-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, HDKyNcRn5jFC+W6BrSreyVDd+lrLy7aZn8VQiK3jDNIvXnf7/Yt5KoGMciFosaya GBHXEwVGC/TnSKu6MlENBQ== 0000081033-94-000014.txt : 19940523 0000081033-94-000014.hdr.sgml : 19940523 ACCESSION NUMBER: 0000081033-94-000014 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PUBLIC SERVICE ELECTRIC & GAS CO CENTRAL INDEX KEY: 0000081033 STANDARD INDUSTRIAL CLASSIFICATION: 4931 IRS NUMBER: 221212800 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00973 FILM NUMBER: 94529644 BUSINESS ADDRESS: STREET 1: 80 PARK PLZ STREET 2: PO BOX 570 CITY: NEWARK STATE: NJ ZIP: 07101 BUSINESS PHONE: 2014307000 11-K 1 FORM 11-K SAVINGS 1 - ----------------------------------------------------------------------------- SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) For the fiscal year ended December 31, 1993 Commission File Number 1-973 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN 80 PARK PLAZA NEWARK, NEW JERSEY 07101 MAILING ADDRESS: P.O. Box 570 NEWARK, NEW JERSEY 07101-0570 B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: See page 2 - ----------------------------------------------------------------------------- 1 2 - ----------------------------------------------------------------------------- TWENTIETH CENTURY INVESTORS, INC. PROVIDENT NATIONAL ASSURANCE (Equities Growth Fund A) COMPANY 4500 MAIN STREET (Fixed Income Fund C) P.O.BOX 419200 FOUNTAIN SQUARE KANSAS CITY, MISSOURI 64141-6200 CHATTANOOGA, TENNESSEE 37402 PUBLIC SERVICE ENTERPRISE GROUP PHOENIX SERIES FUND INCORPORATED (Balanced Fund B) (Enterprise Common Stock Fund D) 101 MUNSON STREET (ESOP Fund) GREENFIELD, MASSACHUSETTS 01301 80 PARK PLAZA NEWARK, NEW JERSEY 07101-1171 THE PRUDENTIAL LIFE INSURANCE COMPANY BANKERS TRUST COMPANY OF AMERICA (Fixed Income Fund C) (Stock Index Equities Fund E) PRUDENTIAL PLAZA 280 PARK AVENUE NEWARK, NEW JERSEY 07101 NEW YORK, NEW YORK 10017 METROPOLITAN LIFE INSURANCE FIDELITY SELECT PORTFOLIOS COMPANY (Fixed Income Fund C) (Utilities Equities Fund F) ONE MADISON AVENUE 82 DEVONSHIRE STREET NEW YORK, NEW YORK 10010-3690 BOSTON, MASSACHUSETTS 02109 PRINCIPAL MUTUAL LIFE INSURANCE WEISS, PECK AND GREER COMPANY (Fixed Income Fund C) (Government Securities Fund G) THE PRINCIPAL FINANCIAL GROUP ONE NEW YORK PLAZA DES MOINES, IOWA 50392-0001 NEW YORK, NEW YORK 10004 JOHN HANCOCK MUTUAL LIFE COMPANY (Fixed Income Fund C) JOHN HANCOCK PLACE P.O.BOX 111 BOSTON, MASSACHUSETTS 02117 - ----------------------------------------------------------------------------- 3 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN INDEX PAGE ---- INDEPENDENT AUDITORS' REPORT 4 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 31, 1993 AND 1992 5-8 STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEARS ENDED DECEMBER 31, 1993 and 1992 9-12 NOTES TO FINANCIAL STATEMENTS 13-21 SCHEDULE OF ASSETS HELD FOR INVESTMENT - Item 27a 22 SCHEDULES OF REPORTABLE TRANSACTIONS - Item 27d 23 SIGNATURES 24 EXHIBIT INDEX 25 4 INDEPENDENT AUDITORS' REPORT Employee Benefits Committee of Public Service Electric and Gas Company: We have audited the accompanying statements of net assets available for benefits of the Public Service Electric and Gas Company Employee Savings Plan (the "Plan") as of December 31, 1993 and 1992, and the related statements of changes in net assets available for 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, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 1993 and 1992, and the changes in net assets available for benefits for each of the years then ended in conformity with generally accepted accounting principles. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental information by fund is presented for the purpose of additional analysis of the basic financial statements rather than to present information regarding the net assets available for benefits and changes in net assets available for benefits of the individual funds, and is not a required part of the basic financial statements. The supplemental schedules of (1) assets held for investment as of December 31, 1993 and (2) transactions in excess of five percent of the current value of plan assets for the year ended December 31, 1993 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, as amended. The supplemental information and the supplemental schedules are the responsibility of the Plan's management. Such supplemental information and schedules have been subjected to the auditing procedures applied in our audit of the basic 1993 financial statements and, in our opinion, are fairly stated in all material respects when considered in relation to the basic financial statements taken as a whole. DELOITTE & TOUCHE DELOITTE & TOUCHE Parsippany, New Jersey May 20, 1994 5 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN Statement of Net Assets Available for Benefits December 31, 1993
Supplemental Information by Fund -------------------------------------------------------------------------- Equities Fixed Enterprise Stock Index Utilities Growth Balanced Income Common Stock Equities Equities Total Fund A Fund B Fund C Fund D Fund E Fund F ASSETS ------------ ----------- ---------- ----------- ------------ ----------- ----------- - ------ Investments Enterprise Common Stock $ 41,942,976 $ $ $ $ 27,281,344 $ $ Equities Growth Fund 3,503,930 3,503,930 Balanced Fund 1,803,232 1,803,232 Insurance Annuity Contracts (GICs) 60,354,003 60,354,003 Stock Index Equities Fund 10,029,607 10,029,607 Utilities Equities Fund 2,914,614 2,914,614 Government Securities Fund 1,326,589 ------------ ---------- ---------- ----------- ------------ ---------- ---------- Total Investments 121,874,951 3,503,930 1,803,232 60,354,003 27,281,344 10,029,607 2,914,614 Participant Loans Receivable 4,176,049 Receivables-Interest and Dividends 1,202,648 10,655 4,029 309,692 457,545 15,689 374,556 Cash and Temporary Cash Investments 1,742,300 1,318 827 420,027 ------------ ---------- ---------- ----------- ------------ ---------- ----------- * Total Assets $128,995,948 $ 3,514,585 $1,807,261 $61,982,522 $ 28,158,916 $10,045,296 $ 3,289,170 ------------ ---------- ---------- ----------- ------------ ---------- ----------- LIABILITIES - ----------- Due to active Participants $ 158,586 $ 4,408 3,492 $ 53,806 $ 20,748 $ 11,025 $ Purchases of Securities 840,889 456,315 358,024 Due to (from) Other Funds 28,162 (16,508) 41,282 85,553 34,637 8,624 Accounts Payable 10,428 602 274 5,860 1,783 1,245 353 ------------ ---------- ---------- ----------- ------------ ---------- ----------- Total Liabilities 1,009,903 33,172 (12,742) 100,948 564,399 46,907 367,001 NET ASSETS AVAILABLE FOR BENEFITS 127,986,045 3,481,413 1,820,003 61,881,574 27,594,517 9,998,389 2,922,169 ------------ ---------- ---------- ----------- ------------ ---------- ----------- Total Liabilities and Net Assets Available for Benefits $128,995,948 $3,514,585 $1,807,261 $61,982,522 $ 28,158,916 $10,045,296 $ 3,289,170 ============ ========== ========== =========== ============ ========== =========== SEE NOTES TO FINANCIAL STATEMENTS
6 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN Statement of Net Assets Available for Benefits (Concluded) December 31,1993
Supplemental Information by Fund (Concluded) -------------------------------------------- Government Securities Trust Loan Fund G ESOP Fund Fund ----------- ------------ ----------- ASSETS - ------ Investments Enterprise Common Stock $ $14,661,632 $ Equities Growth Fund Balanced Fund Insurance Annuity Contracts (GICs) Stock Index Equities Fund Utilities Equities Fund Government Securities Fund 1,326,589 ----------- ----------- ---------- Total Investments 1,326,589 14,661,632 Participant Loans Receivable 4,176,049 Receivables-Interest and Dividends 30,468 14 Cash and Temporary Cash Investments 3,446 ------------ ----------- --------- Total Assets $ 1,357,057 $14,665,092 $4,176,049 ------------ ----------- --------- LIABILITIES - ----------- Due to active Participants $ $ 65,107 $ Purchases of Securities 26,550 Due to (from) Other Funds (5,517) (27) (176,206) Accounts Payable 311 ------------ ---------- ----------- Total Liabilities 21,344 65,080 (176,206) NET ASSETS AVAILABLE FOR BENEFITS 1,335,713 14,600,012 4,352,255 ------------ ----------- ---------- Total Liabilities and Net Assets Available for Benefits $ 1,357,057 $14,665,092 $4,176,049 ============ =========== ========== SEE NOTES TO FINANCIAL STATEMENTS
7 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN Statement of Net Assets Available for Benefits December 31,1992
Supplemental Information by Fund -------------------------------------------------------------------------- Equities Fixed Enterprise Stock Index Utilities Growth Balanced Income Common Stock Equities Equities Total Fund A Fund B Fund C Fund D Fund E Fund F ASSETS ------------ ----------- ---------- ----------- ------------ ----------- ----------- - ------ Investments Enterprise Common Stock $ 39,686,911 $ $ $ $ 24,090,713 $ $ Equities Growth Fund 2,015,779 2,015,779 Balanced Fund 920,077 920,077 Insurance Annuity Contracts (GICs) 50,366,738 50,366,738 Stock Index Equities Fund 6,973,002 6,973,002 Utilities Equities Fund 1,170,637 1,170,637 Government Securities Fund 583,594 ------------ ---------- ---------- ----------- ------------ ---------- ---------- Total Investments 101,716,738 2,015,779 920,077 50,366,738 24,090,713 6,973,002 1,170,637 Participant Loans Receivable 2,787,130 Receivables-Interest and Dividends 1,037,788 (190) 33,469 221,456 609,877 13,730 9,178 Cash and Temporary Cash Investments 5,137 0 0 0 153 0 0 ------------ ---------- ---------- ----------- ------------ ---------- ----------- * Total Assets $105,546,793 $ 2,015,589 $ 953,546 $ 50,588,194 $ 24,700,743 $ 6,986,732 $ 1,179,815 ------------ ---------- ---------- ----------- ------------ ---------- ----------- LIABILITIES - ----------- Due to Participants $ 989,232 $ 6,141 5,911 $ 527,583 $ 160,899 $ 35,120 $ 1,171 Purchases of Securities 452,180 26,582 413,560 Due to (from) Other Funds (72,735) (19,746) 131,326 370,037 (49,350) (84,588) ------------ ---------- ---------- ----------- ------------ ---------- ----------- Total Liabilities 1,441,412 (66,594) 12,747 658,909 944,496 (14,230) (83,417) NET ASSETS AVAILABLE FOR BENEFITS 104,105,381 2,082,183 940,799 49,929,285 23,756,247 7,000,962 1,263,232 ------------ ---------- ---------- ----------- ------------ ---------- ----------- Total Liabilities and Net Assets Available for Benefits $105,546,793 $2,015,589 $ 953,546 $50,588,194 $ 24,700,743 $6,986,732 $ 1,179,815 ============ ========== ========== =========== ============ ========== =========== SEE NOTES TO FINANCIAL STATEMENTS
8 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN Statement of Net Assets Available for Benefits (Concluded) December 31,1992
Supplemental Information by Fund (Concluded) -------------------------------------------- Government Securities Trust Loan Fund G ESOP Fund Fund ----------- ------------ ----------- ASSETS - ------ Investments Enterprise Common Stock $ $15,596,198 $ Equities Growth Fund Balanced Fund Insurance Annuity Contracts (GICs) Stock Index Equities Fund Utilities Equities Fund Government Securities Fund 583,594 ----------- ----------- ---------- Total Investments 583,594 15,596,198 0 Participant Loans Receivable 2,787,130 Receivables-Interest and Dividends 17,705 132,563 Cash and Temporary Cash Investments 4,984 ------------ ----------- --------- Total Assets $ 601,299 $15,733,745 $2,787,130 ------------ ----------- --------- LIABILITIES - ----------- Due to Participants $ 17,179 $ 235,228 $ Purchases of Securities 12,038 Due to (from) Other Funds (51,311) 52,289 (275,922) ------------ ---------- ----------- Total Liabilities (22,094) 287,517 (275,922) NET ASSETS AVAILABLE FOR BENEFITS 623,393 15,446,228 3,063,052 ------------ ----------- ---------- Total Liabilities and Net Assets Available for Benefits $ 601,299 $15,733,745 $2,787,130 ============ =========== ========== SEE NOTES TO FINANCIAL STATEMENTS
