-----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, UNEfwRwyp2H8mLS1N2EkDDWNTIzGag7vGIkxmGkKRUO2lhPgUr8ITTWGDah6Z9RZ 6+WBFqhtYbMpL3VbhjEAEg== 0000318819-98-000017.txt : 19980629 0000318819-98-000017.hdr.sgml : 19980629 ACCESSION NUMBER: 0000318819-98-000017 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980626 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN WATER WORKS CO INC CENTRAL INDEX KEY: 0000318819 STANDARD INDUSTRIAL CLASSIFICATION: WATER SUPPLY [4941] IRS NUMBER: 510063696 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-03437 FILM NUMBER: 98655229 BUSINESS ADDRESS: STREET 1: 1025 LAUREL OAK RD CITY: VOORHEES STATE: NJ ZIP: 08043 BUSINESS PHONE: 6093468200 MAIL ADDRESS: STREET 1: 1025 LAUREL OAK ROAD CITY: VOORHEES STATE: NJ ZIP: 08043 11-K 1 Page 1 of 26 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K (Mark One) (X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) For the fiscal year ended December 31, 1997 -------------------------------------------- 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 1-3437-2 ---------------------------------------------------- A: Full title of the plan and the address of the plan, if different from that of the issuer named below: SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES B: Name of issuer of the Securities held pursuant to the plan and the address of its principal executive office: AMERICAN WATER WORKS COMPANY, INC. 1025 LAUREL OAK ROAD VOORHEES, NEW JERSEY 08043 Form 11-K Page 2 INDEX PAGE Signature 3 Report of Independent Accountants 6 to 7 Audited Plan Financial Statements and Schedules Prepared in Accordance With The Financial Reporting Requirements of ERISA 8 to 25 Exhibit Index 26 Form 11-K Page 3 SIGNATURE - ---------- Pursuant to the requirements of the Securities Exchange Act of 1934, the Retirement Plan Committee has duly caused this annual report to be signed on its behalf by the undersigned, thereunto duly authorized. SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Date June 26, 1998 \s\ Robert D. Sievers - ------------------ -------------------------------------- Robert D. Sievers Member, Retirement Plan Committee Form 11-K Page 4 SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Financial Statements and Additional Information December 31, 1997 Form 11-K Page 5 SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Table of Contents FINANCIAL STATEMENTS: PAGE Report of Independent Accountants 6-7 Statement of Net Assets Available for Benefits, with Fund Information as of December 31, 1997 8-9 Statement of Net Assets Available for Benefits, with Fund Information as of December 31, 1996 10-11 Statement of Changes in Net Assets Available for Benefits, with Fund Information for the Year Ended December 31, 1997 12-13 Statement of Changes in Net Assets Available for Benefits, with Fund Information for the Year Ended December 31, 1996 14-15 Notes to Financial Statements 16-22 Additional Information* Schedule I- Schedule of Assets Held for Investment Purposes at December 31, 1997 23 Schedule II - Schedule of Reportable Transactions for the Year Ended December, 31, 1997 24-25 * 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 are not applicable. Form 11-K Page 6 REPORT OF INDEPENDENT ACCOUNTANTS To: The Participants and Administrator of the Savings Plan for Employees of American Water Works Company, Inc. and Its Designated Subsidiaries In our opinion, the accompanying statements 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 Savings Plan for Employees of American Water Works Company, Inc. and Its Designated Subsidiaries (the "Plan") at December 31, 1997 and 1996 and the changes in net assets available for benefits for the years 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 on our audits. We conducted our audits of these statements in accordance with generally accepted auditing standards which require that we plan and perform the audits 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, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. Our