-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SFrCi2MvOEAmiCaCNLoXt8I6ujLOP84bzbhuGz0MY+lOvIcxwNeufDOd5oUBkiuw 9UwMiV0pzYFOGT4Q9ws5sg== 0001001039-97-000030.txt : 19970801 0001001039-97-000030.hdr.sgml : 19970801 ACCESSION NUMBER: 0001001039-97-000030 CONFORMED SUBMISSION TYPE: 10-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960930 FILED AS OF DATE: 19970731 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: WALT DISNEY CO/ CENTRAL INDEX KEY: 0001001039 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 954545390 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 10-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-11605 FILM NUMBER: 97649542 BUSINESS ADDRESS: STREET 1: 500 SOUTH BUENA VISTA ST CITY: BURBANK STATE: CA ZIP: 91521 BUSINESS PHONE: 8185601000 MAIL ADDRESS: STREET 1: 500 SOUTH BUENA VISTA ST CITY: BURBANK STATE: CA ZIP: 91521 FORMER COMPANY: FORMER CONFORMED NAME: DC HOLDCO INC DATE OF NAME CHANGE: 19950918 10-K/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 Annual Report Pursuant to Section 13 or 15(D) of the Securities Exchange Act of 1934 For the Fiscal Year Ended September 30, 1996 Commission File Number 1-11605 THE WALT DISNEY COMPANY Incorporated in Delaware 500 South Buena Vista Street, Burbank, California 91521 (818) 560-1000 I.R.S. Employer No. 95-4545390 ABC, INC. SAVINGS & INVESTMENT PLAN INDEX TO FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES DECEMBER 31, 1996 AND 1995 Report of Independent Accountants F-2 Statements of Net Assets Available for Benefits F-3 Statement of Changes in Net Assets Available for Benefits F-4 Notes to Financial Statements F-5 Supplemental Schedules Schedule I - Line 27a: Schedule of Assets Held for Investment Purposes F-16 Schedule II - Line 27d: Schedule of Reportable Transactions F-17 Other schedules required by Section 2520.103-10 of the Department of Labor Rules and Regulations for Reporting and Disclosure under ERISA have been omitted because they were not applicable. F-1 REPORT OF INDEPENDENT ACCOUNTANTS June 27, 1997 To the Participants and Employee Benefits Committee of The ABC, Inc. Savings & Investment Plan In our opinion, the accompanying statement of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the ABC, Inc. Savings & Investment Plan at December 31, 1996, and the changes in net assets available for benefits for the year then ended in conformity with generally accepted accounting principles. These financial statements are the responsibility of the Plan's management; our responsibility is to express an opinion on these financial statements based upon our audit. We conducted our audit of these statements in accordance with generally accepted auditing standards which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. The statement of net assets available for benefits of the ABC, Inc. Savings & Investment Plan as of December 31, 1995, was audited by other auditors whose report dated May 30, 1996,expressed an unqualified opinion on this statement. Our audit was made for the purpose of forming an opinion on the basic financial statements taken as a whole. The additional information included in Schedules I and II is presented for purposes of additional analysis and is not a required part of the basic financial statements but is additional information required by ERISA. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and, in our opinion, is fairly stated in all material respects in relation to the basic financial statements taken as a whole. PRICE WATERHOUSE, LLP F-2 ABC, INC. SAVINGS & INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS (In thousands)
December 31, 1996 1995 ------------ ------------ Assets Investments: At fair value The Walt Disney Company Common Stock Fund $ 427,204 $ - Shares of registered investment companies: Fidelity Retirement Money Market Portfolio Fund 195,785 33,617 Fidelity Inst. Short-Int. Gov't Portfolio Fund 14,034 10,678 Fidelity Asset Manager Fund 60,169 50,466 Fidelity Growth and Income Portfolio Fund 121,389 37,436 Fidelity Magellan Fund 71,071 51,261 The Capital Cities/ABC, Inc. Common Stock Fund - 601,563 Participant Loans 16,483 15,378 ----------- ------------ Total investments 906,135 800,399 Receivables: Employer's contribution 985 995 Participants' contributions 3,393 3,161 ----------- ------------ Total receivables 4,378 4,156 ----------- ------------ Total assets 910,513 804,555 ----------- ------------ Net assets available for benefits $ 910,513 $ 804,555 ============ ============
