-----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, DzRr61dQ10iOw7wJkDnYQwS8vFLrGh4KUi56OiOiuC8Nwc0OAi99NubhTsfpTJMH QWVCuRk/J4nu/ScnRhb9Og== 0001047469-98-025696.txt : 19980630 0001047469-98-025696.hdr.sgml : 19980630 ACCESSION NUMBER: 0001047469-98-025696 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971231 FILED AS OF DATE: 19980629 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: FOREST OIL CORP CENTRAL INDEX KEY: 0000038079 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 250484900 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-13515 FILM NUMBER: 98656039 BUSINESS ADDRESS: STREET 1: 1600 BROADWAY STREET 2: STE 2200 CITY: DENVER STATE: CO ZIP: 80202 BUSINESS PHONE: 3038121400 11-K 1 FORM 11-K - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- 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 For the fiscal year ended December 31, 1997 or [ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-4597 Full title of the plan and name of issuer of the securities held pursuant to the plan and the address of its principal executive office: RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION and FOREST OIL CORPORATION 1600 Broadway Suite 2200 Denver, Colorado 80202 - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- Exhibits. 23. Consent of Independent Auditors to Incorporation by Reference in Form S-8. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee of the Retirement Savings Plan of Forest Oil Corporation has duly caused this annual report to be signed by the undersigned thereto duly authorized. RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION Dated: June 29, 1998 By: /s/ Daniel L. McNamara -------------------------------- Daniel L. McNamara, Member of the Administrative Committee of the Retirement Savings Plan of Forest Oil Corporation RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION FINANCIAL STATEMENTS DECEMBER 31, 1997 AND 1996 (WITH INDEPENDENT AUDITORS' REPORT THEREON) RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION TABLE OF CONTENTS - -------------------------------------------------------------------------------- INDEPENDENT AUDITORS' REPORT . . . . . . . . . . . . . . . . . . . . . . 1 STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS - December 31, 1997 and 1996 . . . . . . . . . . . . . . . . . . . . . . 2 STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS - Years Ended December 31, 1997 and 1996 . . . . . . . . . . . . . . . . 3 NOTES TO FINANCIAL STATEMENTS - December 31, 1997 and 1996 . . . . . . . 4 SCHEDULE 1 ASSETS HELD FOR INVESTMENT PURPOSES (FORM 5500, ITEM 27a) - December 31, 1997 . . . . . . . . . . . . . . . . . . . . . . . . 12 2 SCHEDULE OF REPORTABLE TRANSACTIONS (FORM 5500, ITEM 27d) - Year Ended December 31, 1997. . . . . . . . . . . . . . . . . . . 13 INDEPENDENT AUDITORS' REPORT THE PARTICIPANTS AND ADMINISTRATIVE COMMITTEE RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION: We have audited the accompanying statements of net assets available for plan benefits of the Retirement Savings Plan of Forest Oil Corporation as of December 31, 1997 and 1996, and the related statements of changes in net assets available for plan benefits for the years then ended. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with 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 plan benefits of the Retirement Savings Plan of Forest Oil Corporation as of December 31, 1997 and 1996, and the changes in those net assets for the years then ended 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 supplemental schedules of assets held for investment purposes as of December 31, 1997 and reportable transactions for the year ended December 31, 1997 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 supplemental schedules have been subjected to the auditing procedures applied in the audit of the basic financial statements for the year ended December 31, 1997 and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. KPMG Peat Marwick LLP Denver, Colorado June 12, 1998 1 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 1997 AND 1996 - --------------------------------------------------------------------------------
