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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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FORM
11-K
FOR
ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND
SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
x
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year
ended
December 31,
2009
o
TRANSITION REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from
________
to
________
Commission file number
001-07283
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A.
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Full
title of the plan and the address of the plan, if different from that of
the issuer named below:
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REGAL
BELOIT CORPORATION RETIREMENT SAVINGS PLAN
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B.
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Name
of issuer of securities held pursuant to the plan and the address of its
principal executive office:
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REQUIRED
INFORMATION
The Regal
Beloit Corporation Retirement Savings Plan (“Plan) is subject to the Employee
Retirement Income Security Act of 1974 (“ERISA”). Attached hereto is a copy of
the most recent financial statements and schedule of the Plan prepared in
accordance with the financial reporting requirements of ERISA.
REGAL
BELOIT CORPORATION
RETIREMENT
SAVINGS PLAN
Financial
Statements as of and for the Years
Ended
December 31, 2009 and 2008,
Supplemental
Schedules as of December 31, 2009
and
Report of Independent Registered Public Accounting Firm
REGAL
BELOIT CORPORATION
RETIREMENT
SAVINGS PLAN
TABLE
OF CONTENTS
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Page
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REPORT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
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5
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FINANCIAL
STATEMENTS:
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Statements
of Net Assets Available for Benefits - December 31, 2009 and
2008
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6
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Statements
of Changes in Net Assets Available for Benefits - Years Ended
December
31, 2009 and 2008
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7
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Notes
to Financial Statements
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8-14
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SUPPLEMENTAL
SCHEDULES:
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Form
5500, Schedule H, Part IV, Line 4i - Schedule of Assets (Held at
End
of
Year) as of December 31, 2009
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16
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Form
5500, Schedule H, Part IV, Question 4a - Delinquent Participant
Contributions
For
the Year Ended December 31, 2009
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17
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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.
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REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the
Trustees and Participants of
Regal
Beloit Corporation Retirement Savings Plan
We have
audited the accompanying statements of net assets available for benefits of
Regal Beloit Corporation Retirement Savings Plan (the “Plan”) as of December 31,
2009 and 2008, and the related statements of changes in net assets available for
benefits for the years then ended. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We
conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. The Plan is not
required to have, nor were we engaged to perform, an audit of its internal
control over financial reporting. Our audits included 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 also includes examining, on a test basis, evidence supporting the amounts
and disclosures in the financial statements, 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, such financial statements present fairly, in all material respects, the
net assets available for benefits of the Plan as of December 31, 2009 and 2008,
and the changes in net assets available for benefits for the years then ended in
conformity with accounting principles generally accepted in the United States of
America.
Our
audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed
in the table of contents are presented for the purpose of additional analysis
and are not a required part of the basic financial statements, but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. These schedules are the responsibility of the Plan's
management. Such schedules have been subjected to the auditing procedures
applied in our audit of the basic 2009 financial statements and, in our opinion,
are fairly stated in all material respects when considered in relation to the
basic financial statements taken as a whole.
/s/ DELOITTE & TOUCHE
LLP
Milwaukee,
WI
June 28,
2010
REGAL
BELOIT CORPORATION
RETIREMENT
SAVINGS PLAN
STATEMENTS
OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER
31, 2009 AND 2008
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2009
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2008
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ASSETS:
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Cash
and cash equivalents
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$
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525,320
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$
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565,290
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Investments,
at fair value:
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Mutual
Funds
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101,550,884
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70,742,983
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Common
Collective Trust Funds
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41,521,474
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42,460,496
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Pooled
separate account
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155,268
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-
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Investment
in Regal Beloit Corporation Stock
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21,535,051
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17,041,624
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Participant
Loans
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3,685,109
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3,663,302
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Total
investments
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168,447,786
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133,908,405
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Receivables:
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Employer
contributions
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94,997
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752,556
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Participant
contributions
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226,444
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176,800
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Accrued
interest and dividends
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202,886
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219,946
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Due
from other Plans
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-
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2,520,864
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Due
from brokers
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-
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351,166
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Total
receivables
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524,327
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4,021,332
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Total
assets
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169,497,433
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138,495,027
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LIABILITIES:
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Due
to brokers
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380,603
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536,856
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Accrued
administrative fees
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3,100
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3,100
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Total
liabilities
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383,703
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539,956
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NET
ASSETS AVAILABLE FOR BENEFITS AT
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FAIR
VALUE
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169,113,730
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137,955,071
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Adjustments
from fair value to contract value for fully
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benefit-responsive
investment contracts
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419,409
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2,234,763
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NET
ASSETS AVAILABLE FOR BENEFITS
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$
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169,533,139
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$
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140,189,834
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See
notes to financial statements.
