-----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, Md8kof9UbwzqqtxyEAkamTNY2zc9qEeym/02/+6qgN6e7jZVJzrU75W2sGa9YouY 16Q1CK+bU47SDcjuHRRkyw== 0000018654-96-000008.txt : 19960629 0000018654-96-000008.hdr.sgml : 19960629 ACCESSION NUMBER: 0000018654-96-000008 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951231 FILED AS OF DATE: 19960627 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL ILLINOIS PUBLIC SERVICE CO CENTRAL INDEX KEY: 0000018654 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 370211380 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20455 FILM NUMBER: 96587233 BUSINESS ADDRESS: STREET 1: 607 E ADAMS ST CITY: SPRINGFIELD STATE: IL ZIP: 62739 BUSINESS PHONE: 2175233600 MAIL ADDRESS: STREET 1: CENTRAL ILLINOIS PUBLIC SERVICE CO STREET 2: 607 E ADAMS ST CITY: SPRINGFIELD STATE: IL ZIP: 62739 11-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K (X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) For the fiscal year ended December 31, 1995 or ( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the transition period from to Commission File Number ----------- Central Illinois Public Service Company 1-3672 CIPSCO Incorporated 1-10628 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY EMPLOYEE LONG-TERM SAVINGS PLAN, EMPLOYEE LONG-TERM SAVINGS PLAN-IUOE NO. 148 AND EMPLOYEE LONG-TERM SAVINGS PLAN-IBEW No. 702 (the "Plans") CENTRAL ILLINOIS PUBLIC SERVICE COMPANY (the "Company") CIPSCO INCORPORATED ("CIPSCO") 607 East Adams Street Springfield, Illinois 62739 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST TABLE OF CONTENTS Report of Independent Public Accountants Statements of Net Assets Available for Benefits Statements of Changes in Net Assets Available for Benefits Notes to Comparative Financial Statements Allocation of Changes in Net Assets Available for Benefits Supplemental Schedules Signature Exhibit 23 - Consent of Independent Public Accountants REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS ---------------------------------------- To Central Illinois Public Service Company: We have audited the accompanying statements of net assets available for benefits of the CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST (which includes the Central Illinois Public Service Company Employee Long-Term Savings Plan and the Central Illinois Public Service Company Employee Long-Term Savings Plans, IUOE No. 148 and IBEW No. 702) as of December 31, 1995 and 1994, and the related statements of changes in net assets avail- able for benefits for each of the three years in the period ended December 31, 1995. These financial statements and the schedules referred to below are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements and schedules based on our audits. We conducted our audits in accordance with generally accepted auditing standards. Those standards 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. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Central Illinois Public Service Company Master Long-Term Savings Trust as of December 31, 1995 and 1994, and the changes in net assets available for benefits for each of the three years in the period ended December 31, 1995, in conformity with generally accepted accounting principles. Our audits were made for the purpose of forming an opinion on the basic financial statements taken as a whole. The schedule of allocation of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the net assets available for benefits of each fund and is not a required part of the basic financial statements. The supplemental schedule of assets held for investment purposes and schedule of reportable transactions are presented for purposes 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. The schedule of allocation of changes in net assets available for benefits and the supplemental schedules have been subjected to the auditing procedures applied in our audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. ARTHUR ANDERSEN LLP Chicago, Illinois, June 26, 1996 1 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1995 AND 1994 1995 1994 ____ ____ Investments, at fair value (Notes 1 and 2): CIPSCO Common Stock Fund $ 31,056,955 $ 18,905,904 Bond Index Fund 4,803,198 4,636,269 Standard & Poor's (S&P's) 500 Equity Index Fund - 11,162,400 Money Market Fund 7,908,976 7,836,933 Growth Equity Fund 15,145,599 13,152,791 Equity Trust 3 15,164,851 - Retirement Preservation Trust 531,927 - AIM Value Fund 1,062,154 - Global Allocation Fund 221,586 - Capital Fund 268,093 - Participant Loan Fund 3,268,849 1,899,339 ___________ ___________ Total investments 79,432,188 57,593,636 Cash 623,637 82,133 Receivables: Pending Settlement 20,613 70,724 Payroll withholdings (Note 2) 326,716 269,971 Interest and Dividends 5,417 58,371 ___________ ___________ Total assets 80,408,571 58,074,835 ___________ ___________ Liabilities: Securities Purchased - 535,093 ___________ ___________ Net assets available for benefits $ 80,408,571 $ 57,539,742 =========== =========== The accompanying notes to comparative financial statements are an integral part of these statements. 