1997 1996 ---- ---- ASSETS: Investments, at fair value: Forest Oil Corporation Common Stock $ 2,076,156 2,811,241 Morley GIC Fund 1,397,976 2,026,760 Janus Fund 3,302,042 2,705,217 Harbor International Fund 3,142,775 2,450,840 Dodge & Cox Balanced Fund 1,696,533 1,360,191 Heartland Value Fund 2,007,257 1,319,275 Pimco Total Return Fund 143,264 118,698 Chesapeake Institutional Fund 565,095 - ----------- ---------- 14,331,098 12,792,222 Other investments: Loans to participants 308,808 400,747 Cash and short-term investments 21,334 3,868 ----------- ---------- Total investments 14,661,240 13,196,837 Contributions receivable: Company - 29,184 Participants - 42,010 Investment income receivable 66 8,965 Other receivables - 5,554 ----------- ---------- Total assets 14,661,306 13,282,550 LIABILITIES: Forfeitures available to the Company to reduce future contributions 13,758 40,830 Stock purchase payables 8,589 1,181 ----------- ---------- Total liabilities 22,347 42,011 ----------- ---------- Net assets available for plan benefits, including distributions payable to participants of $251,592 in 1997 and $447,281 in 1996 $ 14,638,959 13,240,539 ----------- ---------- ----------- ----------
See accompanying notes to financial statements. 2 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS DECEMBER 31, 1997 AND 1996 - --------------------------------------------------------------------------------
1997 1996 ---- ---- Additions: Contributions: Company: Common stock $ - 328,637 Cash 452,556 99,121 Participants 757,181 635,526 Dividend and interest income 1,169,594 633,193 ----------- ---------- 2,379,331 1,696,477 Net appreciation in fair value of investments 375,672 1,181,825 ----------- ---------- Total additions 2,755,003 2,878,302 Deductions: Distributions to participants 1,383,655 1,232,819 Change in value of forfeited contributions (27,072) 2,859 ----------- ---------- Total deductions 1,356,583 1,235,678 ----------- ---------- Increase in net assets available for plan benefits 1,398,420 1,642,624 Net assets available for plan benefits at beginning of year 13,240,539 11,597,915 ----------- ---------- Net assets available for plan benefits at end of year $14,638,959 13,240,539 ----------- ---------- ----------- ----------
See accompanying notes to financial statements. 3 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) DESCRIPTION OF THE PLAN The Retirement Savings Plan of Forest Oil Corporation (the Plan) is a profit sharing, defined contribution plan which includes a cash or deferred arrangement under Section 401(k) of the Internal Revenue Code. The Plan is available to any employee of Forest Oil Corporation and its affiliates (the Company) that have adopted the Plan. Investment options available to participants during the years ended December 31, 1997 and 1996 are as follows: Forest Oil Corporation Common Stock Common stock of Forest Oil Corporation Morley GIC Fund Collective trust consisting of guaranteed insurance contracts Janus Fund Mutual fund consisting primarily of common stock and similar equity securities Harbor International Fund Mutual fund consisting of non-U.S. equity securities Dodge & Cox Balanced Fund Mutual fund consisting primarily of common stock and bonds Heartland Value Fund Mutual fund consisting primarily of equity securities with market capitalizations of less than $300,000,000 Pimco Total Return Fund Mutual fund consisting of fixed income securities with a portfolio duration of three to six years Chesapeake Institutional Fund Mutual fund consisting primarily of common and preferred stocks and convertible securities of medium and large capitalization companies (new investment option effective October 1, 1997) Employees enrolled in the Plan may elect to defer from 1% to 10% of their compensation, subject to defined limits, on a pre-tax basis as a contribution to the Plan (Deferred Compensation Contribution). Each month, the Company contributes an amount equal to the Deferred Compensation Contributions made by or on behalf of each participant limited to 5% of the participant's compensation (Company Matching Contribution). At the sole discretion of the Executive Committee of the Forest Oil Corporation Board of Directors, the Company Matching 4 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (1) DESCRIPTION