9 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN Statement of Changes in Net Assets Available for Benefits December 31,1993
Supplemental Information by Fund ------------------------------------------------------------------------ Equities Fixed Enterprise Stock Index Utilities Growth Balanced Income Common Stock Equities Equities Total Fund A Fund B Fund C Fund D Fund E Fund F ------------ ---------- ---------- ----------- ----------- ----------- ---------- ADDITIONS - --------- Participant Deposits $ 18,038,129 $1,157,304 $ 567,298 $10,676,400 $ 2,608,168 $1,952,865 $ 747,871 Addition to Trust Loan Fund 2,712,252 Employer Contributions 4,039,976 240,564 121,763 2,465,262 581,839 412,534 150,258 Interfund Transfers - net (26,621) 169,501 (1,117,837) (92,738) 377,378 678,761 Participant Loan Repayments 94,691 43,979 881,011 177,996 164,515 41,136 Total Deposits and ------------ ---------- --------- ----------- ----------- ---------- ---------- Contributions 24,790,357 1,465,938 902,541 12,904,836 3,275,265 2,907,292 1,618,026 ------------ ---------- --------- ----------- ----------- ---------- ---------- Income Interest 3,900,526 3,899,073 1,213 Dividends 3,685,716 372,225 84,603 1,742,504 38 377,991 Loan Interest Income 215,211 13,124 6,129 133,454 27,499 25,053 6,774 ------------ ---------- --------- ----------- ----------- ---------- ---------- Total Income 7,801,453 385,349 90,732 4,032,527 1,771,216 25,091 384,765 ------------ ---------- --------- ----------- ----------- ---------- ---------- Net Appreciation (Depreciation) of Investment 1,616,271 (233,430) (3,851) 716,928 813,700 (225,924) ------------ ---------- --------- ----------- ----------- ---------- ---------- Total Additions 34,208,081 1,617,857 989,422 16,937,363 5,763,409 3,746,083 1,776,867 ------------ ---------- --------- ----------- ----------- ---------- ---------- DEDUCTIONS Withdrawals 6,583,739 92,960 59,499 3,414,652 1,424,110 370,906 47,133 Dividends paid 1,020,792 Participant Loans 2,712,252 125,065 50,445 1,564,562 499,246 376,505 70,346 Other 10,634 602 274 5,860 1,783 1,245 451 ------------ ---------- --------- ----------- ----------- ---------- ---------- Total Deductions 10,327,417 218,627 110,218 4,985,074 1,925,139 748,656 117,930 ------------ ---------- --------- ----------- ----------- ---------- ---------- INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 23,880,664 1,399,230 879,204 11,952,289 3,838,270 2,997,427 1,658,937 Net Assets Available for Benefits Beginning of period 104,105,381 2,082,183 940,799 49,929,285 23,756,247 7,000,962 1,263,232 ------------ ---------- --------- ----------- ----------- ---------- ---------- Net Assets Available for Benefits End of Period $127,986,045 $3,481,413 $1,820,003 $61,881,574 $27,594,517 $9,998,389 $2,922,169 ============ ========== ========= =========== =========== ========== ========== SEE NOTES TO FINANCIAL STATEMENTS
10 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN Statement of Changes in Net Assets Available for Benefits (Concluded) December 31,1993
ADDITIONS - --------- Participant Deposits $ 328,223 $ $ Addition to Trust Loan Fund 2,712,252 From Thrift & Tax-Deferred Savings Plan Employer Contributions 67,756 Interfund Transfers - net 270,584 (259,028) Participant Loan Repayments 19,721 (1,423,049) Total Deposits and ---------- ------------ ------------ Contributions 686,284 (259,028) 1,289,203 ---------- ------------ ------------ Income Interest 240 Dividends 87,563 1,020,792 Loan Interest Income 3,178 ---------- ------------ ------------ Total Income 90,741 1,021,032 ---------- ------------ ------------ Net Appreciation (Depreciation) of Investments (19,502) 568,350 ---------- ------------ ------------ Total Additions 757,523 1,330,354 1,289,203 ---------- ------------ ------------ DEDUCTIONS Withdrawals 18,701 1,155,778 Dividends paid 1,020,792 Participant Loans 26,083 Other 419 ---------- ------------ ------------ Total Deductions 45,203 2,176,570 ---------- ------------ ------------ INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 712,320 (846,216) 1,289,203 Net Assets Available for Benefits Beginning of period 623,393 15,446,228 3,063,052 ---------- ----------- ------------ Net Assets Available for Benefits End of Period $1,335,713 $ 14,600,012 $ 4,352,255 ========== ============ ============ SEE NOTES TO FINANCIAL STATEMENTS
11 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN Statement of Changes in Net Assets Available for Benefits (Continued) December 31,1992
Supplemental Information by Fund (Continued) ------------------------------------------------------------------------ Equities Fixed Enterprise Stock Index Utilities Growth Balanced Income Common Stock Equities Equities Total Fund A Fund B Fund C Fund D Fund E Fund F ------------ ---------- ---------- ----------- ----------- ----------- ---------- ADDITIONS - --------- Participant Deposits $ 15,218,105 $ 714,797 $ 280,279 $10,198,406 $ 1,985,553 $1,530,257 $ 320,423 Addition to Trust Loan Fund 2,102,392 From Thrift & Tax-Deferred Savings Plan 7,835 7,835 Employer Contributions 2,949,412 133,998 51,395 2,000,087 390,252 283,582 57,169 Interfund Transfers - net 1,206,631 581,390 (1,094,289) (1,333,641) 36,044 817,740 Participant Loan Repayments 47,023 22,882 572,797 104,029 103,689 19,278 Total Deposits and ------------ ---------- --------- ----------- ----------- ---------- ---------- Contributions 20,277,744 2,102,449 935,946 11,677,001 1,154,028 1,953,572 1,214,610 ------------ ---------- --------- ----------- ----------- ---------- ---------- Income Interest 3,399,610 1 3 3,396,609 2,678 0 1 Dividends 2,913,057 28,947 36,826 1,599,253 11 70,662 Loan Interest Income 166,422 8,099 2,686 113,190 19,669 19,110 2,529 ------------ ---------- --------- ----------- ----------- ---------- ---------- Total