2 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1995, 1994 AND 1993 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 7,869,878 $ 7,466,491 $ 6,406,315 Investment income 3,681,684 2,475,524 2,083,025 Realized gains (losses) on sales of investments (Note 2) 453,074 (642,631) (321,431) Change in unrealized appreciation (depreciation) on investments (Note 2) 15,421,001 (2,549,497) 1,794,518 ___________ ___________ ___________ 27,425,637 6,749,887 9,962,427 Deductions: Distributions to former participants (Note 1) 4,556,808 1,078,936 1,971,614 ___________ ___________ ___________ Net increase 22,868,829 5,670,951 7,990,813 Net assets available for benefits Beginning of period 57,539,742 51,868,791 43,877,978 ___________ ___________ ___________ End of period $ 80,408,571 $ 57,539,742 $ 51,868,791 =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of these statements. 3 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST NOTES TO COMPARATIVE FINANCIAL STATEMENTS (1) Summary of Plans' Provisions ____________________________ - Description of Plans The Central Illinois Public Service Company Master Long-Term Savings Trust (the "Master Trust") was established April 1, 1985 to serve as the funding medium for the Central Illinois Public Service Company Employee Long-Term Savings Plan (the "Executive and Wage and Salary Plan"), the Central Illinois Public Service Company Employee Long- Term Savings Plan - IUOE No. 148 (the "IUOE Plan") and the Central Illinois Public Service Company Employee Long-Term Savings Plan - IBEW No. 702 (the "IBEW Plan") (collectively, the "Plans"). The Plans, defined contribution plans subject to the Employee Retirement Income Security Act of 1974 (ERISA), were adopted to provide a systematic means by which certain eligible employees of Central Illinois Public Service Company (an Illinois corporation and a subsidiary of CIPSCO Incorporated) (CIPS or the "Company") and affiliated employers adopting a Plan (collectively, the "Employers") may adopt a regular savings program and to provide federal income tax benefits resulting from participation in the Plans. Participants should refer to the appropriate Plan agreement for a description of the plan's provisions. - Plan Administration The Plans are administered by separate committees (the "Committees"), which currently consist of five members approved by the Company. The Committees have the power to adopt rules and regulations as deemed necessary or advisable to carry out the Plans in accordance with their terms. No member of the Committees who is an employee of the Company may receive any remuneration for services in the capacity as a member of the Committees. The Boston Safe Deposit and Trust Company served as trustee under the Master Trust from October 1, 1989 through March 31, 1995. Effective April 1, 1995 Merrill Lynch Trust Company of America (the "Trustee") became the Trustee of the Master Trust. All expenses to administer the Plans, including the fees and expenses of the Trustee, are paid by the Company, except as provided for in the Plans. All transaction fees of an investment fund are paid from the assets of that investment fund. 4 - Investment Funds The Plans provide for the following Investment Funds (the "Funds"): The CIPSCO Common Stock Fund invests in CIPSCO common stock which it purchases on the open market from time to time. The Trustee handles the purchases and sales of CIPSCO common stock. The Bond Index Fund invests in the Wells Fargo Government/Corporate Bank Bond Index Fund, which is a stratified sample of bonds from the Lehman Brothers Government/Corporate Bond Index (the "Bond Index"). The Bond Index is comprised primarily of U.S. Treasury, U.S. Agency and corporate bonds. The S&P's 500 Equity Index Fund invested in the Wells Fargo Bank Equity Index Fund prior to April 3, 1995. From and after April 3, 1995 the S&P 500 Equity Index Fund has been invested in the Merrill Lynch Equity Index Trust (Equity Trust 3), which is a collective trust fund maintained by Merrill Lynch Trust Company. The invest- ment objectives of Merrill Lynch Equity Index Trust are to approxi- mate the total return of the S&P's 500 Composite Stock Index (the "Equity Index"). The investment strategy has two components. Ordinarily, over 90% of the assets are held as a traditional "full replication" Equity Index portfolio comprised of all, or nearly all, 500 stocks in weightings closely aligned with those of the Equity Index. The balance of the assets are held in a liquidity pool of cash equivalents (hedged by ownership of S&P's 500 Index Futures) that provides a return very close to the Equity Index, while allowing low-cost, efficient accommodation of cash flows in and out of the Merrill Lynch Equity Index Trust. The Money Market Fund invests in the Wells Fargo Money Market Fund for Employee Benefit Trusts, which provides for investment and reinvestment in U.S. Government and government agency securities, bank obligations such as certificates of deposit, banker's acceptances and fixed-time deposits, short-term commercial debt instruments such as commercial paper, unsecured loan participations or variable rate demand notes and repurchase agreements. Prior to April 3, 1995, the Money Market Fund invested in the Boston Safe Deposit and Trust Company's Daily Income Fund. The Growth Equity Fund invests in a separately