þ
    
    ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]FOR THE FISCAL YEAR ENDED DECEMBER 31, 2010o
    
    TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]FOR THE TRANSITION PERIOD FROM  TO




---



##### 



1.
    
    Reports of Independent Registered Public Accounting Firms
    42.
    
    Statements of Net Assets Available for Benefits as of December 31, 2010 and 2009
    63.
    
    Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2010
    74.
    
    Notes to Financial Statements
    85.
    
    Supplemental Schedule:
    15
 Form 5500, Schedule H, Line 4i -- Schedule of Assets (Held At End of Year) as of December 31, 2010Other 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
   23.1.
    
    Consent of Independent Registered Public Accounting Firm23.2.
    
    Consent of Independent Registered Public Accounting Firm
 2




---



##### 



H. J. HEINZ COMPANY EMPLOYEES
RETIREMENT AND SAVINGS PLAN
(Name of Plan)
EMPLOYEE BENEFITS ADMINISTRATION BOARDBy:
    /s/ Randolph W. KeuchRandolph W. KeuchVice President, Total Rewards  3




---



##### 



Report of Independent Registered Public Accounting Firm
 
      
 4




---



##### 



Report of Independent Registered Public Accounting Firm
 
   
 5




---



##### 



December 31,2010
    
    
    2009Assets:Investment in Master Trust, at fair value
    
    $
    524,509,844
    
    
    $
    456,361,763Cash equivalents
    
    
    969,956
    
    
    
    813,522Notes receivable from participants
    
    
    3,580,403
    
    
    
    3,617,307Dividends receivable
    
    
    936,192
    
    
    
    843,310Interest receivable on cash equivalents
    
    
    83
    
    
    
    88Contributions receivable:Participant
    
    
    --
    
    
    
    420,079Employer
    
    
    --
    
    
    
    595,314Total contributions receivable
    
    
    --
    
    
    
    1,015,393Total Assets
    
    
    529,996,478
    
    
    
    462,651,383Liabilities:Accrued administrative expenses
    
    
    136,179
    
    
    
    86,401Total Liabilities
    
    
    136,179
    
    
    
    86,401Net assets available for benefits at fair value
    
    
    529,860,299
    
    
    
    462,564,982Adjustment from fair value to contract
value for fully benefit-responsive
investment contracts
    
    
    (287,196
    )
    
    
    610,860Net assets available for benefits
    
    $
    529,573,103
    
    
    $
    463,175,842
  6




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##### 



Additions:Net change in investment in Master Trust
    
    $
    61,780,100Employer contributions
    
    
    21,120,898Participant contributions
    
    
    17,877,702Total additions
    
    
    100,778,700Deductions:Withdrawals and distributions
    
    
    33,380,834Administrative expenses
    
    
    537,084Transfer to successor plan
    
    
    463,521Total deductions
    
    
    34,381,439Net increase in net assets available for benefits for the year
    
    
    66,397,261Net assets available for benefits at the beginning of the year
    
    
    463,175,842Net assets available for benefits at the end of the year
    
    $
    529,573,103
  7




---



##### 



(1)
    