The accompanying notes are an integral part of these financial statements. F-3 ABC, INC. SAVINGS & INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS (In thousands)
For the Year Ended December 31, 1996 ------------------- Additions to net assets attributed to: Investment income: Dividend and interest income $ 31,336 Interest on participant loans 1,260 Net realized gain on sale of assets 103,481 Net unrealized (depreciation) on investments (30,921) ------------ 105,156 ------------ Contributions Participants 37,044 Employer 13,781 ------------ 50,825 ------------ Transfer of assets from merged plans 2,556 ------------ Total additions 158,537 ------------ Deductions from net assets attributed to: Payments to participants 52,454 Administrative expense 125 ------------ Total deductions 52,579 ------------ Increase in net assets 105,958 Net assets available for benefits Beginning of year 804,555 ------------ End of year $ 910,513 ============
The accompanying notes are an integral part of these financial statements. F-4 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (Tabular dollars in thousands) 1. Description of the Plan General The ABC, Inc. Savings & Investment Plan (the "Plan") is a defined contribution plan designed to provide participating employees the opportunity to accumulate retirement funds through a tax-deferred contribution arrangement pursuant to Section 401(k) and after-tax contributions pursuant to Section 401(a) of the Internal Revenue Code of 1986, as amended (the "Code"). In addition to the Code, the Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). For further information regarding the Plan, refer to the Summary Plan Description and fund prospectus. Administration of the Plan On February 9, 1996, The Walt Disney Company acquired ABC, Inc. (the "Company") (previously called "Capital Cities/ABC, Inc."). The Company appointed the Employee Benefits Committee (the "Committee" or "Plan Administrator") to administer the Plan, interpret its provisions and resolve all issues arising in the administration of the Plan. The assets of the Plan are administered under a trust agreement between the Company and Fidelity Institutional Retirement Services Company ("Fidelity" or the "Trustee"). Pursuant to the trust agreement, Fidelity is to carryout most of the day-to-day activities of administration. Participation Participation in the Plan is available to qualified employees of the Company and those other subsidiaries and divisions of ABC, Inc. which were a part of, or affiliates of the American Broadcasting Companies, Inc. (ABC) (an indirect wholly-owned subsidiary of ABC, Inc.) prior to January 1, 1989. Individuals who became employees of the corporate and other broadcasting properties of ABC, Inc. subsequent to 1988 are eligible to participate in the Plan as are employees of certain properties within the Company's Publishing Group not part of ABC, Inc. prior to January 1, 1989. Contributions Participants are permitted to authorize contributions in whole percentages, up to 10 percent of their base compensation on a pre-tax or after-tax basis, through payroll deductions. A participant's total contributions and the Company's matching contributions, in any Plan year, cannot exceed the limits provided under Sections 401(k), 401(a) and 415 of the Code. F-5 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 1. Description of the Plan (continued) Contributions (continued) The Company currently contributes a matching amount equal to 50 percent of the first 5% a participant contributes to the Plan. The Company may make matching contributions either in cash, which is invested exclusively in the common stock of The Walt Disney Company, or directly in shares of the common stock of The Walt Disney Company and, at its discretion, the Company may change the level of matching contributions or cease making matching contributions. Participants may not transfer matched company contributions from The Walt Disney Company Common Stock Fund. However, participants are allowed to transfer matched contributions made prior to the merger with The Walt Disney Company into any fund of their choice. Vesting Participants are immediately 100% vested with respect to all contributions made by the participant. Effective January 1, 1995, once the participant completes five years of service, matching employer contributions are immediately 100% vested. Prior to completion of the fifth year of service, matching employer contributions vest 50% at the end of the Plan year for which the contributions are made, and the remaining 50% the end of the subsequent Plan year. Additionally, a participant's account is considered fully