-----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, P/LiUU/LRtCJs2OxUgfNDr+AmimtukBGFtqxEo0fhZhPFDf+Fgclu1O85Ot/s57l qJ95tKSXfRmdJ7kpnMD6Uw== 0000950159-99-000176.txt : 19990630 0000950159-99-000176.hdr.sgml : 19990630 ACCESSION NUMBER: 0000950159-99-000176 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PECO ENERGY CO CENTRAL INDEX KEY: 0000078100 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 230970240 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-01401 FILM NUMBER: 99655189 BUSINESS ADDRESS: STREET 1: 2301 MARKET ST STREET 2: P O BOX 8699 CITY: PHILADELPHIA STATE: PA ZIP: 19101 BUSINESS PHONE: 2158414000 FORMER COMPANY: FORMER CONFORMED NAME: PHILADELPHIA ELECTRIC CO DATE OF NAME CHANGE: 19920703 11-K 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1998 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number: 1-1401 PECO Energy Company Employee Savings Plan (Full title of the plan) PECO Energy Company P. O. Box 8699 2301 Market Street Philadelphia, PA 19101 (Name of the issuer of the securities held pursuant to the plan and the address of its principal executive offices) REQUIRED INFORMATION FINANCIAL STATEMENTS Statements of Net Assets Available for Benefits as of December 31, 1998 and 1997 Statement of Changes in Net Assets Available for Benefits for the Years Ended December 31, 1998 and 1997 EXHIBITS Consent of Independent Accountants CONTENTS Pages Report of Independent Accountants 2 Financial Statements: Statements of Net Assets Available for Benefits with Fund Information, as of December 31, 1998 and 1997 3-4 Statements of Changes in Net Assets Available for Benefits with Fund Information for the years ended December 31, 1998 and 1997 5-6 Notes to Financial Statements 7-12 Supplemental Schedules: Schedule of Assets Held for Investment Purposes as of December 31, 1998, Schedule 27a, Form 5500 13 Schedule of Reportable Transactions for the year ended December 31, 1998, Schedule 27d, Form 5500 14 List of Exhibits 15 Signature 16 Report of Independent Accountants To the Participants and Administrator of PECO Energy Company Employee Savings Plan In our opinion, the accompanying statements of net assets available for benefits, and the related statements of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the PECO Energy Company Employee Savings Plan (Plan) at December 31, 1998 and 1997, 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 audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for the opinion expressed above. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedules 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 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 benefits and changes in net assets available for benefits of each fund. These supplemental schedules and fund information are the responsibility of the Plan's management. The supplemental schedules and fund information 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. PricewaterhouseCoopers LLP 2400 Eleven Penn Center Philadelphia, PA 19103 June 29, 1999 2 PECO ENERGY COMPANY EMPLOYEE SAVINGS PLAN Statement of Net Assets Available for Benefits with Fund Information as of December 31, 1998
Participant Directed ---------------------------------------------------------------- Growth Growth & Income Small Cap Equity Income Mutual Mutual Growth Mutual Total Fund Fund Fund Fund ------------ ------------ ------------ ------------ ------------ Investments at fair value: Mutual funds $604,197,021 $433,044,494 $ 98,191,953 $ 4,771,414 $ 2,380,944 Insurance contracts 38,317,759 -- -- -- -- Common stock 29,614,744 -- -- -- -- Particpants' loans receivable 15,193,558 -- -- -- -- ------------ ------------ ------------ ------------ ------------ Total investments 687,323,082 433,044,494 98,191,953 4,771,414 2,380,944 ------------ ------------ ------------ ------------ ------------ Net assets available for benefits $687,323,082 $433,044,494 $ 98,191,953 $ 4,771,414 $ 2,380,944 ============ ============ ============ ============ ============
Participant Directed --------------------------------------------------------------------------- PECO Money Fixed Dodge/Cox Energy Co. Market Income Balanced Foreign Common Stock Fund Fund Fund Fund Fund Loan Fund ----------- ----------- ----------- ----------- ----------- ----------- Investments at fair value: Mutual funds $25,051,030 $19,687,089 $19,522,169 $ 1,547,928 $ -- $ -- Insurance contracts -- 38,317,759 -- -- -- -- Common stock -- -- -- -- 29,614,744 -- Particpants' loans receivable -- -- -- -- -- 15,193,558 ----------- ----------- ----------- ----------- ----------- ----------- Total investments 25,051,030 58,004,848 19,522,169 1,547,928 29,614,744 15,193,558 ----------- ----------- ----------- ----------- ----------- ----------- Net assets available for benefits $25,051,030 $58,004,848 $19,522,169 $ 1,547,928 $29,614,744 $15,193,558 =========== =========== =========== =========== =========== ===========
