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Deficient management leads INDITEX on the verge of fail

BUCHAREST, ROMANIA - Zara wants to cover losses from theft with employees’ money.

The management, theft and losses give headaches to the Spanish group INDITEX, the owner of the ZARA chain. Only 10 months before, on July 25th, 2011, the publication Ziarul Financiar announced the fact that “INDITEX takes the manager from the Douglas perfumeries” pointing at Paul Cuza, who previously had the function of General Manager for Parfumerie Douglas SRL. Currently, the Romanian INDITEX group performs salary and structural changes without precedent, which the management team from Bucharest doesn’t want to explain.

The problem of the clothes theft is a known phenomenon, especially when it comes to expensive brands such as ZARA or Massimo Dutti. The phenomenon was publicly recognized even by the management of the INDITEX Group Romania, two years before. Probably worried by this fact, Mihai Cioltea, the development manager of the INDITEX Group from Romania, also named by the press as “the Zara man”, stated in 2010 for the economic website InCont the following: “They steal a lot. Only for the stores in Bucharest we have 10 cases of stealing per day, which we discover and, depending on the severity, we call the police”.[...]

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T H E P R U D E N T I A L I N S U R A N C E C O M P A N Y O F A M E R I C A


LONG TERM
GROWTH
ACCOUNT

COMMITTED TO PROVIDING
SUPERIOR INVESTMENT,
ADMINISTRATIVE AND
RECORDKEEPING SERVICES
TO INSTITUTIONAL CLIENTS

Prudential Defined Contribution Services
30 Scranton Office Park
Moosic, PA 18507-1789

(1) 800-458-6333

J U N E 3 0, 1 9 9 5 R E P O R T T O P A R T I C I P A N T S


This report is for the information of persons participating in The Prudential Variable Contract Account-2 (VCA-2, Long Term Growth Account, or the Account).

Under contracts entered into in 1968, The Prudential Insurance Company of America (The Prudential) is responsible for providing administrative and investment management services to VCA-2. During 1984, The Prudential reorganized its pension and investment departments and transferred certain of their personnel to subsidiary companies. As a result, The Prudential now receives, from The Prudential Asset Management Company, Inc. and The Prudential Investment Corporation, the administrative and investment management services, respectively, that The Prudential requires to perform its obligations under contracts with VCA-2. These changes in no way affect The Prudential's responsibility to VCA-2 for these services.

INVESTMENT OBJECTIVE

VCA-2 will invest primarily in common stocks selected with the objective of long-term growth, taking into account both income and capital appreciation. Investments will be made according to the standards of a prudent investor concerned primarily with the preservation of capital and the long-term prospects for its growth in relation to both the growth of the economy and the changing value of the dollar. There is no assurance that this investment objective will be attained. There is no guarantee that the amount available to a person for whom purchase payments have been made will equal or exceed the total purchase payments made on that person's behalf. The value of the investments held in VCA-2 fluctuates daily, and is subject to the risks of changing economic conditions and risks inherent in the selection of investments necessary to meet the Account's objective.

GP-4402


VCA-2

INVESTMENT ENVIRONMENT

The S&P 500 picked up where it left off in the first quarter, charging ahead 9.5% in the second quarter, resulting in a 20.2% return for the first six months of 1995. Driving the market higher were good corporate earnings, an economy which appeared to be slowing just enough, subdued inflation, and falling interest rates.

Far and away, the best performing sector was Technology, up 24% for the quarter and 39% for the year-to-date. This reflects the proliferation of technological integration taking place on both a business and a personal level. Business has increased spending on technology in its attempt to become more efficient, while individuals have become more acclimated to and found more uses for home computers. Also driving the Technology sector was the excitement generated by Microsoft's new operating system "Windows 95", and company earnings within the sector showing enough momentum to make it through the economic slowdown unscathed. The Finance sector was the second best performing sector of the quarter and year-to-date, as it was helped by both falling interest rates and merger/takeover activity in the banking industry.

Lagging sectors for the quarter included Energy and Consumer Cyclical. Energy companies were hurt by falling prices, especially in the natural gas area, where heavy supply adversely affected pricing. In addition, a warm winter and early summer have held down demand. Poor performance in housing-related stocks dragged down performance in the Consumer Cyclical sector, as investors were disappointed with the lack of an expected snapback in housing activity as interest rates declined.