vested upon attaining age 65, or death while in active service, or upon termination of service because of permanent and total disability. Forfeitures Nonvested employer contributions are forfeited upon termination and revert to the Company. These amounts are used to reduce future employer contributions. Investments Participants may direct the investment of their contributions in any one or more investment funds established for the Plan. Participants may elect to change the investment of their contributions or to transfer all or part of their account balances among the various investment funds. Such elections may be made as often as once each month, in whole dollars or percentages. Effective February 9, 1996, the Capital Cities/ABC, Inc. Common Stock Fund was replaced by The Walt Disney Company Stock Fund. As a result, each share of Capital Cities/ABC, Inc. Common Stock held by the Fund was exchanged for one share of the new Walt Disney Company Common Stock plus $65.00. The cash received from the exchange was invested in the Retirement Money Market Portfolio Fund. F-6 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 1. Description of the Plan (continued) Investments (continued) The trust agreement provides that assets of the Plan may be invested in the following pooled investment funds (collectively, the "Investment Funds"), established by Fidelity: The Walt Disney Company Common Stock Fund This fund consists primarily of The Walt Disney Company common stock and cash and cash equivalents which are deemed necessary for orderly investment in such stock and for anticipated cash requirements. Fidelity Retirement Money Market Portfolio Fund This fund invests in short-term money market instruments, such as bank certificates of deposit, issued by both U.S. and foreign bank, insurance companies and government agencies. Fidelity Institutional Short-Intermediate Government Portfolio Fund This fund invests only in fixed income securities issued by the U.S. government or issued by U.S. government agencies. Fidelity Asset Manager Fund This fund consists of a neutral mix of stocks, bonds and short-term investments of both U.S. and foreign governments. Fidelity Growth & Income Portfolio Fund This fund invests in stocks, bonds and short-term investments of U.S. and foreign companies that offer growth potential while paying dividends. Fidelity Magellan Fund This fund invests primarily in common stock and securities convertible into common stock; however, up to 20 percent of the Fund may be invested in fixed income securities. Additionally, the Fund may invest in foreign securities, high-yield securities, and may buy and sell options and futures contracts relating to securities in the Fund. The Walt Disney Company common stock may be held in the Fund. Brokerage commissions and stock transfer taxes in connection with the purchase or sale of securities are absorbed within the net asset value of each investment fund on each business day. All other costs and expenses incurred in connection with the administration of the Plan will be charged to the participants' accounts. Benefits, Distributions and Withdrawals A participant's entire vested account balance, adjusted for investment gains or losses, is available for immediate distribution upon termination of employment. Participant account balances under $3,500 are automatically distributed within 60 days following the participant's severance date or as soon as possible, thereafter. All amounts must be distributed when the terminated participant reaches age 65. F-7 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 1. Description of the Plan (continued) Benefits, Distributions and Withdrawals (continued) Under Section 401(k) of the Code, in service withdrawals of tax-deferred contributions by participants are available only in amounts necessary to satisfy a financial hardship and will be made if the Committee determines that the reason for the hardship complies with applicable requirements under the Code. Under Section 401(a) of the Code, in service withdrawals of the value of after-tax contributions by participants can be made at any time, for any reason. In compliance with Internal Revenue Regulations, active participants who have reached age 70 and one-half must (unless exempt) take an annual minimum required distribution commencing not later than April 1, of the year following the year they attain age 70 and one-half. Loans Participants are permitted to borrow from their accounts subject to certain limitations and conditions established to comply with the current requirements of the Code. All