178




Precision Castparts Corporation

 Common and preferred stock 680 shares

183,124




Morgan Stanley

 Common and preferred stock 5,760 shares

180,634




Expedia Inc.

 Common and preferred stock 2,590 shares

180,419




Philip Morris International Inc.

 Common and preferred stock 2,030 shares

176,874




Qualcomm Inc.

 Common and preferred stock 2,343 shares

173,968




Sherwin-Williams Company

 Common and preferred stock 930 shares

170,655




EOG Resources Inc.

 Common and preferred stock 950 shares

159,448




Eaton Corporation PLC

 Common and preferred stock 2,080 shares

158,330




IntercontinentalExchange Group Inc.

 Common and preferred stock 690 shares

155,195




B/E Aerospace Inc.

 Common and preferred stock 1,760 shares

153,173




Discover Financial Services

 Common and preferred stock 2,720 shares

152,184




15

Schedule H, line 4i – Schedule of Assets (Held at End of Year) (continued)


 
Identity of Issue
 
Description of Investment
 
Current Value

Monster Beverage Corporation

 Common and preferred stock 2,150 shares

145,706




Affiliated Managers Group Inc.

 Common and preferred stock 670 shares

145,310




Sirius XM Holdings Inc.

 Common and preferred stock 39,910 shares

139,286




Actavis PLC

 Common and preferred stock 820 shares

137,760




Allergan Inc.

 Common and preferred stock 1,240 shares

137,739




Catamaran Corporation

 Common and preferred stock 2,880 shares

136,742




Anadarko Petroleum Corporation

 Common and preferred stock 1,720 shares

136,431




Estee Lauder Companies Inc. Class A

 Common and preferred stock 1,710 shares

128,797




United Parcel Service Inc. Class B

 Common and preferred stock 1,200 shares

126,096




CVS Caremark Corporation

 Common and preferred stock 1,750 shares

125,248




JP Morgan Chase & Company*

 Common and preferred stock 2,110 shares

123,393




Northern Trust Corporation*

 Common and preferred stock 1,960 shares

121,304




Athenahealth Inc.

 Common and preferred stock 900 shares

121,050




The Goldman Sachs Group Inc.

 Common and preferred stock 680 shares

120,537




Discovery Communications Inc.

 Common and preferred stock 1,320 shares

119,354




Accenture PLC

 Common and preferred stock 1,440 shares

118,397




Fortune Brands Home & Securities Inc.

 Common and preferred stock 2,570 shares

117,449




Express Scripts Holding Company

 Common and preferred stock 1,660 shares

116,598




Celgene Corporation

 Common and preferred stock 690 shares

116,582




Ralph Lauren Corporation Class A

 Common and preferred stock 660 shares

116,536




Halliburton Company

 Common and preferred stock 2,270 shares

115,203




Yandex NV Class A

 Common and preferred stock 2,520 shares

108,738




American Tower Corporation

 Common and preferred stock 1,360 shares

108,555




Wells Fargo & Company*

 Common and preferred stock 2,360 shares

107,144




Under Armor Inc. Class A

 Common and preferred stock 1,220 shares

106,506




Nordstrom, Inc.

 Common and preferred stock 1,710 shares

105,678




Johnson & Johnson

 Common and preferred stock 1,150 shares

105,329




Kansas City Southern

 Common and preferred stock 850 shares

105,256




ServiceNow Inc.

 Common and preferred stock 1,850 shares

103,619




Abbott Laboratories

 Common and preferred stock 2,596 shares

99,505




Mondelez International Inc.

 Common and preferred stock 2,790 shares

98,487




Omnicom Group Inc.

 Common and preferred stock 1,321 shares

98,243




Stryker Corporation

 Common and preferred stock 1,300 shares

97,682




FleetCor Technologies Inc.

 Common and preferred stock 830 shares

97,251




Red Hat Inc.

 Common and preferred stock 1,710 shares

95,828




The Gap Inc.

 Common and preferred stock 2,440 shares

95,355




Jarden Corporation

 Common and preferred stock 1,530 shares

93,866




eBay Inc.

 Common and preferred stock 1,710 shares

93,862




T Rowe Price Group Inc.

 Common and preferred stock 1,108 shares

92,817




Medtronic Inc.