Income 6,479,089 37,047 39,515 3,509,799 1,621,600 19,121 73,192 ------------ ---------- --------- ----------- ----------- ---------- ---------- Net Appreciation (Depreciation) of Investments 2,334,878 49,209 16,626 0 1,195,481 478,623 12,874 ------------ ---------- --------- ----------- ----------- ---------- ---------- Total Additions 29,091,711 2,188,705 992,087 15,186,800 3,971,109 2,451,316 1,300,676 ------------ ---------- --------- ----------- ----------- ---------- ---------- DEDUCTIONS Withdrawals 6,800,850 38,283 12,608 3,430,379 1,237,034 294,348 4,925 Dividends paid 1,148,312 Participant Loans 2,102,392 68,239 38,680 1,387,506 339,300 230,741 32,483 To Thrift & Tax-Deferred Savings Plan 229 229 Other 72 36 ------------ ---------- --------- ----------- ----------- ---------- ---------- Total Deductions 10,051,855 106,522 51,288 4,818,114 1,576,334 525,089 37,444 ------------ ---------- --------- ----------- ----------- ---------- ---------- INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 19,039,856 2,082,183 940,799 10,368,686 2,394,775 1,926,227 1,263,232 Net Assets Available for Benefits Beginning of period 85,065,525 0 0 39,560,599 21,361,472 5,074,735 ------------ ---------- --------- ----------- ----------- ---------- ---------- Net Assets Available for Benefits End of Period $104,105,381 $2,082,183 $ 940,799 $49,929,285 $23,756,247 $7,000,962 $1,263,232 ============ ========== ========= =========== =========== ========== ========== SEE NOTES TO FINANCIAL STATEMENTS
12 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN Statement of Changes in Net Assets Available for Benefits (Concluded) December 31,1992
Supplemental Information by Fund (Concluded) ------------------------------------------- Government Securities Trust Loan Fund G ESOP Fund Fund ----------- ------------ ------------ ADDITIONS - --------- Participant Deposits $ 188,390 $ $ Addition to Trust Loan Account 2,102,392 From Thrift & Tax-Deferred Savings Plan Employer Contributions 32,929 Interfund Transfers - net 389,303 (603,178) Participant Loan Repayments 9,717 (879,415) Total Deposits and ---------- ------------ ------------ Contributions 620,339 (603,178) 1,222,977 ---------- ------------ ------------ Income Interest 1 317 Dividends 29,046 1,148,312 Loan Interest Income 1,139 ---------- ------------ ------------ Total Income 30,186 1,148,629 0 ---------- ------------ ------------ Net Appreciation (Depreciation) of Investments (3,289) 585,354 ---------- ------------ ---------- Total Additions 647,236 1,130,805 1,222,977 ---------- ------------ ---------- DEDUCTIONS Withdrawals 18,364 1,764,909 Dividends paid 1,148,312 Participant Loans 5,443 To Thrift & Tax-Deferred Savings Plan Other 36 0 ---------- ------------ ---------- Total Deductions 23,843 2,913,221 0 ---------- ------------ ---------- INCREASE (DECREASE) IN NET ASSETS AVAILABLE FOR BENEFITS 623,393 (1,782,416) 1,222,977 Net Assets Available for Benefits Beginning of period 0 17,228,644 1,840,075 ---------- --------- ----------- Net Assets Available for Benefits End of Period $ 623,393 $ 15,446,228 $3,063,052 ========== ============ ========== SEE NOTES TO FINANCIAL STATEMENTS
13 NOTES TO FINANCIAL STATEMENTS 1. SUMMARY OF THE PLAN The Board of Directors of Public Service Electric and Gas Company (PSE&G or the Company) adopted the Public Service Electric and Gas Company Employee Savings Plan (Plan) to encourage thrift and savings by eligible bargaining unit employees of the Company (Eligible Employees). It was first offered to Eligible Employees in November 1987 as a result of collective bargaining, and contributions began in January 1988. The Plan was last amended November 16, 1993, effective February 1, 1994. Participation in the Plan is entirely voluntary, except with respect to those employees who participate in the Employee Stock Ownership Plan (ESOP) Fund as a result of their participation in the Company's TRASOP and/or PAYSOP, which plans were merged into the Plan. Eligible Employees are those employees covered by a collective bargaining agreement and who have completed 1,000 hours of service with the Company. Certain Eligible Employees may also elect to have a distribution from another qualified corporate plan contributed as a rollover contribution with the approval of the Company's Employee Benefits Committee (Committee), the Plan Administrator. The Plan's Trust Fund consists of the Savings Account Fund and the ESOP Fund, which are separately maintained. Under the Plan, participating Eligible Employees (Participants) may elect to make basic deposits to Investment Funds of such Participants' choosing within the Savings Account of 1%, 2%, 3%, 4%, or 5% of their compensation (Basic Deposits), and the Company will contribute an amount equal to 35% thereof (effective 5/1/93; 45%, effective 5/1/94 and 50%, effective 5/1/95), subject to certain exceptions and limitations (Company Contributions). In addition, Participants may elect to make supplemental deposits to their Savings Accounts in increments of 1% of Compensation up to an additional 10% of Compensation (Supplemental Deposits), subject to certain limitations, without any corresponding matching Company Contribution. Participants may designate such Basic and/or Supplemental Deposits as Nondeferred (post-income tax contributions) or Deferred (pre-income tax contributions). The maximum amount of Deferred Deposits to a Participant's Savings Account may have to be limited to less than 15% of Compensation to meet requirements of the Internal Revenue Code of 1986, as amended (IRC). The extent of any such limitation will be determined from time to time by the Committee based on the actual pattern of Deferred Deposits by all Participants. If the maximum permitted percentage of Compensation for Savings Account Deferred Deposits is reduced, then all Deferred Deposits in excess of such percentage will automatically be treated as Nondeferred Deposits. This will result in taxable income to the affected Participants for Deferred Deposits in excess of any limit so established. The Committee will attempt to assure that any such limitation will apply only to future contributions, but it is possible that, in order to meet requirements of the IRC, the limitation will, in some circumstances, have to be applied retroactively. 