audits were 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 the Employee Retirement Income Security Act of 1974. The Fund Information in the statements of net assets available for benefits and the statements of changes in net assets available for benefits is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for benefits of each fund. Schedules I and II and the Fund Information have been subjected to the auditing Form 11-K Page 7 procedures applied in the audit 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. PRICE WATERHOUSE LLP Philadelphia, Pennsylvania June 16, 1998 Form 11-K Page 8 SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Statement of Net Assets Available for Benefits, with Fund Information December 31, 1997 - --------------------------------------------------------------------------- Index Fixed Company Small Index Bond Income Stock Capitalization Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- ---------- ----------- ---------- ---------- ----------- ASSETS Investments, at current value: Registered investment companies $18,620,254 $3,606,747 $ -- $ -- $1,359,538 $ -- $23,586,539 Collective income fund -- -- 4,603,248 -- -- -- 4,603,248 Common stock -- -- -- 23,966,955 -- -- 23,966,955 Participants' loans receivable -- -- -- -- -- 950,207 950,207 ----------- ---------- ---------- ----------- ---------- ---------- ----------- Total investments 18,620,254 3,606,747 4,603,248 23,966,955 1,359,538 -- 53,106,949 Employer's contribution receivable -- -- -- 190,074 -- -- 190,074 Participants' contributions receivable 294,163 71,057 87,552 193,848 46,984 -- 693,604 Accrued income 249,773 19,352 -- 161,575 76,134 950,207 506,834 Form 11-K Page 9 Index Fixed Company Small Index Bond Income Stock Capitalization Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- ---------- ----------- ----------- ---------- ----------- Cash and cash equivalents 5,988 1,111 1,418 7,385 419 -- 16,321 ----------- ---------- ---------- ----------- ----------- ---------- ----------- Net assets available for benefits $19,170,178 $3,698,267 $4,692,218 $24,519,837 $ 1,483,075 $ 950,207 $54,513,782 =========== ========== ========== =========== =========== ========== =========== The accompanying notes are an integral part of these financial statements.
Form 11-K Page 10 SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Statement of Net Assets Available for Benefits, with Fund Information December 31, 1996 - --------------------------------------------------------------------------- Index Fixed Company Small Index Bond Income Stock Capitalization Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- ---------- ----------- ---------- ---------- ----------- ASSETS Investments, at current value: Money market fund $ -- $ 118 $ -- $ 152 $ -- $ -- $ 270 Registered investment companies 11,544,070 2,786,153 -- -- 583,784 -- 14,914,007 Collective income fund -- -- 3,599,003 -- -- -- 3,599,003 Common stock -- -- -- 14,157,123 -- -- 14,157,123 Participants' loans receivable -- -- -- -- -- 328,956 328,956 ----------- ---------- ---------- ---------- ---------- ---------- ----------- Total investments 11,544,070 2,786,271 3,599,003 14,157,275 583,784 328,956 32,999,359 Employer's contribution receivable -- -- -- 180,629 -- -- 180,629 Participants' contributions receivable 258,433 70,979 88,765 184,901 36,213 -- 639,291 Accrued income 268,233 15,458 -- 135 44,950 -- 328 776 Form 11-K Page 11 Index Fixed Company Small Index Bond Income Stock Capitalization Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- ---------- ----------- ---------- ---------- ----------- Cash and cash equivalents 8,771 1,989 3,179 8,164 125 -- 22,228 ----------- ---------- ---------- ----------- ---------- ---------- ----------- Net assets available for benefits $12,079,507 $2,874,697 $3,690,947 $14,531,104 $ 665,072 $ 328,956 $34,170,283 =========== ========== ========== =========== ========== ========== =========== The accompanying notes are an integral part of these financial statements.
