NOTE 10-PENSION, DEFERRED COMPENSATION AND POST-RETIREMENT BENEFIT PLANS

The Company maintains pension plans covering substantially all of its full-time employees for its U.S. operations and a majority of its international operations. Several plans provide pension benefits based primarily on years of service and employees' earnings. In certain instances, the Company adjusts benefits in connection with international employee transfers.

Retirement Growth Account Plan (U.S.)
The Retirement Growth Account Plan is a trust-based, noncontributory qualified defined benefit pension plan. The Company's funding policy consists of an annual contribution at a rate that provides for future plan benefits and maintains appropriate funded percentages. Such contribution is not less than the minimum required by the Employee Retirement Income Security Act of 1974, as amended, ("ERISA") and subsequent pension legislation and is not more than the maximum amount deductible for income tax purposes.

Restoration Plan (U.S.)
The Company also has an unfunded, nonqualified domestic noncontributory pension Restoration Plan to provide benefits in excess of Internal Revenue Code limitations.

International Pension Plans
The Company maintains International Pension Plans, the most significant of which are defined benefit pension plans. The Company's funding policies for these plans are determined by local laws and regulations.

Post-retirement Benefits
The Company maintains a domestic post-retirement benefit plan which provides certain medical and dental benefits to eligible employees. Employees hired after January 1, 2002 are not eligible for retiree medical benefits when they retire. Certain retired employees who are receiving monthly pension benefits are eligible for participation in the plan. Contributions required and benefits received by retirees and eligible family members are dependent on the age of the retiree. It is the Company's practice to fund these benefits as incurred.

Certain of the Company's international subsidiaries and affiliates have post-retirement plans, although most participants are covered by government-sponsored or administered programs.

The measurement date as of which assets and liabilities are measured is June 30, 2006. The significant components of the above mentioned plans as of and for the year ended June 30 are summarized as follows:

Pension Plans Other than
Pension Plans
U.S.
  International  
  Post-retirement  
2006 2005 2006 2005 2006 2005
(In millions)
Change in benefit obligation:
Benefit obligation at beginning of year $ 423.2 $ 374.4 $ 255.5 $ 207.4 $ 92.6 $ 64.0
    Service cost 21.5 19.3 16.2 11.3 5.1 3.5
    Interest cost 21.2 21.2 10.8 9.8 5.6 4.2
    Plan participant contributions - - 1.3 1.3 0.4 0.2
    Actuarial loss (gain) (28.2 ) 32.0 (7.1 ) 35.9 (10.5 ) 22.9
    Foreign currency exchange rate impact - - 6.9 - (0.1 ) -
    Benefits, expenses, taxes and premiums paid (20.2 ) (23.7 ) (16.5 ) (13.1 ) (3.2 ) (2.2 )
    Plan amendments - - - 0.9 - -
    Special termination benefits - - 0.3 2.0 - -
    Acquisitions, divestitures, adjustments - - 18.2 - 11.9 -
    Settlements and curtailments - - (1.3 ) - - -
Benefit obligation at end of year $ 417.5 $ 423.2 $ 284.3 $ 255.5 $ 101.8 $ 92.6
Change in plan assets:
Fair value of plan assets at beginning of year $ 353.3 $ 341.4 $ 187.2 $ 154.6 $ - $ -
    Actual return on plan assets 35.5 28.6 28.9 14.6 - -
    Foreign currency exchange rate impact - - 4.7 0.6 - -
    Employer contributions 7.4 7.0 25.7 29.2 2.8 2.0
    Plan participant contributions - - 1.3 1.3 0.4 0.2
    Settlements and curtailments - - - - - -
    Acquisitions, divestitures, adjustments - - 10.8 - - -
    Benefits, expenses, taxes and premiums
      paid from plan assets (20.2 ) (23.7 ) (16.5 ) (13.1 ) (3.2 ) (2.2 )
Fair value of plan assets at end of year $ 376.0 $ 353.3 $ 242.1 $ 187.2 $ - $ -
Funded status $ (41.5 ) $ (69.9 ) $ (42.2 ) $ (68.3 ) $ (101.8 ) $ (92.6 )
Unrecognized net actuarial loss 70.8 115.7 61.2 91.8 14.3 26.1
Unrecognized prior service cost 5.8 6.6 1.8 2.2 (0.1 ) (0.1 )
Unrecognized net transition obligation - - - 0.1 - -
Prepaid (accrued) benefit cost $ 35.1 $ 52.4 $ 20.8 $ 25.8 $ (87.6 ) $ (66.6 )
Amounts recognized in the Balance Sheet
  consist of:
    Prepaid benefit cost $ 88.3 $ 105.8 $ 78.0 $ 34.9 $ - $ -
    Accrued benefit liability (61.9 ) (53.9 ) (58.6 ) (60.5 ) (87.6 ) (66.6 )
    Intangible asset 0.5 0.5 0.3 0.7 - -
    Minimum pension liability 8.2 - 1.1 50.7 - -
    Net amount recognized $ 35.1 $ 52.4 $ 20.8 $ 25.8 $ (87.6 ) $ (66.6 )