REGAL
BELOIT CORPORATION
RETIREMENT
SAVINGS PLAN
STATEMENTS
OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS
ENDED DECEMBER 31, 2009 AND 2008
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2009
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2008
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CONTRIBUTIONS:
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Employer
contributions
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$
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4,287,411
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$
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3,925,726
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Participant
contributions
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10,357,715
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9,856,228
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Participant
rollovers
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245,577
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487,173
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Total
contributions
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14,890,703
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14,269,127
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INVESTMENT
INCOME/(LOSS):
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Net
appreciation/(depreciation) in fair value of investments
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25,080,233
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(41,163,202
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)
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Interest
and dividends
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3,467,616
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3,937,009
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Total
investment income/(loss)
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28,547,849
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(37,226,193
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)
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DEDUCTIONS:
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Benefits
paid to participants
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14,248,160
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11,442,537
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Administrative
fees
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74,009
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69,240
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Total
deductions
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14,322,169
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11,511,777
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NET
INCREASE/(DECREASE)
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29,116,383
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(34,468,843
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Transfers
in from other Plans
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226,922
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11,691,048
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NET
ASSETS AVAILABLE FOR BENEFITS:
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Beginning
of year
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140,189,834
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162,967,629
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End
of year
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$
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169,533,139
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$
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140,189,834
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See
notes to financial statements.
REGAL
BELOIT CORPORATION
RETIREMENT
SAVINGS PLAN
NOTES
TO FINANCIAL STATEMENTS
YEARS
ENDED DECEMBER 31, 2009 AND 2008
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The
following description of the Regal Beloit Corporation Retirement Savings Plan
(the “Plan”) is provided for general information purposes only. More
complete information regarding the Plan’s provisions may be found in the Plan
document. The Plan is subject to the provisions of the Employee
Retirement Income Security Act of 1974, as amended (“ERISA”).
General –
The Plan is a defined contribution plan which allows eligible employees to defer
compensation as permitted under Section 401(k) of the Internal Revenue Code (the
“IRC”). The Plan covers substantially all employees of Regal Beloit Corporation
(the “Company”).
Effective
January 1, 2008 the Jakel, Inc. 401(k) Retirement Savings Plan merged into the
Plan. As a result of this merger, $1,212,234 was transferred into the Plan on
January 18, 2008. Effective August 1, 2008 the Hub City, Inc.
Security Plan merged into the Plan. As a result of this merger,
$7,957,950 was transferred into the Plan. Effective December 31, 2008
the Morrill Motors Retirement Savings Plan merged into the Plan. As a result of
this merger, $2,097,614 was transferred into the Plan on January 2,
2009. Effective December 31, 2008 the Regal Beloit Corporation Value
Added Plan merged into the Plan. As a result of this merger, $423,250 was
transferred into the Plan on January 2, 2009.
Plan
Administration –
Marshall & Ilsley Trust Company (the “Trustee”) is
trustee, custodian, and record keeper for the Plan. Principal
Financial Group is the trustee of the pooled separate account the Plan invests
in. Overall responsibility for administering the Plan rests with the
Administrative Committee.
Contributions
–
Eligible employees can contribute an amount of up to 100% of eligible
compensation as defined by the Plan subject to certain limitations under the
IRC. The Plan also allows “catch-up” contributions for those
participants age 50 or over, in addition to the actual deferral
amount.
For the
2009 Plan year participating non-union Regal Beloit Corporation employees
received an employer match contribution equal to 100% of the first 1%
contributed by the employee and a 50% match on the next 5% percent of the
employee’s deferral.
Employees
who were previously participating in the Regal Beloit Corporation Value Added
Plan and Deferred Compensation Plan will continue to receive an additional 2%
contribution each year.
