UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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
For the fiscal year ended December 31, 2006
or
[_] Transition report pursuant to Section 15(d) of the Securities Exchange Act
For the transition period from _________ to ___________
Commission file number 001-10533
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
KENNECOTT CORPORATION SAVINGS PLAN FOR HOURLY EMPLOYEES
B. Name of issuer of the securities held pursuant to the Plan and the address
of its principal executive office:
Rio Tinto plc, 6 St. James's Square, London, SW1Y 4LD, England
Page 1 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
AS OF DECEMBER 31, 2006 AND 2005 AND FOR THE YEAR
ENDED DECEMBER 31, 2006
TOGETHER WITH REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
Page 2 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
TABLE OF CONTENTS
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PAGE
----
Report of Independent Registered Public Accounting Firm 4
Financial Statements:
Statements of Assets Available for Benefits as of
December 31, 2006 and 2005 6
Statement of Changes in Assets Available for Benefits
for the year ended December 31, 2006 7
Notes to Financial Statements 8 - 18
Supplemental Schedule - Schedule H, Part IV, line 4i -
Schedule of Assets (Held at End of Year) as of December 31, 2006 19 - 20
All other schedules required by Section 2520.103-10 of the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974 have been omitted because they are not applicable to
the Kennecott Corporation Savings Plan for Hourly Employees.
Page 3 of 23
REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM
The Plan Administrator (Vice President, Human Resources -
Kennecott Utah Copper Corporation)
Kennecott Corporation Savings Plan for Hourly Employees
We have audited the accompanying statements of assets available for benefits of
the Kennecott Corporation Savings Plan for Hourly Employees (the Plan) as of
December 31, 2006 and 2005 and the related statement of changes in assets
available for benefits for the year ended December 31, 2006. 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 standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
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 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 assets available for benefits of the Kennecott
Corporation Savings Plan for Hourly Employees as of December 31, 2006 and 2005,
and the changes in assets available for benefits for the year ended December 31,
2006 in conformity with U.S. generally accepted accounting principles.
As described in Notes 2 and 3, the Plan adopted Financial Accounting Standards
Board Staff Position AAG INV-1 and SOP 94-4-1, Reporting of Fully
Benefit-Responsive Investment Contracts Held by Certain Investment Companies
Subject to the AICPA Investment Company Guide and Defined Contribution Health
and Welfare and Pension Plans, as of December 31, 2006.
Page 4 of 23
Our audits of the financial statements were performed for the purpose of forming
an opinion on the basic financial statements taken as a whole. The supplemental
Schedule of Assets (Held at End of Year) as of December 31, 2006 is presented
for the purpose of additional analysis and is not a required part of the basic
financial statements, but is supplementary information required by the United
States Department of Labor's Rules and Regulations for Reporting and Disclosure
under the Employee Retirement Income Security Act of 1974. The supplemental
schedule is the responsibility of the Plan's management and has been subjected
to the auditing procedures applied in the audits of the basic financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ Tanner LC
Salt Lake City, Utah
July 6, 2007
Page 5 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
STATEMENTS OF ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31,
--------------------------------------------------------------------------------
2006 2005
-------------------------
ASSETS (As Restated)
------
Investments, at fair value $52,059,493 $47,408,947
-------------------------
Receivables:
Employee contributions 96,521 --
Employer contributions 29,429 --
-------------------------
Total receivables 125,950 --
-------------------------
Assets available for benefits, at fair value 52,185,443 47,408,947
Adjustment from fair value to contract value for
fully benefit-responsive investment contracts 149,419 121,226
-------------------------
Assets available for benefits $52,334,862 $47,530,173
=========================
--------------------------------------------------------------------------------
See accompanying notes to financial statements.
Page 6 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
STATEMENT OF CHANGES IN ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2006
--------------------------------------------------------------------------------
ADDITIONS TO ASSETS ATTRIBUTED TO:
Contributions:
Employee $ 2,540,657
Employer 731,130
-----------
Total contributions 3,271,787
-----------
Investment income:
Net appreciation in fair value of investments 3,020,817
Interest and dividends 2,506,541
-----------
Total investment income 5,527,358
-----------
Total additions 8,799,145
-----------
DEDUCTIONS FROM ASSETS ATTRIBUTED TO:
Transfers to the Rio Tinto America Inc. Savings Plan 813,880
Benefits paid to participants 3,157,578
Administrative expenses 22,998
-----------
Total deductions 3,994,456
-----------
Increase in assets available for benefits 4,804,689
ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 47,530,173
-----------
End of year $52,334,862
===========
--------------------------------------------------------------------------------
See accompanying notes to financial statements.