STOCK MARKET RETURNS

with invested dividends

                                     PERIODS ENDED JUNE 30, 1995
                                     SIX MONTHS        ONE YEAR
S&P 500                                   20.2%           26.1%
Returns by Economic Sector:
  Energy                                  14.7            18.9
  Utility                                 13.3            12.0
  Technology                              39.0            66.4
  Finance                                 26.8            21.3
  Basic Industry                          18.4            20.5
  Consumer Cyclical                       11.9             4.9
  Consumer Growth                         19.4            35.5

INVESTMENT ACTIVITY

During the first half of 1995, VCA-2's significant overweighting in the Industrial sector was increased while its overweighting in the Financial sector was reduced. The Account retained its underweighting in Utilities and the underweightings in Technology and Consumer Growth stocks were increased. The Account's underweighting in the Energy sector was reduced, while it remains neutral in the Consumer Cyclical sector.

2

Significant purchases during the first six months of 1995 included several from the Industrial sector, notably the chemical companies Uniroyal Chemical Corp. and EI DuPont. Occidental Petroleum, an oil and gas company, was also a major purchase during the period. Significant sales during the half included the railroad holding company Chicago & Northwest, which was purchased by Union Pacific, and Mead, whose price increase dictated some profit-taking. Consumer Growth stocks such as ATM manufacturer, Diebold Inc. and Caesars World, which was acquired by ITT Corp., were also sold. In the Technology sector, National Data was sold, as was Ply Gem Industries from the Consumer Cyclical sector and a regional bank, Keycorp. In addition, Healthtrust, Inc. was acquired by the healthcare service provider, Columbia HCA, increasing the Account's holdings in the latter.

INVESTMENT OUTLOOK

It appears quite possible that, when all is said and done, the Fed will have steered the economy to a path of sustainable growth and subdued inflation. The recent easing by the Fed shows its resolve not to let the economy slow too much, as well as its conviction that inflation is under control.

Market returns are not expected to continue at the pace of the first six months. Valuations are at fair to slightly overvalued levels and sentiment has become decidedly positive. Therefore, while a significant downside isn't expected because the chances of a recession are low, neither is a significant upside anticipated.

INVESTMENT PERFORMANCE

VCA-2 was up 13.9% during the first six months of 1995, underperforming the S&P 500 index by 6.3%. This was primarily the result of poor relative performance and an underweighting within the Technology sector, the top performer during the first half of the year. A lack of computer hardware holdings, underweightings in the software & services and electronics industries and poor stock selection in aerospace/defense each contributed. Underperformance in the Consumer Growth sector also hurt the Account. This was principally a result of underweightings in several of the sector's strongly performing industries, such as foods, beverages, drugs & medical supplies and tobacco. Offsetting some of the Account's relative underperformance was a strong showing in the Consumer Cyclical sector, especially in the autos & trucks, housing related and textile/apparel industries.

3

CONDENSED FINANCIAL INFORMATION FOR VCA-2

INCOME AND CAPITAL CHANGES PER ACCUMULATION UNIT
(For an Accumulation Unit outstanding throughout the period)

---------------------------------------------------------------------------------
                                                               SIX
                                                             MONTHS       YEAR
                                                              ENDED       ENDED
                                                            JUNE 30,    DECEMBER
                                                              1995      31, 1994
---------------------------------------------------------------------------------
INVESTMENT INCOME.........................................  $  .1024    $  .1896
---------------------------------------------------------------------------------
EXPENSES
  For investment management fee...........................     .0079       .0151
  For assuming mortality and expense risks................     .0236       .0453
---------------------------------------------------------------------------------
NET INVESTMENT INCOME.....................................     .0709       .1292
---------------------------------------------------------------------------------
CAPITAL CHANGES
  Net realized gain on investments........................     .3255      1.0028
  Net unrealized appreciation/(depreciation) of
    investments...........................................    1.2693     (1.2955)
---------------------------------------------------------------------------------
NET INCREASE/(DECREASE) IN ACCUMULATION UNIT VALUE........    1.6657      (.1635)
---------------------------------------------------------------------------------
ACCUMULATION UNIT VALUE
  Beginning of period.....................................   11.9932     12.1567
  End of period...........................................  $13.6589    $11.9932
---------------------------------------------------------------------------------
SUM OF AVERAGE RATIOS for the period of (a) charge for
  investment management fee to net assets*, and (b) charge
  for assuming mortality and expense risks to net
  assets*.................................................     .2467%      .4991%
---------------------------------------------------------------------------------
AVERAGE RATIO for the period of net investment income to
  net assets..............................................     .5550%     1.0664%
---------------------------------------------------------------------------------
PORTFOLIO TURNOVER RATE...................................     19.23%      36.85%
---------------------------------------------------------------------------------
NUMBER OF ACCUMULATION UNITS OUTSTANDING for Participants
  at end of period (000 omitted)..........................    31,872      32,624
---------------------------------------------------------------------------------