Form 11-K Page 12 SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Statement of Changes in Net Assets Available for Benefits, with Fund Information For the Year Ended December 31, 1997 - --------------------------------------------------------------------------- Index Fixed Company Small Index Bond Income Stock Capitalization Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- ---------- ---------- ----------- ---------- ----------- Additions to net assets attributed to: Investment income Interest and dividends $ 1,165 $ 299 $ 288 $ 590,769 $ 85 $ -- $ 592,606 Net appreciation in fair value of investments 4,284,835 289,713 243,894 5,468,016 220,241 -- 10,506,699 ----------- ---------- ---------- ---------- ----------- ---------- ----------- 4,286,000 290,012 244,182 6,058,785 220,326 -- 11,099,305 ----------- ---------- ---------- ---------- ----------- ---------- ----------- Contributions Employer -- -- -- 2,313,138 -- -- 2,313,138 Employer reimbursements of administrative expenses -- -- 40,023 -- 8,075 -- 48,098 Participants 3,641,157 709,063 1,047,000 2,219,237 628,205 -- 8,244,662 Rollovers from other qualified plans 23,358 5,274 20,890 100,046 18,714 -- 168,282 Loan repayments from participants 148,425 40,172 56,432 123,388 12,212 (380,629) -- ----------- ---------- ---------- ---------- ----------- ---------- ----------- 3,812,940 754,509 1,164,345 4,755,809 667,206 (380,629) 10,774,180 Form 11-K Page 13 Index Fixed Company Small Index Bond Income Stock Capitalization Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- ---------- ----------- ----------- ---------- ----------- ----------- ---------- ---------- ---------- ----------- ---------- ----------- Total additions 8,098,940 1,044,521 1,408,527 10,814,594 887,532 (380,629) 21,873,485 ----------- ---------- ---------- ---------- ----------- ---------- ----------- Deductions from net assets attributed to: Participants' benefits 617,952 127,637 200,149 503,753 37,088 -- 1,486,579 Loan to participants 390,317 93,314 170,794 322,108 25,347 (1,001,880) -- Administrative expenses -- -- 36,313 -- 7,094 -- 43,407 ----------- ---------- ---------- ----------- ----------- ---------- ----------- Total deductions 1,008,269 220,951 407,256 825,861 69,529 (1,001,880) 1,529,986 ----------- ---------- ---------- ----------- ----------- ---------- ----------- Net increase 7,090,671 823,570 1,001,271 9,988,733 818,003 621,251 20,343,499 Net assets at beginning of year 12,079,507 2,874,697 3,690,947 14,531,104 665,072 328,956 34,170,283 ----------- ---------- ---------- ----------- ----------- ---------- ----------- Net assets at end of year $19,170,178 $3,698,267 $4,692,218 $24,519,837 $ 1,483,075 $ 950,207 $54,513,782 =========== ========== ========== =========== =========== ========== =========== The accompanying notes are an integral part of these financial statements.
Form 11-K Page 14 SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Statement of Changes in Net Assets Available for Benefits, with Fund Information For the Year Ended December 31, 1996 - --------------------------------------------------------------------------- Index Fixed Company Small Index Bond Income Stock Capitalization Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- ---------- ----------- ---------- ---------- ----------- Additions to net assets attributed to: Investment income Interest and dividends $ 2,396 $ 1,358 $ 2,320 $ 383,296 $ -- $ -- $ 389,370 Net appreciation in fair value of investments 1,945,487 199,840 194,762 757,377 45,650 -- 3,143,116 ----------- ---------- ---------- ----------- ---------- ---------- ----------- 1,947,883 201,198 197,082 1,140,673 45,650 -- 3,532,486 ----------- ---------- ---------- ----------- ---------- ---------- ----------- Contributions Employer -- -- -- 2,360,144 -- -- 2,360,144 Participants 3,385,030 837,877 1,352,596 2,591,205 620,027 -- 8,786,735 Rollovers from other qualified plans 171,358 5,002 6,392 99,551 3,408 -- 285,711 Loan repayments from participants 43,322 14,375 20,540 43,266 3,334 (124,837) -- ----------- ---------- ---------- ----------- ---------- ---------- ----------- 3,599,710 857,254 1,379,528 5,094,166 626,769 (124,837) 11,432,590 ----------- ---------- ---------- ----------- ---------- ---------- ----------- Total additions 5,547,593 1,058,452 1,576,610 6,234,839 672,419 (124,837) 14,965,076 ----------- ---------- ---------- ----------- ---------- ---------- ----------- Form 11-K Page 15 Index Fixed Company Small Index Bond Income Stock Capitalization Loan Fund Fund Fund Fund Fund Fund Total ----------- ---------- ---------- ----------- ---------- ---------- ----------- Deductions from net assets attributed to: Participants' benefits 215,364 41,769 112,798 180,355 3,158 -- 553,444 Loans to participants 148,817 37,219 56,990 103,138 4,189 (350,353) -- Administrative expenses -- 785 -- -- -- -- 785 ----------- ---------- ---------- ----------- ---------- ---------- ----------- Total deductions 364,181 79,773 169,788 283,493 7,347 (350,353) 554,229 ----------- ---------- ---------- ----------- ---------- ---------- ----------- Net increase 5,183,412 978,679 1,406,822 5,951,346 665,072 225,516 14,410,847 Net assets at beginning of year 6,896,095 1,896,018 2,284,125 8,579,758 -- 103,440 19,759,436 ----------- ---------- ---------- ----------- ---------- ---------- ----------- Net assets at end of year $12,079,507 $2,874,697 $3,690,947 $14,531,104 $ 665,072 $ 328,956 $34,170,283 =========== ========== ========== =========== ========== ========== =========== The accompanying notes are an integral part of these financial statements.