Page 7 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------
1. DESCRIPTION The following brief description of the Kennecott
OF THE PLAN Corporation Savings Plan for Hourly Employees (the
Plan) is provided for general information purposes
only. Participants should refer to the Plan document
and the summary plan description for more complete
information.
GENERAL
The Plan is a defined contribution plan covering all
full-time hourly employees who are represented by or
included in a collective bargaining unit of Kennecott
Utah Copper Corporation and its affiliates
(collectively, the Company or the Employer), as defined
in the Plan document. Eligible employees can
participate in the Plan immediately after completing
three months of continuous service. Kennecott Utah
Copper Corporation is an indirect wholly owned
subsidiary of Rio Tinto America, Inc., which is an
indirect wholly owned subsidiary of Rio Tinto plc (the
Parent). The Plan is intended to be a qualified
retirement plan under the Internal Revenue Code (IRC)
and is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA), as
amended.
CONTRIBUTIONS
Each year, participants may elect under a salary
reduction agreement to contribute to the Plan an amount
not less than 1% and not more than 19% of their
eligible compensation on a before-tax basis through
payroll deductions. Contributions are limited by the
IRC, which established a maximum contribution of
$15,000 ($20,000 for participants over age 50) for the
year ended December 31, 2006. Participant contributions
are recorded in the period during which the amounts are
withheld from participant earnings. Participants may
also contribute amounts representing distributions from
other qualified defined benefit or defined contribution
plans.
The Company matches the participant's contributions to
the Plan at 50%, up to the first 6% of their eligible
compensation. Matching contributions are recorded on
the date the related participant contributions are
withheld.
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Page 8 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
1. DESCRIPTION PARTICIPANT ACCOUNTS
OF THE PLAN Individual accounts are maintained for each Plan
CONTINUED participant. Each participant's account is credited
with the participant's contributions, the Company's
matching contribution, and an allocation of the Plan's
earnings, and is charged with withdrawals and an
allocation of the Plan's losses and administrative
expenses. Allocations are based on participant earnings
or account balances, as defined. The benefit to which a
participant is entitled is the benefit that can be
provided from the participant's vested account.
PARTICIPANT-DIRECTED OPTIONS FOR INVESTMENTS
Participants direct the investment of their
contributions and the Company matching contributions
into various investment options offered by the Plan.
Investment options include a money market fund, common
collective trusts, mutual funds, synthetic guaranteed
investment contracts and common stock of the Parent in
the form of American Depository Receipts (ADRs).
VESTING
Participants are immediately vested in their
contributions plus actual earnings thereon. Vesting in
the Company's contribution portion of their accounts is
based on years of continuous service. A participant is
100% cliff vested after three years of credited
service.
PAYMENT OF BENEFITS
On termination of service due to death, disability, or
retirement, participants or their beneficiaries may
elect to receive a lump-sum distribution in an amount
equal to the value of the participants' vested
interests in their accounts. Under certain
circumstances, participants may withdraw their
contributions prior to the occurrence of these events.
TRANSFERS
Along with the Plan, the Company also sponsors another
401(k) plan that covers non-represented employees. If
employees change from union to non-union status during
the year, their account balances are transferred from
the Plan to the non-union plan; namely, the Rio Tinto
America Inc. Savings Plan. For the year ended December
31, 2006, transfers out of the Plan totaled $813,880.
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Page 9 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
1. DESCRIPTION FORFEITED ACCOUNTS
OF THE PLAN Forfeited non-vested participant account balances may
CONTINUED be used to reduce future Company contributions to the
Plan. During the year ended December 31, 2006, $22,523
was used to pay Plan expenses. Forfeitures were $4,168
for the year ended December 31, 2006. Interest and
dividends attributable to the forfeitures were $658 for
the year ended December 31, 2006. As of December 31,
2006 and 2005, the balance of the forfeiture account
was $4,328 and $22,025, respectively.