loans made to participants are secured by their accounts with a right of off-set. Participants may borrow up to 50 percent of their vested account balance not to exceed $50,000 in any consecutive twelve month period. A participant may only have one loan outstanding. Loans may have a term of up to five years. The interest rate on loans is currently Chase Manhattan Bank of New York's prime rate plus 1 percent. Transfer of Assets from Merged Plans Effective January 1, 1996, three defined contribution plans of subsidiaries of the Company were merged into the Plan. Total net assets transferred amounted to $2,556,000. Plan Amendment or Termination The Company reserves the right to amend or modify, at any time, the provisions of the Plan. Although the Company expects to continue the Plan indefinitely, the Board of Directors of the Company may terminate the Plan for any reason. If the Plan is terminated each participant will receive, as prescribed by ERISA and its related regulations, and in the form and manner determined by the Committee, a payment equal to the value of the participant's vested account at the time of liquidation. Related Party Transactions Certain Plan investments are shares of mutual funds managed by Fidelity. Fidelity is the trustee as defined by the Plan, and, therefore, these transactions qualify as party-in-interest. Fees paid by the Plan to the Trustee amounted to $125,000 for the year ended December 31, 1996. F-8 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 2. Summary of Significant Accounting Policies Basis of Accounting The financial statements of the Plan are prepared using the accrual basis of accounting. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying disclosures. Actual results could differ from those estimates. Contribution Policy Contributions are recorded in the period during which the Company makes payroll deductions from the employees' earnings. Matching company contributions are recorded in the same period. Investment Valuation and Income Recognition Investments in securities traded on national security exchanges are valued on the basis of the closing price on the last trading day of the year. Investments in commingled funds are valued at the redemption prices established by the Trustee, which are based on the market value of the fund assets. Participant loans are valued at cost which approximates fair value. 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. Realized Gains and Losses on Security Transactions Realized gains and losses on security transactions are computed based upon the sales proceeds less the fair value of the investments at the beginning of the year or the acquisition cost, if acquired during the year. Unrealized Appreciation/Depreciation in Fair Value of Investments The appreciation or depreciation in the fair value of investments held at year end is based on values established at the most recent year-end valuation date as compared to the previous year-end valuation or the purchase cost if the investment was acquired within the year. Payment of Benefits Benefits are recorded when paid. F-9 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 3. Investments All funds are maintained on a unit basis. Unit value is determined daily by dividing the total assets of the fund by the total number of units allocated to participants' accounts. Investments held by the Plan are as follows:
December 31, 1996 December 31, 1995 ---------------------------------- --------------------------------- Market Market Value Value Number of per Total Number of per Total Units Unit Market Units Unit Market ----------- ------- --------- ----------- -------- --------- The Walt Disney Company Common Stock Fund 39,666,172 $10.77 $ 427,204* - - - The Capital Cities/ABC, Inc. - - - 36,129,920 $16.65 $601,563 Common Stock Fund Fidelity Pooled Funds: Retirement Money Market Portfolio Fund 195,785,050 1.00 195,785* 33,617,250 1.00 33,617 Inst. Short-Inter Gov't Portfolio Fund 1,489,791 9.42 14,034 1,108,868 9.63 10,678 Asset Manager Fund 3,653,258 16.47 60,169* 3,183,958 15.85 50,466* Growth and Income Portfolio Fund 3,950,174 30.73 121,389* 1,383,970 27.05 37,436 Magellan Fund 881,226 80.65 71,071* 596,193 85.98 51,261* -------- --------- 462,448 183,458 -------- --------- -------- --------- Participant Loans 16,483 15,378 -------- --------- $906,135 $800,399 ========= =========
* Funds that constitute more than five percent of the investments held F-10 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 4. Summary of Net Assets Available for Benefits by Investment Program