*These calculations exclude The Prudential's equity in VCA-2.

The above table does not reflect the annual administration charge, which does not affect the Accumulation Unit Value. This charge is made by reducing Participants' Accumulation Accounts by a number of Accumulation Units equal in value to the charge.

While both income and capital changes are shown above, the distinction between these sources of change in VCA-2 is not particularly significant to Participants. There is no distinction between income and realized and unrealized gains and losses on investments in determining the amount of the Participant's benefits and the taxes payable by the Participant on them.

4

FINANCIAL STATEMENTS OF VCA-2

STATEMENT OF NET ASSETS (UNAUDITED) JUNE 30, 1995

COMMON STOCK
INVESTMENTS [NOTE 2]                            SHARES  MARKET VALUE
--------------------------------------------------------------------
AEROSPACE/DEFENSE (2.7%)
Gen Corp.                                     218,500   $  2,348,875
General Motors Corp. (Class 'H' Stock)        107,700      4,254,150
Litton Industries, Inc.+                      126,800      4,675,750
UNC, Inc.+                                    213,200      1,145,950
                                                        ------------
                                                          12,424,725
--------------------------------------------------------------------
AUTOS & TRUCKS (2.5%)
A.O. Smith Corp.                              120,000      2,820,000
Automotive Industries Holding, Inc.+          243,600      6,607,650
Modine Manufacturing Co.                       63,500      2,333,625
                                                        ------------
                                                          11,761,275
--------------------------------------------------------------------
CHEMICALS (5.2%)
Cytec Industries, Inc.+                        67,100      2,751,100
E.I. Dupont De Nemours & Co.                   86,200      5,926,250
Imperial Chemical Industries (ADRs)           100,000      4,875,000
Mississippi Chemical Corp.                    118,100      2,354,619
Uniroyal Chemical Corp.+                      446,600      5,080,075
W.R. Grace & Co.                               49,800      3,056,475
                                                        ------------
                                                          24,043,519
--------------------------------------------------------------------
COMPUTER SOFTWARE & SERVICES (0.7%)
General Motors Corp. (Class 'E' Stock)         72,000      3,132,000
--------------------------------------------------------------------
CONSUMER SERVICES (0.5%)
ADT Ltd.+                                     204,300      2,400,525
--------------------------------------------------------------------
CONTAINERS & PACKAGING (0.5%)
Owens Illinois, Inc.+                         191,000      2,483,000
--------------------------------------------------------------------
COSMETICS & SOAPS (0.5%)
Bush Boake Allen, Inc.+                        75,000      2,278,125
--------------------------------------------------------------------
DIVERSIFIED CONSUMER PRODUCTS (2.1%)
Eastman Kodak Co.                              41,100      2,491,688
Whitman Corp.                                 364,400      7,060,250
                                                        ------------
                                                           9,551,938
--------------------------------------------------------------------
DRUGS & MEDICAL SUPPLIES (4.2%)
Gelman Sciences, Inc.+                        268,900      5,075,488
Schering Plough Corp.                         104,400      4,606,650
Warner Lambert Co.                             57,900      5,001,112
Zeneca Group PLC (ADRs)                        89,300      4,576,625
                                                        ------------
                                                          19,259,875
--------------------------------------------------------------------
ELECTRICAL EQUIPMENT (2.5%)
Belden, Inc.                                  180,900      4,884,300
Cable Design Technologies+                    198,300      4,263,450
Littelfuse, Inc.+                              75,000      2,348,437
                                                        ------------
                                                          11,496,187
--------------------------------------------------------------------

