SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
-------------
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One):
|X| ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 [NO FEE REQUIRED, EFFECTIVE OCTOBER 7, 1997].
For the fiscal year ended December 31, 1997
-----------------------------------------------------
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 [NO FEE REQUIRED].
For the transition period from __________ to __________
Commission file number 1-724
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below: PVH Associates Investment Plan For Residents Of
The Commonwealth Of Puerto Rico
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office: Phillips-Van Heusen Corporation, 1290
Avenue of the Americas, New York, New York 10104
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of
1934, the Administrative Committee has duly caused this annual report to be
signed on its behalf by the undersigned hereunto duly authorized.
PHILLIPS-VAN HEUSEN CORPORATION
ASSOCIATES INVESTMENT PLAN FOR
RESIDENTS OF THE COMMONWEALTH OF PUERTO
RICO
Date: June 26, 1998 By /s/ Pamela N. Hootkin
---------------------------------------------
Pamela N. Hootkin, Member of
Administrative Committee
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Financial Statements
and Supplemental Schedules
Years ended December 31, 1997 and 1996
Contents
Report of Independent Auditors............................................ F-2
Financial Statements
Statements of Net Assets Available for Plan Benefits ..................... F-4
Statements of Changes in Net Assets Available for Plan Benefits .......... F-5
Notes to Financial Statements............................................. F-6
Supplemental Schedules
AIP Master Trust Assets Held for Investment Purposes...................... F-17
AIP Master Trust Reportable Transactions ................................. F-18
Note: A schedule of party-in-interest transactions has not been presented
because there were no party-in-interest transactions. Parties-in-interest
transactions are prohibited by the Employee Retirement Income Security Act of
1974 (ERISA), Section 406, and there is no statutory or administrative
exemption.
F-1
Report of Independent Auditors
Administrative Committee of the Plan
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates who are Residents
of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
We have audited the accompanying statements of net assets available for plan
benefits of the Phillips-Van Heusen Corporation Associates Investment Plan for
Associates who are Residents of the Commonwealth of Puerto Rico (formerly the
Phillips-Van Heusen Corporation Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico), as of December 31, 1997
and 1996, and the related statements of changes in net assets available for plan
benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 1997 and 1996, and the changes in its net assets available for
plan benefits for the years then ended, in conformity with generally accepted
accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental schedules
of AIP Master Trust Assets Held for Investment Purposes as of December 31, 1997,
and AIP Master Trust Reportable Transactions for the year then ended, are
presented for purposes of complying with the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the
F-2
Employee Retirement Income Security Act of 1974, and are not a required part of
the basic financial statements. The supplemental schedules have been subjected
to the auditing procedures applied in our audits of the basic financial
statements and, in our opinion, are fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
June 18, 1998
F-3
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Statements of Net Assets Available for Plan Benefits
December 31
1997 1996
-----------------------------
Assets
Investments, at fair value (Notes A and E):
Shares of registered investment companies:
Equity Fund $ 64,341 $ 48,250
Bond Fund 40,467 28,117
Balanced Fund 80,547 55,676
International Fund 15,706 17,953
Common Stock--Employer Company Fund 340,004 339,936
Common Trust Fund * 124,666 108,084
Participant loans receivable 39,343 12,937
-----------------------------
Total investments 705,074 610,953
Liabilities -- --
=============================
Net assets available for plan benefits $ 705,074 $ 610,953
=============================
* Consists of the Money Market Fund (Chase Manhattan Bank Domestic Liquidity
Fund).
See notes to financial statements.
F-4
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Statements of Changes in Net Assets Available for Plan Benefits
Year ended December 31
1997 1996
-----------------------------
Additions
Net transfer from the PVH Associates Investment
Plan for Salaried Associates who are Residents of
the Commonwealth of Puerto Rico $ -- $ 208,558
Contributions:
Employer company, net of forfeitures 34,846 36,630
Employees 117,550 96,736
-----------------------------
152,396 133,366
Interest and investment income 18,192 16,762
-----------------------------
Total additions 170,588 358,686
-----------------------------
Deductions
Payments to participants 100,812 147,757
-----------------------------
Total deductions 100,812 147,757
-----------------------------
Net realized and unrealized appreciation of investments
(Note E) 24,345 97,264
-----------------------------
Net increase 94,121 308,193
Net assets available for plan benefits at beginning
of year 610,953 302,760
-----------------------------
Net assets available for plan benefits at end
of year $ 705,074 $ 610,953
=============================
See notes to financial statements.