managed portfolio consisting primarily of diversified equity securities, securities convertible into common stocks and cash equivalents managed by Merrill Lynch Management. Prior to April 3, 1995, this Fund was managed by Investment Advisors, Inc. The Equity Trust 1 has the same investment goals as Equity Trust 3 (see below). Funds were transferred from the S&P's 500 Equity Index Fund to Equity Trust 1 and later transferred to Equity Trust 3. The Equity Trust 1 is no longer an active fund. 5 The Merrill Lynch Retirement Preservation Trust invests in U.S. government and government agency securities, guaranteed investment contracts generally issued by insurance carriers and banks and high- quality money market instruments. This fund is a collective trust fund maintained by Merrill Lynch Trust Company. AIM Value Fund - Class A Shares - invests primarily in equity securities that are judged by the AIM Management Group to be undervalued. The AIM Value Fund invests primarily in common stocks, convertible bonds and convertible preferred stock but also may invest in preferred stocks and debt securities. The Merrill Lynch Global Allocation Fund - Class A Shares varies the mix of investments in United States and foreign equity, debt and money market securities based upon Merrill Lynch's evaluation of changing markets, economic trends and different capital markets. The Merrill Lynch Capital Fund - Class A Shares varies the mix of investments in foreign securities (limited to 25% of total assets), domestic equity securities, corporate bonds or money market securities based upon Merrill Lynch's evaluation of changing market and economic trends. The Participant Loan Fund consists of amounts loaned to participants as provided for in the Plans. - Employee Eligibility Each employee of the Employers receiving regular salary or wages who has completed one year of service (defined as a twelve month period during which an employee has completed at least 1,000 hours of service) and has attained the age of 21 is eligible to become a Participant. Eligible employees who are part of the Local 148 or Local 702 bargaining unit may participate in the IUOE Plan or IBEW Plan, respectively, and all other eligible employees may participate in the Executive and Wage and Salary Plan. As of December 31, 1995, there were 2,084 active participants, 94 retired or separated employees and one deceased employee whose beneficiaries are eligible to receive benefits. As of December 1994 and 1993 there were 2,620 and 2,218 active participants and 38 and 22 retired or separated participants. 6 - Plan Contributions The Plans permit a Participant to make contributions to the applicable Plan through payroll reductions from 1% to 15% of the Participant's compensation (as defined) from the Employers. The Tax Reform Act of 1986 limited the maximum annual amount that may be contributed by a Participant to $9,240 in 1995 and 1994 and $8,994 in 1993. The Employers transfer to the Master Trust the amount designated by the Participant as the payroll reduction from compensation. The amount so designated is credited to an account established for the Participant (the "Participant's Account") and is invested as directed by the Participant in one or more investment funds. Contributions made are transferred at least semi-monthly to the Trustee. The Plans have no provisions for matching funds from the Employers. Employees may make qualifying rollover contributions of amounts received as a distribution from a prior employer's plan. Such contributions are also credited to the Participant's Account and invested in accordance with the Participant's directions. The amounts in a Participant's Account are fully vested at all times. By contacting the Trustee by means of the Telephone Response System a Participant may suspend contributions to the Plan, change the percentage of payroll reductions, or change investment elections among the Funds for amounts already contributed to or on deposit in the Participant's Account and/or for future contributions. - Plan Withdrawals/Loans No withdrawals from a Participant's Account are permitted while the Participant continues to be employed by the Employers except that, upon compliance with the provisions of the Plan, one withdrawal may be made each year in limited cases of financial hardship. In addition, Participants may make withdrawals of their rollover contributions and earnings thereon. Upon the application of a Participant, the applicable Committee may, in compliance with the Plan, direct the Trustee to make a loan to the Participant from the Participant's Account upon such terms as the Committee shall specify. Participants loans are maintained in the Participant Loan Fund. As of December 31, 1995 (1994 and 1993), 498 (372 and 328) participants had loans outstanding. 