Employees
who participated in the RBC Manufacturing Corporation Salaried Employees’
Pension Plan and had 10 or more years but fewer than 20 years of vesting service
will receive an additional contribution of 1% of their qualifying annual
salaries. Employees with 20 or more years but fewer than 25 years of
vesting service will receive an additional contribution of 2% of their
qualifying annual salaries.
For
Wausau employees represented by Local 1791 I.B.E.W., the Company made a matching
contribution of 50% of a participant’s deferral up to 5% of pretax eligible
income, if hired before September 1, 2007 and if hired on or after September 1,
2007, the Company made a 50% matching contribution of the participant’s deferral
up to 6% of pretax annual eligible income. For employees represented
by Teamsters 662, the Company made a 50% matching contribution of the
participant’s deferral up to 5% of pretax annual eligible income. For
Bowling Green employees represented by
Local
1076 I.B.E.W., the Company matched 50% of a participant’s deferral up to 4% of
pretax annual eligible income through May 31, 2008 and 50% of a participant’s
deferral up to 5% of pretax annual eligible income effective June 1,
2008. Production employees of Hub City receive a Company match of 50%
of the participant’s deferral up to 4% of pretax annual eligible income through
April 12, 2009 and effective April 13, 2009 a match of 50% up to 5% of a
participant’s deferral.
For the
2008 Plan year participating Regal Beloit Corporation Mechanical Group
employees, Blytheville employees, excluding the Plant Manager, and Corporate
employees, the Company made a match equal to 50% of a participant’s deferral, up
to 3% of a participant’s pretax annual eligible income. The Plan also
provided for an annual contribution of 2% of a participant’s pretax annual
eligible income to be made for this group.
For the
2008 Plan year participating Salaried employees at Bowling Green, Brownsville,
Lebanon, Lima, Wausau and West Plains; and all employees at Fort Wayne ,
Indianapolis, Springfield, and the Blytheville Plant Manager, the
Company made a 50% matching contribution of the participant’s deferral, up to 5%
of pretax annual eligible income, if hired before January 1,
2006. For the 2008 Plan year for participating hourly employees at
Brownsville, the Company made a 50% matching contribution of the participant’s
deferral up to 3% of pretax annual eligible income. For the 2008 Plan
year participating hourly employees at Lebanon and West Plains, the Company made
a 50% matching contribution of the participant’s deferral up to 3% of pretax
annual eligible income if hired before January 1, 2006. For the 2008
Plan year non-union employees hired on or after January 1, 2006 at the Bowling
Green, Fort Wayne, Indianapolis, Lebanon, Lima, Springfield, Wausau, and West
Plains facilities, the Company made a 100% matching contribution on the first 2%
of the participant’s deferral and a 50% matching contribution on the next 3% of
the participant’s deferral of pretax annual eligible income. For the
2008 Plan year Participating employees of the Leeson Electric Corporation, a
wholly-owned subsidiary of Regal Beloit Corporation, receive a Company match of
50% of the participant’s deferral up to 4% of pretax annual eligible
income. For the 2008 Plan year participating employees of RBC
Horizon, Inc. wholly-owned subsidiary of Regal Beloit Corporation, receive a
Company matching contribution of 100% of the first 1% of the participant’s
deferral and 50% of the next 5% of the participant’s deferral of pretax annual
eligible income.
The Plan
has implemented the Automatic Enrollment feature as allowed pursuant to the
Pension Protection Act of 2007. This auto enrollment is applicable to
all employees newly eligible to participate in the Plan. These
participants are auto enrolled for a 3% payroll deferral. These
contributions are defaulted in the Vanguard Lifestyle fund based on the
employee’s age absent an investment fund election.
Vesting –
Participants at all times have a fully vested interest in individual
contribution accounts. Company matching and discretionary
contributions are subject to a two year cliff vesting. Corporate and
Mechanical Group Profit Sharing balances and Added Value Nonelective
Contribution balances have a six year step vesting. All participant
accounts become fully vested at the time of death or
disability. Effective April 2, 2009, employees at the Eldon and
Brownsville facilities became 100% vested in Company contributions due to the
plants closing. A partial plan termination occurred during 2009 and
all affected participants who terminated from service between October 1, 2008
and December 31, 2009 became fully vested.
Forfeited
Accounts –
At December 31, 2009 and 2008 forfeited nonvested accounts
totaled $149,199 and $192,752, respectively. In the event of a
forfeited account, the forfeitures are used to reduce employer contributions in
the Plan year following the Plan year in which the forfeitures occur.