 Common and preferred stock 1,600 shares

91,824




Equinix Inc.

 Common and preferred stock 510 shares

90,500




Parker-Hannifin Corporation

 Common and preferred stock 660 shares

84,902




Verisk Analytics Inc. Class A

 Common and preferred stock 1,290 shares

84,779




Intuit Inc.

 Common and preferred stock 1,110 shares

84,715




Bed Bath & Beyond Inc.

 Common and preferred stock 1,049 shares

84,235




Scripps Networks Interactive Inc. Class A

 Common and preferred stock 970 shares

83,818




VeriSign Inc.

 Common and preferred stock 1,380 shares

82,496




Starwood Hotels & Resorts Worldwide Inc.

 Common and preferred stock 1,030 shares

81,834




Chicago Bridge & Iron Company

 Common and preferred stock 940 shares

78,152




TJX Companies Inc.

 Common and preferred stock 1,210 shares

77,113




Rockwell Automation Inc.

 Common and preferred stock 650 shares

76,804




Intel Corporation

 Common and preferred stock 2,950 shares

76,582




F5 Networks Inc.

 Common and preferred stock 840 shares

76,322




EMC Corporation

 Common and preferred stock 3,020 shares

75,953




Paccar Inc.

 Common and preferred stock 1,260 shares

74,554




Marsh & McLennan Companies Inc.

 Common and preferred stock 1,530 shares

73,991




Becton, Dickinson and Company

 Common and preferred stock 650 shares

71,819




16

Schedule H, line 4i – Schedule of Assets (Held at End of Year) (continued)


 
Identity of Issue
 
Description of Investment
 
Current Value

Church & Dwight Inc.

 Common and preferred stock 1,080 shares

71,582




Yelp Inc. Class A

 Common and preferred stock 1,030 shares

71,019




Cardinal Health Inc.

 Common and preferred stock 1,040 shares

69,482




VMware Inc.

 Common and preferred stock 740 shares

66,385




Occidental Petroleum Corporation

 Common and preferred stock 690 shares

65,619




Ingersoll-Rand PLC

 Common and preferred stock 1,050 shares

64,680




Adobe Systems Inc.

 Common and preferred stock 1,060 shares

63,473




Joy Global Inc.

 Common and preferred stock 1,070 shares

62,584




Covidien PLC

 Common and preferred stock 910 shares

61,971




PulteGroup Inc.

 Common and preferred stock 2,980 shares

60,703




Alaska Air Group Inc.

 Common and preferred stock 820 shares

60,163




Mattel Inc.

 Common and preferred stock 1,260 shares

59,951




SM Energy Company

 Common and preferred stock 720 shares

59,839




Chevron Corporation

 Common and preferred stock 470 shares

58,708




Harley-Davidson Motor Company

 Common and preferred stock 840 shares

58,162



 
Coach Inc.

 Common and preferred stock 1,020 shares

57,253

 
 
Petsmart Inc.

 Common and preferred stock 780 shares

56,745

 
 
Agilent Technologies Inc.

 Common and preferred stock 990 shares

56,618

 
 
CF Industries Holdings, Inc.

 Common and preferred stock 230 shares

53,599

 
 
L Brands Inc.

 Common and preferred stock 829 shares

51,274

 
 
Citrix Systems, Inc.

 Common and preferred stock 780 shares

49,335

 
 
Teradata Corporation

 Common and preferred stock 1,060 shares

48,219

 
 
Ecolab, Inc.

 Common and preferred stock 460 shares

47,964

 
 Total Large Cap Growth Asset Class




25,938,794









 Large Cap Index Asset Class:







NT Collective S&P 500 Index Fund – Non Lending*

 Collective trust fund 9,288 units

54,109,878



 Total Large Cap Index Asset Class




54,109,878









 Large Cap Value Asset Class:







NT Collective Russell 1000 Value Index Fund - Non Lending*

 Collective trust fund 2,355 units

583,305




Wells Fargo & Company*

 Common and preferred stock 6,253 shares

283,885




Comcast Corporation Class A

 Common and preferred stock 4,697 shares

244,079




Merck & Company Inc.

