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:
    
    15Form 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 SAVER 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
    
    $
    71,634,257
    
    $
    63,188,869Cash equivalents
    
    
    171,125
    
    
    158,272Notes receivable from participants
    
    
    3,662,655
    
    
    3,382,934Interest receivable on cash equivalents
    
    
    20
    
    
    27Contributions receivable:Participant
    
    
    96,498
    
    
    51,702Employer
    
    
    89,192
    
    
    21,217Total contributions receivable
    
    
    185,690
    
    
    72,919Total Assets
    
    
    75,653,747
    
    
    66,803,021Liabilities:Accrued administrative expenses
    
    
    23,318
    
    
    1,100Total Liabilities
    
    
    23,318
    
    
    1,100Net assets available for benefits at fair value
    
    
    75,630,429
    

    
    66,801,921Adjustment from fair value to contract
value for fully benefit-responsive
investment contracts
    
    
    (20,312
    )
    
    40,865Net assets available for benefits
    
    $
    75,610,117
    
    $
    66,842,786
  6




---



##### 



Additions:Net change in investment in Master Trust
    
    $
    7,958,785Participant contributions
    
    
    4,194,334Employer contributions
    
    
    2,887,536Total additions
    
    
    15,040,655Deductions:Withdrawals and distributions
    
    
    6,173,226Administrative expenses
    
    
    100,098Total deductions
    
    
    6,273,324Net increase in net assets available for benefits for
the year
    
    
    8,767,331Net assets available for benefits at the beginning of
the year
    
    
    66,842,786Net assets available for benefits at
the end of the year
    
    $
    75,610,117
  7




---



##### 



(1)
    
    PLAN DESCRIPTION:The following description of the H. J. Heinz Company (Company) SAVER 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 eligible hourly employees actively employed by
the Company or any of its affiliated companies, and who are in a division, or plant of a
division, of the Company authorized to participate in the Plan. 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 subject to any probationary period for the specific work unit. Other
employees are eligible to participate after completion of 1,000 hours of work.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.
A participant may make contributions into one or more of the investment funds as described in
Note 6, in whole percentages. 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 $23,849 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 both 2010 and 2009. The Committee gives a participant
affected by these limitations timely notification.Participating locations may make matching contributions in the form of Company stock, on a
monthly basis. The Board makes the determination of the amount of such contribution after
considering recommendations made by appropriate officers of participating affiliated companies or
divisions. The amount of such contribution differs by work location. For locations participating,
the matching contributions for the years ended December 31, 2010 and 2009 ranged from $.50 to
$1.00 per each tax deferred dollar for a total match of up to 5% of participants eligible earnings. The Company reserves the right to
limit the maximum amount of matching contributions that may be contributed on behalf of any
participant. The matching contributions may be immediately reallocated into one of the other
investment options by participants.
 8




---



##### 



Additionally, the Company may, but is not required to, contribute for each Plan year an
additional supplemental amount determined by the Committee. The supplemental contribution is
allocated to the supplemental contribution accounts of all eligible participants on a pro rata
basis according to the ratio of each participants earnings for the plan year to the total
earnings of all participants for the plan year. Supplemental contributions are reflected in the
Plan financial statements in the year in which the Committee approves them. There was no
supplemental contribution during 2010.At certain locations, the Company makes monthly, age-related contributions to the accounts of
eligible employees who direct the investment of such contributions into one or more of the
investment funds described in Note 6. The age-related contributions are based on percentages of
participants eligible earnings and range from a rate of 1% for participants who are less than 30
years old to a rate of 8.5% for participants who are 65 years old and over. For the year ended
December 31, 2010, the Company made age-related contributions totaling approximately $1.3
million.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, supplemental, and age-related contributions, and Plan earnings. The Companys matching,
supplemental 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, age-related and supplemental accounts vest after
three years of service. However, regardless of a participants years of service, the matching,
age-related and supplemental accounts vest upon retirement, total and
permanent disability, death, discharge without cause or attainment of age
65.Withdrawals and DistributionsA participant or the beneficiary of a deceased participant may elect to withdraw from their
after-tax or rollover account up to 100% of their account balance.A participants tax-deferred contributions will be available for withdrawal if:
 (a)
    