Forfeitures used during 2009 and 2008 were $202,986 and $142,802,
respectively
Benefit Payments
–
Participants may withdraw their account balance upon retirement, death,
disability, termination of employment, or attainment of age
59-1/2. Participants having any immediate and heavy financial
hardship without any other source of funds may request a
hardship
withdrawal
of their 401(k) contributions. Participant’s vested and
nonforfeitable balances will be distributable to the participant upon
termination of employment if the balance is less than $1,000. If the
vested balance exceeds $1,000, but it is less than $5,000, the Plan must
transfer to an Individual Retirement Account unless the participant elects to
receive a distribution. If the vested balance exceeds $5,000,
distribution will be made only if the participant consents.
Participant
Accounts –
Individual accounts are maintained for each Plan
participant. Each participant’s account is credited with the
participant’s contribution, any Company matching contribution, allocations of
Company discretionary contributions and Plan earnings, and charged with
withdrawals and an allocation of Plan losses and administrative
expenses. Allocations are based on participant earnings or account
balances, as defined in the Plan document. The benefit to which a
participant is entitled is the benefit that can be provided from the
participant’s vested account.
Investment
Options –
Participants are able to change their investment options in 1%
increments, 12 times per quarter. A complete listing of investment
options is available in the attached supplemental schedule: Schedule of Assets
(Held at End of Year).
Participant Loans
–
The Plan permits a participant to borrow from his or her individual
account an amount limited to 50% of the vested account balance, up to
$50,000. The minimum loan amount is $1,000. Interest at
prevailing market rates (ranging from 3.25% to 8.75% as of December 31, 2009 and
4.00% to 9.50% as of December 31, 2008) is charged on the loan. Only
one loan is allowed at any time, and the maximum term is five years, unless the
loan is used for the acquisition of the participant’s primary residence, for
which the term of the loan may be extended beyond the five year
period.
2.
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SIGNIFICANT
ACCOUNTING POLICIES
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Basis of
Accounting –
The accompanying financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America.
Use of Accounting
Estimates –
The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires the Plan’s management to make estimates and assumptions that affect the
reported amounts of Plan assets and liabilities at the date of the financial
statements and reported amounts of income and expenses during the reporting
periods. Actual results could differ from these
estimates.
Risks and
Uncertainties –
The Plan invests in various investment instruments,
including mutual funds, a common collective trust, a pooled separate account and
common stock. Investment securities, in general, are exposed to
various risks, such as interest rate, credit and overall market
volatility. Due to the level of risk associated with certain
investment securities, it is reasonably possible that changes in the values of
certain investment securities will occur in the near term and that such changes
could materially affect the amounts reported in the financial
statements.
Investment
Valuation and Income Recognition –
The Plan’s investments are stated at
fair value. Shares of stock and mutual funds are valued at quoted
market prices, which represent the net asset value of shares held by the Plan at
year end. Common collective trust funds and pooled separate accounts
are stated at fair value as determined by the issuer of the common collective
trust or pooled separate funds based on the fair market value of the underlying
investments. Common collective trust funds with underlying
investments in benefit-responsive investment contracts are valued at fair value
of the underlying investments and then adjusted by the issuer to contract
value. Participant loans are valued at the outstanding loan
balances.
The
M&I Stable Principal Fund is a stable value fund. The M&I
Stable Principal Fund is primarily invested in traditional and synthetic
guaranteed investment contracts. Traditional contracts are typically
issued by insurance companies or banks and are essentially nonmarketable
deposits with the issuing entity. The issuer is contractually
obligated to repay the principal and stated interest. The repayment
of a traditional contract is the sole responsibility of the issuing
entity.
In
the case of a synthetic guaranteed investment contract, the fund purchases
high-quality debt obligations and enters into contractual arrangements with
third parties to provide a guarantee of book (contract) value and specified
interest. Participants may ordinarily direct the withdrawal or
transfer of all or a portion of their investment at contract
value. Contract value represents contributions made to the fund, plus
earnings, less participant withdrawals.