COMMON STOCK
INVESTMENTS [NOTE 2]                            SHARES  MARKET VALUE
--------------------------------------------------------------------
ELECTRONICS (3.8%)
ITEL Corp.+                                   131,600   $  5,132,400
Marshall Industries+                          166,900      5,591,150
Methode Electronics, Inc.                     350,000      6,825,000
                                                        ------------
                                                          17,548,550
--------------------------------------------------------------------
ENGINEERING & CONSTRUCTION (0.9%)
Giant Cement Holding, Inc.+                   348,100      4,264,225
--------------------------------------------------------------------
EXPLORATION & PRODUCTION (3.9%)
Basin Exploration, Inc.+                      100,000        593,750
Cabot Oil & Gas Corp.                         225,600      3,102,000
Enron Oil & Gas                               149,100      3,242,925
Mesa Incorporated+                            303,000      1,439,250
Murphy Oil Corp.                               12,500        512,500
Oryx Energy Co.+                              300,000      4,125,000
Parker & Parsley Development Co.              150,000      2,943,750
Seagull Energy+                               121,800      2,009,700
                                                        ------------
                                                          17,968,875
--------------------------------------------------------------------
FINANCIAL SERVICES (3.7%)
American Express Co.                          125,000      4,406,250
Dean Witter Discover & Co.                    188,300      8,850,100
Financial Security Assurance Holding           94,700      2,367,500
ITT Corp.                                      10,600      1,245,500
                                                        ------------
                                                          16,869,350
--------------------------------------------------------------------
FOOD/DRUG RETAIL (0.5%)
Rite Aid Corp.                                 91,000      2,331,875
--------------------------------------------------------------------
FOREST PRODUCTS (0.6%)
Mead Corp.                                     43,100      2,559,063
--------------------------------------------------------------------
HOSPITAL MANAGEMENT (3.8%)
Columbia HCA Healthcare Corp.                 180,188      7,793,131
Community Health Systems+                      87,000      2,947,125
Tenet Healthcare+                             480,000      6,900,000
                                                        ------------
                                                          17,640,256
--------------------------------------------------------------------
HOUSING RELATED (3.2%)
Interco, Inc.+                                450,000      2,643,750
Leggett & Platt, Inc.                          27,500      1,210,000
Mueller Industries, Inc.+                     120,000      5,910,000
Owens Corning Fiberglas Corp.+                135,300      4,989,187
                                                        ------------
                                                          14,752,937
--------------------------------------------------------------------