See notes to financial statements. 3 PECO ENERGY COMPANY EMPLOYEE SAVINGS PLAN Statement of Net Assets Available for Benefits with Fund Information as of December 31, 1997
Participant Directed ---------------------------------------------------------------- Growth Growth & Income Small Cap Equity Income Mutual Mutual Growth Mutual Total Fund Fund Fund Fund ------------ ------------ ------------ ------------ ------------ Investments at fair value: Mutual funds $434,661,681 $312,671,228 $ 75,725,122 $ 1,803,648 $ 778,643 Insurance contracts 51,973,786 -- -- -- -- Common stock 20,483,755 -- -- -- -- Particpants' loans receivable 13,279,818 -- -- -- -- ------------ ------------ ------------ ------------ ------------ Total investments 520,399,040 312,671,228 75,725,122 1,803,648 778,643 ------------ ------------ ------------ ------------ ------------ Net assets available for benefits $520,399,040 $312,671,228 $ 75,725,122 $ 1,803,648 $ 778,643 ============ ============ ============ ============ ============
Participant Directed --------------------------------------------------------------------------- PECO Money Fixed Dodge/Cox Energy Co. Market Income Balanced Foreign Common Stock Fund Fund Fund Fund Fund Loan Fund ----------- ----------- ----------- ----------- ----------- ----------- Investments at fair value: Mutual funds $20,793,790 $ 4,493,902 $17,576,085 $ 819,263 $ -- $ -- Insurance contracts -- 51,973,786 -- -- -- -- Common stock -- -- -- -- 20,483,755 -- Particpants' loans receivable -- -- -- -- -- 13,279,818 ----------- ----------- ----------- ----------- ----------- ----------- Total investments 20,793,790 56,467,688 17,576,085 819,263 20,483,755 13,279,818 ----------- ----------- ----------- ----------- ----------- ----------- Net assets available for benefits $20,793,790 $56,467,688 $17,576,085 $ 819,263 $20,483,755 $13,279,818 =========== =========== =========== =========== =========== ===========
See notes to financial statements. 4 PECO ENERGY COMPANY EMPLOYEE SAVINGS PLAN Statement of Changes in Net Assets Available for Benefits with Fund Information for the year ended December 31, 1998
Growth Growth & Income Small Cap Equity Income Money Mutual Mutual Growth Mutual Market Total Fund Fund Fund Fund Fund --------------------------------------------------------------------------------------------- Additions: Employee contributions $ 31,934,765 $ 20,353,745 $ 5,100,287 $ 775,910 $ 385,379 $ 1,236,730 Employer contributions 6,655,284 4,334,269 1,041,283 113,212 52,865 282,862 --------------------------------------------------------------------------------------------- Total contributions 38,590,049 24,688,014 6,141,570 889,122 438,244 1,519,592 Investment income: Interest 3,167,891 -- -- -- -- -- Dividends 27,654,438 15,743,815 7,354,228 68,449 248,867 1,157,997 Net appreciation/(depreciation) in fair value of investments 125,540,832 107,096,610 6,579,034 (155,953) (3,004) (3) Interest on loan repayments 1,106,290 -- -- -- -- -- Transfers of interest on loan repayments -- 727,316 166,573 20,740 7,144 68,705 --------------------------------------------------------------------------------------------- 196,059,500 148,255,755 20,241,405 822,358 691,251 2,746,291 Deductions and transfers: Distributions (29,135,458) (15,365,386) (3,426,955) (49,488) (75,998) (2,247,255) Transfers among funds -- (12,517,103) 5,652,381 2,194,896 987,048 3,758,204 --------------------------------------------------------------------------------------------- (29,135,458) (27,882,489) 2,225,426 2,145,408 911,050 1,510,949 --------------------------------------------------------------------------------------------- Net additions (deductions) 166,924,042 120,373,266 22,466,831 2,967,766 1,602,301 4,257,240 Net assets available for benefits: Beginning of year 520,399,040 312,671,228 75,725,122 1,803,648 778,643 20,793,790 --------------------------------------------------------------------------------------------- End of year $ 687,323,082 $ 433,044,494 $ 98,191,953 $ 4,771,414 $ 2,380,944 $ 25,051,030 =============================================================================================