 Common and preferred stock 4,647 shares

232,581




Microsoft Corporation

 Common and preferred stock 6,116 shares

228,922




General Electric Company

 Common and preferred stock 7,829 shares

219,447




NT Collective Short Term Investment Fund*

 Collective trust fund 215,064 units

215,064




Pfizer Inc.

 Common and preferred stock 6,858 shares

210,061




Sanofi-Aventis

 Common and preferred stock 3,804 shares

204,009




Schlumberger Limited

 Common and preferred stock 2,191 shares

197,432




Chevron Corporation

 Common and preferred stock 1,551 shares

193,735




Capital One Financial Corporation

 Common and preferred stock 2,500 shares

191,525




Hewlett-Packard Company

 Common and preferred stock 6,400 shares

179,072




Bank of America Corporation*

 Common and preferred stock 11,013 shares

171,472




JP Morgan Chase & Company*

 Common and preferred stock 2,745 shares

160,528




Time Warner Inc.

 Common and preferred stock 2,000 shares

139,440




MetLife Inc.

 Common and preferred stock 2,473 shares

133,344




Novartis AG

 Common and preferred stock 1,600 shares

128,608




The Charles Schwab Corporation

 Common and preferred stock 4,700 shares

122,200




Glaxosmithkline PLC

 Common and preferred stock 2,200 shares

117,458




UnitedHealth Group Inc.

 Common and preferred stock 1,550 shares

116,715




Liberty Interactive Corporation

 Common and preferred stock 3,903 shares

114,553




Time Warner Cable Inc.

 Common and preferred stock 800 shares

108,400




FedEx Corporation

 Common and preferred stock 750 shares

107,828




The Goldman Sachs Group Inc.

 Common and preferred stock 600 shares

106,356




Roche Holdings Limited

 Common and preferred stock 1,500 shares

105,300




Forest Laboratories Inc.

 Common and preferred stock 1,753 shares

105,233




17

Schedule H, line 4i – Schedule of Assets (Held at End of Year) (continued)


 
Identity of Issue
 
Description of Investment
 
Current Value

Bank of New York Mellon Corporation

 Common and preferred stock 3,000 shares

104,820




Vodafone Group PLC

 Common and preferred stock 2,445 shares

96,113




Symantec Corporation

 Common and preferred stock 4,000 shares

94,320




State Street Corporation

 Common and preferred stock 1,201 shares

88,141




Exxon Mobil Corporation

 Common and preferred stock 870 shares

88,044




Twenty-First Century Fox Inc. Class A

 Common and preferred stock 2,500 shares

87,950




Ameriprise Financial Inc.

 Common and preferred stock 750 shares

86,288




Vulcan Materials Company

 Common and preferred stock 1,318 shares

78,316




Illinois Tool Works Inc.

 Common and preferred stock 902 shares

75,840




Unum Group

 Common and preferred stock 2,105 shares

73,843




Northrop Grumman Corporation

 Common and preferred stock 638 shares

73,121




Motorola Solutions Inc.

 Common and preferred stock 1,082 shares

73,035




Citigroup, Inc.

 Common and preferred stock 1,401 shares

73,006




EMC Corporation

 Common and preferred stock 2,816 shares

70,822




Wal-Mart Stores Inc.

 Common and preferred stock 900 shares

70,821




Omnicom Group Inc.

 Common and preferred stock 927 shares

68,941




PNC Financial Services Group

 Common and preferred stock 888 shares

68,891




Sealed Air Corporation

 Common and preferred stock 2,001 shares

68,134




Eaton Corporation PLC

 Common and preferred stock 891 shares

67,823




Discover Financial Services

 Common and preferred stock 1,210 shares

67,700




Norfolk Southern Corporation

 Common and preferred stock 729 shares

67,673




Marathon Oil Corporation

 Common and preferred stock 1,916 shares

67,635




Lowes Companies Inc.

 Common and preferred stock 1,361 shares

67,438




Eli Lilly & Company

 Common and preferred stock 1,314 shares

67,014




Baker Hughes Inc.

 Common and preferred stock 1,200 shares

66,312




TE Connectivity Limited

 Common and preferred stock 1,200 shares

66,132




American International Group Inc.