5

FINANCIAL STATEMENTS OF VCA-2

STATEMENT OF NET ASSETS (UNAUDITED) JUNE 30, 1995

COMMON STOCK
INVESTMENTS [NOTE 2]                            SHARES  MARKET VALUE
--------------------------------------------------------------------
INSURANCE (6.6%)
Emphesys Financial Group                       86,600   $  2,045,925
Equitable of Iowa Companies                   240,000      7,890,000
NAC Re Corp.                                   40,000      1,245,000
National Re Corp.                             103,000      3,450,500
Reinsurance Group of America                  144,100      4,124,863
TIG Holdings, Inc.                            150,000      3,450,000
Trenwick Group, Inc.                           60,000      2,550,000
Western National Corp.                        359,900      4,453,762
W.R. Berkley Corp.                             42,000      1,491,000
                                                        ------------
                                                          30,701,050
--------------------------------------------------------------------
INTEGRATED PRODUCERS (1.9%)
Elf Aquitaine (ADRs)                          125,000      4,656,250
Occidental Petroleum Corp.                    188,200      4,305,075
                                                        ------------
                                                           8,961,325
--------------------------------------------------------------------
MACHINERY (6.8%)
Applied Power Co. (Class 'A' Stock)           264,000      7,623,000
Bearings, Inc. Ohio                            35,900      1,099,437
Donaldson, Inc.                               220,000      5,747,500
Idex Corp.                                    135,000      4,522,500
Indresco, Inc.+                               314,200      4,870,100
Parker Hannifan Corp.                          77,100      2,794,875
Regal Beloit Corp.                            307,900      4,772,450
                                                        ------------
                                                          31,429,862
--------------------------------------------------------------------
MEDIA (10.1%)
American Publishing Co. (Class 'A'
  Stock)                                      218,300      2,346,725
Central Newspapers (Class 'A' Stock)           65,300      1,934,512
Comcast Corp. (Class 'A' Stock)               180,000      3,273,750
Comcast Corp. Special (Class 'A' Stock)        90,000      1,670,625
Cox Communication (Class 'A' Stock)+          173,687      3,365,186
E.W. Scripps Co. (Class 'A' Stock)            100,000      3,225,000
Harcourt General, Inc.                         68,800      2,924,000
Lee Enterprises                               114,500      4,365,313
Pulitzer Publishing Co.                        55,750      2,376,344
T C A Cable TV, Inc.                          120,000      3,240,000
Telecommunication (New) (Class 'A'
  Stock)+                                     240,000      5,625,000
Time-Warner, Inc.                             206,900      8,534,625
Times Mirror Co. (Series A)                   155,694      3,717,194
                                                        ------------
                                                          46,598,274
--------------------------------------------------------------------
COMMON STOCK
INVESTMENTS [NOTE 2]                            SHARES  MARKET VALUE
--------------------------------------------------------------------
MISCELLANEOUS-INDUSTRIAL (10.8%)
Alltrista Corp.+                              132,900   $  2,558,325
Ametek, Inc.                                  190,000      3,420,000
Coltec Industries, Inc.+                      107,400      1,852,650
Crane Co.                                      60,600      2,196,750
Danaher Corp.                                 131,000      3,995,500
Figgie International Holdings, Inc.
  (Class 'A' Stock)+                          450,000      3,881,250
Honeywell, Inc.                                52,100      2,246,813
Jason, Inc.+                                  310,800      3,185,700
Mark IV Industries, Inc.                      224,200      4,848,325
Material Sciences Corp.+                      178,500      3,636,938
Pentair, Inc.                                 124,300      5,407,050
Rockwell International Corp.                   49,800      2,278,350
United Technologies, Inc.                      30,000      2,343,750
Varlen Corp.                                  147,950      3,476,825
Wolverine Tube, Inc.+                         138,500      4,449,312
                                                        ------------
                                                          49,777,538
--------------------------------------------------------------------
MONEY CENTER BANKS (1.3%)
First Interstate Bancorp                       75,000      6,018,750
--------------------------------------------------------------------
RAILROADS (1.9%)
Greenbrier Companies, Inc.                    358,800      4,709,250
Illinois Central Corp.                        124,500      4,295,250
                                                        ------------
                                                           9,004,500
--------------------------------------------------------------------
REGIONAL BANKS (6.6%)
Bank of Boston Corp.                           91,900      3,446,250
Cullen Frost Bankers, Inc.                    150,000      6,075,000
First Bank System, Inc.                       187,310      7,679,710
Norwest Corp.                                 328,500      9,444,375
Summit Bancorp                                173,360      3,683,900
                                                        ------------
                                                          30,329,235
--------------------------------------------------------------------
RESTAURANTS (1.6%)
Morrison Restaurants, Inc.                     66,600      1,598,400
Sbarro, Inc.                                  187,500      4,359,375
Shoney's, Inc.+                               125,800      1,478,150
                                                        ------------
                                                           7,435,925
--------------------------------------------------------------------
RETAIL (0.5%)
Ethan Allen Interiors, Inc.+                   70,800      1,256,700
Haverty Furniture, Inc.                       100,500      1,030,125
                                                        ------------
                                                           2,286,825
--------------------------------------------------------------------
SPECIALTY CHEMICALS (3.1%)
Ferro Corp.                                   227,400      6,026,100
M.A. Hanna Co.                                148,500      3,861,000
OM Group, Inc.                                151,000      4,303,500
                                                        ------------
                                                          14,190,600
--------------------------------------------------------------------