F-5
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements
December 31, 1997
A. Description of the Plan
On July 1, 1996, the Phillips-Van Heusen Corporation Associates Investment Plan
for Salaried Associates who are Residents of the Commonwealth of Puerto Rico was
merged into the Phillips-Van Heusen Corporation Associates Investment Plan for
Hourly Associates who are Residents of the Commonwealth of Puerto Rico. The name
of the merged plan is the Phillips-Van Heusen Corporation Associates Investment
Plan for Associates who are Residents of the Commonwealth of Puerto Rico (the
"Plan").
The following description of 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 is a defined contribution plan covering salaried clerical and hourly
production associates of Phillips-Van Heusen Corporation (the "Company") who are
residents of the Commonwealth of Puerto Rico, have at least one year of service
(1,000 hours in a year) and are age 21 or older. The Plan is subject to the
reporting and disclosure requirements of the Employee Retirement Income Security
Act of 1974 ("ERISA").
Contributions
Each year, participants may contribute up to 15% of pretax annual compensation,
as defined by the Plan. The Company contributes 50% of the first 6% of base
compensation that a participant contributes to the Plan.
F-6
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
A. Description of the Plan (continued)
Participant Accounts
Each participant's account is credited with the participant's contributions and
allocations of (a) Company's contributions, and (b) Plan earnings. Forfeited
balances of terminated participants' nonvested accounts are used to reduce
future Company contributions. One hundred percent of the Company's contributions
are automatically invested in the common stock of the Company. In accordance
with the provisions of the Plan, participants age 55 or older may direct a
portion of the Company contributions into any of the Plan's investment options.
Vesting
Amounts attributable to Company contributions become vested on the participant's
65th birthday or if the participant's employment by the Company terminates by
reason of the participant's death or permanent disability or the participant has
completed five years of service with the Company.
Investment Options
Upon enrollment in the Plan, a participant may direct employee contributions
into any of six investment options. A participant may contribute a maximum of
25% of employee contributions into the Phillips-Van Heusen Corporation Common
Stock Fund.
Phillips-Van Heusen Corporation Common Stock Fund: Funds are invested by
the trustees in common shares of the Company. Common shares of the Company
are purchased by the trustees in the open market.
Money Market Fund: Funds are invested by the trustees in short-term
obligations and money market instruments.
F-7
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
A. Description of the Plan (continued)
Equity Fund: Funds are invested in shares of a registered investment
company that invests primarily in common stocks (Fidelity Growth & Income
Portfolio).
Bond Fund: Funds are invested in shares of a registered investment company
that invests in corporate bonds and U.S. government securities (Fidelity
Intermediate Bond Fund).
Balanced Fund: Funds are invested in shares of a registered investment
company that invests in common stocks, preferred stocks and bonds
(Fidelity Puritan Fund).
International Fund: Funds are invested in shares of a registered
investment company that invests in common stocks and bonds of companies
and governments outside the United States (Templeton Foreign Fund).
Participant Loans Receivable
Participants may borrow from the Plan, with certain restrictions, using their
vested account balance as collateral. The minimum loan amount is $1,000 and the
maximum loan amount is the lesser of (i) $50,000 reduced by the participant's
highest outstanding loan balance during the previous 12 months, or (ii) 50% of
the vested value of the participant's account. Interest is fixed for the term of
the loan at the prime rate as of first business day of the month of application
as published in the Wall Street Journal, plus 1%. Loan repayments are made
through payroll deductions which may be specified for a term of 1 to 5 years or
up to 15 years for the purchase of a primary residence.
Payment of Benefits
Participants entitled to final distributions generally will receive payment in
the form of a lump sum amount equal to the value of their vested account.
F-8
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
A. Description of the Plan (continued)
Plan Termination
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100% vested in their accounts.
B. Significant Accounting Policies
The accounting records of the Plan are maintained on the accrual basis, except
for payments to participants which the Plan accounts for on the cash basis.
Accordingly, the Plan's statements of net assets available for plan benefits do
not reflect amounts payable to terminated, retired or other participants as a
liability.
In accordance with the Rules and Regulations of the Department of Labor,
investments are included in the accompanying financial statements at market
value as determined by quoted market prices or at fair value as determined by
Chase Manhattan Bank for the applicable Chase investment funds. Purchases and
sales of securities are reflected on a trade date basis. Substantially all
administrative expenses are paid by the Company.
