-----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, CIfWgzmvqeiefityNJZAjnpqrcMBOgBMiLGtZztXo6Oh8CfClIAJEGzRCbJM/jPe tBX2NAHt73njFGlzcq0DqQ== 0000755001-99-000016.txt : 19990630 0000755001-99-000016.hdr.sgml : 19990630 ACCESSION NUMBER: 0000755001-99-000016 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITIL CORP CENTRAL INDEX KEY: 0000755001 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 020381573 STATE OF INCORPORATION: NH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-08858 FILM NUMBER: 99654205 BUSINESS ADDRESS: STREET 1: 6 LIBERTY LAND WEST CITY: HAMPTON STATE: NH ZIP: 03842 BUSINESS PHONE: 6037736504 MAIL ADDRESS: STREET 1: 6 LIBERTY LAND WEST CITY: HAMPTON STATE: NH ZIP: 03842 11-K 1 FINANCIAL STATEMENTS AND REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS THE UNITIL CORPORATION TAX DEFERRED SAVINGS AND INVESTMENT PLAN December 31, 1998, 1997 and 1996 C O N T E N T S Page REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS 3 FINANCIAL STATEMENTS STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS - DECEMBER 31, 1998 AND 1997 4 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS - YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 6 NOTES TO FINANCIAL STATEMENTS 9 SUPPLEMENTAL INFORMATION INDEPENDENT AUDITORS' REPORT 16 ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES - DECEMBER 31, 1998 17 ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS 18 Report of Independent Certified Public Accountants Administrator of The UNITIL Corporation Tax Deferred Savings and Investment Plan We have audited the accompanying statements of net assets available for benefits of The UNITIL Corporation Tax Deferred Savings and Investment Plan as of December 31, 1998 and 1997, and the related statements of changes in net assets available for benefits for each of the three years in the period ended December 31, 1998. 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 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 UNITIL Corporation Tax Deferred Savings and Investment Plan as of December 31, 1998 and 1997, and the changes in net assets available for benefits for each of the three years in the period ended December 31, 1998, in conformity with generally accepted accounting principles. Boston, Massachusetts May 28, 1999 The UNITIL Corporation Tax Deferred Savings and Investment Plan STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 1998 UNITIL Corporation Putnam Putnam Putnam Stock Loan Growth & Stable Voyager Fund Fund Income Value Fund Fund Participant Loan Receivable $519,634 Investments at market value $3,372,521 $2,691,166 $6,095,519 Employer securities (UNITIL common stock at marketvalue) $3,153,429 Net assets available for benefits $3,153,429 $519,634 $3,372,521 $2,691,166 $6,095,519 Putnam Putnam New International Income Opportunity S & P Growth Fund Fund 500 Fund Total Participant Loan Receivable $519,634 Investments at market value $279,913 $1,640,789 $965,459 $597,051 15,642,418 Employer securities (UNITIL common stock at marketvalue) $3,153,429 Net assets available for benefits $279,913 $1,640,789 $965,459 $597,051 $19,315,481 The accompanying notes are an integral part of this statement. The UNITIL Corporation Tax Deferred Savings and Investment Plan STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS December 31, 1997 UNITIL Corporation Putnam Putnam Putnam Stock Loan Growth & Stable Voyager Fund Fund Income Value Fund Fund Participant Loan Receivable $484,770 Investments at market value $3,520,889 $2,436,320 $4,793,292 Employer securities (UNITIL Common stock at market value) $2,961,753 Net assets available for benefits $2,961,753 $484,770 $3,520,889 $2,436,320 $4,793,292 Putnam Putnam Putnam New International Income Opportunity S & P Growth Fund Fund 500 Fund Total Participant Loan Receivable 484,770 Investments at market value $260,801 $1,211,924 $548,854 $440,477 13,212,557 Employer securities (UNITIL Common stock at market value) 2,961,753 Net assets available for benefits $260,801 $1,211,924 $548,854 $440,477 $16,659,080 The accompanying notes are an integral part of this statement. The UNITIL Corporation Tax Deferred Savings and Investment Plan STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS For the year ended December 31, 1998 UNITIL Corporation Putnam Putnam Putnam Stock Loan Growth & Stable Voyager Fund Fund Income Value Fund Fund Assets Additions to net assets attributed to: Investment income Interest - $43,495 - - - Dividends 164,029 - $300,125 150,048 406,027 Other Receipts 123,298 - - 116,106 49,534 Net appreciation (depreciation) in full value of investmentS 162,559 - 177,037 480 766,564 449,886 43,495 477,162 266,634 1,222,125 Contributions: Participants 141,055 - 157,677 51,903 290,924 Employers' 53,677 - 52,496 22,401 99,552 Rollovers 19,855 - 32,765 20,973 42,123 214,587 - 242,938 95,277 432,599 Total Additions 644,473 43,495 720,100 361,911 1,654,724 Deductions: Deductions from net assets attributed to: Benefits to participants (205,520) - (659,713) (370,191) (257,851) Loan distributions - (9,413) - - - Other/forfeitures (124,030) - (376) (125,652) (50,851) Total deductions (329,550) (9,413) (660,089) (495,843) (308,702) Net Increase (decrease) prior to interfund transfers 334,923 34,082 60,011 (133,932) 1,346,022 Interfund transfers (143,247) 782 (208,379) 388,778 (43,795) Net (Decrease) Increase 191,676 34,864 (148,368) 254,846 1,302,227 Net assets available for benefits: Net assets available, beginning of year 2,961,753 484,770 3,520,889 2,436,320 4,793,292 Net assets available, end of year $3,153,429 $519,634 $3,372,521 $2,691,166 $6,095,519 Putnam Putnam Putnam New Putnam International Income Opportunity S & P Growth Fund Fund 500 Fund Total Assets Additions to net assets attributed to: Investment income Interest - - - - 43,495 Dividends $ 18,425 62,779 - 17,510 1,118,943 Other Receipts - - - - 288,938 Net appreciation (depreciation) in fair value of investments (9,501) 269,944 180,927 69,154 1,617,164 8,924 332,723 180,927 86,664 3,068,540 Contributions: Participants 37,987 273,985 80,293 101,015 1,134,839 Employers' 13,265 90,451 26,043 29,698 387,583 Rollovers 2,471 23,935 10,427 6,382 158,931 53,723 388,371 116,763 137,095 1,681,353 Total Additions 62,647 721,094 297,690 223,759 4,749,893 Deductions: Deductions from net assets attributed to: Benefits to participants (61,606) (170,391) (34,429) (20,644) (1,780,345) Loan distributions - - - - (9,413) Other/forfeitures (205) (2,063) (127) (430) (303,734) Total deductions (61,811) (172,454) (34,556) (21,074) 2,093,492 Net Increase (decrease) prior to interfund transfers 836 548,640 263,134 202,685 2,656,401 Interfund transfers 18,276 (119,775) 153,471 (46,111) - Net (Decrease) Increase 19,112 428,865 416,605 156,574 2,656,401 Net assets available for benefits: Net assets available, beginning of year 260,801 1,211,924 548,854 440,477 16,659,080 Net assets available, end of year $279,913 $1,640,789 $965,459 $597,051 $19,315,481 The accompanying notes are an integral part of this statement. The UNITIL Corporation Tax Deferred Savings and Investment Plan STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS For the year ended December 31, 1997 UNITIL Corporation Putnam Putnam Putnam Stock Loan Growth & Stable Voyager Fund Fund Income Value Fund Fund Additions to net assets attributed to: Investment income Interest $ 1,868 $43,301 - - $ 38 Dividends 173,232 - $445,715 151,356 286,001 Other Receipts 286 - 383 13,010 317 Net appreciation (depreciation) in fair value of investments 554,675 - 155,195 - 691,115 730,061 43,301 601,293 164,366 977,471 Contributions: Participants 148,292 - 135,199 55,201 278,585 Employers' 58,668 - 47,997 25,045 99,119 Rollovers 5,185 - 19,680 3,137 15,692 212,145 - 202,876 83,383 393,396 Total Additions 942,206 43,301 804,169 247,749 1,370,867 Deductions: Deductions from net assets attributed to: Benefits to participants (149,037) - (52,101) (31,643) (235,343) Loan distributions - (24,512) - - - Other/forfeitures (2,729) - (3,739) (1,124) (4,521) Total deductions (151,766) (24,512) (55,840) (32,767) (239,864) Net Increase (decrease) prior to interfund transfers 790,440 18,789 748,329 214,982 1,131,003 Interfund transfers (642,063) 31,463 469,225 (290,054) (170,482) Net (Decrease) Increase 148,377 50,252 1,217,554 (75,072) 960,521 Net assets available for benefits: Net assets available, beginning of year 2,813,376 434,518 