14 Deferred Deposits may not generally be withdrawn until age 59-1/2. Nondeferred Deposits, on the other hand, may be withdrawn at any time subject to certain penalties and restrictions. Savings Account Deposits are made through payroll deductions by the Company or rollover contributions from other qualified plans. Deposits by Participants and Company Contributions are transferred to a Trustee and separately held in the Plan's Savings Account Fund of the Trust Fund for investment and other transactions, as directed by Participants. Participants are entitled to choose from among the Investment Funds offered under the Plan in which to invest Deposits and Company Contributions. Bankers Trust Company is the Trustee of the Trust Fund established pursuant to the Plan. Loan Provisions The Trustee may, subject to the approval of the Company's Director - Corporate Benefits Planning and Services, lend a Participant an amount up to 50% of the value of the vested portion of such Participant's Savings Account and ESOP, but no more than the aggregate value of such Participant's Savings Account or $ 50,000, whichever is less. Any Participant loan must be for a principal amount of $1,000 or more and no Participant may have more than two loans outstanding at any time. All loans, including interest thereon, must be repaid by payroll deductions in equal monthly installments of 12, 24, 36, 48 or 60 months as selected by the Participant. However, a Participant may repay any such loan in full by check at any time in accordance with such rules as may be prescribed by the Committee. A Participant may not apply for more than one loan in any calendar year. A loan to a Participant is considered an investment of such Participant's Savings Account and repayments of principal of any loan, together with interest thereon, are invested in the Savings Account Investment Funds of the Plan in accordance with the Participant's then-current investment direction for Deposits and Company Contributions. Each loan bears interest at a rate fixed from time to time by the Committee taking into consideration interest rates currently then being charged. The rate of interest applicable to any loan at its inception remains in effect for the duration of such loan. During all of 1993, the rate of interest on loans granted to Participants, was 6%. (See Note 2. SIGNIFICANT ACCOUNTING POLICIES - Loans) 15 2. SIGNIFICANT ACCOUNTING POLICIES The financial statements of the Plan have been prepared in accordance with generally accepted accounting principles. Dividends and Interest Dividends, interest, and other income attributable to each Investment Fund of the Plan are reinvested in that Investment Fund to the extent not used to pay direct expenses of that Fund. (See Expenses of Plan, below.) All Deposits and Company Contributions to Fixed Income Fund C earn interest at the composite rate of all Guaranteed Investment Contracts of insurance companies (GICs) in which the assets of such fund are then invested. Such rate varies, as such GICs mature or are entered into and as Deposits and Company Contributions are made to and withdrawn from such GICs. Under the GICs in effect during 1993, the composite rate of interest earned by such assets so invested was not less than 7.0%. ESOP Fund Participants receive quarterly payments directly from the Trustee equal to the dividends paid to the Trustee on the shares of Common Stock of Public Service Enterprise Group Incorporated (Enterprise), the parent of PSE&G, held for their ESOP Account. Valuation of Investments Investments of Equities Growth Fund A, Balanced Fund B, Enterprise Common Stock Fund D, Stock Index Equities Fund E, Utilities Equities Fund F, Government Securities Fund G and starting February 1, 1994 International Stock Fund H, and the shares of Enterprise Common Stock held by the ESOP Fund are based upon quoted market values. The Plan has invested the assets of Fixed Income Fund C in GICs. The value of Fixed Income Fund C is based on the contract value of all GICs in which the assets of the fund are invested. Temporary investments are valued at cost which approximates fair market value. Securities transactions are accounted for on the trade date. The Plan's financial statements have been prepared in accordance with financial reporting requirements of the Employee Retirement Income Security Act of 1974, as amended, (ERISA) as permitted by the applicable rules. Under such requirements, realized gains and losses from securities transactions are computed using an adjusted cost basis as prescribed by the Department of Labor's (DOL) Rules and Regulations for Reporting and Disclosure. The adjusted cost is the fair value of the security at the beginning of the Plan year, or cost if acquired since that date. Unrealized gains and losses on securities held for investment are computed on the basis of the change in fair value between the beginning and ending of the Plan year. 16 Expenses of Plan All expenses incurred in connection with the administration of the Plan, including expenses of the Trustee, but excluding brokerage commissions and taxes relating to the sale of shares of Enterprise Common Stock at the direction of Participants, were paid directly by PSE&G. The assets of Common Stock Fund D and the ESOP Fund are invested in shares of Enterprise Common Stock. Shares of Enterprise Common Stock required for Fund D are purchased by the Trustee either directly from Enterprise at its sole discretion, or on the open market through a broker or, starting in 1994, acquired through an intra-plan transfer from