    The participant is eligible for a hardship withdrawal in accordance with the rules
established by the Internal Revenue Service (IRS), or(b)
    
    The participant has attained age 59 1/2.
 A participant who qualifies for a hardship withdrawal is suspended from making contributions to
the Plan for six months. Under present IRS rules, a hardship means an immediate and heavy need
to draw on financial resources to meet obligations related to health, education or housing or
death of a family member.
 9




---



##### 



A participant may not make withdrawals from the Company matching, age-related or supplemental
accounts during active employment unless he/she is required to take a minimum distribution upon
attainment of age 70 1/2.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 in 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 $171,864 and is included in the Net change in
investment in Master Trust on the statement of changes in net assets
available for benefits.Outstanding loans, which are secured by 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 become 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 funds 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 not covered by the basis points accrual. For
the year ended December 31, 2010, Plan expenses were $100,098. 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 $31,504 and are included in Administrative expenses on the statement of
changes in net assets available for benefits.
 10




---



##### 



(2)
    
    SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:Basis of AccountingThe accompanying financial statements are presented on the accrual basis of accounting in
accordance with the 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.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 investments
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 39,968 shares of Company stock at a cost of $1,828,569 and sold
11,796 shares of Company stock for $533,563 during Plan year 2010. The Plan received $623,222 in
dividends during the 2010 Plan year.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 $375,062 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 February 12, 2009 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, 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.
 11




---



##### 



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 $146,735 and $124,333, respectively, were included in the Plan. For
the year ended December 31, 2010, the use of forfeited non-vested accounts reduced Company
contributions by $133,646.(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 the Trust as a whole. The following tables
present the Master Trust information for the Plan.
 SAVER 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
    
    
    
    --SAVER Plan Company Stock
    
    
    18,833,905
    
    
    
    623,502
    
    
    
    2,430,923
    
    
    
    100.00
    %MUTUAL FUNDSRetirement Govt. Money Market
    
    
    56,786,624
    
    
    
    6,990
    
    
    
    6,990
    
    
    
    19.54
    %Intermediate Bond Fund
    
    
    25,247,442
    
    
    
    792,105
    
    
    
    1,667,562
    
    
    
    6.69
    %Fixed Income Long-Term Securities Fund
    
    
    21,935,043
    
    
    
    1,212,682
    
    
    
    2,080,160
    
    
    
    7.93
    %Wellington Fund
    
    
    77,378,136
    
    
    
    2,109,105
    
    
    
    7,711,084
    
    
    
    23.45
    %Windsor II Fund
    
    
    40,000,348
    
    
    
    785,451
    
    
    
    3,895,047
    
    
    
    5.69
    %Institutional Index Fund
    
    
    45,088,256
    
    
    
    834,296
    
    
    
    5,925,811
    
    
    
    7.77
    %Explorer Fund
    
    
    18,299,418
    
    
    
    50,764
    
    
    
    3,906,506
    
    
    
    6.45
    %International Growth Fund
    
    
    26,413,881
    
    
    
    439,919
    
    
    
    3,585,121
    
    
    
    5.50
    %Lord Abbett Small Cap Value Fund
    
    
    18,874,640
    
    
    
    48,365
    
    
    
    3,862,020
    
    
    
    6.23
    %Small Cap Index Fund
    
    
    6,895,962
    
    
    
    81,184
    
    
    
    1,425,013
    
    
    
    8.47
    %Harbor International Fund
    
    
    16,653,724
    
    
    
    237,384
    
    
    
    1,757,203
    
    
    
    6.49
    %Institutional Developed Markets Index Fund
    
    
    6,331,051
    
    
    
    185,289
    
    
    
    507,868
    
    
    