OF THE PLAN (CONTINUED) Contribution shall be made in cash, in shares of Forest Oil Corporation Common Stock, or in any combination of cash and shares of Forest Oil Corporation Common Stock. Prior to January 1, 1996, pursuant to the Forest Oil Corporation Annual Incentive Plan (the Incentive Plan), the Company could contribute, for each Plan Year, a Company Profit-Sharing Contribution determined at the sole discretion of the Executive Committee of the Company's Board of Directors. The Company Profit-Sharing Contribution, if any, was in addition to the Company Matching Contribution and was allocated among certain qualifying participants based on compensation. The Incentive Plan was terminated effective January 1, 1996. Company matching and profit-sharing contributions made for a participant's account are vested under certain conditions, including a graduated schedule whereby full vesting occurs upon the completion of five years of service. Nonvested Company matching and profit-sharing contributions are subject to forfeiture under certain conditions and forfeited balances are available to reduce succeeding Company matching contributions to the Plan. A participant is fully vested in their own contributions at all times. Expenses associated with the administration and investment activities of the Plan are paid by the Company. The Company maintains the right to terminate or amend the Plan at any time. In the event of a termination or partial termination of the Plan, or complete discontinuance of Company matching contributions to the Plan, the balances of the affected members under the Plan as of the date of the termination or discontinuance shall become fully vested and nonforfeitable. The total amount in each participant's accounts shall be distributed as the Administrative Committee shall direct, to the participant or for the participant's benefit, or shall continue to be held in trust for the participant's benefit. The foregoing description of the Plan provides only general information. Participants should refer to the Summary Plan Description for a more complete description of the Plan's provisions. Copies of the Summary Plan Description are available from the Administrative Committee of the Plan. 5 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF PRESENTATION The accompanying financial statements have been prepared on the accrual basis of accounting. In the course of preparing the financial statements of the Plan, management makes various assumptions and estimates to determine the reported amounts of assets, liabilities and changes in net assets available for plan benefits, and in the disclosures of commitments and contingencies. Changes in these assumptions and estimates will occur as a result of the passage of time and the occurrence of future events and, accordingly, actual results could differ significantly from amounts estimated. VALUATION OF INVESTMENTS For financial reporting purposes, investments are recorded at fair value based on quoted market prices, or, in the case of the Morley GIC Fund, based on the contract values of the underlying guaranteed investment contracts. Purchases and sales of securities are recorded on the trade date. Gains or losses on sales of investments are based on the difference between sales proceeds and the cost of the investment determined on an average unit cost basis. Investments in the Morley GIC Fund are based on contract value because the contracts are fully benefit-responsive. As such, participants may direct the withdrawal or transfer of all or a portion of their investments at contract value. The fair value of the investments in the Morley GIC Fund is estimated to be approximately equal to the contract value at December 31, 1997 and 1996. The average yield and crediting interest rates were approximately 6.0% and 6.4% for 1997 and 1996, respectively. Investments in the Morley GIC Fund, the Janus Fund, the Harbor International Fund, the Dodge & Cox Balanced Fund, the Heartland Value Fund, the Pimco Total Return Fund, and the Chesapeake Institutional Fund are represented by units. The average unit value for each fund is computed by dividing the number of units outstanding into the total value of the fund. The total value of each fund at any given time consists of the market value of the investments held in the fund, including any income retained on such investments. 