    PLAN DESCRIPTION:
 The following description of the H. J. Heinz Company (Company) Employees Retirement and Savings
Plan (Plan) provides only general information. Participants should refer to the Plan document
for a more complete description of the Plans provisions.GeneralThe Plan is a defined contribution plan covering salaried employees actively employed by the
Company or any of its affiliated companies. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974 (ERISA), as amended.The administration of the Plan and the responsibility for interpreting and carrying out its
provisions is vested in the Employee Benefits Administration Board (Committee). The Committee
consists of members appointed by the Board of Directors of the Company (The Board) upon the
recommendation of the Investment and Retirement Plan Oversight Committee of the Company. The
members of the Committee are not compensated for serving on the Committee.The Bank of New York Mellon is trustee (Trustee) of the Plan.EligibilityRegular full time employees are eligible to participate in the Plan beginning with their
employment commencement date. Part-time or temporary employees are eligible to participate on the
first day of the month following a probationary period in which 1,000 or more hours of service
are performed.Investment RisksThe Plan provides for various investment options as described in Note 6. Any investment is
exposed to various risks, such as interest rate, market and credit. These risks could result in a
material effect on participants account balances and the amounts reported in the statements of
net assets available for benefits and the statement of changes in net assets available for
benefits.ContributionsParticipant contributions to the Plan may be either tax-deferred or after-tax. The total of a
participants tax-deferred and after-tax contributions may not exceed 20% of their compensation.
Each participant may make contributions into one or more of the investment funds as described in
Note 6, in whole percentages, of not less than 1% of their compensation. In addition, a
participant may transfer amounts received from other retirement plans to the Plan. Amounts that
are transferred from other retirement plans are held in a separate rollover account. Rollovers
were $1,144,134 for the year ended December 31, 2010 and are included in participant
contributions on the statement of changes in net assets available for benefits.Tax-deferred contributions made by certain highly compensated participants may be limited under
Internal Revenue Code of 1986, as amended (the Code) rules. Tax-deferred contributions by any
participant under the Plan and any other qualified cash or deferred arrangement were limited to
$16,500 ($22,000 if over age 50) in 2010 and 2009. The Committee gives participants affected by
these limitations timely notification.The Company matching contribution is $0.55 for each dollar of tax-deferred employee contribution
up to 5% of the employees eligible earnings (Matching Contribution). The Companys Matching
Contribution may be made in cash or shares of the Companys common stock, at the Companys
discretion. During 2010, the Company contributed cash which the Trustee used to purchase Company
stock. The Matching Contributions can be immediately reallocated into one of the other investment
options by participants.Additionally, the Company makes monthly, age-related contributions to the Company Contribution
Account (CCA) of eligible employees. Employees direct the investment of such contributions into
one or more of the investment funds as described in Note 6. For employees whose Plan membership
date is on or after May 1, 2004 and credited with at least one year of service, these
contributions range from 3% of eligible earnings for participants less than age 30 to 9% for
those over age 60. For employees whose Plan membership date is prior to May 1, 2004, the
age-related contributions range from 1.5% for participants less than
age 30 to 13% for participants over age 60. For the year ended December 31, 2010, the Company made
age-related contributions totaling approximately $16.2 million.
 8




---



##### 



Investment OptionsParticipants may direct the investment of their accounts in multiples of 1%, in any one or more
of the Investment options selected by the Committee. The current offering includes eight Vanguard
mutual funds, two Fidelity mutual funds, one Fidelity stable value common collective trust (CCT)
and four other mutual funds in addition to the H. J. Heinz Company Stock unitized investment
(Company Stock Investment).Participant AccountsEach participants account is credited with the participants contributions, the Companys
matching and age-related contributions, and Plan earnings. The Companys matching and age-related
contributions are based on participants eligible earnings while each participants investment
earnings are determined by the results of the underlying investments selected by the participant.
The benefit to which a participant is entitled is the benefit that can be provided from the
participants vested account.VestingThe value of a participants employee savings account, which includes tax-deferred, after-tax,
and rollover contributions, is fully vested at all times.In general, participants matching accounts vest after three years of service. However,
regardless of a participants years of service, the CCA and matching account vest upon
retirement, attainment of age 65, total and permanent disability, death, discharge without cause
or for any reason after the beginning of the year in which a participant turns 55.Withdrawals and DistributionsA participant or the beneficiary of a deceased participant may elect to withdraw up to 100% of
the participants after-tax or rollover account.A participants vested Company matching balance is available for withdrawal if the participant
has at least 3 years of continuous membership in the Plan, but the Company match is suspended for
six months unless the withdrawal satisfies the hardship rules or the participant is at least 59 1/2
years old.A participant may not withdraw any amount from their tax-deferred account during active
employment before age 59 1/2 except for hardship as defined in the Plan.A participant may not withdraw any amount from their CCA during active employment unless they are
required to take a minimum distribution because they become 70 1/2.If a participant qualifies for a hardship withdrawal, they can withdraw from their tax-deferred
account (including catch-up contribution). The funds available under the non-hardship
distributions must be withdrawn first before the tax-deferred funds can be withdrawn. Under
present Internal Revenue Service (IRS) rules, a hardship means an immediate and heavy need to
draw on financial resources to meet obligations related to health, education, housing or death of
a family member. After receiving a hardship withdrawal, a participant is suspended from
contributing to the Plan for six months.A participant, upon termination of service, may either receive a lump-sum payment of their
account balance or transfer their account balance to the trustee or custodian of another eligible
retirement plan. If retirement-eligible upon termination, a participant may transfer their
account balance to the Employees Retirement System to purchase an annuity.Notes Receivable from ParticipantsParticipants may request a loan from their accounts. The minimum loan is $1,000 and the maximum
is the lesser of $50,000 or 50% of the vested value of their account. Participants are charged a
$50 loan processing fee. The interest rate is set based on the prime rate in effect on the last
day of the month before the loan is issued plus 1%. The Plan also administers participant loans
of plans that were merged into the Plan. The interest rates for all outstanding loans for the
years ended December 31, 2010 and 2009 ranged from 4.25% to 9.25%. Interest received from
participant loans for the plan year ended December 31, 2010 was
$209,751 and is included in the Net change in investment in Master Trust on the statement of changes in
net assets available for benefits.
 9