2. SUMMARY OF BASIS OF PRESENTATION
SIGNIFICANT The financial statements of the Plan have been prepared
ACCOUNTING on the accrual basis of accounting in accordance with
POLICIES U.S. generally accepted accounting principles.
USE OF ESTIMATES
The preparation of the Plan's financial statements in
conformity with U.S. generally accepted accounting
principles requires Plan management to make estimates
and assumptions that affect the reported amounts of
assets available for benefits at the date of the
financial statements, the changes in assets available
for benefits during the reporting period and, when
applicable, the disclosures of contingent assets and
liabilities at the date of the financial statements.
Actual results could differ from those estimates.
RISKS AND UNCERTAINTIES
The Plan provides for investments in securities that
are exposed to various risks, such as interest rate,
currency exchange rate, credit and overall market
fluctuation. Due to the level of risk associated with
certain investment securities, it is reasonably
possible that changes in the values of investment
securities will occur in the near term and that such
changes could materially affect participants' account
balances and the amounts reported in the statements of
assets available for benefits.
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Page 10 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
2. SUMMARY OF ADOPTION OF NEW FINANCIAL ACCOUNTING STANDARD
SIGNIFICANT In December 2005, the Financial Accounting Standards
ACCOUNTING Board (FASB) issued a Staff Position (FSP), Reporting
POLICIES of Fully Benefit-Responsive Investment Contracts Held
CONTINUED by Certain Investment Companies Subject to the AICPA
Investment Company Guide and Defined Contribution
Health and Welfare and Pension Plans. This FSP amends
the guidance in AICPA Statement of Position 94-4,
Reporting of Investment Contracts Held by Health and
Welfare Benefits Plans and Defined Contribution
Pensions Plans, with respect to the definition of fully
benefit-responsive investment contracts and the
presentation and disclosure of fully benefit-responsive
investment contracts in Plan financial statements. The
FSP requires investment contracts to be presented at
fair value in the statement of assets available for
benefits.
However, contract value is the relevant measurement
attribute for that portion of the 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 permitted transactions under
the terms of the Plan. Therefore, as required by the
FSP, the statement of assets available for benefits
presents the fair value of the investment contracts as
well as the adjustment of the fully benefit-responsive
investment contracts from fair value to contract value.
The statement of changes in assets available for
benefits is prepared on a contract value basis.
The FSP is effective for financial statements for
annual periods ending after December 15, 2006, and must
be applied retroactively to all prior periods
presented. Accordingly, the Plan has adopted the
financial statement presentation and disclosure
requirements effective December 31, 2006, and has
restated the 2005 statement of assets available for
benefits to present all investments at fair value, with
the adjustment to contract value separately disclosed.
The effect of adopting the FSP had no impact on the
Plan's assets available for benefits or changes in
assets available for benefits, as such investments have
historically been presented at contract value. Refer to
Note 3 for additional information related to the Plan's
fully benefit-responsive investment contracts.
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Page 11 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
2. SUMMARY OF INVESTMENT VALUATION AND INCOME RECOGNITION
SIGNIFICANT The Plan's investments in mutual funds are valued at
ACCOUNTING quoted market prices, which represent the net asset
POLICIES values of units held by the Plan at year end. Plan
CONTINUED investments in common stock are stated at fair value
based on quoted market prices. Common collective trusts
are valued at the asset value per unit as determined by
each common collective trust as of the valuation date.
The fair value of the Plan's interest in the Dwight
Stable Value Fund (see detail of investments included
in this fund in Note 3) is based upon the market value
of the underlying securities at quoted market value or
quoted share prices.
Purchases and sales of securities are recorded on a
trade-date basis. Interest income is recorded on the
accrual basis. Dividends are recorded on the
ex-dividend date.
The net appreciation (depreciation) in the fair value
of investments which includes realized gains (losses)
and unrealized appreciation (depreciation) on those
investments is presented in the statement of changes in
assets available for benefits of the Plan, and totaled
$3,020,817 for the year ended December 31, 2006 (see
Note 5).
PAYMENTS OF BENEFITS
Benefits payments are recorded when paid by the Plan.