2,303,335 2,511,392 3,832,771 Net assets available, end of year $2,961,753 $484,770 $3,520,889 $2,436,320 $4,793,292 Putnam Putnam Putnam New Putnam International Income Opportunity S & P Growth Fund Fund 500 Fund Total Additions to net assets attributed to: Investment income Interest $ 38 $ 38 $ 38 $ 45,321 Dividends $ 13,037 26,540 - 25,351 1,121,232 Other Receipts - - - - 13,996 Net appreciation (depreciation) in fair value of investments 1,890 145,287 89,239 11,401 1,648,802 14,927 171,865 89,277 36,790 2,829,351 Contributions: Participants 35,496 278,956 62,139 82,843 1,076,711 Employers' 13,011 92,962 22,691 27,127 386,620 Rollovers 2,171 12,197 5,006 3,698 66,766 50,678 384,115 89,836 113,668 1,530,097 Total Additions 65,605 555,980 179,113 150,458 4,359,448 Deductions: Deductions from net assets attributed to: Benefits to participants (6,430) (24,726) (1,784) (5,436) (506,500) Loan distributions - - - - (24,512) Other/forfeitures (36) (931) (282) (189) (13,551) Total deductions (6,466) (25,657) (2,066) (5,625) (544,563) Net Increase (decrease) prior to interfund transfers 59,139 530,323 177,047 144,833 3,814,885 Interfund transfers 49,390 170,643 214,922 166,956 - Net (Decrease) Increase 108,529 700,966 391,969 311,789 3,814,885 Net assets available for benefits: Net assets available, beginning of year 152,272 510,958 156,885 128,688 12,844,195 Net assets available, end of year $260,801 $1,211,924 $548,854 $440,477 $16,659,080 The accompanying notes are an integral part of this statement. The UNITIL Corporation Tax Deferred Savings and Investment Plan STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS For the year ended December 31, 1996
UNITIL Fidelity Fidelity Corporation Loan GIC Puritan Magellan Stock Fund Fund Assets Additions to net assets attributed to: Investment income Interest $ 88,718 $ 1,107 $ 2,203 $ 358 $ 32,859 Dividends - 29,077 609,825 174,515 Other receipts 340 Net appreciation/(depreciation) in fair value of investments - 54,356 (562,265) (152,561) - 88,718 84,540 49,763 22,652 32,859 Contributions: Participants' 92,252 100,678 193,518 164,120 Employers' 35,001 32,618 75,431 68,573 Rollovers 42,843 2,792 88,859 Transfer from BankBoston - - - 2,809,892 454,124 127,253 176,139 271,741 3,131,444 454,124 Total additions 215,971 260,679 321,504 3,154,096 486,983 Deductions Deductions from net assets attributed to: Benefits paid to participants (17,707) (17,875) (50,084) (137,978) Other (6) (2) (103,818) Transfer to Putnam (2,616,342) (1,922,154) (3,980,377) (2,809,892) (454,124) Total deductions (2,634,055) (1,940,029) (4,030,461) (2,947,872) (557,942) Net increase (decrease) prior to interfund transfers (2,418,084) (1,679,350) (3,708,957) 206,224 (70,959) Interfund transfers (85,975) (28,041) (20,804) (1,668) 98,986 Net (decrease)/increase (2,504,059) (1,707,391) (3,729,761) 204,556 28,027 Net assets available for benefits: Beginning of year 2,504,059 1,707,391 3,729,761 2,608,820 406,491 End of year $ - $ - $ - $2,813,376 $434,518 New International Growth Stable Voyager Income Opportunity S & P Growth and Income Value Fund Fund Fund Fund 500 Fund Total Assets Additions to net assets attributed to: Investment income Interest $ 11,012 $ 38,501 $ 136 $ 13 $ 145 $ 16 $ 15 $ 175,083 Dividends 160,061 36,544 246,303 1,906 2,446 - 1,480 1,262,157 Other receipts 1,151 1,491 Net appreciation/(depreciation) in fair value of investments 49,113 - (224,215) (943) (5,459) 6,103 4,315 ( 831,556) 220,186 76,196 22,224 976 (2,868) 6,119 5,810 607,175 Contributions: Participants' 61,790 30,252 133,349 18,381 138,360 24,943 31,943 989,586 Employers' 21,259 11,635 46,884 6,278 46,230 8,655 11,146 363,710 Rollovers 20,220 20,224 51,622 2,378 48,094 24,494 25,476 327,002 Transfer from BankBoston 1,922,154 2,616,342 3,980,377 - - - - 11,782,889 2,025,423 2,678,453 4,212,232 27,037 232,684 58,092 68,565 13,463,187 Total additions 2,245,609 2,754,649 4,234,456 28,013 229,816 64,211 74,375 14,070,362 Deductions Deductions from net assets attributed to: Benefits paid to participants (29,673) (3,096) (36,934) (13) (645) - (772) (294,777) Other (191) (9) (849) (6) (65) - (77) (105,023) Transfer to Putnam - - - - - - - (11,782,889) Total deductions (29,864) (3,105) (37,783) (19) (710) - (849) (12,182,689) Net increase (decrease) prior to interfund transfers 2,215,745 2,751,544 4,196,673 27,994 229,106 64,211 73,526 1,887,673 Interfund transfers 87,590 (240,152) (363,902) 124,278 281,852 92,674 55,162 - Net (decrease)/increase 2,303,335 2,511,392 3,832,771 152,272 510,958 156,885 128,688 1,887,673 Net assets available for benefits: Beginning of year - - - - - - - 10,956,522 End of year $2,303,335 $2,511,392 $3,832,771 $152,272 $510,958 $156,885 $128,688 $12,844,195