the ESOP Fund. All shares sold for Common Stock Fund D and the ESOP Fund are sold by the Trustee on the open market through a broker. Brokerage commissions and taxes are paid by the Participants. However, starting in 1994, in situations where the ESOP is in a "sell" position and Fund D is in a "buy" position, Fund D will buy from the ESOP at the closing price on the N.Y. Stock Exchange. In such case, no brokerage commissions will be charged in the transaction. Loans A loan to a Participant is considered an investment of such Participant's Savings Account and the principal amount of the loan is treated as a separate investment within the various sub-accounts of the Participant's Savings Account. Repayments of the principal amount of the loan are credited to each such sub- account, and repayments of principal along with any accrued interest thereon are invested in the Plan's Investment Funds in the same manner as the Participant's then current-investment direction for Deposits and Company Contributions. Loan amounts are taken from sub-accounts of a Participant's Savings Account in the following order: (a) Deferred Deposits (b) Unmatured vested Employer Contributions (c) Matured vested Employer Contributions (d) Rollover Contributions (e) Unmatured post-1986 Nondeferred Deposits (f) Matured post-1986 Nondeferred Deposits (g) Pre-1987 Nondeferred Deposits Each loan is secured by an assignment of the Participant's entire right, title and interest in and to the Trust Fund to the extent of the loan and accrued interest thereon (See Note 1. SUMMARY OF THE PLAN - Loan Provisions). 17 Interfund Transfers - ESOP Account to Thrift Account Participants are permitted to transfer all, but not less than all, shares from their ESOP Accounts to their Savings Accounts. To effect such transfers, the Trustee will sell the shares of Enterprise Common Stock held in the ESOP Account and invest the proceeds in the Savings Account Funds designated by the Participant. The cash value of each share of Enterprise Common Stock so transferred will be equal to the price per share of Enterprise Common Stock actually received by the Trustee. Any such transfer is treated as a rollover contribution. Vesting Company Contributions to a Participant's Savings Account are immediately vested upon a Participant's completion of five years of service with the Company or when a Participant is eligible for an immediately payable retirement benefit, attains age 65, is disabled, is laid off or dies. All amounts credited to a Participant's ESOP Account are fully vested. Penalties upon Withdrawal If a Participant withdraws his entire vested Company Contributions and/or Deposits before they have been in the Plan for two full calendar years, such Participant loses the matching Company Contributions on Deposits made during the subsequent three months. Distributions to Participants electing to withdraw Non- Deferred Deposits and Company Contributions are made as soon as practicable after such elections are received by the Plan Administrator. Non-Deferred Deposits may be withdrawn at any time but certain penalties may apply. Deferred Deposits may not be withdrawn during employment prior to age 59-1/2 except for reasons of extraordinary financial hardship and to the extent permitted by the IRC. Distributions to Participants of approved hardship withdrawals are made as soon as practicable after such approval. Benefits Payable In 1993, the Plan changed its method of accounting for benefits payable to comply with the 1993 AICPA Audit and Accounting Guide, Audits of Employee Benefit Plans. The new guidance requires that benefits payable to persons who have withdrawn from participation in a defined contribution plan be disclosed in the footnotes to the financial statements rather than be recorded as a liability of the Plan. As of December 31, 1993, the net assets available for benefits included benefits of $747,418 due to Participants who have withdrawn from active participation in the Plan. 3. INVESTMENTS The financial statements of the Plan include the following: a. Savings Account Investment Funds (1) The assets of Equities Growth Fund A are invested in the capital stock of the Twentieth Century Investors Inc. Growth Fund (the "Twentieth Century Growth Fund") a no-load, open-ended investment company or mutual fund. The prospectus for the Twentieth Century Growth Fund indicates that such fund invests primarily in the common stock of companies considered by its investment manager to have above average potential for capital appreciation. (2) The assets of Balanced Fund B are invested in the capital stock of Phoenix Series Fund Balanced Series (the "Phoenix Balanced Fund") a no- load, open-ended investment company or mutual fund . The prospectus for the Phoenix Balanced Fund indicates that such fund invests primarily in a combination of equity and fixed income debt securities that its investment manager expects to provide current income along with long-term capital growth and conservation of capital. 18 (3) The assets of Fixed Income Fund C are invested in GICs with various insurance companies which contractually provide for a guarantee of principal and interest for the respective contract periods. The following GICs are continuing: (i) A four and one-half year contract expiring June 30, 1996 and a five and one-half year contract expiring June 30, 1997, with Provident National Assurance Company, effective interest rates of 6.62% and 6.80%, respectively. (ii) A four year contract which will expire on December 31, 1997, with Metropolitan Life Insurance Company, net effective interest rate of 5.72%. (iii) A four year contract with The Prudential Life Insurance Company of America, which will expire on December 31, 1994, net effective interest rate of 8.98%. (iv) A four year contract with John Hancock Mutual Life, which will expire January 2, 1996, net effective interest rate of 6.10%. (v) A five year contract with Principal