ADMINISTRATIVE EXPENSES
The Company pays the majority of costs and expenses
incurred in administering the Plan.
The Plan has several fund managers that manage the
investments held by the Plan. During the year ended
December 31, 2006, the Company paid all investment
management fees related to these investment funds.
The investment management fees related to transaction
costs associated with the purchase or sale of Rio Tinto
plc ADRs are paid by the participants.
PARTICIPANT LOANS
Loans are not permitted to be made to participants in
the Plan.
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Page 12 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
3. FULLY BENEFIT- The Plan's investments include the Dwight Stable Value
RESPONSIVE Fund. The Dwight Stable Value Fund is invested in the
INVESTMENT following:
CONTRACTS
o A money market fund (the Mellon Bank - STIF Account);
o A fully benefit-responsive common collective trust
(the SEI Stable Asset Fund); and
o Fully benefit-responsive synthetic guaranteed
investment contracts (GICs) as follows:
a. Synthetic GIC, Dwight Managed Target 2, no
specified maturity date, 5.27%;
b. Synthetic GIC, Dwight Managed Target 5, no
specified maturity date, 5.27%;
c. Synthetic GIC, Dwight Managed Target 5, no
specified maturity date, 5.67%;
d. Synthetic GIC, Dwight Core International Fund,
no specified maturity date, 5.77%;
e. Synthetic GIC, Dwight Managed Target 2, no
specified maturity date, 4.79%; and
f. Synthetic GIC, Dwight Managed Target 5, no
specified maturity date, 4.79%.
Synthetic GICs provide for a guaranteed return on
principal over a specified period of time through fully
benefit-responsive wrap contracts, issued by a third
party, which are secured by underlying assets. The
portfolio of assets underlying the synthetic GICs has
an overall AAA credit quality and includes mortgages,
fixed income securities and United States treasury
notes and bonds.
The wrap contracts are obligated to provide an interest
rate not less than zero. These contracts typically
provide that realized and unrealized gains and losses
on the underlying assets are not reflected immediately
in the assets of the fund. Realized and unrealized
gains and losses are amortized, usually over the time
to maturity or the duration of the underlying
investments, through adjustments to the future interest
crediting rate.
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Page 13 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
3. FULLY BENEFIT- The contract or crediting interest rates for the GICs
RESPONSIVE are typically reset quarterly and are based on the
INVESTMENT market value of the portfolio of assets underlying
CONTRACTS these contracts. Inputs used to determine the crediting
CONTINUED interest rates include each contract's portfolio market
value, current yield-to-date maturity, duration, and
market value relative to contract value.
These wrap contracts provide benefit withdrawals and
investment exchanges at the full contract value of the
synthetic contracts (principal plus accrued interest)
notwithstanding the actual market value of the
underlying investments (fair value plus accrued
interest). There are no reserves against contract value
for credit risk of the contract issuer or otherwise.
Certain events may limit the ability of the Plan to
transact at contract value with the issuer of fully
benefit-responsive investment contracts. Such events
include the following: (1) amendments to the Plan
documents (including complete or partial plan
termination or merger with another plan), (2)
bankruptcy of the Company or other Company events (for
example, divestiture or spin-off of a subsidiary) that
cause a significant withdrawal from the Plan, or (3)
the failure of the trust to qualify for exemption from
federal income taxes or any required prohibited
transaction exemption under ERISA, as amended. The Plan
Administrator does not believe that the occurrence of
any such event, which would limit the Plan's ability to
transact at contract value with participants, is
probable. The contracts provide that withdrawals
associated with certain events which are not in the
ordinary course of fund operations, and are determined
by the issuer to have a material adverse effect on the
issuer's financial interest, may be paid at other than
contract value.
Absent the events described in the preceding paragraph,
the synthetic guaranteed investment contracts do not
permit the issuers to terminate the agreements prior to
the scheduled maturity dates.
--------------------------------------------------------------------------------
Page 14 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
3. FULLY BENEFIT- Average duration for all investment contracts was 2.99
RESPONSIVE years at each of December 31, 2006 and 2005. Average
INVESTMENT yield data for all fully benefit-responsive investment
CONTRACTS contracts as of December 31, 2006 and 2005 was as
CONTINUED follows:
AVERAGE YIELDS: 2006 2005
-------------------------------------------------------
Based on actual earnings 5.21% 4.80%
Based on interest rate credited
to participants 5.12% 4.63%
4. PARTIES-IN- Certain Plan investments are managed by Putnam
INTEREST Investments, the Plan trustee, therefore, these
TRANSACTIONS transactions are exempt party-in-interest transactions.