Pension Plans Other than
Pension Plans
U.S.
  International  
  Post-retirement  
2006 2005 2004 2006 2005 2004 2006 2005 2004
($ in millions)
Components of net periodic
  benefit cost:
Service cost, net $ 21.5 $ 19.3 $ 16.9 $ 16.2 $ 11.3 $ 10.4 $ 5.1 $ 3.5 $ 3.2
Interest cost 21.2 21.2 20.0 10.8 9.8 8.3 5.6 4.2 3.8
Expected return on assets (24.9 ) (24.1 ) (20.6 ) (12.1 ) (11.2 ) (9.9 ) - - -
Amortization of:
    Transition (asset) obligation - - - 0.1 - 0.3 - - -
    Prior service cost 0.8 0.5 0.5 0.2 1.2 0.3 - - -
    Actuarial loss (gain) 6.1 4.6 6.2 8.3 4.0 3.3 1.3 0.2 0.3
    Special termination benefits - - - 0.3 2.0 1.5 - - -
    Settlements and curtailments - - - (0.7 ) - 0.7 - - -
Net periodic benefit cost $ 24.7 $ 21.5 $ 23.0 $ 23.1 $ 17.1 $ 14.9 $ 12.0 $ 7.9 $ 7.3
Weighted-average assumptions
  used to determine benefit
  obligations at June 30:
Pre-retirement discount rate 6.25 % 5.25 % 6.00 % 2.25 - 1.75 - 2.25 - 5.75 - 5.25 % 6.00 %
5.75 % 5.25 % 6.00 % 6.25 %
Post-retirement discount rate 5.25 % 4.75 % 5.00 % 2.25 - 1.75 - 2.25 - 5.75 - 5.25 % 6.00 %
5.75 % 5.25 % 6.00 % 6.25 %
Rate of compensation increase 3.00 - 3.00 - 3.00 - 1.75 - 1.75 - 1.75 - N/A N/A N/A
9.50 % 9.50 % 9.50 % 5.00 % 4.50 % 4.00 %
Weighted-average assumptions
  used to determine net
  periodic benefit cost for the
  year ending June 30:
Pre-retirement discount rate 5.25 % 6.00 % 5.75 % 1.75 - 2.25 - 2.25 - 5.25 % 6.00 % 5.75 %
5.50 % 6.00 % 6.00 %
Post-retirement discount rate 4.75 % 5.00 % 4.75 % 1.75 - 2.25 - 2.25 - 5.25 % 6.00 % 5.75 %
5.50 % 6.00 % 6.00 %
Expected return on assets 7.75 % 7.75 % 8.00 % 2.75 - 3.25 - 3.25 - N/A N/A N/A
7.50 % 7.50 % 7.50 %
Rate of compensation increase 3.00 - 3.00 - 3.00 - 1.75 - 1.75 - 1.75 - N/A N/A N/A
9.50 % 9.50 % 9.50 % 5.00 % 4.00 % 3.75 %

In determining the long-term rate of return for a plan, the Company considers the historical rates of return, the nature of the plan's investments and an expectation for the plan's investment strategies.

Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. The assumed weighted-average health care cost trend rate for the coming year is 10.92% while the ultimate trend rate of 4.50% is expected to be reached in fiscal 2015. A one-percentage-point change in assumed health care cost trend rates for fiscal 2006 would have had the following effects:

   One-Percentage-Point Increase       One-Percentage-Point Decrease   
(In millions)
Effect on total service and interest costs $  1.7 $  (1.5)
Effect on post-retirement benefit obligations $12.3 $(10.7)

The projected benefit obligation, accumulated benefit obligation, fair value of plan assets and the other comprehensive (income) loss due to change in minimum liability recognition for the Company's pension plans at June 30 are as follows:

Pension Plans
Retirement
Growth Account
Restoration
International
2006 2005 2006 2005 2006 2005
(In millions)
Projected benefit obligation $ 336.4 $ 347.9 $ 81.1 $ 75.3 $ 284.3 $ 255.5
Accumulated benefit obligation 284.7 291.9 61.9 53.9 245.7 224.1
Fair value of plan assets 376.0 353.3 - - 242.1 187.2
Other comprehensive (income) loss
  due to change in minimum
  liability recognition:
Increase (decrease) in additional
  minimum liability $ - $ - $ 8.2 $ (0.7 ) $ (50.0 ) $ 16.4
(Increase) decrease in intangible asset - - - 0.1 0.4 (0.3 )
Other comprehensive (income) loss $ - $ - $ 8.2 $ (0.6 ) $ (49.6 ) $ 16.1

International pension plans with accumulated benefit obligations in excess of the plans' assets had aggregate projected benefit obligations of $86.8 million and $176.0 million, aggregate accumulated benefit obligations of $73.2 million and $156.8 million and aggregate fair value of plan assets of $31.7 million and $103.5 million at June 30, 2006 and 2005, respectively.

Pension Plans Other than
Pension Plans
  U.S.  
  International  
  Post-retirement  
($ in millions)
Expected Cash Flows:
Expected employer contributions for year ending
  June 30, 2007 $ - $ 18.8 N/A
Expected benefit payments for year ending June 30,
  2007 36.8 12.2 $ 2.8
  2008 23.7 14.2 3.1
  2009 24.5 14.8 3.5
  2010 26.9 13.4 3.9
  2011 30.3 17.8 4.6
  Years 2012-2016 179.2 87.2 31.8
Plan Assets:
Actual asset allocation at June 30, 2006
  Equity 62 % 58 % N/A
  Fixed income 27 % 23 % N/A
  Other 11 % 19 % N/A
100 % 100 % N/A
Target asset allocation
  Equity 57 % 58 % N/A
  Fixed income 26 % 27 % N/A
  Other 17 % 15 % N/A
100 % 100 % N/A

The target asset allocation policy was set to maximize returns with consideration to the long-term nature of the obligations and maintaining a lower level of overall volatility through the allocation to fixed income. During the year, the asset allocation is reviewed for adherence to the target policy and is rebalanced periodically towards the target weights.

401(k) Savings Plan (U.S.)
The Company's 401(k) Savings Plan ("Savings Plan") is a contributory defined contribution plan covering substantially all regular U.S. employees who have completed the hours and service requirements, as defined by the plan document. Regular full-time employees are eligible to participate in the Savings Plan on the first day of the second month following their date of hire. The Savings Plan is subject to the applicable provisions of ERISA. The Company matches a portion of the participant's contributions after one year of service under a predetermined formula based on the participant's contribution level and years of service. The Company's contributions were approximately $10.6 million, $9.8 million and $9.1 million for the fiscal years ended June 30, 2006, 2005 and 2004, respectively. Shares of the Company's Class A Common Stock are not an investment option in the Savings Plan and the Company does not use such shares to match participants' contributions.

Deferred Compensation
The Company accrues for deferred compensation and interest thereon, and for the increase in the value of share units pursuant to agreements with certain key executives and outside directors. The amounts included in the accompanying consolidated balance sheets under these plans were $71.0 million as of June 30, 2006 and 2005. The expense for fiscal 2006, 2005 and 2004 was $11.6 million, $10.2 million and $16.6 million, respectively. During fiscal 2005, the Company made deferred compensation payments to a former executive of $71.2 million.

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