Mutual Life, which will expire December 31, 1996, net effective interest rate of 6.80%. (4) The assets of Enterprise Common Stock Fund D are invested by the Trustee in Enterprise Common Stock. (5) The assets of Stock Index Equities Fund E are invested by the Trustee in BT Pyramid Equity Index Fund ("Stock Index Equities Fund"), a commingled stock index equities fund managed by Bankers Trust Company so as to achieve the approximate return of the Standard and Poor's 500 Composite Stock Price Index. (6) The assets of Utilities Equities Fund F are invested in the capital stock of Fidelity Select Portfolios Fund's Utilities Portfolio (the "Fidelity Utilities Fund") a no-load, open-ended investment company or mutual fund. The prospectus for the Fidelity Utilities Fund indicates that such fund invests primarily in equity securities of gas and electric utility companies and companies engaged in the communications field. The Fidelity Utilities Fund may, from time to time, include shares of Enterprise Common Stock or PSE&G preferred stock. (7) The assets of Government Securities Fund G are invested in the capital stock of Weiss, Peck and Greer Mutual Fund's Government Securities Fund (the " WPG Government Securities Fund") a no-load, open-ended investment company or mutual fund. The prospectus for the WPG Government Securities Fund indicates that such fund invests primarily in debt obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities which have remaining maturities of one year or more. 19 b. ESOP Fund Shares of Enterprise Common Stock held as assets of the Plan's ESOP Fund were transferred to the Plan in 1988 as a result of the spin-off and merger with the Plan of the bargaining unit portions of the PSE&G's former TRASOP and PAYSOP. No additional contributions in or transfers into the ESOP Fund are presently permitted or were allowed during 1993. c. PARTICIPANTS Participants As of December 31, ------------------ 1993 1992 1991 ---- ---- ---- Total Plan Participants 7,965 7,209 7,126 Participants by Fund Equities Growth Fund A (1) 1,020 758 Balanced Fund B (1) 660 439 Fixed Income Fund C 4,942 4,807 4,579 Enterprise Common Stock Fund D 2,987 2,704 2,530 Stock Index Equities Fund E 1,850 1,585 1,347 Utilities Equities Fund F (1) 896 519 Government Securities Fund G (1) 415 290 ESOP Fund 1,690 1,822 2,073 - --------------------- (1) New investment option in 1992 4. UNIT VALUE INFORMATION - SAVINGS ACCOUNT INVESTMENT FUNDS Unit values of the Investment Funds are determined the last business day of each month and starting February 1, 1994 will be determined at the end of each business day (Valuation Date) by dividing the market value of net assets available for benefits by the number of units allocated to all Participants as of the respective Valuation Date. New units are allocated to each Participant's Savings Account monthly and starting February 1, 1994 will be allocated at the end of each business day by dividing Deposits made by, or on behalf of, such Participant for the month and starting February 1, 1994 for each business day and the related Company Contributions, if any, together with repayment of the principal amount of any loan to the Participant's Savings Account including interest earned thereon during the month or business day, respectively, by the unit value determined as of the Valuation Date. If a Participant makes a transfer between Investment Funds, makes a withdrawal, receives a distribution or a loan, or makes a rollover contribution, the amount so transferred, withdrawn, distributed, loaned, or rolled over is also determined by the unit value of each Investment Fund as of the applicable Valuation Date for such transaction. 20 The Investment Fund unit information as of the last business day of each year is as follows: Investment Fund Year Unit Value* Number of Units - --------------- ---- ---------- --------------- (Dollars) Equities Growth Fund A (1) 1993 10.000000 347,435.857 1992 1.024268 2,032,849.041 Balanced Fund B (1) 1993 10.000000 181,026.753 1992 1.079134 871,809.551 Fixed Income Fund C 1993 10.000000 2,747,032.952 1992 1.561574 31,973,690.038 1991 1.443844 27,399,496.437 Enterprise Common Stock Fund D 1993 10.000000 6,143,922.175 1992 1.794902 13,235,402.932 1991 1.581855 13,504,065.325 Stock Index Equities Fund E 1993 10.000000 998,756.270 1992 2.043185 3,426,494.513 1991 1.892686 2,681,233.679 Utilities Equities Fund F (1) 1993 9.699076 301,270.143 1992 1.067409 1,183,456.011 Government Securities Fund G (1) 1993 10.000000 133,564.887 1992 1.076746 578,960.254 - ------------------------------- * 1993 Unit Values changed from 1992 as a result of a change in record keeper in 1993. (1) New investment option in 1992 ESOP ACCOUNT VALUATION Enterprise Common Stock share value is determined by using the closing market price on the New York Stock Exchange as reported in the Wall Street Journal as Composite Transactions. If a Participant withdraws shares, the shares are, at Participant's election, either distributed to such Participant or sold by the Trustee and the proceeds, net of commissions and taxes, are distributed to the Participant. The ESOP Fund information as of the last business day of each year is as follows: Year Price per share Number of Shares ---- --------------- ---------------- ESOP Fund 1993 $32.000 451,466 1992 $30.875 500,283 1991 $29.375 586,507 21 5. FEDERAL INCOME TAXES The Internal Revenue Service determined that the Plan and its related Trust, including the portions of the former TRASOP and PAYSOP applicable to bargaining unit Participants, which portions were spun-off and merged with the Plan effective January 1, 1988, qualified under Sections 401(a) and 501(a) of the IRC and, as such, the Plan is exempt from taxation on its earnings. Participants are not taxed either on Company Contributions or on the earnings credited to their Savings Account, until distribution of such Savings Account. 