In
accordance with Financial Accounting Standards Board Staff Position,
Reporting of Fully
Benefit-Responsive Contracts Held by Certain Investment Companies Subject to the
AICPA Investment Company Guide and Defined-Contribution Health and Welfare and
Pension Plans
(the “FSP”), the statements of net assets available for
benefits present an investment contract at fair value, as well as an additional
line item showing an adjustment of the fully benefit-responsive contract from
fair value to contract value. The statement of changes in net assets
available for benefits is presented on a contract value basis and is not
affected by the FSP. Fair value of the contract is calculated by
discounting the related cash flows based on current yields of similar
instruments with comparable durations.
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.
Benefit Payments
–
Benefit payments to participants are recorded when
paid. Amounts payable to participants who elected to withdraw from
the Plan but had not been paid were $86,192 and $8,816 at December 31, 2009 and
2008, respectively.
Administrative
Expenses –
The Plan pays all administrative expenses.
Plan Termination
–
The Company may terminate the Plan at any time. Distribution
upon termination or complete discontinuance of contributions will be made in a
manner selected by the Trustee. Presently, the Company has no
intention to terminate the Plan. In the event that the Plan is
terminated, participants would become 100% vested in their
accounts.
The
following presents investments that represent five percent or more of the Plan’s
net assets as of December 31, 2009 and 2008. All investments are
participant directed.
|
|
2009
|
|
|
2008
|
|
M&I
Stable Principal Fund*
|
$
|
41,521,474
|
|
$
|
42,460,496
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation Stock*
|
|
21,535,051
|
|
|
17,041,624
|
|
|
|
|
|
|
|
|
Dodge
& Cox Balanced Fund
|
|
19,856,257
|
|
|
15,970,483
|
|
|
|
|
|
|
|
|
Pimco
Total Return Fund
|
|
13,305,416
|
|
|
8,444,059
|
|
|
|
|
|
|
|
|
Vanguard
Institutional Index Fund
|
|
11,943,620
|
|
|
8,918,671
|
|
|
|
|
|
|
|
|
American
Growth Fund of America
|
|
11,178,585
|
|
|
7,856,615
|
|
|
|
|
|
|
|
|
*Represents
a party-in-interest
|
|
|
|
|
|
|
During
the years ended December 31, 2009 and 2008, the Plan’s investments (including
gains and losses in investments bought and sold, as well as held during the
year) appreciated (depreciated) in value as follows:
|
|
2009
|
|
|
2008
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation Stock*
|
$
|
6,456,937
|
|
$
|
(2,382,930)
|
|
Pooled
Separate Account*
|
|
(71,654)
|
|
|
-
|
|
Mutual
Funds
|
|
18,694,950
|
|
|
(38,780,272)
|
|
|
$
|
25,080,233
|
|
$
|
(
41,163,202
)
|
|
*Represents
a party-in-interest.
|
|
|
|
|
|
|
4.
|
PLAN
INVESTMENT CLASSIFICATIONS
|
In
accordance with the Financial Accounting Standards Board’s statement on Fair
Value Measurements, the Plan classifies its investments into Level 1, which
refers to securities valued using quoted prices from active markets for
identical assets, Level 2, which refers to securities not traded on an active
market but for which observable market inputs are readily available, and Level
3, which refers to securities valued based on significant unobservable
inputs. As required by the statement on Fair Value Measurements, at
December 31, 2009 and December 31, 2008, the Plan’s portfolio investments were
classified as follows based on fair values:
|
|
Assets
Held Inside the Plan
Fair
Value Measurements at Reporting
Date
Using
|
|
|
|
12/31/2009
|
|
|
Level
1
|
|
|
Level
2
|
|
|
Level
3
|
|
Registered
investment companies:
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S.