The accompanying notes are an integral part of this statement. The UNITIL Corporation Tax Deferred Savings and Investment Plan NOTES TO FINANCIAL STATEMENTS December 31, 1998, 1997 and 1996 NOTE A - DESCRIPTION OF PLAN The following description of The UNITIL Corporation and subsidiaries (the "Company") Tax Deferred Savings and Investment Plan (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 plan covering substantially all full-time employees of the Company and its wholly owned subsidiaries UNITIL Service Corporation, Concord Electric Company, Exeter and Hampton Electric Company and Fitchburg Gas and Electric Light Company (the "subsidiaries"), who satisfy the eligibility requirements. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). During 1997, the Plan Administrator directed the transfer of all Plan assets from the Bank of Boston to Putnam Investments ("Putnam"). The transfer was made as a result of a change in custodianship of the assets. Contributions A member may authorize a Basic Employee Contribution from 1% to 15% with a maximum contribution not to exceed $10,000 for 1998. The Employer shall contribute as of December 31, of each plan year from current or accumulated net profits on behalf of each member participating in the Plan on December 31, of each plan year, an amount equal to 100% of the first 3% of salary the employee puts into the plan (except Fitchburg Gas and Electric Light Company Union Employees whose matching is as follows: first year 1%, second year 2%, third year and after 3%). Participant Accounts Each participant's account is credited with the participant's contribution and allocations of (a) the Company's contribution and, (b) Plan earnings, and charged (as applicable) with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. The Plan administrator will pay for substantially all expenses of the Plan. The UNITIL Corporation Tax Deferred Savings and Investment Plan NOTES TO FINANCIAL STATEMENTS - CONTINUED December 31, 1998, 1997 and 1996 NOTE A - DESCRIPTION OF PLAN - Continued Vesting Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Company's matching and discretionary contribution portion of their accounts plus actual earnings thereon is based on years of continuous service. A participant is 100 percent vested after three years of credited service. If a participant terminates employment for any reason other than disability or retirement, he will be entitled to the full amount of contributions he has deposited, plus a percentage of his account balance derived from employer contributions based upon the following schedule: Year of Service % Vested 0-1 0% 1-2 33% 2-3 67% 3+ 100% A member will become 100% vested in his account as a result of disability, death or retirement. Participant Loans Receivable Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50% of their account balance. Net loan transactions are treated as a transfer to (from) the Investment Fund from (to) the Participant Loan Fund. Loan terms range from 1-5 years or up to 25 years for the purchase of primary residence. The loans are secured by the balance in the participant's account and bear interest at a rate of prime plus one percent (1%). Principal and interest is paid ratably through monthly payroll deductions. Payment of Benefits On termination of service due to death, disability or retirement, a participant may elect to receive either a lump-sum amount equal to the value of the participant's vested interest in his or her account, or annual installments over a fixed number of calendar quarters or years. Forfeitures A member who terminates his employment prior to becoming eligible for benefits and does not have a 100% vested right to