 Common and preferred stock 1,293 shares

66,008




E. I. du Pont de Nemours & Company

 Common and preferred stock 1,013 shares

65,815




Hess Corporation LLC

 Common and preferred stock 786 shares

65,238




Noble Energy Inc.

 Common and preferred stock 956 shares

65,113




Weyerhaeuser Company

 Common and preferred stock 2,038 shares

64,340




Viacom Inc. Class B

 Common and preferred stock 736 shares

64,282




Philip Morris International Inc.

 Common and preferred stock 736 shares

64,128




Covidien PLC

 Common and preferred stock 941 shares

64,082




General Motors Company

 Common and preferred stock 1,567 shares

64,043




Texas Instruments Inc.

 Common and preferred stock 1,446 shares

63,494




AOL Inc.

 Common and preferred stock 1,331 shares

62,051




CVS Caremark Corporation

 Common and preferred stock 864 shares

61,836




Travelers Companies Inc.

 Common and preferred stock 673 shares

60,933




Apache Corporation

 Common and preferred stock 700 shares

60,158




Mondelez International Inc.

 Common and preferred stock 1,697 shares

59,904




Family Dollar Stores Inc.

 Common and preferred stock 914 shares

59,383




Verizon Communications Inc.

 Common and preferred stock 1,185 shares

58,231




NetApp Inc.

 Common and preferred stock 1,400 shares

57,596




NextEra Energy Inc.

 Common and preferred stock 661 shares

56,595




Bristol-Myers Squibb Company

 Common and preferred stock 1,056 shares

56,126




Google Inc. Class A

 Common and preferred stock 50 shares

56,036




Honeywell International Inc.

 Common and preferred stock 607 shares

55,462



 
eBay Inc.
 
 Common and preferred stock 1,000 shares
 
54,890

 
 
Fifth Third Bancorp

 Common and preferred stock 2,547 shares

53,563

 
 
Apple Inc.

 Common and preferred stock 95 shares

53,305

 
 
PepsiCo Inc.

 Common and preferred stock 641 shares

53,165

 
 
Valero Energy Corporation

 Common and preferred stock 1,020 shares

51,408

 
 
Legg Mason Inc.

 Common and preferred stock 1,175 shares

51,089

 
 
Cisco Systems Inc.

 Common and preferred stock 2,266 shares

50,872

 
 
Corning Inc.

 Common and preferred stock 2,800 shares

49,896

 
 
HCA Holdings, Inc.

 Common and preferred stock 978 shares

46,660

 

18

Schedule H, line 4i – Schedule of Assets (Held at End of Year) (continued)


 
Identity of Issue
 
Description of Investment
 
Current Value
 
Dish Network Corporation Class A

 Common and preferred stock 800 shares

46,336

 
 
US Bancorp

 Common and preferred stock 1,101 shares

44,480

 
 
Celanese Corporation

 Common and preferred stock 800 shares

44,248

 
 
Calpine Corporation

 Common and preferred stock 2,235 shares

43,605

 
 
Deere & Company

 Common and preferred stock 466 shares

42,560

 
 
Liberty Global PLC

 Common and preferred stock 476 shares

42,359

 
 
Tyco International Limited

 Common and preferred stock 1,000 shares

41,040

 
 
DIRECTV

 Common and preferred stock 589 shares

40,694

 
 
Terex Corporation

 Common and preferred stock 969 shares

40,688

 
 
Synopsys Inc.

 Common and preferred stock 1,000 shares

40,570

 
 
Nokia Corporation

 Common and preferred stock 5,000 shares

40,550

 
 
The ADT Corporation

 Common and preferred stock 1,000 shares

40,470

 
 
The Dow Chemical Company

 Common and preferred stock 900 shares

39,960

 
 
Coach Inc.

 Common and preferred stock 700 shares

39,291

 
 
BB&T Corporation

 Common and preferred stock 1,000 shares

37,320

 
 
Koninklijke Philips NV

 Common and preferred stock 1,000 shares

36,970

 
 
Adobe Systems Inc.

 Common and preferred stock 600 shares

35,928

 
 
Consol Energy Inc.

 Common and preferred stock 944 shares

35,910

 
 
Sprint Corporation

 Common and preferred stock 3,324 shares

35,733

 
 
Dover Corporation

 Common and preferred stock 368 shares

35,527

 
 
McGraw Hill Financial Inc.