7 - Participant Distributions Upon termination of employment for any reason, a Participant will be entitled to receive the balance in the Participant's Account less the unpaid amount of any loan to the Participant (including accrued interest). Generally, distributions will be made in a lump sum. Certain qualifying Participants may receive their distribution in installments. Certain distributions may be deferred until the Participant reaches age 70 1/2, dies, or requests earlier distribution (whichever occurs first). Amounts to be withdrawn by participants, but not yet paid by the Plan are included in net assets available for benefits. Amounts to be withdrawn by participants, but not yet paid by the Plan as of December 31, 1995 and 1994 are as follows: 1995 1994 ____ ____ CIPSCO Common Stock Fund $ 31,027 $ 61,299 Bond Index Fund 17,238 38,116 S&P's 500 Equity Index Fund - 5,216 Money Market Fund 95,075 141,498 Equity Trust 3 26,548 - Growth Equity Fund 9,858 13,187 _______ _______ Total $179,746 $259,316 ======= ======= - Plan Termination Although it has not expressed any intent to do so, the Company has the right to terminate the Plans subject to the provisions of ERISA. Participants remain fully vested in their accounts should Plans terminate. - Plan Revisions Effective as of April 1, 1995, Merrill Lynch Trust Company of America became Trustee and Merrill Lynch, Pierce, Fenner and Smith Incorporated became recordkeeper for the Plan. The investment managers for the S&P 500 Equity Index Fund, Money Market Fund and Growth Equity Fund were also changed. Also, effective July 1, 1995, four new investment options were added to the five funds already then in place. (2) Summary of Significant Accounting Policies __________________________________________ The financial statements of the Master Trust are prepared on the accrual basis of accounting. 8 The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Payroll withholdings represent contributions and employee loan repayments which are owed to the Plans as of December 31 resulting from accrued payroll. All investments are presented at fair value at December 31, 1995 and 1994. The fair value of the CIPSCO Common Stock Fund was determined using the year-end published market prices. Investments in the equity securities and bonds are valued at net asset market value including accrued income on the last business day of each month. Investments in the Money Market Fund and Merrill Lynch Retirement Preservation Trust are valued at cost plus accrued income. Realized gains (losses) result from actual sales of investments in excess of or below the value of the assets at the beginning of the plan year or at time of purchase during the year. The change in unrealized appreciation (depreciation) on investments represents the difference between market value as of the valuation date as compared to the value of the assets at the beginning of the plan year or at time of purchase during the year; no actual sales have taken place. (3) Tax Status of the Plans _______________________ The Plans are intended to qualify as deferred compensation plans under sections 401(a) and 401(k) of the Internal Revenue Code of 1986. Qualification of the Plans means that a Participant will not be subject to federal income taxes on amounts contributed to the Participant's Account, or the earnings or appreciation thereon, until such amounts either are withdrawn by the Participant or are distributed to the Participant or a beneficiary in the event of the Participant's death. Payroll reduction contributions to a Participant's Account reduce the gross income of the Participant for federal income tax purposes to the extent of the contributions. The Company received favorable determination letters from the Internal Revenue Service dated February 5, 1996 concerning qualification of the Plans (Executive and Wage and Salary Plan, the IBEW Plan and the IUOE Plan) under federal income tax regulations. In addition, the Company also received a favorable determination letter from the Internal Revenue Service dated December 8, 1986 concerning qualification of the Master Long-Term Savings Trust under federal income tax regulations. Management believes that the Plans are currently designed and are being operated in compliance with requirements of the Internal Revenue Code and that the trust is tax exempt as of the financial statement date. 9 Discussions of the federal income tax consequences of the Plans, including consequences on distribution of a Participant's Account, are contained in the Company's Employee Long-Term Savings Plan Summary Plan Description and Information Statement (dated June 21, 1995). (4) Investments ___________ The following table presents investments. Investments that represent five percent or more of the Plans' net assets available for benefits at year end are identified separately. December 31, 1995 1994 ____ ____ Investments at Fair Value as Determined by Quoted Market Price Common Stocks: CIPSCO Inc. $ 31,056,955 $ 18,905,904 Other Companies - 13,152,791 ___________ ___________ Total Corporate Stock - Common 31,056,955 32,058,695 ___________ ___________ Common/Collective Trusts: Equity Index Fund 15,164,851 11,162,400 Govt/Corp Bond Index Fund 4,803,198 4,636,269 Money Market Fund 7,908,976 7,836,933 Growth Equity Fund 15,145,599 - Merrill Lynch Retirement Preservation Trust 531,927 - ___________ ___________ Total Common/Collective Trusts 43,554,551 23,635,602 ___________ ___________ Mutual Funds: AIM Value Fund 1,062,154 - M. L. Global Allocation Fund - Class A 221,586 - M. L. Capital Fund - Class A 268,093 - ___________ ___________ Total Mutual Funds 1,551,833 - ___________ ___________ 401(k) CIPS Employee Loans to Various Participants 3,268,849 1,899,339 ___________ ___________ Total Investments $ 79,432,188 $ 57,593,636 =========== =========== 10 (5) Supplemental Schedules ______________________ The supplemental "Schedule of Assets Held for Investment Purposes" and "Schedule of Reportable Transactions" are presented for purposes of complying with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The "Schedule of Assets Held for Investment Purposes" is a detailed listing of investments held at year-end and the "Schedule of Reportable Transactions" discloses any transaction or series of transactions in excess of 5% of the current value of plan assets at the beginning of year. 11 (1 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, CIPSCO Common Stock Fund __________________________________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 2,726,890 $ 2,522,171 $ 2,110,858 Loans to employees (837,713) (207,388) (250,611) Investment income 1,542,863 1,213,334 1,014,955 Realized gains (losses) on sales of investments (Note 2) (178,752) 212,438 263,824 Change in unrealized appreciation (depreciation) on investments (Note 2) 9,031,388 (2,332,909) (138,783) Net transfers between funds 1,433,504 379,590 (620,271) ___________ ___________ ___________ 13,718,180 1,787,236 2,379,972 ___________ ___________ ___________ Deductions: Loan repayments from employees (330,623) (240,033) (252,549) Distributions to former participants (Note 1) 1,275,824 556,772 683,386 ___________ ___________ ___________ 945,201 316,739 430,837 ___________ ___________ ___________ Net increase 12,772,979 1,470,497 1,949,135 Net assets available for benefits Beginning of period 18,431,008 16,960,511 15,011,376 ___________ ___________ __________ End of period $ 31,203,987 $ 18,431,008 $ 16,960,511 =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 12 (2 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Bond Index Fund __________________________________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 595,454 $ 694,379 $ 551,033 Loans to employees (103,329) (82,673) (69,213) Investment income 93,872 323,904 263,520 Realized gains (losses) on sales of investments (Note 2) (76,885) (28,407) - Change in unrealized appreciation (depreciation) on investments (Note 2) 823,976 (461,910) 114,490 Net transfers between funds (923,768) (228,331) 267,788 ___________ ___________ ___________ 409,320 216,962 1,127,618 ___________ ___________ ___________ Deductions: Loan repayments from employees (54,813) (67,916) (67,883) Distributions to former participants (Note 1) 281,384 39,009 88,933 ___________ ___________ ___________ 226,571 (28,907) 21,050 ___________ ___________ ___________ Net increase 182,749 245,869 1,106,568 Net assets available for benefits Beginning of period 4,642,153 4,396,284 3,289,716 ___________ ___________ __________ End of period $ 4,824,902 $ 4,642,153 $ 4,396,284 =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 13 (3 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, S&P's 500 Equity Index Fund __________________________________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 387,086 $ 1,589,052 $ 1,291,848 Loans to employees (15,140) (198,759) (156,865) Investment income 184,296 303,470 244,228 Realized gains (losses) on sales of investments (Note 2) 2,644,753 (2,742) - Change in unrealized appreciation (depreciation) on investments (Note 2) (1,758,673) (149,825) 577,769 Net transfers between funds (12,544,707) (129,422) 316,280 ___________ ___________ ___________ (11,102,385) 1,411,774 2,273,260 ___________ ___________ ___________ Deductions: Loan repayments from employees (44,533) (171,154) (148,141) Distributions to former participants (Note 1) 109,070 146,872 150,181 ___________ ___________ ___________ 64,537 (24,282) 2,040 ___________ ___________ ___________ Net increase (decrease) (11,166,922) 1,436,056 2,271,220 Net assets available for benefits Beginning of period 11,166,922 9,730,866 7,459,646 ___________ ___________ __________ End of period $ - $ 11,166,922 $ 9,730,866 =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 14 (4 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Money Market Fund __________________________________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 884,534 $ 671,714 $ 670,408 Loans to employees (285,867) (218,359) (100,584) Investment income 675,532 286,755 216,905 Net transfers between funds 250,040 445,083 (708,455) ___________ ___________ ___________ 1,524,239 1,185,193 78,274 ___________ ___________ ___________ Deductions: Loan repayments from employees (139,505) (126,379) (156,950) Distributions to former participants (Note 1) 1,591,543 169,161 847,362 ___________ ___________ ___________ 1,452,038 42,782 690,412 ___________ ___________ ___________ Net increase (decrease) 72,201 1,142,411 (612,138) Net assets available for benefits Beginning of period 7,867,605 6,725,194 7,337,332 ___________ ___________ __________ End of period $ 7,939,806 $ 7,867,605 $ 6,725,194 =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 15 (5 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Growth Equity Fund __________________________________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 