---



##### 



Outstanding loans, which are secured by the participants
interest in the Plan, are repaid through payroll deductions, subject to rules permitting
prepayment. Repayments of the loan principal are allocated first to the participants after-tax
account, and then to the participants tax-deferred account. Payments of loan interest are
allocated to the participants after-tax account and tax-deferred account, respectively, in the
same proportion that the outstanding principal of the loan was attributable to such accounts at
the end of the month preceding the payment. Payments of principal and interest are reinvested in
the investment fund(s) in accordance with the participants investment elections in effect at the
time such interest or principal repayment is received by the Trustee.In the event of default, as described by the Plan, participants are considered to have received a
distribution and are subject to income taxes on the distributed amount. Also, participants may be
subject to an additional 10% penalty tax on their taxable withdrawal if it occurs prior to age 59
1/2.Cash EquivalentsCash equivalents are defined as highly liquid investments with original maturities of 90 days or
less.Plan TerminationThe term of the Plan is indefinite, subject to termination at any time by the Board. In the event
the Plan is terminated or the Company contributions are permanently discontinued, participants
will be fully vested in the Company contributions. The Company has no intention to terminate the
Plan at this time.Administrative ExpensesThe Trustee pays expenses of the Plan including recordkeeping fees, administrative charges,
professional fees, and trustee fees, from the assets of the Trust unless paid by the Company.
Expenses are paid from Plan assets up to 15 basis points of the net asset value during the plan
year. The Company pays any Plan expenses in excess of the basis points accrual. For the year
ended December 31, 2010, Plan expenses were $537,084. Expenses are allocated to each investment
fund based on the funds proportion of the total asset value of the Plan.The Company, as permitted by ERISA, may obtain reimbursement from Company sponsored employee
benefit plans for certain administrative charges incurred in providing administrative services to
such plans. These expenses include salaries, payroll expenses and other miscellaneous charges,
and are allocated based on time incurred related to each plan. For the year ended December 31,
2010, these charges were $34,373 and are included in Administrative expenses on the statement of
changes in net assets available for benefits.
 (2)
    
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
 Basis of AccountingThe accompanying financial statements are presented on the accrual basis of accounting in
accordance with accounting principles generally accepted in the United States. Benefits are
recorded when paid.Use of EstimatesThe preparation of financial statements in conformity with generally accepted accounting
principles in the United States of America requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and changes therein, and disclosure of
contingent assets and liabilities. Actual results could differ from those estimates.OtherThe Plan presents in the statement of changes in net assets available for benefits the net
appreciation (depreciation) in the fair value of its investments which consists of the realized
gains or losses and the unrealized appreciation (depreciation) on those investments. Such change
as it relates to those investments held in the Master Trust is
included as a component of the Net
change in investment in Master Trust on the statement of changes in
net assets available for benefits. Also included in
the Net change in investment in Master Trust are dividends and interest earned for the year and
the net of new participant loans issued and loan repayments, including interest.
 10