Fixed Dodge/Cox PECO Income Balanced Foreign Common Stock Loan Fund Fund Fund Fund Fund ------------------------------------------------------------------------ Additions: Employee contributions $ 2,073,666 $ 1,592,295 $ 282,148 $ 134,605 $ -- Employer contributions 468,045 299,262 45,006 18,480 -- ------------------------------------------------------------------------ Total contributions 2,541,711 1,891,557 327,154 153,085 -- Investment income: Interest 3,167,891 -- -- -- -- Dividends 468,373 1,685,681 161,720 765,308 -- Net appreciation/(depreciation) in fair value of investments -- (463,946) (269,917) 12,758,011 -- Interest on loan repayments -- -- -- -- 1,106,290 Transfers of interest on loan repayments 72,497 35,552 4,815 2,948 (1,106,290) ------------------------------------------------------------------------ 6,250,472 3,148,844 223,772 13,679,352 -- Deductions and transfers: Distributions (5,284,093) (688,815) (3,869) (1,804,850) (188,749) Transfers among funds 570,781 (513,945) 508,762 (2,743,513) 2,102,489 ------------------------------------------------------------------------ (4,713,312) (1,202,760) 504,893 (4,548,363) 1,913,740 ------------------------------------------------------------------------ Net additions (deductions) 1,537,160 1,946,084 728,665 9,130,989 1,913,740 Net assets available for benefits: Beginning of year 56,467,688 17,576,085 819,263 20,483,755 13,279,818 ------------------------------------------------------------------------ End of year $ 58,004,848 $ 19,522,169 $ 1,547,928 $ 29,614,744 $ 15,193,558 ========================================================================
See notes to financial statements. 5 PECO ENERGY COMPANY EMPLOYEE SAVINGS PLAN Statement of Changes in Net Assets Available for Plan Benefits with Fund Information for the year ended December 31, 1997
Growth Growth & Income Small Cap Equity Income Money Mutual Mutual Growth Mutual Market Total Fund Fund Fund Fund Fund --------------------------------------------------------------------------------------------- Additions: Employee contributions $ 28,642,419 $ 19,932,714 $ 3,854,938 $ 95,353 $ 19,437 $ 611,029 Employer contributions 6,464,570 4,464,702 852,709 12,986 3,520 163,672 --------------------------------------------------------------------------------------------- Total contributions 35,106,989 24,397,416 4,707,647 108,339 22,957 774,701 Investment income: Interest 3,705,016 -- -- -- -- -- Dividends 54,419,493 41,030,348 9,397,683 59,897 21,156 594,642 Net appreciation/(depreciation) in fair value of investments 21,366,395 16,441,490 4,777,822 (90,060) (4,264) -- Interest on loan repayments 958,810 -- -- -- -- -- Transfers of interest on loan repayments -- 628,584 118,269 2,394 309 32,212 --------------------------------------------------------------------------------------------- 115,556,703 82,497,838 19,001,421 80,570 40,158 1,401,555 Deductions and transfers: Distributions (22,066,050) (10,813,206) (3,107,157) -- -- (817,187) Transfers among funds -- (5,655,896) 3,069,297 1,723,078 738,485 12,607,047 --------------------------------------------------------------------------------------------- ( 22,066,050) (16,469,102) (37,860) 1,723,078 738,485 11,789,860 --------------------------------------------------------------------------------------------- Net additions (deductions) 93,490,653 66,028,736 18,963,561 1,803,648 778,643 13,191,415 --------------------------------------------------------------------------------------------- Net assets available for benefits: Beginning of year 426,908,387 246,642,492 56,761,561 -- -- 7,602,375 --------------------------------------------------------------------------------------------- End of year $ 520,399,040 $ 312,671,228 $ 75,725,122 $ 1,803,648 $ 778,643 $ 20,793,790 =============================================================================================
Fixed Credit Dodge/Cox PECO Income Union Balanced Foreign Common Stock Loan Fund Fund Fund Fund Fund Fund --------------------------------------------------------------------------------------- Additions: Employee contributions $ 2,431,923 $ 406,124 $ 1,255,770 $ 30,704 $ 4,427 $ -- Employer contributions 576,581 118,204 265,924 5,754 518 -- --------------------------------------------------------------------------------------- Total contributions 3,008,504 524,328 1,521,694 36,458 4,945 -- Investment income: Interest 3,705,016 -- -- -- -- -- Dividends -- 537,631 1,222,148 14,073 1,541,915 Net appreciation/(depreciation) in fair value of investments -- -- 1,428,299 (14,634) (1,172,258) Interest on loan repayments -- -- -- -- -- 958,810 Transfers of interest on loan repayments 117,481 32,141 26,448 934 38 (958,810) --------------------------------------------------------------------------------------- 6,831,001 1,094,100 4,198,589 36,831 374,640 -- Deductions and transfers: Distributions (4,836,712) (808,230) (401,717) -- (1,197,373) (84,468) Transfers among funds (4,245,089) (13,677,069) 2,214,014 782,432 (475,880) 2,919,581 --------------------------------------------------------------------------------------- (9,081,801) (14,485,299) 1,812,297 782,432 (1,673,253) 2,835,113 --------------------------------------------------------------------------------------- Net additions (deductions) (2,250,800) (13,391,199) 6,010,886 819,263 (1,298,613) 2,835,113 --------------------------------------------------------------------------------------- Net assets available for benefits: Beginning of year 58,718,488 13,391,199 11,565,199 -- 21,782,368 10,444,705 --------------------------------------------------------------------------------------- End of year $ 56,467,688 $ -- $ 17,576,085 $ 819,263 $ 20,483,755 $ 13,279,818 =======================================================================================