6

FINANCIAL STATEMENTS OF VCA-2

STATEMENT OF NET ASSETS (UNAUDITED) JUNE 30, 1995

COMMON STOCK
INVESTMENTS [NOTE 2]                            SHARES  MARKET VALUE
--------------------------------------------------------------------
TELECOMMUNICATION SERVICES (3.2%)
Airtouch Communication, Inc.+                  65,000   $  1,852,500
Century Telephone Enterprises, Inc.           125,000      3,546,875
Frontier Corporation                          200,000      4,775,000
MCI Communications Corp.                      217,700      4,789,400
                                                        ------------
                                                          14,963,775
--------------------------------------------------------------------
TEXTILES/APPAREL (1.9%)
Fieldcrest Cannon, Inc.+                      185,900      4,020,087
Paxar Corp.+                                  256,200      4,579,575
                                                        ------------
                                                           8,599,662
--------------------------------------------------------------------
TOTAL COMMON STOCK INVESTMENTS (98.1%)
(Cost: $361,588,938)                                    $453,063,621
--------------------------------------------------------------------
PREFERRED STOCK
  INVESTMENTS [NOTE 2]
--------------------------------------------------------------------
MEDIA (0.3%)
Times Mirror CV                                66,506   $  1,587,831
--------------------------------------------------------------------
TOTAL PREFERRED STOCK INVESTMENTS (0.3%)
(Cost: $1,381,515)                                         1,587,831
--------------------------------------------------------------------
SHORT-TERM                                 PRINCIPAL
INVESTMENTS [NOTE 2]                         AMOUNT        VALUE
--------------------------------------------------------------------
Mitsubishi Bank Ltd., 6.4375%, Euro Time
  Deposit, Due 07/03/95                   $ 8,988,000   $  8,988,000
--------------------------------------------------------------------
TOTAL SHORT-TERM INVESTMENTS (1.9%)
(Cost: $8,988,000)                                         8,988,000
--------------------------------------------------------------------
TOTAL INVESTMENTS (100.3%)
(Cost: $371,958,453)                                    $463,639,452
--------------------------------------------------------------------
OTHER ASSETS, LESS LIABILITIES
  Bank Overdraft                                          (2,238,966)
  Dividends and Interest Receivable                          442,110
  Receivable for Investments Sold                            578,013
  Pending Transfers                                         (389,106)
--------------------------------------------------------------------
TOTAL OTHER ASSETS, LESS LIABILITIES
  (-0.3%)                                                 (1,607,949)
--------------------------------------------------------------------
NET ASSETS (100%)                                       $462,031,503
--------------------------------------------------------------------
NET ASSETS, REPRESENTING:
  Equity of Participants (other than Annuitants)
    31,871,514 Accumulation Units at an Accumulation
    Unit Value of $13.6589 (rounded)                     435,331,189
  Equity of Annuitants                                    22,403,578
  Equity of The Prudential Insurance Company of
    America                                                4,296,736
                                                        ------------
                                                        $462,031,503
--------------------------------------------------------------------
--------------------------------------------------------------------

The following abbreviations are used in portfolio descriptions:

ADR American Depository Receipts
PLC Public Limited Company

+No cash dividend was paid on these securities during the twelve month period from July 1, 1994 through June 30, 1995.

SEE NOTES TO FINANCIAL STATEMENTS

7

FINANCIAL STATEMENTS OF VCA-2

STATEMENT OF OPERATIONS (UNAUDITED)

------------------------------------------------------------------------------------------------------------
SIX MONTHS ENDED JUNE 30                                                                            1995
------------------------------------------------------------------------------------------------------------
INVESTMENT INCOME [NOTE 2]
  Dividends                                                                                      $ 3,310,309
  Interest                                                                                           279,048
------------------------------------------------------------------------------------------------------------
                                                                                                   3,589,357
EXPENSES [NOTE 3]
  Fees Charged to Participants for Investment Management Services                                    280,508
  Fees Charged to Participants (other than Annuitants) for Assuming Mortality and Expense Risks      798,272
------------------------------------------------------------------------------------------------------------
INVESTMENT INCOME--NET                                                                             2,510,577
------------------------------------------------------------------------------------------------------------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS--NET
  Realized Gain on Investments--Net                                                               11,402,577
  Unrealized Increase in Value of Investments--Net                                                43,289,480
------------------------------------------------------------------------------------------------------------
NET GAIN ON INVESTMENTS                                                                           54,692,057
------------------------------------------------------------------------------------------------------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                                             $57,202,634
------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------

STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)