All assets of the Plan are held by Chase Manhattan Bank (trustee of the Plan
through September 30, 1997) and Wachovia Bank, N.A. (successor trustee of the
Plan effective October 1, 1997), collectively "the trustees" of the Plan, in the
Company's Associates Investment Plan Master Trust (the "AIP Master Trust") and
are segregated from the assets of the Company. The Plan shares in AIP Master
Trust interest and investment income based upon its participants' shares of AIP
Master Trust net assets available for plan benefits. The AIP Master Trust's
investments includes an interest contract with an insurance company that has
been placed into conservatorship. The Plan does not have a beneficial interest
in this interest contract.
F-9
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
B. Significant Accounting Policies
The preparation of the financial statements in conformity with 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 these estimates.
C. Transactions with Parties-in-Interest
During the years ended December 31, 1997 and 1996, the AIP Master Trust
purchased 41,891 and 101,653 shares, respectively, of the Company's common stock
and received $205,332 and $203,852, respectively, from the Company as payment of
dividends on its common stock. The AIP Master Trust also sold 58,705 and 143,919
shares of the Company's common stock during the years ended December 31, 1997
and 1996, respectively.
In connection with the merger of the Crystal Brands Plan on October 1, 1997,
52,112 shares of the Company's common stock were transferred into the AIP Master
Trust.
F-10
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
D. Changes in the AIP Master Trust Net Assets Held by Fund
Changes in the AIP Master Trust net assets held by fund during the year ended
December 31, 1997 were as follows:
Phillips-Van
Heusen Corp. Money
Common Stock Market Bond Balanced Equity International
Fund Fund Fund Fund Fund Fund
----------------------------------------------------------------------------------------------
Net assets at beginning of year $ 19,612,593 $ 6,879,359 $ 1,818,465 $ 5,750,463 $ 9,384,953 $ 2,226,120
Interest and investment income 211,070 551,149 125,621 502,825 330,738 391,072
Contributions received:
Employer Company, net of
forfeitures 1,620,371 (51,060) 73 (2,835) (11,499) 585
Employees 423,500 670,327 350,969 1,193,105 1,963,385 646,476
Net realized and unrealized
appreciation (depreciation) (299,112) -- 18,814 854,817 2,721,432 (327,047)
Loans to participants, net of
repayments (77,679) (45,092) 4,773 (42,561) (71,843) (27,416)
Payments to participants (1,962,154) (1,707,477) (255,224) (802,958) (1,332,908) (279,685)
Transfers (to) from other
accounts (446,731) (226,623) (85,827) 236,828 427,253 95,100
Transfer from AIP of PVH
(Crystal Brands Division) 824,021 2,975,961 337,257 1,697,317 2,752,294 860,158
----------------------------------------------------------------------------------------------
Net assets at end of year $ 19,905,879 $ 9,046,544 $ 2,314,921 $ 9,387,001 $ 16,163,805 $ 3,585,363
==============================================================================================
Plan's beneficial interest at
end of year $ 340,004 $ 124,666 $ 40,467 $ 80,547 $ 64,341 $ 15,706
==============================================================================================
Fixed
Income Loan
Fund Fund Total
------------------------------------------
Net assets at beginning of year $ -- $ 969,816 $ 46,641,769
Interest and investment income 106,016 -- 2,218,491
Contributions received:
Employer Company, net of
forfeitures ............... -- -- 1,555,635
Employees ................... -- -- 5,247,762
Net realized and unrealized
appreciation (depreciation) . -- -- 2,968,904
Loans to participants, net of
repayments .................. -- 259,818 --
Payments to participants ...... -- -- (6,340,406)
Transfers (to) from other
accounts .................... -- -- --
Transfer from AIP of PVH
(Crystal Brands Division) ... 4,469,523 142,161 14,058,692
------------------------------------------
Net assets at end of year ..... $ 4,575,539 $ 1,371,795 $ 66,350,847
==========================================
Plan's beneficial interest at
end of year ................... $ -- $ 39,343 $ 705,074
==========================================
F-11
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
D. Changes in the AIP Master Trust Net Assets Held by Fund (continued)
Changes in the AIP Master Trust net assets held by fund during the year ended
December 31, 1996 were as follows:
Phillips-Van
Heusen
Corp. Money
Common Market Bond Balanced Equity
Stock Fund Fund Fund Fund Fund
-----------------------------------------------------------------------------