See notes to financial statements. 6 PECO ENERGY COMPANY EMPLOYER SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS 1. Description of the PECO Energy Company Employee Savings Plan: General - The PECO Energy Company Employee Savings Plan (Plan) is a trusteed defined contribution plan. The Plan was formed as of January 1, 1984 for the purpose of allowing eligible employees of PECO Energy Company and subsidiaries (the Company) to reduce their taxable incomes pursuant to Section 401(k) of the Internal Revenue Code. All employees classified as "regular", "part-time" or "probationary" become eligible to participate in the Plan immediately upon completion of six months of service. Contributions - Participants elect to have the Company make contributions to the Plan on their behalf. Such contributions are made by authorizing the Company to withhold from the participant's salary an amount equal to the contribution to be made. Participants may elect to authorize the Company to contribute from 1% to 17% of their base salary depending upon their salary level. Effective January 1, 1997, the Plan was amended to reflect the addition of employer matching contributions. The Company will make a matching contribution of 50 cents on each dollar of employee contributions up to 4% of an employee's base salary deposited into the Plan. Employees are always fully vested on employer contributions. Effective October 1, 1997, Fidelity Investments assumed the role and responsibility of Record Keeper for the Plan. Participants may elect their contributions be invested in one or more of the following generic fund categories - Growth, Growth and Income, Balanced, Equity Income, Small Capitalization Growth, Foreign, Money Market, Fixed Income, or Company Stock. (See Note 2) By giving notice to the Plan Record Keeper and subject to rules established by the Plan Administrator, participants may suspend or change the amount of their contributions and exchange their investments among the investment funds. Distributions and exchanges can be made on a daily basis provided the market is open and the request is confirmed by the Record Keeper prior to 4:00 p.m. EST. 7 1. Description of the PECO Energy Company Employee Savings Plan, Continued: Participant Accounts - Each participant's account is credited with the participant's contribution, the Company's contribution and Plan earnings. Payment of Benefits - Upon termination of service a participant receives a lump-sum amount equal to the value in his or her account. Participant Loans - The Plan allows participants to obtain loans. Participants may borrow up to 50% of their account balances subject to a minimum of $500 and a maximum of $50,000. Loans have terms of up to 30 years for the purchase of a primary residence or one to four years for other purposes and bear interest at rates determined by the Plan Administrator equivalent to rates charged by regional commercial lenders. Loans are repayable in equal installments by means of payroll deductions. A participant may not have more than one loan outstanding at any time or take more than one loan in a plan year. Plan Termination - While it is the Company's intention to continue the Plan in operation indefinitely, the Company may terminate the Plan in whole or in part at any time. Any such termination, partial termination or discontinuance of contributions shall be effected only upon condition that such action is taken as shall render it impossible for any part of the assets of the Plan to be used for, or diverted to, purposes other than the exclusive benefit of the Plan participants and their beneficiaries. 2. Summary of Significant Accounting Policies: Valuation of Investments Investments in mutual funds are valued at the reported net asset value on the last day of the year. Concentration of Credit Risk The Plan invests in benefit-responsive guaranteed investment contracts with four insurance companies and is subject to credit risk with respect to these insurance companies. The Plan also invests in government notes and securities which include direct obligations of the United States (U.S.), or obligations of agencies or instrumentalities thereof, which are backed by the full faith and credit of the U.S. government. 