Form 11-K Page 16 SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Notes to Financial Statements NOTE 1 - DESCRIPTION OF PLAN - ---------------------------- The following description of the American Water Works Company, Inc. and Its Designated Subsidiary Companies (the "Company") Savings Plan for Employees of American Water Works Company, Inc. and Its Designated Subsidiaries (the "Plan") provides only general information. Participants should refer to the Plan agreement for a more complete description of the Plan's provisions. General - ------- The Plan is a defined contribution 401(k) savings plan covering substantially all full-time employees of the Company who have completed six months of service and are age eighteen or older. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). Contributions - ------------- Participants may contribute up to 10% of their annual compensation up to $150,000 for the years ended December 31, 1997 and 1996, as defined in the Plan. Effective January 1, 1996, the Company began matching 45% of the first 4% of participant contributions. For participant contributions received after January 1, 1998, the Company will match 50% of the first 4% of participant contributions. All matching contributions are invested in Company common stock. In the event of certain circumstances, the Company may contribute additional amounts. Forfeitures, if any, are used to reduce the Company's future contributions to the Plan. Form 11-K Page 17 Participant Accounts - -------------------- On January 1, 1996, a fifth investment option, the Vanguard Index Trust-Small Capitalization Stock Fund, was added for participants' contributions to the Plan. With the exception of the Company's contributions to the Plan, each participant may elect to have their contributions invested in any combination of five investment options in multiples of 1% up to a maximum of 10%. Each participant's account is credited with their contributions and an allocation of the Company's contribution and Plan earnings. Allocations are based on participant contributions or account balances, as defined in the Plan. Benefits to which a participant is entitled is the benefit that can be provided from the participant's vested account. Vesting - ------- Participants are immediately vested in their voluntary contributions plus earnings thereon. Vesting of Company contributions plus actual earnings thereon is based on years of continuous service. A participant is fully vested in Company contributions and earnings thereon after five years of credited service. Investments Options - ------------------- Participants may direct their contributions among any of the following investment options: 1. Vanguard Institutional Index Fund - Invests primarily in common stocks. 2. Vanguard Bond Index Fund - Invests in high grade corporate and/or government bonds of varying maturities. 3. American Express Trust Income Fund III - Invests in a diversified pool of insurance and bank investment contracts. The Fund also invests in short-term investments. Form 11-K Page 18 4. American Water Works Company, Inc. Stock - Funds are invested in common stock of American Water Works Company. 5. Vanguard Index Trust Small Capitalization Fund - Invests primarily in common stocks of small domestic companies. Payment of Benefits - ------------------- Participants may, upon attaining 59 1/2 years of age, elect to withdraw all or a portion of the value of their account. Upon termination of service for any reason, participants may elect to withdraw the value of their account, roll that account value over into a qualified plan or individual retirement account, or defer this distribution until age 65. In all cases, unless earlier withdrawn, participants will receive the balance in their account upon the earlier of attaining age 65 if not then working for the Company, retirement after reaching age 65, death or total disability. Participants may elect to receive a lump sum amount equal to the value of their account, an annuity, or a combination of both. NOTE 2 - SUMMARY OF ACCOUNTING POLICIES - --------------------------------------- Basis and Presentation - ---------------------- The financial statements are presented on 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 amounts reported in the financial statements. Actual results could differ from those estimates. Form 11-K Page 19 Valuation of Investments - ------------------------ Plan investments are stated at fair value. The Company stock is valued at its quoted market price on the valuation date. Shares of registered investment companies are valued at quoted market prices which represent the net asset value of shares held by the Plan at year-end. Collective income funds are valued by the fund sponsor based on quoted market prices of the underlying investments. Participants' loans receivable is 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. Contributions - ------------- Employee contributions are recorded in the period during which the Company makes payroll deductions from the Plan participants' earnings. Matching Company contributions are recorded in the same period. Benefit Obligations - ------------------- Benefit obligations for persons who have withdrawn from participation in the Plan are $69,421 at December 31, 1997 and $26,143 at December 31, 1996 and are recognized in the Plan financial statements when paid. NOTE 3 - INVESTMENTS - -------------------- The Plan's investments are held in trust by The First National Bank of Boston. The following table presents the Plan's investment at December 31, 1997 and 1996. Form 11-K Page 20 December 31, 1997 December 31, 1996 --------------------------- --------------------------- Shares/units Value Shares/units Value ------------ ------------ ------------ ------------ Investments at current value based on quoted market price Money market fund: Dreyfus Government Cash Management Fund $ -- $ -- $ 270 $ 270 Registered investment companies: Vanguard Index Trust-Small Capitalization Stock Fund 57,586 1,359,538 28,857 583,784 Vanguard Bond Market Portfolio 357,458 3,606,747* 283,146 2,786,153* Vanguard Institutional Index Fund 207,908 18,620,254* 167,646 11,544,070* Collective income funds: American Express Trust Income Fund III 357,784 4,603,248* 84,752 3,599,003* Common stock: American Water Works Company, Inc. 877,509 23,966,955* 686,406 14,157,123* Participants' loans receivable 950,207 328,956 ----------- ----------- Total investments $53,106,949 $32,999,359 =========== =========== *Represents those investments in excess of 5% of Plan net assets.
Form 11-K Page 21 During 1997 and 1996, the Plan's investments (including investments bought, sold and held during the years then ended) appreciated in value by $10,506,699 and $3,143,116 as follows: Year Ended Year Ended December 31, 1997 December 31, 1996 ----------------- ----------------- Registered investment companies $ 4,794,789 $2,190,977 Collective income funds 243,894 194,762 Common stock 5,468,016 757,377 ----------- ---------- Net change in fair value $10,506,699 $3,143,116 =========== ==========
NOTE 4 - PARTICIPANT LOANS - -------------------------- Under the terms of the Plan, participants may borrow from their accounts a minimum of $1,000 up to a maximum of the lesser of $50,000 or 50% of their contributions to the Plan including earnings thereon. Loans are generally for a period not to exceed five years, payable in equal monthly installments, secured by the balance in the participant's account, and bear interest at a rate of prime plus 1%. If the participant uses the proceeds to acquire their primary personal residence, the loan may be for a period not to exceed thirty years. Participant loans withdrawn from the Plan totaled $1,001,880 and $350,353 in 1997 and 1996 respectively. Repayments of loans to the Plan totaled $380,629 and $124,837 in 1997 and 1996, respectively. Form 11-K Page 22 NOTE 5 - HARDSHIP WITHDRAWALS - ----------------------------- Participants under age 59 1/2 may withdraw all or part of their contributions (excluding earnings) only under certain hardship conditions. A hardship withdrawal can only be requested after withdrawal of all rollover contributions and