6 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- LOANS TO PARTICIPANTS Pursuant to the terms of the Plan, loans may be made to the extent of 50% of a participant's vested interest in all accounts except the Company Profit Sharing Contributions Account. Each loan is evidenced by a promissory note. Interest is fixed throughout the maximum 60-month term of each loan at 1% per annum over the Chase Manhattan prime rate in effect at the end of the month preceding inception of the loan. All outstanding loans must be repaid in full within 90 days following a participant's termination of employment. In the event of default, the participant is deemed to have made a withdrawal of the unpaid principal balance. (3) INVESTMENTS The Plan's investments are held in a bank-administered trust fund. During 1997 and 1996, the Plan's investments appreciated in fair value by $375,672 and $1,181,825, respectively, as follows:
Net appreciation (depreciation) in fair value Fair value at during the year end of year ----------------- ------------- Year ended December 31, 1997: Forest Oil Corporation Common Stock $ (164,285) 2,076,156 Morley GIC Fund 102,428 1,397,976 Mutual funds: Janus Fund 56,844 3,302,042 Harbor International Fund 268,568 3,142,775 Dodge & Cox Balanced Fund 187,615 1,696,533 Heartland Value Fund 97,411 2,007,257 Pimco Total Return Fund 2,553 143,264 Chesapeake Institutional Fund (175,462) 565,095 ---------- ---------- $ 375,672 14,331,098 ---------- ---------- ---------- ---------- Year ended December 31, 1996: Forest Oil Corporation Common Stock $ 535,695 2,811,241 Morley GIC Fund 117,454 2,026,760 Mutual funds: Janus Fund 118,436 2,705,217 Harbor International Fund 242,305 2,450,840 Dodge & Cox Balanced Fund 56,704 1,360,191 Heartland Value Fund 1,725 1,319,275 Pimco Total Return Fund 1,561 118,698 Fidelity Asset Manager Fund 113,132 - Pimco Low Duration Fund (5,187) - ---------- ---------- $1,181,825 12,792,222 ---------- ---------- ---------- ----------
7 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (3) INVESTMENTS (CONTINUED) The fair values of individual investments that represent 5% or more of the Plan's net assets at December 31, 1997 and 1996 are as follows:
1997 1996 ---- ---- Forest Oil Corporation Common Stock $2,076,156 2,811,241 Morley GIC Fund 1,397,976 2,026,760 Janus Fund 3,302,042 2,705,217 Harbor International Fund 3,142,775 2,450,840 Dodge & Cox Balanced Fund 1,696,533 1,360,191 Heartland Value Fund 2,007,257 1,319,275
8 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (4) FUNDS SUMMARY The changes in net assets available for plan benefits by investment option for the year ended December 31, 1997 are summarized as follows:
Harbor Dodge & Pimco Chesapeake Loans Forest Oil Inter- Cox Heartland Total Institu- to Corporation Morley Janus national Balanced Value Return tional Partici- Total Common Stock GIC Fund Fund Fund Fund Fund Fund Fund pants ----------- ------------ -------- ----- -------- -------- --------- ------ ---------- -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT JANUARY 1, 1997 $13,240,539 2,822,532 1,990,815 2,728,214 2,472,363 1,370,909 1,335,336 119,623 - 400,747 Additions: Contributions: Company - cash 452,556 48,409 23,655 110,936 109,378 58,697 88,258 4,608 8,615 - Participants 757,181 80,634 37,079 188,609 184,724 95,973 151,536 6,165 12,461 - Dividend and interest income 1,169,594 607 2,665 544,829 109,488 134,214 256,964 14,814 74,070 31,943 Net appreciation (depreciation) in fair value of investments 375,672 (164,285) 102,428 56,844 268,568 187,615 97,411 2,553 (175,462) - ----------- --------- --------- --------- --------- --------- --------- ------- -------- -------- Total additions 2,755,003 (34,635) 165,827 901,218 672,158 476,499 594,169 28,140 (80,316) 31,943 ----------- --------- --------- --------- --------- --------- --------- ------- -------- -------- Deductions: Distributions to participants 1,383,655 142,902 648,882 268,415 168,932 106,801 30,554 9,203 - 7,966 Change in value of forfeited contributions (27,072) 4,675 (37,306) 1,367 