8 2. Summary of Significant Accounting Policies, Continued: Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and changes therein, and disclosures of contingent assets and liabilities. Actual results could differ from those estimates. Risk and Uncertainties The Plan provides for various investment options in any combination of stocks, bonds, fixed income securities, mutual funds, and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants' account balances and the amounts reported in the statement of net assets available for benefits and the statement of changes in net assets available for benefits. 3. Investments: The Plan investments consist of the following funds: Growth - The growth mutual funds invest primarily in U.S. and foreign common stocks of companies that are considered undervalued or out of favor and whose products show potential for improvement. Investments can include any type of security that may produce capital growth. The goal of these funds is to provide capital growth over the long-term. Growth and Income - The growth and income mutual funds invest primarily in common stocks, focusing on larger, more established companies. Investments are spread out across many different kinds of companies and industries. The goal of these funds is to provide capital growth and income over the long-term. Small Capitalization - The small capitalization growth fund invests primarily in stocks of companies which have market capitalization of less than $1 billion at the time of investment. The fund attempts to maintain at least one-third of its assets in stocks of companies with market capitalizations of $550 million or less and also invests up to 25% of its assets in foreign securities. This fund's goal is to provide capital growth over the long-term. 9 3. Investments, Continued: Equity Income - The equity income mutual fund invests primarily in attractively priced, dividend paying, income-producing equity securities including common and preferred stocks, convertible securities, and debt securities (bonds). The goal of this fund is to invest for capital growth and current income. Foreign - The foreign fund invests primarily in common stocks of companies in any foreign country, developed or developing. This goal of this fund is to provide capital growth over the long-term by investing internationally. Money Market Fund - The money market fund invests primarily in high quality, investment grade, short-term, U.S. dollar-denominated money market securities of domestic and foreign issuers. Investments include short-term corporate obligations, U.S. government obligations, and certificates of deposit. The goal of this fund is to preserve participants' investments, maintain a stable price, and provide current income. The Fidelity Money Market Fund is valued at the cost of contributions made plus accrued interest. Fixed Income Fund - The fixed income funds consist of insurance contracts which are benefit-responsive guaranteed investment contracts and are valued at contract value, which approximates fair value. Contract value represents the cost of contributions made under the contract plus accrued interest at the contract rate less withdrawals. The contract rate is established at the commencement of the contract and remains fixed (except for certain conditions) at that rate until maturity. The contract rate reflects market and other conditions at the commencement of the contract. Balanced Fund - The balanced fund invests primarily in a diversified mix of common and preferred stocks, and investment grade bonds. The fund is diversified across many sectors and industries. The goal of this fund is to provide regular income, conservation of principal and an opportunity for long-term growth of principal and income. PECO Energy Common Stock Fund - The Company stock fund invests primarily PECO Energy Company common stock and a small amount of short-term investments which enables participants to buy or sell without the usual trade settlement period of individual stock transactions. Purchases and sales of investments are reflected on a trade-date basis. Dividend income is recorded when declared payable. 10 3. Investments, Continued: Net Appreciation/(Depreciation) in Investments - The Plan presents in the statement of changes in net assets available for benefits the net appreciation/(depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation/(depreciation) on those investments. As of December 31, 1998 and 1997, respectively, the Plan held the following investments, each of which accounted for more than 5% of the total net assets available for benefits: Investments 1998 1997 ----------- ---- ---- Growth Mutual Fund - Janus Fund** $ -- $166,850,056 Legg Mason NAV Value Trust Fund 249,649,394 -- Growth Mutual Fund - Fidelity Contrafund 183,395,100 145,821,172 Growth & Income Mutual Fund - Putnam: Putnam Growth & Income Fund A 78,782,668 72,993,091 ** The Janus Fund was replaced by the Legg Mason NAV Value Trust on Sept. 30, 1998. 