Company contributions, forfeits the amounts not vested. Such forfeited amounts are used to reduce future Company contributions. NOTE A - DESCRIPTION OF PLAN - Continued Upon enrollment and reenrollment, each participant shall direct that his contributions are to be invested in accordance with any of the following investment options. Guaranteed Investment Fund (GIC): This fund invested in guaranteed insurance contracts with various insurance companies and banks (available up to June 30, 1996). Fidelity Puritan Fund: This fund invested in various investments including common stocks and bonds and placed an emphasis on income and stability (available up to June 30, 1996). Fidelity Magellan Fund: This fund invested in common stocks which placed more emphasis on investment return and less on stability (available up to June 30, 1996). UNITIL Corporation Common Stock Fund (UNITIL Corporation, no par value common stock). Putnam S & P 500: This fund invests primarily in publicly traded common stocks, to achieve a return that closely approximates the return of the Standard & Poors 500- composite stock price index. Putnam Stable Value Fund: This fund invests in high-quality guaranteed investment contracts (GIC's) issued by insurance companies and banks with the objective to achieve a high current income. Putnam Income Fund: This fund invests in debt securities, including both government and corporate obligations, preferred stocks and dividend - paying common stocks. Putnam Fund for Growth and Income: This fund seeks capital growth and current income by investing primarily in common stocks that offer potential for capital growth and current income. Putnam New Opportunities Fund: This fund seeks long-term capital appreciation through the investment in common stocks with the potential of above-average long-term growth. Putnam Voyager Fund: This fund seeks capital appreciation for investors willing to assume above-average risk in return for above-average capital growth potential. Putnam International Growth Fund: This fund seeks capital appreciation by investing primarily in equity securities of companies located in a country other than the United States. Participants may change their investment options daily. NOTE A - DESCRIPTION OF PLAN - Continued The number of participants in each fund at December 31 was as follows: 1998 1997 Unitil Corporation Stock Fund 245 278 Putnam Growth & Income Fund 262 247 Putnam Stable Value Fund 177 183 Putnam Voyager Fund 305 304 Putnam Income Fund 102 95 Putnam New Opportunities Fund 234 226 Putnam S&P 500 Fund 127 106 Putnam International Growth Fund 133 128 NOTE B - SUMMARY OF ACCOUNTING POLICIES Effective Date The Plan's effective date is July 1, 1987, as amended effective May 8, 1992 and January 1, 1994. The Plan as amended effective May 8, 1992, provided for the merger of the Fitchburg Gas and Electric Tax Deferred Savings and Investment Plan with The Plan. The Plan as amended effective January 1, 1994, provided for the merger of the Fitchburg Gas and Electric Light Company Union Tax Deferred Savings and Investment Plan into the Plan. Basis of Accounting The financial statements of the Plan are prepared under the accrual method of accounting. Management Estimates In preparing the financial statements in conformity to Generally Accepted Accounting Principles, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the reporting period. Actual results could differ from those estimates. NOTE B - SUMMARY OF ACCOUNTING POLICIES - Continued Investment Valuation and Income Recognition The Plan is administered by a trustee. The Plan's investments (including investments bought, sold and held during the year) are carried at current fair value. The difference between current fair value and the cost of investments are included in net appreciation or (depreciation) in fair value of investments. 