 Common and preferred stock 450 shares

35,190

 
 
Computer Sciences Corporation

 Common and preferred stock 600 shares

33,528

 
 
Firstenergy Corporation

 Common and preferred stock 1,012 shares

33,376

 
 
Sun Trust Banks Inc.

 Common and preferred stock 900 shares

33,129

 
 
Xerox Corporation

 Common and preferred stock 2,600 shares

31,642

 
 
Boston Scientific Corporation

 Common and preferred stock 2,600 shares

31,252

 
 
Weatherford International Limited

 Common and preferred stock 2,000 shares

30,980

 
 
Procter & Gamble Company

 Common and preferred stock 369 shares

30,040

 
 
Unilever PLC

 Common and preferred stock 700 shares

28,840

 
 
Medtronic Inc.

 Common and preferred stock 500 shares

28,695

 
 
Aegon N.V.

 Common and preferred stock 3,000 shares

28,440

 
 
AutoNation Inc.

 Common and preferred stock 569 shares

28,274

 
 
Express Scripts Holding Company

 Common and preferred stock 400 shares

28,096

 
 
HSBC Holdings PLC

 Common and preferred stock 500 shares

27,565

 
 
Cigna Corporation

 Common and preferred stock 300 shares

26,244

 
 
Oracle Corporation

 Common and preferred stock 679 shares

25,979

 
 
CarMax Inc.

 Common and preferred stock 500 shares

23,510

 
 
Panasonic Corporation

 Common and preferred stock 2,000 shares

23,320

 
 
Maxim Integrated Products Inc.

 Common and preferred stock 700 shares

19,537

 
 
Cadence Design Systems, Inc.

 Common and preferred stock 1,000 shares

14,020

 
 
News Corporation Class A

 Common and preferred stock 700 shares

12,614

 
 
Domtar Corporation

 Common and preferred stock 100 shares

9,434

 
 Total Large Cap Value Asset Class
 
 
 
 
10,102,371









 Participant Self-Directed Accounts


 
 
1,093,029









 Real Estate Investment Trust (REIT) Asset Class:







Vanguard Specialized Portfolios REIT Index Fund Institutional Class

 Mutual Fund 358,227 shares

5,079,653




NT Collective Short Term Investment Fund*

 Collective trust fund 260,633 units

260,633



 Total Real Estate Investment Trust (REIT) Asset Class




5,340,286









 Small-Mid Cap Growth Asset Class:







Wasatch Small Cap Growth Fund

 Mutual Fund 31,693 shares

1,662,930




NT Collective Russell 2000 Growth Index Fund - Non Lending*

 Collective trust fund 1,152 units

278,605




B/E Aerospace Inc.

 Common and preferred stock 584 shares

50,825




Manhattan Associates, Inc.

 Common and preferred stock 321 shares

37,710




Ultimate Software Group Inc.

 Common and preferred stock 242 shares

37,078




19

Schedule H, line 4i – Schedule of Assets (Held at End of Year) (continued)


 
Identity of Issue
 
Description of Investment
 
Current Value

Costar Group Inc.

 Common and preferred stock 200 shares

36,915




Signature Bank of New York

 Common and preferred stock 334 shares

35,877




Affiliated Managers Group Inc.

 Common and preferred stock 165 shares

35,784




MWI Veterinary Supply, Inc.

 Common and preferred stock 200 shares

34,117




Polaris Industries Inc.

 Common and preferred stock 234 shares

34,080




Cooper Companies Inc.

 Common and preferred stock 263 shares

32,570




Jack Henry & Associates Inc.

 Common and preferred stock 517 shares

30,612




United Rentals, Inc.

 Common and preferred stock 392 shares

30,556




West Pharmaceutical Services Inc.

 Common and preferred stock 592 shares

29,044




Brunswick Corporation

 Common and preferred stock 624 shares

28,741




Old Dominion Freight Line, Inc.

 Common and preferred stock 528 shares

27,995




Middleby Corporation

 Common and preferred stock 109 shares

26,157




Jarden Corporation

 Common and preferred stock 403 shares

24,724




Cardtronics Inc.

 Common and preferred stock 566 shares

24,593




Prestige Brands Holdings Inc.