4. Loans: The activity for the Loan Fund is summarized as follows: 1998 1997 ---- ---- Loan balance, beginning of year $ 13,279,818 $ 10,444,705 Loan distributions 8,289,649 8,304,549 Principal repayments (6,375,909) (5,469,436) ------------ ------------ Loan balance, end of year $ 15,193,558 $ 13,279,818 ============ ============ Interest paid $ 1,106,290 $ 958,810 ============ ============ The interest rate on all loans ranged from 6.65% to 8.75% and from 7.38% to 8.50% in 1998 and 1997, respectively. 11 5. Tax Status: The Internal Revenue Service has determined and informed the Company that the Plan is qualified under Sections 401(a) and 401(k) of the Internal Revenue Code and that the Plan is exempt from federal income tax under Section 501(a) by letter dated April 15, 1995. The Plan has been amended since receiving the original determination letter. However, the Company believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the Internal Revenue Code. 6. General and Administrative Expenses: General and administrative expenses of the Plan incurred by the Company totaled approximately $66,400 and $32,200 in 1998 and 1997, respectively. 12 PECO ENERGY COMPANY EMPLOYEE SAVINGS PLAN Schedule of Assets Held for Investment Purposes as of December 31, 1998 Line 27(a), Form 5500
e. Current a. b. Identity of Issuer, Lessor Similar Party c. Description of Investment d. Cost Value - -- ----------------------------------------------- ------------------------------------------ ------------ ------------ Legg Mason NAV Value Trust Mutual Fund $186,694,581 $249,649,394 * Fidelity Contrafund Mutual Fund 166,324,824 183,395,100 Putnam Fund Mutual Fund 82,355,284 78,782,668 Spartan Mutual Fund 16,660,034 19,409,285 Franklin Small Capitalization Fund Mutual Fund 4,907,090 4,771,414 Putnam Equity Income Fund Mutual Fund 2,423,621 2,380,944 * Fidelity Retirement Money Market Mutual Fund 25,051,030 25,051,030 Dodge & Cox Balanced Fund Mutual Fund 20,701,629 19,522,169 * Managed Income Portfolio II Mutual Fund 19,687,089 19,687,089 Continental Assurance Company (1997) Insurance Contract maturing 12/29/01, 7.13% 9,976,634 9,976,634 Continental Assurance Company (1996) Insurance Contract maturing 12/29/00, 6.30% 14,974,344 14,974,344 Principal Mutual Life Insurance Company (1995) Insurance Contract maturing 12/30/99, 7.70% 13,366,781 13,366,781 Templeton Foreign Fund Mutual Fund 1,805,409 1,547,928 * PECO Energy Company Common stock 14,612,870 29,614,744 Participant Loans Rates ranged from 6.65% to 8.75% -- 15,193,558 ------------ ------------ $579,541,220 $687,323,082 ============ ============ * - Denotes parties-in-interest.
13 PECO ENERGY COMPANY EMPLOYEE SAVINGS PLAN Schedule of Reportable Transactions for the year ended December 31, 1998 Line 27(d), Form 5500
c. Total Dollar b. Description Value of d. Total Dollar i. Net Gain a. Identity of Party Involved of Asset Purchases Value of Sales or Loss - -------------------------------- -------------- --------------- --------------- ------------- Janus Fund Mutual Fund $ 19,235,246 $198,851,932 $(15,553,066) Legg Mason NAV Value Trust Mutual Fund 194,022,512 8,101,927 774,066 Fidelity Contrafund Mutual Fund 41,356,353 34,383,595 (42,453) Fidelity Retirement Money Market Mutual Fund 21,073,749 16,816,506 -- Spartan US Equity Index Mutual Fund 21,711,899 8,001,965 265,568 Putnam Growth & Income A Mutual Fund 15,377,690 13,199,826 (698,872) Managed Income Portfolio II Mutual Fund 20,845,428 5,651,479 --
14 EXHIBITS List of Exhibits: Exhibit 23.1 - Consent of Independent Accountants 15 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the plan) have duly caused this annual report to be signed by the undersigned hereunto duly authorized. By: /s/ J. Barry Mitchell -------------------------------------- J.Barry Mitchell Vice President - Finance and Treasurer Plan Administrator 16 EX-23.1 2 Exhibit 23.1 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (Registration No. 333-36739) of PECO Energy Company of our report on our audits of the financial statements of the PECO Energy Company Employee Savings Plan as of December 31, 1998 and 1997 and for each of the two years in the period ended December 31, 1998, dated June 29, 1999, which appears on page 3 of this Form 11-K. PricewaterhouseCoopers LLP 2400 Eleven Penn Center Philadelphia, PA 19103 June 29, 1999 -----END PRIVACY-ENHANCED MESSAGE-----