Fees paid by the Plan for investment management
services were included as a reduction of the return
earned on each fund.
Transactions associated with Rio Tinto plc ADRs are
considered exempt party-in-interest transactions
because Rio Tinto plc is the parent of the Company. As
of December 31, 2006 and 2005, the Plan held 32,446.29
and 33,950.034 shares, respectively, of common stock of
Rio Tinto plc, with a cost basis of $3,487,325 and
$3,053,212, respectively. During the year ended
December 31, 2006, the Plan recorded dividend income of
$251,790 related to these shares.
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Page 15 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
5. INVESTMENTS The Plan's investments stated at fair value that
represented five percent or more of the Plan's assets
available for benefits as of December 31, 2006 and 2005
are as follows:
2006 2005
----------- -----------
Assets of the Dwight Stable
Value Fund:
Mellon Bank Money Market
STIF Account $ 76,051 $ 98,038
Monumental Life
Insurance Company
Synthetic GICS 5,107,813 2,970,747
State Street Bank
Synthetic GICS 7,244,086 6,914,621
SEI Stable Asset Fund 4,017,384 4,320,784
----------- -----------
16,445,334 14,304,190
----------- -----------
Dodge and Cox Stock Fund 7,751,496 6,434,011
Rio Tinto plc ADRs 6,894,512 6,205,727
Putnam S&P 500 Index Fund 4,577,766 4,173,396
Putnam International Equity
Fund 3,929,166 2,769,805
Putnam Voyager Fund 3,605,436 3,767,535
Artisan Mid Cap Fund 2,483,818 2,383,356
During the year ended December 31, 2006, the Plan's
investments (including gains and losses on investments
bought and sold, as well as held during the year)
appreciated in value as follows:
Investments at fair value:
Common stock $ 951,864
Mutual funds 1,444,783
Common collective trusts 624,170
-----------
Net appreciation $ 3,020,817
===========
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Page 16 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
6. PLAN The terms of the Plan may be amended, modified or
TERMINATION discontinued after the effective date of the Savings
Plan Agreement. Such amendment, modification or
discontinuance may occur pursuant to negotiations for
employees at Kennecott Utah Copper Corporation who are
represented by the labor organizations that are jointly
referred to as the Union, or as required by law, or to
gain Internal Revenue Service approval. No change,
however, shall make it possible for any part of the
funds of the Plan to be used for or diverted for
purposes other than for the exclusive benefit of
participants and/or their beneficiaries. In addition,
no change shall adversely affect the rights of any
participant with respect to contributions made prior to
the date of the change.
If the Plan is terminated in accordance with the terms
described in the preceding paragraph, each
participant's account shall become fully vested and
nonforfeitable and distribution of Plan assets shall be
made as directed by the Plan Administrator.
7. INCOME TAX The Internal Revenue Service has determined and
STATUS informed the Company by a letter dated December 9,
2002, that the Plan and related trust were designed in
accordance with the applicable requirements of the
Internal Revenue Code. The Plan has been amended since
receiving the determination letter; however, the Plan
Administrator and the Plan's legal counsel believe that
the Plan is currently designed and is being operated in
compliance with the applicable requirements of the
Internal Revenue Code. Therefore, no provision for
income taxes has been included in the Plan's financial
statements.