equity funds
|
|
$
|
59,635,494
|
|
|
$
|
59,635,494
|
|
|
$
|
-
|
|
|
$
|
-
|
|
International
equity funds
|
|
|
8,753,717
|
|
|
|
8,753,717
|
|
|
|
-
|
|
|
|
-
|
|
Balanced
funds
|
|
|
19,856,257
|
|
|
|
19,856,257
|
|
|
|
-
|
|
|
|
-
|
|
Fixed
income funds
|
|
|
13,305,416
|
|
|
|
13,305,416
|
|
|
|
-
|
|
|
|
-
|
|
Common
collective trust funds:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed
income funds
|
|
|
41,521,474
|
|
|
|
-
|
|
|
|
41,521,474
|
|
|
|
-
|
|
Regal
Beloit Corporation Stock
|
|
|
21,535,051
|
|
|
|
21,535,051
|
|
|
|
-
|
|
|
|
-
|
|
Participant loans
|
|
|
3,685,109
|
|
|
|
-
|
|
|
|
3,685,109
|
|
|
|
-
|
|
Money
market funds
|
|
|
507,289
|
|
|
|
507,289
|
|
|
|
-
|
|
|
|
-
|
|
Pooled
separate account
|
|
|
155,268
|
|
|
|
-
|
|
|
|
-
|
|
|
|
155,268
|
|
Total
|
|
$
|
168,955,075
|
|
|
$
|
123,593,224
|
|
|
$
|
45,206,583
|
|
|
$
|
155,268
|
|
|
|
12/31/2008
|
|
|
Level
1
|
|
|
Level
2
|
|
|
Level
3
|
|
Registered
investment companies:
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S.
equity funds
|
|
$
|
41,443,118
|
|
|
$
|
41,443,118
|
|
|
$
|
-
|
|
|
$
|
-
|
|
International
equity funds
|
|
|
4,885,323
|
|
|
|
4,885,323
|
|
|
|
-
|
|
|
|
-
|
|
Balanced
funds
|
|
|
15,970,483
|
|
|
|
15,970,483
|
|
|
|
-
|
|
|
|
-
|
|
Fixed
income funds
|
|
|
8,444,059
|
|
|
|
8,444,059
|
|
|
|
-
|
|
|
|
-
|
|
Common
collective trust funds:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Fixed
income funds
|
|
|
42,460,496
|
|
|
|
-
|
|
|
|
42,460,496
|
|
|
|
-
|
|
Regal
Beloit Corporation Stock
|
|
|
17,041,624
|
|
|
|
17,041,624
|
|
|
|
-
|
|
|
|
-
|
|
Participant loans
|
|
|
3,663,302
|
|
|
|
-
|
|
|
|
3,663,302
|
|
|
|
-
|
|
Money
market funds
|
|
|
564,289
|
|
|
|
564,289
|
|
|
|
-
|
|
|
|
-
|
|
Total
|
|
$
|
134,472,694
|
|
|
$
|
88,348,896
|
|
|
$
|
46,123,798
|
|
|
$
|
-
|
|
The
following table sets forth a summary of changes in the fair value of the Plan’s
Level 3 assets for the year ended December 31, 2009:
|
|
Pooled
separate
account
|
|
Balance,
December 31, 2008
|
|
$
|
-
|
|
Transfers
in
|
|
|
226,922
|
|
Unrealized
losses
|
|
|
(71,654
|
)
|
Balance,
December 31, 2009
|
|
$
|
155,268
|
|
5.
|
PARTICIPANT
ACCOUNTING
|
Participant
recordkeeping is performed by Marshall & Ilsley Trust Company
(“M&I”). For all investment programs other than the Regal Beloit
Corporation Unitized Stock Fund (the “Fund”), M&I maintains participant
balances on a share method. Participant investments in the Fund are
accounted for on a unit value method. The unit value for the Fund is
computed based on the share price, dividend information, and the value of the
Fund’s short term investments. At December 31, 2009 and 2008, the
Plan held 340,131 units and 377,253 units, respectively, of the
Fund. The Fund invests in shares of Regal Beloit Corporation common
stock and held 414,614 shares and 456,042 shares at December 31, 2009 and 2008,
respectively. In addition to Regal Beloit Corporation common stock,
the Fund also invests in the Marshall Money Market Fund. Dividend
income recorded by the fund for the years ended December 31, 2009 and 2008 was
$285,853 and $265,423, respectively.
The Plan
uses a prototype plan document sponsored by the Trustee. The Trustee
received an opinion letter from the Internal Revenue Service (IRS), dated
November 27, 2001, which states that the prototype document satisfies the
applicable provisions of the IRC. The Plan has been amended since
receiving the determination letter. The Plan received a favorable IRS
determination letter from the IRS on June 3, 2010. The Company and
Plan’s management believe that the Plan is currently designed and being operated
in compliance with the applicable requirements of the IRC and the Plan and
related trust continue to be tax-exempt. Therefore, no provision for
income taxes has been included in the Plan’s financial statements.