---



##### 



Investment Valuation and Income RecognitionThe Plan holds an interest in the assets of the H. J. Heinz Defined Contribution Master Trust.
The Plans investments are stated at fair value and consist of various registered investment
companies, a stable value common collective trust fund (Fidelity Managed Income Portfolio (MIP))
and H. J. Heinz Company stock. Valuation methodologies for each type of investment are discussed
within Note 7 - Fair Value Measurements. As discussed in the following paragraph, the Plans
investment in the MIP is presented at fair value with an adjustment to contract value.An investment contract is generally permitted to be valued at contract value, rather than fair
value, to the extent it is fully benefit-responsive because contract value is the amount
participants would receive if they were to initiate permitted transactions under the terms of the
Plan. Fully benefit-responsive investment contracts are included at fair value in the investment
of the Plan and are adjusted to contract value in the statements of net assets available for
benefits. The statement of changes in net assets available for benefits is prepared on a contract
value basis. The MIP is a fully benefit-responsive investment contract.Purchases and sales of investments are reflected on a trade-date basis. Gains or losses on sales
of securities are based on average cost. Dividend income is recorded on the ex-dividend date.
Interest is recorded as earned.
 (3)
    
    RELATED PARTY TRANSACTIONS:
 The Plan holds investments
in publicly traded common stock of H. J. Heinz Company, the Plan
Sponsor. The Plan purchased 285,588 shares of Company stock at a cost of $12,936,561 and sold
197,698 shares of Company stock for $9,146,172 during Plan year 2010. The Plan received
$3,640,063 in dividends during 2010.Additionally, the Plan holds EB Temporary Investment Fund (TIF) that is sponsored by the Trustee.
The Plans cash accounts, which are maintained for liquidity, held $3,367,836 of TIF as of
December 31, 2010. Therefore, these transactions qualify as party-in-interest transactions.
 (4)
    
    FEDERAL INCOME TAXES:
 The IRS has made a determination that the Plan is a qualified plan under Section 401(a) of the
Code. Therefore, the Trust established under the Plan is exempt from Federal income taxes under
Section 501(a) of the Code.The IRS has determined and informed the Company by letter dated May 19, 2011 that the Plan, as
amended and restated effective January 1, 2007, is designed in accordance with applicable
sections of the Code. The Plan was amended and restated effective January 1, 2010. Tax and ERISA
counsel to the Company is of the opinion that the Plan continues to be a qualified plan under
Section 401(a) of the Code, that the Plan contains an employee stock ownership plan that meets
the requirements of Section 4975(e)(7) of the Code and that the Plan contains a qualified cash or
deferred arrangement within the meaning of Section 401(k) of the Code. Therefore, no provision
for income tax has been included in the Plans financial statements.Under present federal income tax laws and regulations, and as long as the Plan is approved as a
qualified plan, participants are not subject to federal income taxes as a result of their
participation in the Plan until their accounts are withdrawn or distributed to them.
 (5)
    
    FORFEITURES:
 Company contributions which have been credited to participants accounts and which have not
vested are forfeited upon voluntary termination of employment or discharge for cause. These
forfeitures are used to reduce Company contributions. As of December 31, 2010 and 2009, forfeited
non-vested accounts totaling $283,433 and $123,787, respectively, were included in the Plan. For
the year ended December 31, 2010, the use of forfeited non-vested accounts reduced Company
contributions by $309,834.
 (6)
    
    MASTER TRUST:
 The Company has a Master Trust arrangement with the Trustee. The Trustee maintains separate
accounts to record the pro rata share of each participating Plan, reflecting contributions
received on behalf of the Plan, benefit payments or other expense allocable to the Plan and its
pro rata share of collected or accrued income, gain or loss, general expenses and other
transactions allocable to the Investment Funds or to the Trust as a whole. The following tables present the
Master Trust information for the Plan.
 11




---



##### 



Retirement &Savings PlanFair Value of
    
    
    
    
    
    
    
    
    
    
    % InterestInvestment in
    
    
    Dividends and
    
    
    Net Change in
    
    
    in theDecember 31, 2010
    
    Master Trust
    
    
    Interest Income
    
    
    the Fair Value
    
    
    Master TrustCOMPANY STOCK INVESTMENT FUNDRetirement and Savings Plan Company Stock
    