Net assets at beginning of year ...... $ 14,625,212 $ 8,498,272 $ 1,657,989 $ 4,302,940 $ 6,120,414
Interest and investment income ....... 222,115 381,788 117,857 280,456 223,028
Contributions received:
Employer Company, net of forfeitures 1,953,035 (32,080) (345) 684 (2,348)
Employees .......................... 433,614 811,506 391,239 1,146,084 1,746,932
Net realized and unrealized
appreciation (depreciation) ........ 6,089,124 -- (51,827) 452,720 1,230,887
Loans to participants, net of
repayments ......................... (100,185) (49,585) 290 (42,997) (39,962)
Payments to participants ............. (3,133,303) (2,001,608) (244,452) (594,927) (764,535)
Transfers (to) from other accounts ... (477,019) (728,934) (52,286) 205,503 870,537
-----------------------------------------------------------------------------
Net assets at end of year ............ $ 19,612,593 $ 6,879,359 $ 1,818,465 $ 5,750,463 $ 9,384,953
=============================================================================
Plan's beneficial interest at end of
year ............................... $ 339,936 $ 108,084 $ 28,117 $ 55,676 $ 48,250
=============================================================================
International Loan
Fund Fund Total
-------------------------------------------
Net assets at beginning of year ...... $ 1,440,828 $ 717,488 $ 37,363,143
Interest and investment income ....... 63,686 -- 1,288,930
Contributions received:
Employer Company, net of forfeitures (3,277) -- 1,915,669
Employees .......................... 521,595 -- 5,050,970
Net realized and unrealized
appreciation (depreciation) ........ 246,777 -- 7,967,681
Loans to participants, net of
repayments ......................... (19,889) 252,328 --
Payments to participants ............. (205,799) -- (6,944,624)
Transfers (to) from other accounts ... 182,199 -- --
-------------------------------------------
Net assets at end of year ............ $ 2,226,120 $ 969,816 $ 46,641,769
===========================================
Plan's beneficial interest at end of
year ............................... $ 17,953 $ 12,937 $ 610,953
===========================================
Note: Certain funds above include investments in the Chase Manhattan Bank
Domestic Liquidity Fund.
F-12
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
E. Assets of the Plan
Assets of the Plan are included in the assets of the AIP Master Trust held by
the trustees. The assets of the AIP Master Trust are presented in the following
table. Investments that represent 5% or more of the AIP Master Trust's total net
assets are identified by an asterisk.
December 31
1997 1996
---------------------------------
Investments at fair value as determined by quoted market
price:
Shares of registered investment companies:
Fidelity Growth & Income Portfolio,
424,247 and 305,400 shares, respectively * $ 16,163,805 $ 9,384,931
Fidelity Intermediate Bond Fund,
227,623 and 180,402 shares, respectively 2,314,921 1,818,454
Fidelity Puritan Fund, 484,360 and 333,553 shares,
respectively * 9,387,001 5,750,449
Templeton Foreign Fund, 360,337 and 214,876
shares, respectively * 3,585,363 2,226,115
Phillips-Van Heusen Corp. Common Stock Fund,
1,394,679 and 1,359,381 shares, respectively * 19,905,879 19,541,102
Investments at estimated fair value:
Common Trust Fund * 9,046,544 6,950,902
Promissory notes (participant loans) 1,371,795 969,816
Interest contract:
Non-performing * 4,575,539 --
---------------------------------
Total net assets $ 66,350,847 $ 46,641,769
=================================
Plan's beneficial interest $ 705,074 $ 610,953
=================================
F-13
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
E. Assets of the Plan (continued)
During the years ended December 31, 1997 and 1996, net appreciation of the AIP
Master Trust's investments was $2,968,904 and $7,967,681,
respectively, as follows:
1997 1996
--------------------------------
Fair value of assets determined by quoted
market price:
Phillips-Van Heusen Corp. Common Stock Fund $ (299,112) $ 6,089,124
Fidelity Growth & Income Portfolio ........ 2,721,432 1,230,887
Fidelity Intermediate Bond Fund ........... 18,814 (51,827)
Fidelity Puritan Fund ..................... 854,817 452,720
Templeton Foreign Fund .................... (327,047) 246,777
--------------------------------
Net appreciation in fair value ................ $ 2,968,904 $ 7,967,681
================================
Plan's beneficial interest .................... $ 24,345 $ 97,264
================================
F. Income Tax Status
The Puerto Rico Treasury Department has ruled that the Plan qualifies under
Section 165(e) of the Puerto Rico Income Tax Act of 1954 ("PRITA") and,
therefore, its related trust is tax-exempt under Section 165(a) of the PRITA.