6. COMPLIANCE WITH ERISA The Plan is generally subject to the provisions of Titles I and II of ERISA, including the provisions with respect to reporting, disclosure, participation, vesting and fiduciary responsibility. However it is not subject to the funding requirements of Title I, and benefits under the Plan are not guaranteed by the Pension Benefit Guarantee Corporation under Title IV of ERISA. 7. SUBSEQUENT EVENTS The assets of Fixed Income Fund C will be invested after December 31, 1993 in GICs with the following insurance company which contractually provides for a return of principal and a fixed interest rate for the contract period: Effective January 1, 1994, a five year contract expiring January 4, 1999 with Allstate Life Insurance Company, effective interest rate of 5.65%. Starting February 1, 1994 three new investment funds will become available: (1) The assets of Stock Index Equities Fund E will be switched from the BT Pyramid Equity Index Fund to the BT Institutional Equity 500 Index Fund, a fund with similar investment objectives, that will enable the recordkeeper to provide Participants with daily valuations. (2) The assets of Utilities Equities Fund F will be switched from Fidelity Select Portfolios Fund's Utilities Portfolio to the Fidelity Utilities Income Fund, a fund with similar investment objectives, that will enable the recordkeeper to provide Participants with daily valuations. (3) The assets of International Stock Fund H will be invested in the capital stock of T. Rowe Price International Stock Funds, Inc. (the "T. Rowe Price International Stock Fund") a no-load, open-ended investment company or mutual fund. The prospectus for the T. Rowe Price International Stock Fund indicates that such fund invests primarily in common stocks of established non-U.S. companies. 22 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT - ITEM 27a DECEMBER 31, 1993 Identity of Issue Units/Shares Historical Cost Market Value - ----------------- ------------ --------------- ------------ Equities Growth Fund A 156,425 $3,700,346 $3,503,930 ------- ---------- ---------- Balanced Fund B 112,491 $1,798,426 $1,803,232 ------- ---------- ---------- Fixed Income Fund C (Insurance Annuity Contracts-GICs) Provident National Assurance Company 6.80%, four and one-half year contract expiring 6/30/97 9,525,088 $9,525,088 $9,525,088 6.62%, four and one half-year contract expiring 6/30/96 5,302,056 $5,302,056 $5,302,056 Metropolitan Life Insurance Company 8.39%, four-year contract expiring 1/1/94 8,468,689 $8,468,689 $8,468,689 5.72%, four and one-half year contract expiring 12/31/97 7,507,842 $7,507,842 $7,507,842 Prudential Life Insurance Company 8.98%, four-year contract expiring 12/31/94 10,471,131 $10,471,131 $10,471,131 Principal Mutual Life Insurance Company 6.80%, five-year contract expiring 12/31/96 8,505,828 $8,505,828 $8,505,828 John Hancock Mutual Life Insurance Company 6.10%, four-year contract expiring 1/2/96 10,573,369 $10,573,369 $10,573,369 ---------- ----------- ----------- 60,354,003 $60,354,003 $60,354,003 ---------- ----------- ----------- Equities Fund D (Common Stock of Public Service Enterprise Group, Inc.) 852,542 $24,063,520 $27,281,344 ---------- ----------- ----------- Equities Fund E (BT Pyramid Equity Index Fund) 10,145 $7,895,960 $10,029,607 ---------- ----------- ------------ Utilities Equities Fund F 77,558 $3,136,789 $2,914,614 ---------- ----------- ------------ Government Securities Fund G 127,926 $1,350,312 $1,326,589 ---------- ----------- ------------ Employee Stock Ownership Plan (Common Stock of Public Service Enterprise Group, Inc.) 458,176 $5,194,465 $14,661,632 ----------- ------------ Total Investments $107,493,821 $121,874,951 Loans to Participants $4,176,049 $4,176,049 ------------ ------------ Total Assets Held for Investment $111,669,870 $126,051,000 ============ ============ Required by Department of Labor Regulation 2520.103-10(b)(6).103-6
23 PUBLIC SERVICE ELECTRIC AND GAS COMPANY EMPLOYEE SAVINGS PLAN
SCHEDULE OF REPORTABLE CUMULATIVE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1993* - Item 27d Number Number Value Value of of of of Net Security Purchases Sales Purchases Sales Gain(Loss) --------- --------- ---------- --------- --------- Investment Contracts: Metropolitan Life Insurance Company 28 7 $8,395,439 $887,597 Provident National Assurance Company 50 6 $14,020,817 $9,912,905 BT Pyramid Directed Account Cash Fund 161 127 $6,492,124 $4,754,961
SCHEDULE OF REPORTABLE INDIVIDUAL TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1993* NONE * Reportable transactions as required by ERISA consist of any transaction or series of transactions within the plan year with the same person or entity which, when aggregated, involves an amount that is in excess of 5% of the current value of plan assets at the beginning of the plan year. 24 SIGNATURES 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 thereunto duly authorized. Public Service Electric and Gas Company Employee Savings Plan --------------------------------------- (Name of Plan) By MARTIN P. MELLETT --------------------------------------- MARTIN P. MELLETT Chairman of the Employee Benefits Committee Date: May 20, 1994 25 EXHIBIT INDEX Exhibit Number - ----------------------------------------- 1 Public Service Electric and Gas Company Employee Savings Plan, Restated and Amended November 16, 1993 effective as of February 1, 1994 2 Independent Auditors' Consent EX-23 2 EX-23 CONSENT 1 Exhibit 2 INDEPENDENT AUDITORS' CONSENT We consent to the incorporation by reference in Registration Statements Nos. 33-18417 and 33-44582 on Forms S-8 of Public Service Enterprise Group Incorporated of our report dated May 20, 1994 appearing in this Annual Report on Form 11-K of the Public Service Electric and Gas Company Employee Savings Plan for the year ended December 31, 1993. DELOITTE & TOUCHE DELOITTE & TOUCHE Parsippany, New Jersey May 20, 1994 -----END PRIVACY-ENHANCED MESSAGE-----