    $
    105,260,688
    
    
    $
    3,550,769
    
    
    $
    13,447,754
    
    
    
    100.00
    %SAVER Plan Company Stock
    
    
    18,833,905
    
    
    
    623,502
    
    
    
    2,430,923
    
    
    
    --MUTUAL FUNDSRetirement Govt. Money Market
    
    
    56,786,624
    
    
    
    6,990
    
    
    
    6,990
    
    
    
    80.46
    %Intermediate Bond Fund
    
    
    25,247,442
    
    
    
    792,105
    
    
    
    1,667,562
    
    
    
    93.31
    %Fixed Income Long-Term Securities Fund
    
    
    21,935,043
    
    
    
    1,212,682
    
    
    
    2,080,160
    
    
    
    92.07
    %Wellington Fund
    
    
    77,378,136
    
    
    
    2,109,105
    
    
    
    7,711,084
    
    
    
    76.55
    %Windsor II Fund
    
    
    40,000,348
    
    
    
    785,451
    
    
    
    3,895,047
    
    
    
    94.31
    %Institutional Index Fund
    
    
    45,088,256
    
    
    
    834,296
    
    
    
    5,925,811
    
    
    
    92.23
    %Explorer Fund
    
    
    18,299,418
    
    
    
    50,764
    
    
    
    3,906,506
    
    
    
    93.55
    %International Growth Fund
    
    
    26,413,881
    
    
    
    439,919
    
    
    
    3,585,121
    
    
    
    94.50
    %Lord Abbett Small Cap Value Fund
    
    
    18,874,640
    
    
    
    48,365
    
    
    
    3,862,020
    
    
    
    93.77
    %Small Cap Index Fund
    
    
    6,895,962
    
    
    
    81,184
    
    
    
    1,425,013
    
    
    
    91.53
    %Harbor International Fund
    
    
    16,653,724
    
    
    
    237,384
    
    
    
    1,757,203
    
    
    
    93.51
    %Institutional Developed Markets Index Fund
    
    
    6,331,051
    
    
    
    185,289
    
    
    
    507,868
    
    
    
    94.03
    %Oppenheimer Developing Markets
    
    
    37,308,997
    
    
    
    49,782
    
    
    
    7,749,587
    
    
    
    89.44
    %Growth Fund of America
    
    
    37,016,564
    
    
    
    401,965
    
    
    
    4,245,144
    
    
    
    94.44
    %COMMON COLLECTIVE TRUSTManaged Income Portfolio
    
    
    37,819,422
    
    
    
    475,711
    
    
    
    475,711
    
    
    
    93.39
    %Adjustment from fair value to contract value
    
    
    (307,508
    )
    
    
    --
    
    
    
    --
    
    
    
    93.39
    %Total Master Trust
    
    $
    595,836,593
    
    
    $
    11,885,263
    
    
    $
    64,679,504
    
    
    
    87.98
    %Retirement &Savings PlanFair Value of
    
    
    
    
    
    
    
    
    
    
    % InterestInvestment in
    
    
    Dividends and
    
    
    Net Change in
    
    
    in theDecember 31, 2009
    
    Master Trust
    
    
    Interest Income
    
    
    the Fair Value
    
    
    Master TrustCOMPANY STOCK INVESTMENT FUNDRetirement and Savings Plan Company Stock
    
    $
    87,368,909
    
    
    $
    3,194,149
    
    
    $
    10,485,517
    
    
    
    100.00
    %SAVER Plan Company Stock
    
    
    15,131,807
    
    
    
    569,140
    
    
    
    1,753,826
    
    
    
    --MUTUAL FUNDSRetirement Govt. Money Market
    
    
    63,298,583
    
    
    
    202,061
    
    
    
    211,039
    
    
    
    79.97
    %Intermediate Bond Fund
    
    
    20,351,092
    
    
    
    806,410
    
    
    
    2,698,064
    
    
    
    93.07
    %Fixed Income Long-Term Securities Fund
    
    
    18,540,065
    
    
    
    968,207
    
    
    
    1,285,551
    
    
    
    92.06
    %Wellington Fund
    
    
    65,941,862
    
    
    