7.
|
EXEMPT
PARTY-IN-INTEREST TRANSACTIONS
|
Certain
Plan investments are shares of mutual funds and a common collective trust fund
managed by Marshall & Ilsley Trust Company, (M&I) and are shares of a
pooled separate account managed by Principal Financial Group,
(Principal). M&I and Principal are the trustees of the Plan and,
therefore, these transactions qualify as exempt party-in-interest
transactions. Fees paid by the Plan for investment management and
recordkeeping service are included as a reduction of the return earned by each
fund. In addition, the Plan invests in securities of the
Company. These transactions are not considered prohibited
transactions by statutory exemption under ERISA regulations.
8.
|
RECONCILIATION
OF FINANCIEL STATEMENTS TO FORM
5500
|
The
following table reconciles the Statements of Net Assets Available for Benefits
and the Statements of Changes in Net Assets available for Benefits to the Form
5500.
|
|
Year
Ended
|
|
|
|
2009
|
|
|
2008
|
|
Total
Net Assets Per Form 5500
|
|
$
|
169,107,767
|
|
|
$
|
137,949,108
|
|
Adjustments
from fair value to contract value for fully
|
|
|
|
|
|
|
|
|
benefit-responsive
investment contracts
|
|
|
419,409
|
|
|
|
2,234,763
|
|
Defaulted
Loans
|
|
|
9,063
|
|
|
|
9,063
|
|
Accrued
Administrative Fees
|
|
|
(3,100
|
)
|
|
|
(3,100
|
)
|
|
|
|
|
|
|
|
|
|
Net
Assets Per Statement of Net Assets
|
|
|
|
|
|
|
|
|
Available
for Benefits
|
|
$
|
169,533,139
|
|
|
$
|
140,189,834
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|
|
|
|
|
|
|
|
2009
|
|
|
|
|
|
Net
Increase Per Form 5500
|
|
$
|
31,158,659
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjustments
from fair value to contract value for fully
|
|
|
|
|
|
|
|
|
benefit-responsive
investment contracts
|
|
|
(1,815,354
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Increase Per Statements of Changes in Net Assets
|
|
|
|
|
|
|
|
|
Available
for Benefits
|
|
$
|
29,343,305
|
|
|
|
|
|
* * * * *
*
SUPPLEMENTAL
SCHEDULES
FURNISHED
PURSUANT TO
DEPARTMENT
OF LABOR’S RULES AND REGULATIONS
REGAL
BELOIT CORPORATION
RETIREMENT
SAVINGS PLAN
FORM
5500, SCHEDULE H, PART IV, LINE 4i – SCHEDULE OF ASSETS
(HELD
AT END OF YEAR)
AS
OF DECEMBER 31, 2009
|
Identity
of Issue, Borrower,
Lessor, or Similar Party
|
Description of Investment
|
|
Fair Value
|
|
|
Marshall
Prime Money Market*
|
Money
Market
|
$
|
507,289
|
|
|
|
|
|
|
|
|
M&I
Stable Principal Fund*
|
Common
Collective Trust Fund
|
|
41,521,474
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation Stock*
|
Common
Stock
|
|
21,535,051
|
|
|
|
|
|
|
|
|
Dodge
& Cox Balanced Fund
|
Mutual
Fund
|
|
19,856,257
|
|
|
|
|
|
|
|
|
Vanguard
Institutional Index FD
|
Mutual
Fund
|
|
11,943,620
|
|
|
|
|
|
|
|
|
Pimco
Total Return Fund
|
Mutual
Fund
|
|
13,305,416
|
|
|
|
|
|
|
|
|
American
Growth Fund of America
|
Mutual
Fund
|
|
11,178,585
|
|
|
|
|
|
|
|
|
Allianz
NFJ Dividend Value Fund
|
Mutual
Fund
|
|
5,635,838
|
|
|
|
|
|
|
|
|
Baron
Asset FD Growth/Income FD
|
Mutual
Fund
|
|
7,079,611
|
|
|
|
|
|
|
|
|
Eagle
Mid Cap Stock Fund Cl A
|
Mutual
Fund
|
|
5,349,497
|
|
|
|
|
|
|
|
|
Dodge
& Cox International Stock FD
|
Mutual
Fund
|
|
6,849,264
|
|
|
|
|
|
|
|
|
Goldman
Sachs Mid Cap Value Fund
|
Mutual
Fund