    5.97
    %Oppenheimer Developing Markets
    
    
    37,308,997
    
    
    
    49,782
    
    
    
    7,749,587
    
    
    
    10.56
    %Growth Fund of America
    
    
    37,016,564
    
    
    
    401,965
    
    
    
    4,245,144
    
    
    
    5.56
    %COMMON COLLECTIVE TRUSTManaged Income Portfolio
    
    
    37,819,422
    
    
    
    475,711
    
    
    
    475,711
    
    
    
    6.61
    %Adjustment from fair value to contract value
    
    
    (307,508
    )
    
    
    --
    
    
    
    --
    
    
    
    6.61
    %Total Master Trust
    
    $
    595,836,593
    
    
    $
    11,885,263
    
    
    $
    64,679,504
    
    
    
    12.02
    %
 12




---



##### 



SAVER 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
    
    
    
    --SAVER Plan Company Stock
    
    
    15,131,807
    
    
    
    569,140
    
    
    
    1,753,826
    
    
    
    100.00
    %MUTUAL FUNDSRetirement Govt. Money Market
    
    
    63,298,583
    
    
    
    202,061
    
    
    
    211,039
    
    
    
    20.03
    %Intermediate Bond Fund
    
    
    20,351,092
    
    
    
    806,410
    
    
    
    2,698,064
    
    
    
    6.93
    %Fixed Income Long-Term Securities Fund
    
    
    18,540,065
    
    
    
    968,207
    
    
    
    1,285,551
    
    
    
    7.94
    %Wellington Fund
    
    
    65,941,862
    
    
    
    2,022,160
    
    
    
    11,582,552
    
    
    
    23.32
    %Windsor II Fund
    
    
    38,035,531
    
    
    
    890,774
    
    
    
    8,222,033
    
    
    
    5.52
    %Institutional Index Fund
    
    
    40,739,215
    
    
    
    869,743
    
    
    
    8,622,050
    
    
    
    7.60
    %Explorer Fund
    
    
    13,841,535
    
    
    
    45,036
    
    
    
    3,656,063
    
    
    
    5.71
    %International Growth Fund
    
    
    22,330,938
    
    
    
    394,983
    
    
    
    6,366,850
    
    
    
    5.63
    %Lord Abbett Small Cap Value Fund
    
    
    13,678,279
    
    
    
    --
    
    
    
    3,214,196
    
    
    
    6.32
    %Small Cap Index Fund
    
    
    4,535,209
    
    
    
    50,001
    
    
    
    1,038,986
    
    
    
    9.41
    %Harbor International Fund
    
    
    14,525,433
    
    
    
    182,792
    
    
    
    3,994,401
    
    
    
    6.76
    %Institutional Developed Markets Index Fund
    
    
    5,003,451
    
    
    
    54,400
    
    
    
    1,046,262
    
    
    
    6.99
    %Oppenheimer Developing Markets
    
    
    27,661,651
    
    
    
    109,363
    
    
    
    11,299,109
    
    
    
    10.96
    %Growth Fund of America
    
    
    33,518,954
    
    
    
    354,758
    
    
    
    8,693,670
    
    
    
    6.02
    %COMMON COLLECTIVE TRUSTManaged Income Portfolio
    
    
    35,048,118
    
    
    
    567,559
    
    
    
    567,559
    
    
    
    6.27
    %Adjustment from fair value to contract value
    
    
    651,725
    
    
    
    --
    
    
    
    --
    
    
    
    6.27
    %Total Master Trust
    
    $
    520,202,357
    
    
    $
    11,281,536
    
    
    $
    84,737,728
    
    
    
    12.15
    %
 (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.
 13




---



##### 



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
 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 investment 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
    
    $
    171,125
    
    
    $
    171,125*
    
    Participant Loans
    
    Participant Loans
    
    
    --
    
    
    
    3,662,655Interest Rates, 4.25% - 9.25%Maturity through 2025
 
 *
    
    Denotes a party-in-interest, for which a statutory exemption exists. 15




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##### 



16