    2,022,160
    
    
    
    11,582,552
    
    
    
    76.68
    %Windsor II Fund
    
    
    38,035,531
    
    
    
    890,774
    
    
    
    8,222,033
    
    
    
    94.48
    %Institutional Index Fund
    
    
    40,739,215
    
    
    
    869,743
    
    
    
    8,622,050
    
    
    
    92.40
    %Explorer Fund
    
    
    13,841,535
    
    
    
    45,036
    
    
    
    3,656,063
    
    
    
    94.29
    %International Growth Fund
    
    
    22,330,938
    
    
    
    394,983
    
    
    
    6,366,850
    
    
    
    94.37
    %Lord Abbett Small Cap Value Fund
    
    
    13,678,279
    
    
    
    --
    
    
    
    3,214,196
    
    
    
    93.68
    %Small Cap Index Fund
    
    
    4,535,209
    
    
    
    50,001
    
    
    
    1,038,986
    
    
    
    90.59
    %Harbor International Fund
    
    
    14,525,433
    
    
    
    182,792
    
    
    
    3,994,401
    
    
    
    93.24
    %Institutional Developed Markets Index Fund
    
    
    5,003,451
    
    
    
    54,400
    
    
    
    1,046,262
    
    
    
    93.01
    %Oppenheimer Developing Markets
    
    
    27,661,651
    
    
    
    109,363
    
    
    
    11,299,109
    
    
    
    89.04
    %Growth Fund of America
    
    
    33,518,954
    
    
    
    354,758
    
    
    
    8,693,670
    
    
    
    93.98
    %COMMON COLLECTIVE TRUSTManaged Income Portfolio
    
    
    35,048,118
    
    
    
    567,559
    
    
    
    567,559
    
    
    
    93.73
    %Adjustment from fair value to contract value
    
    
    651,725
    
    
    
    --
    
    
    
    --
    
    
    
    93.73
    %Total Master Trust
    
    $
    520,202,357
    
    
    $
    11,281,536
    
    
    $
    84,737,728
    
    
    
    87.85
    %
 12




---



##### 



(7)
    
    FAIR VALUE MEASUREMENTS:
 Fair value is defined as the price that would be received from selling an asset or paid to
transfer a liability in an orderly transaction between market participants at the measurement
date. When determining the fair value measurements for assets and liabilities required to be
recorded at fair value, the Plan considers the principal or most advantageous market in which it
would transact and considers assumptions that market participants would use when pricing the
asset or liability, such as inherent risk, transfer restrictions, and risk of nonperformance. The
fair value hierarchy consists of three levels to classify the inputs used in valuations, as
defined below:
 Level 1
    
    Quoted prices in active markets for identical assets or liabilities;Level 2
    
    Inputs other than Level 1 that are observable, either directly or indirectly,
such as quoted prices for similar assets, quoted prices for identical or similar assets
or liabilities in inactive markets, or other inputs that are observable or can be
corroborated by observable market data for substantially the full term of the assets or
liabilities; orLevel 3
    
    Unobservable inputs that are supported by little or no market activity and
that are significant to the fair value of the assets or liabilities.
 The asset or liabilitys fair value measurement level within the fair value hierarchy is based on
the lowest level of any input that is significant to the fair value measurement. Valuation
techniques used need to maximize the use of observable inputs and minimize the use of
unobservable inputs.Following is a description of the valuation methodology used for assets at fair value. There
have been no changes in the methodologies used between December 31, 2010 and 2009.Mutual Funds -- valued at the net asset value of shares held by the Plan at year-end. The net
asset value is a quoted price in an active market and is classified within Level 1 of the
valuation hierarchy.Common Stock -- valued at the closing price reported on the active market on which the individual
securities are traded, and classified within Level 1 of the valuation hierarchy.Common Collective Trusts -- valued using the net asset value provided by the administrator of the
Fund. The net asset value is based on the value of the underlying assets owned by the Fund less
its liabilities, and this difference is then divided by the number of units outstanding. The
investment is classified within Level 2 of the valuation hierarchy because the unit price is
quoted on a private market that is not active; however, the unit price is based on underlying
investments which are primarily based on observable inputs.The valuation methods described above may produce a fair value calculation that may not be
indicative of net realizable value or reflective of future fair values. Furthermore, while the
Plan believes its valuation methods are appropriate and consistent with other market
participants, the use of different methodologies or assumptions to determine the fair value of
certain financial instruments could result in a different fair value measurement at the reporting
date.Investments measured at fair value on a recurring basis consisted of the following types of
instruments as of December 31, 2010 and 2009 categorized using the classification system defined
above.
 Assets at Fair Value as of December 31, 2010Description
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalMutual Funds
    