1,894,932 $ 1,989,175 $ 1,782,168 Loans to employees (503,561) (227,974) (156,427) Investment income 977,205 194,588 187,537 Realized (losses) on sales of investments (Note 2) (3,523,982) (823,920) (585,255) Change in unrealized appreciation on investments (Note 2) 5,893,790 395,147 1,241,042 Net transfers between funds (2,228,247) (466,920) 744,658 ___________ ___________ ___________ 2,510,137 1,060,096 3,213,723 ___________ ___________ ___________ Deductions: Loan repayments from employees (284,955) (198,374) (190,989) Distributions to former participants (Note 1) 910,032 159,949 179,063 ___________ ___________ ___________ 625,077 (38,425) (11,926) ___________ ___________ ___________ Net increase 1,885,060 1,098,521 3,225,649 Net assets available for benefits Beginning of period 13,332,712 12,234,191 9,008,542 ___________ ___________ __________ End of period $ 15,217,772 $ 13,332,712 $ 12,234,191 =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 16 (6 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Equity Trust #1 _______________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 579,880 $ - $ - Loans to employees (209,489) - - Investment income 30,632 - - Realized gains on sales of investments (Note 2) 1,522,563 - - Net transfers between funds (1,925,245) - - ___________ ___________ ___________ (1,659) - - ___________ ___________ ___________ Deductions: Loan repayments from employees (48,283) - - Distributions to former participants (Note 1) 46,624 - - ___________ ___________ ___________ (1,659) - - ___________ ___________ ___________ Net increase - - - Net assets available for benefits Beginning of period - - - ___________ ___________ ___________ End of period $ - $ - $ - =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 17 (7 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Equity Trust #3 _______________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 653,164 $ - $ - Loans to employees (172,133) - - Investment income 19,686 - - Realized gains on sales of investments (Note 2) 63,840 - - Change in unrealized appreciation on investments (Note 2) 1,486,423 - - Net transfers between funds 13,802,317 - - ___________ ___________ ___________ 15,853,297 - - ___________ ___________ ___________ Deductions: Loan repayments from employees (92,316) - - Distributions to former participants (Note 1) 714,574 - - ___________ ___________ ___________ 622,258 - - ___________ ___________ ___________ Net increase 15,231,039 - - Net assets available for benefits Beginning of period - - - ___________ ___________ ___________ End of period $ 15,231,039 $ - $ - =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 18 (8 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Retirement Preservation Trust _____________________________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 15,860 $ - $ - Loans to employees (33) - - Investment income 13,083 - - Net transfers between funds 638,620 - - ___________ ___________ ___________ 667,530 - - ___________ ___________ ___________ Deductions: Loan repayments from employees (888) - - Distributions to former participants (Note 1) 134,890 - - ___________ ___________ ___________ 134,002 - - ___________ ___________ ___________ Net increase 533,528 - - Net assets available for benefits Beginning of period - - - ___________ ___________ ___________ End of period $ 533,528 $ - $ - =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 19 (9 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, AIM Value Fund ______________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 90,158 $ - $ - Loans to employees (5,105) - - Investment income 62,564 - - Realized gains on sales of investments (Note 2) 1,096 - - Change in unrealized depreciation on investments (Note 2) (48,660) - - Net transfers between funds 1,006,386 - - ___________ ___________ ___________ 1,106,439 - - ___________ ___________ ___________ Deductions: Loan repayments from employees (8,404) - - Distributions to former participants (Note 1) 41,465 - - ___________ ___________ ___________ 33,061 - - ___________ ___________ ___________ Net increase 1,073,378 - - Net assets available for benefits Beginning of period - - - ___________ ___________ ___________ End of period $ 1,073,378 $ - $ - =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 20 (10 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Global Allocation Fund ______________________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 20,636 $ - $ - Loans to employees (34) - - Investment income 19,574 - - Realized gains on sales of investments (Note 2) 197 - - Change in unrealized depreciation on investments (Note 2) (3,327) - - Net transfers between funds 240,956 - - ___________ ___________ ___________ 278,002 - - ___________ ___________ ___________ Deductions: Loan repayments from employees (1,535) - - Distributions to former participants (Note 1) 55,172 - - ___________ ___________ ___________ 53,637 - - ___________ ___________ ___________ Net increase 224,365 - - Net assets available for benefits Beginning of period - - - ___________ ___________ ___________ End of period $ 224,365 $ - $ - =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 21 (11 