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. Payment of Benefits Benefits are recorded when paid. Eligibility Employees are eligible for membership on either January 1 or July 1 coincident with or the next day following on which they have both: (1) Attained the age of 18, and (2) Completed 1000 hours of credited service Normal Retirement Date A participant's normal retirement benefit date is the date he/she reaches his/her 65th birthday or, if later, the 10th anniversary of the date he/she becomes a participant. NOTE C - PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to terminate the Plan at any time subject to the provision of ERISA with respect to its employees by a written resolution with a copy delivered to the trustee. In the event of a Plan termination, participants will become fully vested in their accounts. NOTE D - DETERMINATION LETTER The Internal Revenue Service has determined and informed the Company by a letter dated May 9, 1995, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC). SUPPLEMENTAL INFORMATION Independent Auditors' Report Administrator of The UNITIL Corporation Tax Deferred Savings and Investment Plan Our audits were performed 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 and schedule of reportable transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. The supplemental schedules have been subjected to the auditing procedures applied in the 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. Boston, Massachusetts May 28, 1999 The UNITIL Corporation Tax Deferred Savings and Investment Plan Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES December 31, 1998 EIN #02-0381573 (c)Description of Investment, Including (a) (b)Identity of Maturity Date, Issue, Borrower, Rate of Interest, Lessor or Similar Collateral Par, (e)Current Party or Maturity Value (d)Cost Value * Putnam Fund for Growth and Income Mutual Fund $3,107,278 $3,372,521 * Putnam Income Fund Mutual Fund 285,009 279,913 * Putnam Voyager Fund Mutual Fund 4,945,456 6,095,519 * Putnam New Opportunity Fund Mutual Fund 1,305,318 1,640,789 * Putnam S&P 500 Mutual Fund 709,635 965,459 * Putnam International Growth Fund Mutual Fund 524,642 597,051 * Putnam Stable Value Fund Stable Value Fund 2,691,166 2,691,166 * Unitil Corporation Stock Fund Company Stock 2,389,230 3,153,429 * Loan Fund Prime plus one percent (1%) 519,634 519,634 *Represents a party-in-interest to the Plan. The UNITIL Corporation Tax Deferred Savings and Investment Plan LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS (J) EIN #02-0381573 For the year ended December 31, 1998 (b)Description of Asset (Include Interest (a)Identity of Rate and Maturity (c)Purchase (d)Selling (e)Lease Party Involved in Case of a Loan) Price Price Rental Putnam Investments Acquisition of shares in Putnam Growth and Income Fund $817,877 Putnam Investments Disposition of shares in Putnam Growth and Income Fund $1,143,282 Putnam Investments Acquisition of shares in Voyager Fund 1,088,805 Putnam Investments Disposition of shares in Voyager Fund 553,142 Putnam Investments Acquisition of shares in New Opportunities Fund 1,163,710 Putnam Investments Disposition of shares in New Opportunities Fund 1,004,789 Putnam Investments Acquisition of shares in Unitil Stock Fund 658,831 Putnam Investments Disposition of shares in Unitil Stock Fund 629,714 Putnam Investments Acquisition of shares in Stable Value Fund 1,500,105 Putnam Investments Disposition of shares in Stable Value Fund 1,245,738 (b)Description of Asset (Include (h)Current Interest Rate Value of (a)Identity and Maturity Asset on of in Case (f)Expense (g)Cost Trans- Party of a Loan) Incurred with of action (i)Net gain Involved Transaction Asset Date or (loss) Putnam Investments Acquisition of shares in Putnam Growth and Income Fund $817,877 Putnam Investments Disposition of shares in Putnam Growth and Income Fund 1,073,544 1,143,282 69,738 Putnam Investments Acquisition of shares in Voyager Fund 1,088,805 Putnam Investments Disposition of shares in Voyager Fund 483,465 553,142 69,677 Putnam Investments Acquisition of shares in New Opportunities Fund 1,163,710 Putnam Investments Disposition of shares in New Opportunities Fund 948,663 1,004,789 56,126 Putnam Investments Acquisition of shares in Unitil Stock Fund 658,831 Putnam Investments Disposition of shares in Unitil Stock Fund 483,413 629,714 146,301 Putnam Investments Acquisition of shares in Stable Value Fund 1,500,105 Putnam Investments Disposition of shares in Stable Value Fund 1,245,258 1,245,738 480 -----END PRIVACY-ENHANCED MESSAGE-----