    $
    434,230,086
    
    
    $
    --
    
    
    $
    --
    
    
    $
    434,230,086Common Stock
    
    
    121,492,776
    
    
    
    --
    
    
    
    --
    
    
    
    121,492,776Common Collective Trusts
    
    
    --
    
    
    
    40,421,239
    
    
    
    --
    
    
    
    40,421,239Total Master Trust Assets at fair value
    
    $
    555,722,862
    
    
    $
    40,421,239
    
    
    $
    --
    
    
    $
    596,144,101
 13




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##### 



Assets at Fair Value as of December 31, 2009Description
    
    Level 1
    
    
    Level 2
    
    
    Level 3
    
    
    TotalMutual Funds
    
    $
    382,001,798
    
    
    $
    --
    
    
    $
    --
    
    
    $
    382,001,798Common Stock
    
    
    100,487,164
    
    
    
    --
    
    
    
    --
    
    
    
    100,487,164Common Collective Trusts
    
    
    --
    
    
    
    37,061,670
    
    
    
    --
    
    
    
    37,061,670Total Master Trust Assets at fair value
    
    $
    482,488,962
    
    
    $
    37,061,670
    
    
    $
    --
    
    
    $
    519,550,632
 (8)
    
    Recently Issued Accounting Standards:
 In September 2010, the FASB issued Accounting Standards Update No. 2010-25, Plan Accounting 
Defined Contribution Pension Plans, which requires participant loans to be measured at their
unpaid principal balance plus any accrued but unpaid interest. In addition, it excludes
participant loans from plan investments in the fair value reporting disclosure. The Plan adopted
the guidance in 2010 and applied it retrospectively to the 2009 disclosure.In January 2010, the FASB issued Accounting Standards Update No. 2010-06, Improving Disclosures
about Fair Value Measurements, which changes certain disclosure requirements for fair value
measurements. Specifically, the changes require a reporting entity to disclose separately the
amounts of significant transfers in and out of Level 1 and Level 2 fair value measurements and
describe the reasons for the transfers. The changes also clarify existing disclosure requirements
related to how assets and liabilities should be grouped by class and valuation techniques used
for recurring and nonrecurring fair value measurements. In addition, the changes require a
reporting entity to disclose, in the reconciliation of fair value measurements using significant
unobservable inputs (Level 3), separate information about purchases, sales, issuances, and
settlements (that is, on a gross basis rather than as one net number). The Plan adopted the
guidance for additional disclosure requirements in 2010, except for the gross presentation of the
Level 3 roll forward information, which the Plan will adopt in 2011. Other than the additional
disclosure requirements, this guidance will not have a material impact on the Plans financial
statements.
 (9)
    
    Subsequent Events:
 We have evaluated the effects of events that have occurred subsequent to December 31, 2010
through the date of this report, the day the financial statements were approved and authorized
for issue. During this period, there have been no material events that would require recognition
in the financial statements or disclosures to the financial statements.
 14




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##### 



(c) Description of investment including(b) Identity of issue, borrower,
    
    maturity date, rate of interest,
    
    
    
    
    
    (e) Current(a)
    
    lessor, or similar party
    
    collateral, par or maturity value
    
    (d) Cost
    
    
    Value*
    
    Bank of New York Mellon
    
    EB Temporary Investment Fund
    
    $
    969,956
    
    
    $
    969,956*
    
    Participant Loans
    
    Participant Loans
    
    
    --
    
    
    
    3,580,403Interest Rates, 4.25% - 9.25% Maturity
through 2026
 *
    
    Denotes a party-in-interest, for which a statutory exemption exists.
 15




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##### 



16