691 223 3,236 42 - - ----------- --------- --------- --------- --------- --------- --------- ------- -------- -------- Total deductions 1,356,583 147,577 611,576 269,782 169,623 107,024 33,790 9,245 - 7,966 ----------- --------- --------- --------- --------- --------- --------- ------- -------- -------- Transfers (including loan activity) - (557,742) (149,070) (58,934) 167,228 (44,004) 108,317 4,704 645,411 (115,910) ----------- --------- --------- --------- --------- --------- --------- ------- -------- -------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT DECEMBER 31, 1997 $14,638,959 2,082,578 1,395,996 3,300,716 3,142,126 1,696,380 2,004,032 143,222 565,095 308,814 ----------- --------- --------- --------- --------- --------- --------- ------- -------- -------- ----------- --------- --------- --------- --------- --------- --------- ------- -------- --------
9 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (4) FUNDS SUMMARY, CONTINUED The changes in net assets available for plan benefits by investment option for the year ended December 31, 1996 are summarized as follows:
Forest Oil Harbor Dodge & Pimco Fidelity Pimco Loans Corporation Inter- Cox Heartland Total Asset Low to Common Morley Janus national Balanced Value Return Manager Duration Partic- Total Stock GIC Fund Fund Fund Fund Fund Fund Fund Fund ipants ----------- ----------- -------- ----- -------- -------- --------- ------ -------- -------- ------- NET ASSETS AVAILABLE FOR PLAN BENEFITS AT JANUARY 1, 1996 $11,597,915 2,539,853 1,904,730 2,322,071 1,418,653 - - - 2,693,126 354,626 364,856 Additions: Contributions: Company: Common stock 328,637 328,637 - - - - - - - - - cash 99,121 8,946 5,599 26,539 24,568 13,314 18,829 1,326 - - - Participants 635,526 64,215 66,494 183,153 129,916 18,308 30,352 1,576 119,950 21,562 - Dividend and interest income 633,193 623 1,962 319,051 93,406 30,676 83,153 2,086 51,379 15,733 35,124 Net appreciation (depreciation) in fair value of investments 1,181,825 535,695 117,454 118,436 242,305 56,704 1,725 1,561 113,132 (5,187) - ----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- ------- Total additions 2,878,302 938,116 191,509 647,179 490,195 119,002 134,059 6,549 284,461 32,108 35,124 ----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- ------- Deductions: Distributions to participants 1,232,819 84,025 221,930 570,263 86,169 - - - 235,962 20,081 14,389 Change in value of forfeited contributions 2,859 (37,972) 40,831 - - - - - - - - ----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- ------- Total deductions 1,235,678 46,053 262,761 570,263 86,169 - - - 235,962 20,081 14,389 ----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- ------- Transfers (including loan activity) - (609,384) 157,337 329,227 649,684 1,251,907 1,201,277 113,074 (2,741,625) (366,653) 15,156 ----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- ------- NET ASSETS AVAILABLE FOR PLAN BENEFITS, DECEMBER 31, 1996 $13,240,539 2,822,532 1,990,815 2,728,214 2,472,363 1,370,909 1,335,336 119,623 - - 400,747 ----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- ------- ----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- -------
10 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- (5) RECONCILIATION TO INTERNAL REVENUE SERVICE (IRS) FORM 5500 Distributions payable to terminated employees are shown as a liability on IRS Form 5500. For financial statement purposes, all net assets of the Plan are considered to be available for plan benefits; therefore, distributions payable to participants are not deducted from total assets to derive net assets available for plan benefits. Correspondingly, distributions to participants include only actual amounts paid during each year for financial statement purposes. For purposes of the IRS Form 5500, distributions include amounts payable to terminated participants. The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500:
December 31, 1997 1996 ---- ---- Net assets available for plan benefits per the financial statements $14,638,959 13,240,539 Amounts allocated to withdrawing participants (251,592) (447,281) ----------- ---------- Net assets available for benefits per the Form 5500 $14,387,367 12,793,258 ----------- ---------- ----------- ----------