The Plan's most recent determination letter is dated May 12, 1995. The
Administrative Committee of the Plan is not aware of any course of action,
series of events or amendments subsequent to the most recent determination
letter that have occurred that might adversely affect the qualified status of
the Plan.
F-14
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
Notes to Financial Statements (continued)
G. Differences Between Plan Financial Statements and Form 5500
The following is a reconciliation of net assets available for plan benefits per
the financial statements to the Form 5500:
December 31
1997
---------------
Net assets available for plan benefits per the financial statements $ 705,074
Less: Amounts allocated to withdrawn participants at December 31, 1997 24,529
---------------
Net assets available for plan benefits per the Form 5500 $ 680,545
===============
The following is a reconciliation of benefits paid to participants per the
financial statements to the Form 5500:
Year ended
December 31
1997
----------------
Benefits paid to participants per the financial statements $ 100,812
Add: Amounts allocated to withdrawn participants at December 31, 1997 24,529
Less: Amounts allocated to withdrawn participants at December 31,
1996 (26,373)
----------------
Benefits paid to participants per the Form 5500 $ 98,968
================
Amounts allocated to withdrawn participants on the Form 5500 represent benefit
claims that have been processed and approved for payment prior to year-end but
not yet paid.
F-15
Supplemental Schedules
F-16
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
AIP Master Trust Assets Held for Investment Purposes
December 31, 1997
Market
Identity of Issuer Description Cost Value
- ---------------------------------------------------------------------------------------------
Fidelity Growth & Income Portfolio 424,247 shares $ 11,505,482 $ 16,163,805
Fidelity Intermediate Bond Fund 227,623 shares 2,327,822 2,314,921
Fidelity Puritan Fund 484,360 shares 8,274,270 9,387,001
Templeton Foreign Fund 360,337 shares 3,624,622 3,585,363
Chase Manhattan Bank--
Domestic Liquidity Fund 9,046,544 shares 9,046,544 9,046,544
Phillips-Van Heusen Corporation
Common Stock Fund 1,394,679 shares* 17,708,524 19,905,879
Mutual Benefit Life Insurance
Company Interest Contract ** 4,575,539 4,575,539
Promissory notes Participant loans 1,371,795 1,371,795
---------------------------------
$ 58,434,598 $ 66,350,847
=================================
* Party-in-interest investment (see Note C).
**Maturity date and interest rates are subject to statutory conservatorship
rules.
F-17
Phillips-Van Heusen Corporation
Associates Investment Plan for Associates
who are Residents of the Commonwealth of Puerto Rico
(formerly the Phillips-Van Heusen Corporation
Associates Investment Plan for Hourly Associates
who are Residents of the Commonwealth of Puerto Rico)
AIP Master Trust Reportable Transactions
Year ended December 31, 1997
Purchase Selling Cost of Net Number of
Party Involved Description of Assets Price Price Assets Sold Gain Transactions
- ---------------------------------------------------------------------------------------------------------------------------------
Category (i)--Individual
transactions in excess of 5% of
plan assets
Wachovia Bank, N.A. Chase Domestic Liquidity Fund $2,963,108
Category (iii)--Series of
transactions in excess of 5% of
plan assets
Chase Manhattan Bank, N.A. Chase Domestic Liquidity Fund 7,609,276 $5,513,634 $5,513,634 $ -- 235
There were no category (ii) or (iv) reportable transactions for the year ended
December 31, 1997.
F-18
Exhibit
[LETTERHEAD ERNST & YOUNG LLP]
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement (Form
S-8) pertaining to the Associates Investment Plan for Associates who are
Residents of the Commonwealth of Puerto Rico (formerly the Associates Investment
Plan for Hourly Associates who are Residents of the Commonwealth of Puerto Rico)
of Phillips-Van Heusen Corporation of our report dated June 18, 1998, with
respect to the financial statements and schedules of the Associates Investment
Plan for Associates who are Residents of the Commonwealth of Puerto Rico
(formerly the Associates Investment Plan for Hourly Associates who are Residents
of the Commonwealth of Puerto Rico) included in this Annual Report (Form 11-K)
for the year ended December 31, 1997.
/s/ Ernst & Young LLP
New York, New York
June 18, 1998