any loans available under the Plan have been obtained. Hardship withdrawals cannot be returned to the Plan and contributions cannot be made to the Plan for 12 months after a hardship withdrawal has been made. NOTE 6 - ADMINISTRATIVE EXPENSES - -------------------------------- Although it has no obligation to do so, the Company pays substantially all administrative expenses of the Plan. NOTE 7 - PLAN TERMINATION - ------------------------- Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. In the event of Plan termination, participants will become 100 percent vested in their accounts. NOTE 8 - FEDERAL INCOME TAX STATUS - ----------------------------------- The Internal Revenue Service has determined and informed the Company by a letter dated April 15, 1995, that the Plan and related trusts are designed in accordance with applicable sections of the Internal Revenue Code and are, therefore, not subject to tax under present income tax law. Management is not aware of any course of action or series of events that have occurred that might adversely affect the Plan's qualified status. Form 11-K Page 23 SCHEDULE I SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Item 27a Form 5500 - Schedule of Assets Held for Investment Purposes December 31, 1997 - --------------------------------------------------------------------------- Shares/Units Issue Cost Value - ------------ -------- ----------- ----------- Registered investment companies: 57,586 Vanguard Index Trust-Small Capitalization Stock Fund 1,330,403 1,359,538 357,458 Vanguard Bond Market Portfolio 3,519,701 3,606,747 207,908 Vanguard Institutional Index Fund 14,930,741 18,620,254 Collective income fund: American Express Trust 357,784 Income Fund III 4,353,778 4,603,248 Common stock: 877,509 American Water Works Company, Inc. 18,539,688 23,966,955 Participants' loans receivable 950,207 950,207 ----------- ----------- $43,624,518 $53,106,949 =========== =========== Form 11-K Page 24 SCHEDULE II SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES Line 27d Form 5500 - Schedule of Reportable Transactions For the Year Ended December 31, 1997 (Individual or series of transactions in one issue aggregating 5% or more of the value of Plan assets as of December 31, 1996) - -------------------------------------------------------------------------
Identity Current Value of Party Number of Purchase Sales Cost of on Transaction Net Involved Description Transactions Price Proceeds Assets Date Gain/(Loss) - -------- --------------- ------------ ---------- ---------- ---------- -------------- ----------- Dreyfus Dreyfus Funds Government Cash Management Fund 102 $7,636,725 $ -- $ -- $ 7,636,725 $ -- 67 -- 7,633,652 7,633,652 7,633,652 -- American Water Works American Water Works Company Company, Inc. Inc. Common Stock 57 5,461,521 -- -- 5,461,521 -- 40 -- 1,009,906 953,148 1,009,906 56,758 The Vanguard Vanguard Total Bond Group Market Portfolio 29 1,191,934 -- -- 1,191,934 -- 31 -- 458,943 458,387 458,943 556 Form 11-K Page 25 Identity Current Value of Party Number of Purchase Sales Cost of on Transaction Net Involved Description Transactions Price Proceeds Assets Date Gain/(Loss) - -------- --------------- ------------ ---------- ---------- ---------- -------------- ----------- The Vanguard Vanguard Institutional Group Index Fund 21 4,569,550 -- -- 4,569,550 -- 31 -- 1,377,129 1,182,879 1,377,129 194,250 The Vanguard Index Vanguard Trust - Small Group Capitalization Fund 9 1,507,938 -- -- 1,507,938 -- 12 -- 1,284,992 1,180,953 1,284,992 104,039
Form 11-K Page 26 EXHIBIT INDEX Exhibit Number Description - ------- ---------------------------------- 23 Consent of Independent Accountants EX-23 2 EXHIBIT 23 Consent of Independent Accountants We hereby consent to the incorporation by reference in this Registration Statement on Form S-8 (No. 33-62438) of American Water Works Company, Inc. of our report dated June 26, 1998 which appears on pages 6 and 7 of this Form 11-K. PRICE WATERHOUSE LLP Thirty South Seventeenth Street Philadelphia, Pennsylvania 19103 June 26, 1998 -----END PRIVACY-ENHANCED MESSAGE-----