|
|
5,701,578
|
|
|
|
|
|
|
|
|
Vanguard
Target Retirement 2015 FD
|
Mutual
Fund
|
|
3,404,536
|
|
|
|
|
|
|
|
|
Vanguard
Target Retirement 2025 FD
|
Mutual
Fund
|
|
2,987,465
|
|
|
|
|
|
|
|
|
Vanguard
Target Retirement 2005 FD
|
Mutual
Fund
|
|
1,401,744
|
|
|
|
|
|
|
|
|
Wells
Fargo Advantage Small Cap FD
|
Mutual
Fund
|
|
2,893,812
|
|
|
|
|
|
|
|
|
Artisan
International FD
|
Mutual
Fund
|
|
1,904,454
|
|
|
|
|
|
|
|
|
Vanguard
Target Retirement 2035 FD
|
Mutual
Fund
|
|
1,268,916
|
|
|
|
|
|
|
|
|
Vanguard
Target Retirement 2045 FD
|
Mutual
Fund
|
|
790,291
|
|
|
|
|
|
|
|
|
Principal
Real Estate Inv. US Prop. Sep. Acct.*
|
Pooled
Separate Account
|
|
155,268
|
|
|
|
|
|
|
|
|
Loans
to Participants (Interest rates ranging
from
3.25% to 8.75%, maturing through 9/15/2018)*
|
Participant
Loans
|
|
3,685,109
|
|
|
TOTAL
ASSETS (HELD AT END OF YEAR)
|
$
|
168,955,075
|
|
|
*Represents
a party-in-interest.
|
|
|
|
|
|
|
|
|
|
|
REGAL BELOIT
CORPORATION
|
|
|
|
|
|
RETIREMENT
SAVINGS PLAN
|
|
|
|
|
|
FORM
5500, SCHEDULE H, PART IV, QUESTION 4a—
|
|
|
|
|
DELINQUENT
PARTICIPANT CONTRIBUTIONS
|
|
|
|
|
|
FOR
THE YEAR ENDED DECEMBER 31, 2009
|
|
|
|
|
|
Question
4a "Did the employer fail to transmit to the plan any participant
contributions within the time period described in 29 CFR 2510.3-102," was
answered "yes."
|
|
|
|
|
|
|
|
|
|
|
Identity
of Party Involved
|
|
Relationship
to Plan, Employer, or Other Party-in-Interest
|
|
Description
of Transactions
|
|
Amount
|
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102. The December 24,
2008 contribution was deposited on January 2, 2009.
|
|
$1,416
|
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102. The January 2, 2009
contribution was deposited on January 14, 2009.
|
|
$27,568
|
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102. The January 30,
2009 contribution was deposited on February 9, 2009.
|
|
$1,337
|
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102. The March 20, 2009
contribution was deposited on March 31, 2009.
|
|
$26,646
|
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102. The March 31, 2009
contribution was deposited on April 8, 2009.
|
|
$115,151
|
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102. The June 19, 2009
contribution was deposited on July 1, 2009.
|
|
$17,866
|
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102. The August 31, 2009
contribution was deposited on September 8, 2009.
|
|
$6,101
|
|
|
|
|
|
|
|
|
|
Regal
Beloit Corporation
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102. The November 30,
2009 contribution was deposited on December 9, 2009.
|
|
$1,483
|
SIGNATURES
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.
Dated:
|
June 28, 2010
|
REGAL
BELOIT CORPORATION
RETIREMENT SAVINGS
PLAN
|
|
|
|
|
|
|
By:
|
REGAL
BELOIT CORPORATION
RETIREMENT
SAVINGS PLAN
ADMINISTRATIVE
COMMITTEE
|
|
|
|
|
|
|
By:
|
s
Paul J. Jones
|
|
|
|
Paul
J. Jones
Vice
President, General Counsel and
Secretary
|
EXHIBIT
INDEX
REGAL
BELOIT CORPORATION RETIREMENT SAVINGS PLAN
FORM
11-K
FOR THE YEAR ENDED DECEMBER
31, 2009
Exhibit No.
|
Description
|
23
|
Consent
of Independent Registered Public Accounting
Firm
|
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