-------------------------------------------------------------------------------------------------------
                                                               SIX MONTHS ENDED    YEAR ENDED DECEMBER
                                                                JUNE 30, 1995            31, 1994
-------------------------------------------------------------------------------------------------------
OPERATIONS
  Investment Income--Net                                      $   2,510,577        $    4,721,118
  Realized Gain on Investments--Net                              11,402,577            35,115,467
  Unrealized Increase/(Decrease) in Value of
    Investments--Net                                             43,289,480           (45,435,899)
-------------------------------------------------------------------------------------------------------
NET INCREASE/(DECREASE) IN NET ASSETS RESULTING FROM
  OPERATIONS                                                     57,202,634            (5,599,314)
-------------------------------------------------------------------------------------------------------
CAPITAL TRANSACTIONS
  Purchase Payments and Transfers In [Note 3]                    11,297,183            18,494,103
  Withdrawals and Transfers Out                                 (20,922,288)          (22,143,730)
  Annual Administration Charges Deducted From Participants'
    Accumulation Accounts [Note 3]                                     (910)              (42,008)
  Mortality & Expense Risk Charges Deducted From Annuitants'
    Accounts [Note 3]                                               (43,250)              (92,130)
  Variable Annuity Payments                                      (1,375,095)           (2,855,584)
-------------------------------------------------------------------------------------------------------
NET DECREASE IN NET ASSETS
  RESULTING FROM CAPITAL TRANSACTIONS                           (11,044,360)           (6,639,349)
-------------------------------------------------------------------------------------------------------
NET DECREASE IN NET ASSETS
  RESULTING FROM SURPLUS TRANSFERS [NOTE 6]                          (6,007)              (13,605)
-------------------------------------------------------------------------------------------------------
TOTAL INCREASE/(DECREASE) IN NET ASSETS                          46,152,267           (12,252,268)
  NET ASSETS
    Beginning of Period                                         415,879,236           428,131,504
-------------------------------------------------------------------------------------------------------
    End of Period                                             $ 462,031,503        $  415,879,236
-------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------

SEE NOTES TO FINANCIAL STATEMENTS

8

NOTES TO FINANCIAL STATEMENTS OF VCA-2 (UNAUDITED)
SIX MONTHS ENDED JUNE 30, 1995 AND YEAR ENDED DECEMBER 31, 1994

NOTE 1: GENERAL

The Prudential Variable Contract Account-2 (VCA-2 or the Account) was established by The Prudential Insurance Company of America (The Prudential) under the laws of the State of New Jersey and is registered as an open-end, diversified management investment company under the Investment Company Act of 1940, as amended. VCA-2 has been designed for use by public school systems and certain tax-exempt organizations to provide for the purchase and payment of tax-deferred variable annuities. Its investments are composed primarily of common stocks. All contractual and other obligations arising under contracts participating in VCA-2 are general corporate obligations of The Prudential, although Participants' payments from the Account will depend upon the investment experience of the Account.

NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. INVESTMENTS

EQUITY SECURITIES

The value of securities (except fixed income securities including convertible bonds) held in VCA-2 will be determined once daily as of 5:00 P.M., New York time ("Valuation Time") using composite pricing which reflects prices as of the close of business on all major exchanges, on each day on which the New York Stock Exchange ("NYSE") is open for trading and, as provided below, on any other day in which there is sufficient trading in VCA-2's portfolio securities to result in a material change in the value of the Account. A security that is traded on a national securities exchange will be valued at the last sale price for such security on any major exchange on which such security is traded as of Valuation Time, or, in the absence of recorded sales on such exchange on the valuation date, at the average of readily available bid and asked prices on such exchange at the Valuation Time. Any security not traded on a national securities exchange but traded in the over-the-counter market for which quotations are furnished through the nationwide automated quotation system approved by the National Association of Securities Dealers, Inc. ("NASDAQ") will be valued based on the last sale price as of the Valuation Time on each day on which the NYSE is open for trading, or, in the absence of recorded sales on such day, at the average of readily available bid and asked prices, as established by NASDAQ at the Valuation Time. Unlisted securities not quoted on NASDAQ are valued at the average of the quoted bid and asked prices in the over-the-counter market at the Valuation Time. Portfolio securities for which market quotations are not readily available will be valued at fair value as determined in good faith under the direction of the Account's Committee.

FIXED INCOME SECURITIES

Fixed income securities including convertible bonds are valued based on prices provided by an industry-recognized pricing service when such prices are believed to reflect the fair market value of such securities. Fixed income securities including convertible bonds not priced in this manner are valued at the mean of the last reported bid and asked prices provided by principal market makers and recognized securities dealers in such securities.