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Capital Fund ____________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 21,284 $ - $ - Loans to employees (144) - - Investment income 22,009 - - Realized gains on sales of investments (Note 2) 244 - - Change in unrealized depreciation on investments (Note 2) (3,916) - - Net transfers between funds 229,531 - - ___________ ___________ ___________ 269,008 - - ___________ ___________ ___________ Deductions: Loan repayments from employees (1,989) - - Distributions to former participants (Note 1) - - - ___________ ___________ ___________ (1,989) - - ___________ ___________ ___________ Net increase 270,997 - - Net assets available for benefits Beginning of period - - - ___________ ___________ ___________ End of period $ 270,997 $ - $ - =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 22 (12 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Cash Fund* _________ 1995 1994 1993 ____ ____ ____ Additions: Investment income $ (919) $ - $ - ___________ ___________ ___________ (919) - - ___________ ___________ ___________ Deductions: Loan repayments from employees (2,153) - - Distributions to former participants (Note 1) (622,404) - - ___________ ___________ ___________ (624,557) - - ___________ ___________ ___________ Net increase 623,638 - - Net assets available for benefits Beginning of period - - - ___________ ___________ ___________ End of period $ 623,638 $ - $ - =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. * Previous to 1995, amounts were reflected in individual funds. 23 (13 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Pending Settlement Fund* _______________________ 1995 1994 1993 ____ ____ ____ Additions: Net transfers between funds $ 20,613 $ - $ - ___________ ___________ ___________ 20,613 - - ___________ ___________ ___________ Net increase 20,613 - - Net assets available for benefits Beginning of period - - - ___________ ___________ ___________ End of period $ 20,613 $ - $ - =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. * Previous to 1995, amounts were reflected in individual funds. 24 (14 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Participant Loan Fund __________________________________ 1995 1994 1993 ____ ____ ____ Additions: Loans to employees $ 2,132,548 $ 935,153 $ 733,700 Investment income 41,287 153,473 155,880 ___________ ___________ ___________ 2,173,835 1,088,626 889,580 ___________ ___________ ___________ Deductions: Loan repayments from employees 1,009,997 803,856 816,512 Distributions to former participants (Note 1) 18,634 7,173 22,689 ___________ ___________ ___________ 1,028,631 811,029 839,201 ___________ ___________ ___________ Net increase 1,145,204 277,597 50,379 Net assets available for benefits Beginning of period 2,099,342 1,821,745 1,771,366 ___________ ___________ __________ End of period $ 3,244,546 $ 2,099,342 $ 1,821,745 =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 25 (15 of 15) CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM SAVINGS TRUST ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS TWELVE MONTHS ENDED DECEMBER 31, Total of Funds __________________________________ 1995 1994 1993 ____ ____ ____ Additions: Employee contributions $ 7,869,878 $ 7,466,491 $ 6,406,315 Investment income 3,681,684 2,475,524 2,083,025 Realized (losses) on sales of investments (Note 2) 453,074 (642,631) (321,431) Change in unrealized appreciation (depreciation) on investments (Note 2) 15,421,001 (2,549,497) 1,794,518 ___________ ___________ ___________ 27,425,637 6,749,887 9,962,427 Deductions: Distributions to former participants (Note 1) 4,556,808 1,078,936 1,971,614 ___________ ___________ ___________ Net increase 22,868,829 5,670,951 7,990,813 Net assets available for benefits Beginning of period 57,539,742 51,868,791 43,877,978 ___________ ___________ ___________ End of period $ 80,408,571 $ 57,539,742 $ 51,868,791 =========== =========== =========== The accompanying notes to comparative financial statements are an integral part of this schedule. 26 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER TRUST ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES FOR THE YEAR ENDED DECEMBER 31, 1995 ORIGINAL SECURITY DESCRIPTION SHARES COST FAIR VALUE ____________________ __________ __________ __________ Corporate Stock - Common ________________________ * CIPSCO Inc. 796,332 22,262,689 31,056,955 __________ __________ __________ TOTAL CORPORATE STOCK - COMMON 796,332 22,262,689 31,056,955 Common/Collective Trusts ________________________ * Merrill Lynch Equity Trust 3 374,533 13,678,861 15,164,851 Wells Fargo Bank Govt/Corp Bond Index Fund 386,010 4,262,038 4,803,198 Wells Fargo Bank Money Market Fund 7,908,976 7,908,976 7,908,976 * Merrill Lynch Retirement Preservation Trust 531,927 531,927 531,927 Growth Equity Fund 1,384,424 13,903,088 15,145,599 __________ __________ __________ TOTAL COMMON/COLLECTIVE TRUSTS 10,585,870 40,284,890 43,554,551 Mutual Funds ____________ AIM Value Fund 39,618 1,112,092 1,062,154 * Merrill Lynch Global Allocation Fund Class A 15,964 225,358 221,586 * Merrill Lynch Capital Fund Class A 8,776 271,803 268,093 __________ __________ __________ TOTAL MUTUAL FUNDS 64,358 1,609,253 1,551,833 Employee Loans ______________ 401K CIPS Employee Loans to Various Participants 3,268,849 3,268,849 3,268,849 (interest rates ranging from 7% to 11.25%) __________ __________ Total Investments 67,425,681 79,432,188 ========== ========== * Party-In-Interest Transactions