DECEMBER 31, 1996 -------------------------------------------------------------------------- The Walt Inst. Disney Retirement Short- Company Money Inter Growth & Common Market Gov't Asset Income Stock Portfolio Portfolio Manager Portfolio Magellan Participant Fund Fund Fund Fund Fund Fund Loans Total -------- ---------- --------- ------- --------- -------- ----------- --------- Investments at fair value $427,204 $195,785 $14,034 $60,169 $121,389 $71,071 $16,483 $906,135 Contributions receivable 2,390 192 92 427 697 580 - 4,378 -------- --------- -------- ------- -------- ------- ----------- --------- Net assets available for benefits $429,594 $195,977 $14,126 $60,596 $122,086 $71,651 $16,483 $ 910,513 ======== ========= ======== ======= ======== ======= =========== =========
F-11 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 4. Summary of Net Assets Available for Benefits by Investment Program (continued)
DECEMBER 31, 1995 -------------------------------------------------------------------------- The Walt Inst. Disney Retirement Short- Company Money Inter Growth & Common Market Gov't Asset Income Stock Portfolio Portfolio Manager Portfolio Magellan Participant Fund Fund Fund Fund Fund Fund Loans Total -------- ----------- --------- ------- --------- -------- ----------- -------- Investments at fair value $601,563 $33,617 $10,678 $50,466 $37,436 $51,261 $15,378 $800,399 Contributions receivable 2,557 9 95 482 410 603 - 4,156 -------- -------- -------- ------- ------- ------- --------- -------- Net assets available for benefits $604,120 $33,626 $10,773 $50,948 $37,846 $51,864 $15,378 $804,555 ======== ======== ======= ======= ======= ======= ========= ========
F-12 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 5. Summary of Changes in Net Assets Available for Benefits by Investment Program
DECEMBER 31, 1996 -------------------------------------------------------------------------------------------------- The The Capital Walt Cities/ Inst. Disney ABC,Inc. Retirement Short- Company Company Money Inter Growth Common Common Market Gov't Asset & Stock Stock Portfolio Portfolio Manager Income Magellan Participant Fund Fund Fund Fund Fund Portfolio Fund Loans Total -------- --------- --------- ---------- ------- --------- -------- ----------- --------- Additions to net assets attributed to: Investment income Interest and dividends $ 696 $ 10 $ 9,765 $ 819 $4,658 $ 5,214 $10,174 $ 1,260 $ 32,596 Net realized gain/(loss) on sale of assets 51,894 51,770 - (95) 425 1,211 (1,724) - 103,481 -------- --------- -------- -------- ------- ------- --------- --------- --------- 52,590 51,780 9,765 724 5,083 6,425 8,450 1,260 136,077 -------- --------- -------- -------- ------- ------- --------- --------- --------- Net unrealized (depreciation)/ appreciation in investments (39,719) (60) - (133) 1,594 8,733 (1,336) - (30,921) -------- --------- -------- -------- ------- ------- --------- --------- --------- Contributions: Participants 14,221 - 3,753 1,069 4,825 6,503 6,673 - 37,044 Employer 12,535 - 1,246 - - - - - 13,781 -------- --------- -------- -------- --------- ------- --------- --------- -------- 26,756 - 4,999 1,069 4,825 6,503 6,673 - 50,825 -------- --------- -------- -------- --------- ------- --------- --------- -------- Transfer of assets from merged plans - - 2,556 - - - - - 2,556 -------- --------- -------- -------- --------- -------- --------- --------- -------- Total additions 39,627 51,720 17,320 1,660 11,502 21,661 13,787 1,260 158,537 -------- --------- -------- -------- --------- -------- --------- --------- -------- Deductions from net assets attributed to: Payments to participants 14,651 3,190 22,571 1,059 4,526 3,154 3,028 275 52,454 Administrative expense 12 - 70 5 17 16 5 - 125 -------- --------- ------- -------- -------- -------- --------- -------- -------- Total deductions 14,663 3,190 22,641 1,064 4,543 3,170 3,033 275 52,579 -------- --------- ------- -------- -------- -------- --------- -------- -------- Inter-fund transfers 404,630 (652,650) 167,672 2,757 2,689 65,769 9,033 120 - -------- --------- ------- -------- -------- -------- --------- -------- -------- Increase(decrease)in net assets for the year 429,594 (604,120) 162,351 3,353 9,648 84,240 19,787 1,105 105,958 Net assets available for benefits Beginning of year 0 604,120 33,626 10,773 50,948 37,846 51,864 15,378 804,555 -------- -------- ------- -------- -------- -------- -------- -------- -------- End of year $429,594 0 $195,977 $14,126 $60,596 $122,086 $71,651 $16,483 $910,513 ======== ======== ======== ======== ======== ======== ======== ======== ========