SHORT-TERM INVESTMENTS

Short-term investments having maturities of sixty days or less are valued at amortized cost, which approximates market value. Amortized cost is computed using the cost on the date of purchase, adjusted for constant accrual of discount or amortization of premium to maturity.

B. INCOME RECOGNITION

Income and realized and unrealized gains and losses on investments are allocated to the Participants (including Annuitants) and The Prudential on a daily basis in proportion to their respective equities in VCA-2. Realized gains and losses from equity transactions are determined and accounted for on the basis of average cost. Realized gains and losses from convertible bond transactions are determined and accounted for on the basis of identified cost. Dividend income is recorded on the ex-dividend date at the declared value. Interest income is accrued daily. Equity and long-term bond transactions are recorded on the first business day following the trade date, except that transactions on the last business day of the year are recorded on that date. Short-term security transactions are recorded on trade date.

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NOTES TO FINANCIAL STATEMENTS OF VCA-2 (UNAUDITED)
SIX MONTHS ENDED JUNE 30, 1995 AND YEAR ENDED DECEMBER 31, 1994

C. TAXES

The operations of VCA-2 are part of, and are taxed with, the operations of The Prudential. Under the current provisions of the Internal Revenue Code, The Prudential does not expect to incur federal income taxes on earnings of VCA-2 to the extent the earnings are credited under the Contracts. As a result, the Unit Value of VCA-2 has not been reduced by federal income taxes.

D. EQUITY OF ANNUITANTS

Reserves are computed for purchased annuities using The Prudential 1950 Group Annuity Valuation (GAV) Table, adjusted, and a valuation interest rate related to the Assumed Investment Result (AIR). The valuation interest rate is equal to the AIR less .5% which is a charge defined in Note 3A. The AIRs are selected by each Contract-holder and are described in the prospectus.

NOTE 3: CHARGES

A. The expenses charged to VCA-2 consist of the following contract charges which are paid to The Prudential:

(i) An investment management fee is calculated daily at an effective annual rate of 0.125% of the current value of the accounts of Participants (other than Annuitants). An equivalent charge is made monthly in determining the amount of Annuitants' payments.

(ii) A daily charge for assuming mortality and expense risks is calculated at an effective annual rate of 0.375% of the current value of the accounts of Participants (other than Annuitants). A one-time equivalent charge is deducted when the initial Annuity Units for Annuitants are determined. Thus, the first and subsequent annuity payments reflect the reduced number of Annuity Units.

B. An annual administration charge is deducted from the accumulation account of each Participant at the time of withdrawal of the value of all of the Participant's accounts or at the end of the accounting year by cancelling Accumulation Units. This deduction may be made from a fixed-dollar annuity contract if the Participant is enrolled under such a contract. The charge is not greater than $60 in a Participant's first year of coverage and not greater than $30 annually thereafter.

C. A deduction of 2.5% for sales and other marketing expenses is made from each Participant's purchase payments.

NOTE 4: PURCHASES AND SALES OF PORTFOLIO SECURITIES

For the six months ended June 30, 1995, excluding short-term investments and U.S. government securities, the aggregate cost of purchases and the proceeds from sales of securities were $82,428,614 and $96,564,187, respectively.

NOTE 5: UNIT TRANSACTIONS

The number of Accumulation Units issued and redeemed for the six months ended June 30, 1995 and the year ended December 31, 1994 is as follows:

                         1995        1994
--------------------------------------------
Units issued             898,104   1,540,899
--------------------------------------------
Units redeemed         1,650,270   1,885,478
--------------------------------------------

NOTE 6: NET DECREASE IN NET ASSETS RESULTING FROM SURPLUS TRANSFERS

The decrease in net assets resulting from surplus transfers represents the net withdrawals from the Equity of The Prudential from VCA-2.

NOTE 7: RELATED PARTY TRANSACTIONS

For the six months ended June 30, 1995, Prudential Securities Incorporated, an indirect, wholly-owned subsidiary of The Prudential, earned $0 in brokerage commissions from portfolio transactions executed on behalf of VCA-2.

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The Prudential Insurance Company of America                     BULK RATE
c/o Prudential Defined Contribution Services                   U.S. POSTAGE
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Moosic, Pennsylvania 18507-1789                               PERMIT No. 2145
                                                                Newark, N.J.

ADDRESS CORRECTION REQUESTED

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