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Page 17 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
CONTINUED
--------------------------------------------------------------------------------
8. RECONCILIATION The following is a reconciliation of assets available
OF FINANCIAL for benefits as presented in the financial statements
STATEMENTS TO as of December 31, 2006 to the Form 5500:
FORM 5500
Assets available for benefits
as presented in the financial
statements $ 52,334,862
Adjustment from contract value to
fair value for fully
benefit-responsive investment
contracts (149,419)
-------------
Assets available for benefits
as presented in Form 5500 $ 52,185,443
=============
--------------------------------------------------------------------------------
Page 18 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
EMPLOYER IDENTIFICATION NUMBER: 13-3108078
PLAN NUMBER: 204
SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2006
------------------------------------------------------------------------------------------------------------------------------------
(a) (b) (c) d) (e)
PARTY IN NUMBER OF CURRENT
INTEREST IDENTITY OF ISSUER DESCRIPTION OF INVESTMENT UNITS COST VALUE
-------- --------------------------- ---------------------------------------------- ----------- ---- --------------------
MONEY MARKET FUND:
Mellon Bank Mellon Bank - STIF Account 76,051 ** $ 76,051
--------------------
COMMON COLLECTIVE TRUSTS:
SEI Investments SEI Stable Asset Fund 4,017,384 ** 4,017,384
* Putnam Putnam S&P 500 Index Fund 123,158 ** 4,577,766
--------------------
Total Common Collective Trusts 8,595,150
--------------------
MUTUAL FUNDS:
Dreyfus Dreyfus Mid-Cap Value Fund 39,563 ** 1,269,176
PIMCO PIMCO Total Return Fund 207,450 ** 2,153,334
Morgan Stanley MSDW Institutional International Equity Fund 40,227 ** 827,869
Dodge and Cox Dodge and Cox Stock Fund 50,512 ** 7,751,496
Artisan Artisan Mid Cap Fund 81,544 ** 2,483,818
UAM Trust Company UAM/ICM Small Company Fund 26,903 ** 1,005,351
* Putnam Putnam Small Cap Fund 49,680 ** 1,106,383
* Putnam Putnam International Equity Fund 124,577 ** 3,929,166
* Putnam Putnam Voyager Fund 190,361 ** 3,605,436
--------------------
Total Mutual Funds 24,132,029
--------------------
* denotes a party-in-interest as defined by ERISA
** not required as investments are participant directed
------------------------------------------------------------------------------------------------------------------------------------
See accompanying report of independent registered public accounting firm.
Page 19 of 23
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
EMPLOYER IDENTIFICATION NUMBER: 13-3108078
PLAN NUMBER: 204
SCHEDULE H, PART IV, LINE 4i
SCHEDULE OF ASSETS (HELD AT END OF YEAR)
CONTINUED
DECEMBER 31, 2006
------------------------------------------------------------------------------------------------------------------------------------
(a) (b) (c) d) (e)
PARTY IN NUMBER OF CURRENT
INTEREST IDENTITY OF ISSUER DESCRIPTION OF INVESTMENT UNITS COST VALUE
-------- --------------------------- ---------------------------------------------- ----------- ---- --------------------
Monumental Life Insurance Synthetic GIC, Dwight Managed Target
Company 2, no specified maturity date, 5.27% ** $ 2,196,056
Monumental Life Insurance Synthetic GIC, Dwight Managed Target
Company 5, no specified maturity date, 5.27% ** 912,460
Monumental Life Insurance Synthetic GIC, Dwight Managed Target
Company 5, no specified maturity date, 5.67% ** 1,999,297
--------------------
5,107,813
--------------------
State Street Bank Synthetic GIC, Dwight Core Int Fund,
no specified maturity date, 5.77% ** 1,944,493
--------------------
State Street Bank Synthetic GIC, Dwight Managed Target
2, no specified maturity date, 4.79% ** 4,698,108
State Street Bank Synthetic GIC, Dwight Managed Target
5, no specified maturity date, 4.79% ** 601,485
--------------------
5,299,593
--------------------
Total Synthetic Guaranteed
Investment Contracts 12,351,899
--------------------
* Rio Tinto plc ADRs Common Stock 32,446 ** 6,894,512
--------------------
* Putnam Pending Account 9,852 ** 9,852
--------------------
Total Investments at fair value $52,059,493
====================
* denotes a party-in-interest as defined by ERISA
** not required as investments are participant directed
------------------------------------------------------------------------------------------------------------------------------------
See accompanying report of independent registered public accounting firm. 19
Page 20 of 23
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
KENNECOTT CORPORATION SAVINGS PLAN
FOR HOURLY EMPLOYEES
By: /s/ Kay Priestly
-------------------------------------
Name: Kay Priestly
Title: Vice President of Human
Resources
Date: July 11, 2007
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Exhibit Description
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23.1 Consent of Tanner LC
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