27 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER TRUST FORM 5500 - ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995 # OF COST OF PROCEEDS COST OF ASSETS NET GAIN SECURITY DESCRIPTION TRANS. PURCHASES FROM SALES DISPOSED OR (LOSS) ____________________ ______ ____________ ____________ ______________ ____________ Wells Fargo Bank Equity Index Fund 1 $ - $ 12,289,706 $ 9,644,953 $ 2,644,753 Wells Fargo Bank Money Market Fund B 1 12,289,706 - - - Wells Fargo Bank Money Market Fund B 1 - 12,289,706 12,289,706 - * The Boston Company Daily Liquidity Fund 1 12,334,183 - - - * The Boston Company Daily Liquidity Fund 1 - 12,250,529 12,250,529 - * The Boston Company Daily Liquidity Fund 1 - 9,324,206 9,324,206 - Wells Fargo Bank Equity Index Fund 2 310,882 - - - Wells Fargo Bank Money Market Fund B 11 12,853,947 - - - Wells Fargo Bank Money Market Fund B 7 - 12,854,037 12,854,037 - * The Boston Company Daily Liquidity Fund 103 18,136,759 - - - * The Boston Company Daily Liquidity Fund 54 - 27,340,468 27,340,468 - * CIPSCO Inc. Common Stock 129 1,210,056 - - - * CIPSCO Inc. Common Stock 125 - 644,434 538,298 106,136 Wells Fargo Bank Money Market Fund B 195 2,524,162 - - - Wells Fargo Bank Money Market Fund B 60 - 416,635 416,635 - Wells Fargo Bank Bond Index Fund 96 961,424 - - - Wells Fargo Bank Bond Index Fund 45 - 77,136 72,616 4,520 * Merrill Lynch Equity Trust 3 71 1,773,624 - - - * Merrill Lynch Equity Trust 3 50 - 100,018 95,609 4,409 * Merrill Lynch Equity Trust 1 49 2,867,265 - - - * Merrill Lynch Equity Trust 1 35 - 1,643,473 1,468,624 174,849 Growth Equity Fund 114 3,279,841 - - - Growth Equity Fund 71 - 293,670 284,125 9,545 Loan Fund 43 538,369 - - - Loan Fund 33 - 215,039 215,039 - Pending Settlement Fund 56 442,091 - - - Pending Settlement Fund 55 - 442,011 442,011 - * Party-In-Interest Transaction
28 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER TRUST FORM 5500 - ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1995 # OF COST OF PROCEEDS COST OF ASSETS NET GAIN SECURITY DESCRIPTION TRANS. PURCHASES FROM SALES DISPOSED OR (LOSS) ____________________ ______ ____________ ____________ ______________ ____________ * CIPSCO Inc. Common Stock 138 1,380,691 - - - * CIPSCO Inc. Common Stock 128 - 242,549 215,034 27,515 Wells Fargo Bank Money Market Fund B 191 1,287,818 - - - Wells Fargo Bank Money Market Fund B 70 - 187,214 187,214 - Wells Fargo Bank Bond Index Fund 92 1,008,399 - - - Wells Fargo Bank Bond Index Fund 78 - 86,544 80,513 6,031 * Merrill Lynch Equity Trust 3 73 1,878,606 - - - * Merrill Lynch Equity Trust 3 72 - 122,277 116,940 5,337 * Merrill Lynch Equity Trust 1 48 2,902,588 - - - * Merrill Lynch Equity Trust 1 45 - 1,727,604 1,553,222 174,382 Growth Equity Fund 103 3,301,417 - - - Growth Equity Fund 128 - 265,648 256,288 9,360 Loan Fund 46 311,201 - - - Loan Fund 19 - 65,334 65,334 - Pending Settlement Fund 61 396,386 - - - Pending Settlement Fund 63 - 392,637 392,637 - * CIPSCO Inc. Common Stock 203 3,258,238 - - - * CIPSCO Inc. Common Stock 187 - 971,440 813,790 157,650 Wells Fargo Bank Money Market Fund B 259 8,593,850 - - - Wells Fargo Bank Money Market Fund B 117 - 3,348,386 3,348,386 - Wells Fargo Bank Bond Index Fund 117 4,076,364 - - - Wells Fargo Bank Bond Index Fund 123 - 793,108 738,715 54,393 * Merrill Lynch Equity Trust 3 112 11,239,632 - - - * Merrill Lynch Equity Trust 3 114 - 1,054,978 1,000,451 54,527 * Merrill Lynch Equity Trust 1 65 9,935,371 - - - * Merrill Lynch Equity Trust 1 61 - 11,108,703 9,935,371 1,173,332 Growth Equity Fund 158 24,759,130 - - - Growth Equity Fund 193 - 2,761,339 2,661,747 99,592 Pending Settlement Fund 95 2,632,196 - - - Loan Fund 96 - 2,615,413 2,615,413 - * Party-In-Interest Transactions
29 SIGNATURE --------- Pursuant to the requirements of the Securities Exchange Act of 1934, the Committee has duly caused this Annual Report to be signed by the undersigned thereunto duly authorized. CENTRAL ILLINOIS PUBLIC SERVICE COMPANY EMPLOYEE LONG-TERM SAVINGS PLAN, EMPLOYEE LONG-TERM SAVINGS PLAN - IUOE NO. 148 AND EMPLOYEE LONG-TERM SAVINGS PLAN, - IBEW NO. 702 By /s/ C. D. Nelson __________________________________________ C. D. Nelson Chairman of the Employee Long-Term Savings Plan Committee, Employee Long-Term Savings Plan - IUOE No. 148 Committee and Employee Long-Term Savings Plan - IBEW No. 702 Committee June 26, 1996 30 EX-23 2 Exhibit 23 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS ----------------------------------------- As independent public accountants, we hereby consent to the incorporation by reference of our report dated June 26, 1996, included in this Form 11-K for the year ended December 31, 1995, into Central Illinois Public Service Company's previously filed Registration Statements File Nos. 33-29384, 33-31475, 33-59674, 33-45506 and 33-56063 and CIPSCO Incorporated's previously filed Registration Statement File No. 33-32936. ARTHUR ANDERSEN LLP Chicago, Illinois, June 26, 1996 -----END PRIVACY-ENHANCED MESSAGE-----