The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500:
Year ended December 31, 1997 1996 ---- ---- Benefits paid to participants and the change in value of forfeited contributions per the financial statements $1,356,583 1,235,678 Add: Amounts allocated to withdrawing participants at December 31, 1997 and 1996, respectively 251,592 447,281 Less: Amounts allocated to withdrawing participants at December 31, 1996 and 1995, respectively (447,281) (99,952) ---------- --------- Benefits paid to participants per the Form 5500 $1,160,894 1,583,007 ---------- --------- ---------- ---------
(6) FEDERAL INCOME TAXES The IRS has issued a determination letter dated April 24, 1996 indicating that the Plan, as amended, is qualified under Section 401(a) of the Internal Revenue Code (the Code) and that the trust is therefore exempt from federal income tax under Section 501(a) of the Code. The Plan has since been amended. The Plan administrator believes that the Plan is currently designed and being operated in compliance with the applicable requirements of the Code and that the Plan is qualified and the related trust continues to be tax-exempt. 11 SCHEDULE 1 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION ASSETS HELD FOR INVESTMENT PURPOSES (FORM 5500, ITEM 27A) DECEMBER 31, 1997 - --------------------------------------------------------------------------------
Number of Shares Fair or Units Cost Value --------- ----------- --------- Forest Oil Corporation Common Stock 125,828 $ 2,027,669 2,076,156 GIC pooled funds - Morley GIC Fund 74,301 1,136,316 1,397,976 Mutual funds: Janus Fund 132,612 3,026,467 3,302,042 Harbor International Fund 87,640 2,486,735 3,142,775 Dodge & Cox Balanced Fund 25,405 1,507,047 1,696,533 Heartland Value Fund 59,264 1,928,915 2,007,257 Pimco Total Return Fund 13,515 141,420 143,264 Chesapeake Institutional Fund 35,143 740,199 565,095 ----------- ---------- 9,830,783 10,856,966 Money market funds - State Street Short-Term Investment Funds 21,334 21,334 21,334 Loans to participants 308,808 308,808 ----------- ---------- TOTAL INVESTMENTS $13,324,910 14,661,240 ----------- ---------- ----------- ----------
See accompanying Independent Auditors' Report. 12 SCHEDULE 2 RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION SCHEDULE OF REPORTABLE TRANSACTIONS (FORM 5500, ITEM 27D) YEAR ENDED DECEMBER 31, 1997 - --------------------------------------------------------------------------------
Proceeds Net Cost of from Realized Description of Asset Description of Transaction Purchases Sales Gain (Loss) -------------------- -------------------------- --------- -------- ----------- Forest Oil Corporation Aggregate of 15 purchases $ 188,256 758,975 (37,870) Common Stock and 14 sales Morley GIC Fund Aggregate of 16 purchases 150,999 881,020 27,405 and 14 sales Janus Fund Aggregate of 28 purchases 1,006,333 423,944 35,322 and 21 sales Harbor International Aggregate of 31 purchases 659,517 232,420 22,666 Fund and 16 sales Dodge & Cox Balanced Aggregate of 30 purchases 525,891 372,047 40,216 Fund and 13 sales Heartland Value Fund Aggregate of 26 purchases 741,312 147,241 20,557 and 10 sale Chesapeake Institutional Aggregate of 8 purchases 749,306 8,748 (358) Fund and 1 sales
See accompanying Independent Auditors' Report. 13 EXHIBIT INDEX Exhibit 23. Consent of KPMG Peat Marwick LLP. EX-23 2 EXHIBIT 23 Exhibit 23 CONSENT OF INDEPENDENT AUDITORS Board of Directors Forest Oil Corporation: We consent to the incorporation by reference in the Registration Statement (No. 33-59504) on Form S-8 of Forest Oil Corporation - Retirement Savings Plan of Forest Oil Corporation of our report dated April 24, 1998, relating to the statements of net assets available for plan benefits of the Retirement Savings Plan of Forest Oil Corporation as of December 31, 1997 and 1996 and the related statements of changes in net assets available for plan benefits for the years then ended and related schedules for the year ended December 31, 1997, which report appears in the December 31, 1997 annual report on Form 11-K of the Retirement Savings Plan of Forest Oil Corporation. KPMG PEAT MARWICK LLP Denver, Colorado June 26, 1998 -----END PRIVACY-ENHANCED MESSAGE-----