F-13 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 6. Income Taxes The Company received an Internal Revenue Service determination letter dated March 28, 1996, stating that the Plan, as currently amended, qualifies under Section 401(a) of the Code and is therefore exempt from Federal income tax under Section 501(a) of the Code. Since the Plan is qualified under Section 401(a) of the Code, under applicable state law it is also exempt from state income taxes. Due to plan amendments adopted since the issuance of the original determination letter, the Company reapplied for a determination of the tax exempt status of the Plan. The Plan Administrator and the Plan's tax counsel believe that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Code. Accordingly, no provision for income taxes is made in the accompanying financial statements. 7. Reconciliation of Financial Statements to Form 5500 The following is a reconciliation of net assets available for benefits according to the financial statements to Form 5500:
Year Ended December 31, 1996 ------------ Net assets available for benefits per the financial statements $910,513 Amounts allocated to withdrawing participants (2,863) ------------ Net assets available for benefits per Form 5500 $907,650 ============
F-14 ABC, INC. SAVINGS & INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (continued) 7. Reconciliation of Financial Statements to Form 5500 (continued) The following is a reconciliation of benefits paid to participants according to the financial statements to Form 5500:
Year Ended December 31, 1996 ------------ Benefits paid to participants per the financial statements $52,454 Add: Amounts allocated to withdrawing participants at December 31, 1996 2,863 ------------ Benefits paid to participants per Form 5500 $55,317 ============
Amounts allocated to withdrawing participants are recorded on Form 5500 for benefit claims that have been processed and approved for payment prior to December 31 but not yet paid as of that date. 8. Subsequent Events During 1997, the Company sold certain Publishing Group properties and entered into negotiations to sell additional Publishing Group properties. Employees of these Publishing Group properties who are participants in the plan will be allowed to either transfer their vested account balances to a new plan provided by the purchasers of the Publishing Group properties, or leave their balances in the Plan. The disposition of Publishing Group participant account balances will be determined in accordance with the terms and conditions of each sale and may differ from sale to sale. F-15 ABC, INC. SAVINGS & INVESTMENT PLAN SCHEDULE I LINE 27a: SCHEDULE OF ASSETS HELD FOR INVESTMENT AT DECEMBER 31, 1996
SHARES DESCRIPTION OF INVESTMENTS COST CURRENT VALUE ------------ -------------------------------- ------------ ------------- 39,666,172 * The Walt Disney Company $291,542,473 $427,204,669 Common Stock Fund 195,785,050 * Fidelity Retirement Money Market 195,785,050 195,785,050 Portfolio Fund 1,489,791 * Fidelity Inst. Short-Inter 13,969,823 14,033,829 Gov't Portfolio Fund 3,653,258 * Fidelity Asset Manager Fund 55,406,128 60,169,153 3,950,174 * Fidelity Growth and Income 105,999,604 121,388,860 Portfolio Fund 881,226 * Fidelity Magellan Fund 65,914,983 71,070,871 Participant Loans 16,482,944 16,482,944 ----------- ----------- Maturities go through 2006 Interest rates range from 7% to 11%) $745,101,005 $906,135,376 ============ ============
* Parties-in-interest F-16 ABC, INC. SAVINGS & INVESTMENT PLAN SCHEDULE II LINE 27d: SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1996
Current Number Selling/ Cost of Value Identity of Distrib- Assets of Asset on of party Description Trans- Purchase ution Lease Expense Sold/ Transaction involved of assets actions Price Price Rental Incurred Distributed Date Net Gain - -------- ----------- ------- ------------ ----------- ------ -------- ----------- ----------- ------------ The Walt The Walt Disney Disney Company Company* Common 220 $472,829,714 - - - Stock 196 $57,799,733 - - $45,949,836 - $11,849,897 The Capital Capital Cities/ Cities/ABC, ABC, Inc.* Inc. 40 4,169,630 Company Common Stock 47 657,442,928 - - 354,281,833 - 303,161,095 Fidelity* Magellan Fund 252 42,064,584 - - 252 19,194,083 - - 18,681,588 - 512,495 Fidelity* Growth & Income Portfolio Fund 253 91,242,744 - - 248 17,234,327 - - 16,278,052 - 956,275 Fidelity* Retirement Money Market Portfolio 255 397,412,642 - - Fund 253 235,239,351 - - 235,239,351 - -
* Parties-in-interest F-17 -----END PRIVACY-ENHANCED MESSAGE-----