Exhibit 99-1
FORM 11-K
FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS
AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal years ended December 31, 1999
-------------------------------------------------
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
-------------------------------------------
Commission file number
----------------------------------------------------
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
CENTRAL MAINE POWER COMPANY
EMPLOYEE SAVINGS AND INVESTMENT PLAN
FOR NON-UNION EMPLOYEES
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
CMP GROUP, INC.
83 EDISON DRIVE
AUGUSTA, MAINE 04336
<PAGE>
Central Maine Power Company
Form 11-K - Year 1999
Central Maine Power Company
Employee Savings and Investment Plan
For Non-Union Employees
REQUIRED INFORMATION
The following financial statements shall be furnished for the plan:
Page No.
(a) Financial Statements
Report of Independent Public Accountants F-1
Statements of Net Asset Available for Benefits F-2
Statement of Changes in Net Assets Available for Benefits F-3
Notes to Financial Statements F-4 through F-11
Supplemental Schedules:
I - Schedule of Assets Held for Investment S-1 through S-2
Purposes at December 31, 1999
(b) Exhibits
Consent of Independent Public Accountants E-1
Signature E-2
Certain supplemental schedules required by the regulations of the Employee
Retirement Income Security Act of 1974 have been omitted because they are not
required or are not applicable.
<PAGE>
Report of Independent Accountants
To the Participants and Administrator of Central Maine Power Company Employee
Savings and Investment Plan for Non-Union Employees
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 Central Maine Power Company Employee Savings and Investment Plan for
Non-Union Employees (the "Plan") at December 31, 1999 and 1998, and the changes
in net assets available for benefits for the year ended December 31, 1999 in
conformity with accounting principles generally accepted in the United States.
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
auditing standards generally accepted in the United States 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 schedule of assets held
for investment purposes is presented for the purpose of additional analysis and
is not a required part of the basic financial statements but is 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. This supplemental schedule is the responsibility of the Plan's management.
The supplemental schedule has been subjected to the auditing procedures applied
in the audits of the basic financial statements and, in our opinion, is fairly
stated in all material respects in relation to the basic financial statements
taken as a whole.
PricewaterhouseCoopers LLP
June 23, 2000
<PAGE>
Central Maine Power Company
Form 11-K - Year 1999
Central Maine Power Company
Employee Savings and Investment Plan
For Non-Union Employees
Statements of Net Assets Available for Benefits
As of December 31,
1999 1998
---- ----
Assets:
Investments at Fair Value:
Participant Directed Funds $ 85,568,746 $76,804,240
Central Maine Power Company Stock Fund 16,011,607 9,642,115
Loans Due from Participants 1,490,579 1,522,445
----------- ----------
Total Investments 103,070,932 87,968,800
Receivables:
Dividends on Company Stock 119,760 109,235
Kennebec Water Power Company Employee
Savings and Investment Plan (Note 1) - 29,832
Accrued Interest 2,470 1,286
----------- ----------
Total Receivables 122,230 140,353
----------- ----------
Total Assets 103,193,162 88,109,153
----------- ----------
Liabilities:
Accounts payable (311,000) (457,425)
----------- ----------
Total Liabilities (311,000) (457,425)
----------- ----------
Net Assets Available for Benefits $102,882,162 $87,651,728
=========== ==========
The accompanying notes are an integral part of these financial statements.
<PAGE>
<TABLE>
<S> <C> <C> <C> <C> <C>
Central Maine Power Company
Form 11-K - Year 1999
Central Maine Power Company
Employee Savings and Investment Plan
For Non-Union Employees
Statement of Changes in Net Assets Available for Benefits
For the Year Ended December 31, 1999
Central
Participant Maine Power Loans Due
Directed Company from
Funds Stock Fund Participants Other Total
----------- ----------- ------------ ----- -----
Additions:
Investment Income
Net Appreciation
on Fair Market Value $ 8,758,399 $ 4,438,730 $ - $ - $ 13,197,129
Dividend on Company Stock - 468,224 - - 468,224
Interest and Dividends 5,343,423 - - - 5,343,423
Interest on Loans 102,665 9,034 - - 111,699
Contributions
Participants' 3,891,827 99,859 - - 3,991,686
Employer's - 1,441,781 - - 1,441,781
---------- ---------- --------- ------ -----------
Total Additions 18,096,314 6,457,628 - - 24,553,942
Deductions:
Benefits Paid to participants (Note 1) (4,835,116) (451,530) (58,875) - (5,345,521)
Loan Repayments 698,410 39,106 (737,516) - -
Loan Withdrawals (742,207) (43,245) 785,452 - -
Net Transfers (Note 1) (4,225,555) (439,861) (20,927) - (4,686,343)
----------- ----------- --------- ------ -----------
Net Increase Prior to Transfer 8,991,846 5,562,098 (31,866) - 14,522,078
Interplan Transfers 616,774 91,582 - - 708,356
Interfund Transfers (844,114) 873,946 - (29,832) -
----------- ----------- --------- ------ -----------
Net Increase (Decrease) 8,764,506 6,527,626 (31,866) (29,832) 15,230,434
Net Assets Available for Benefits:
Beginning of Year 76,804,240 9,295,211 1,522,445 29,832 87,651,728
---------- ----------- --------- ------ -----------
End of Year $85,568,746 $15,822,837 $1,490,579 $ - $102,882,162
========== ========== ========= ====== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE>
Central Maine Power Company
Form 11-K - Year 1999
Central Maine Power Company
Employee Savings and Investment Plan
For Non-Union Employees
Notes to Financial Statements
December 31, 1999
1. Plan Developments
-----------------
CMP Group is a holding company organized effective September 1, 1998
which owns all of the common stock of Central Maine Power Company ("the
Company") and the former non-utility subsidiaries of the Company. As part
of the reorganization, all of the shares of the Company's common stock
were converted into an equal number of shares of CMP Group. Shares of the
Central Maine Power Company Stock Fund ("CMP Co. Stock Fund"), an
investment option of the Central Maine Power Company Employee Savings and
Investment Plan for Non-Union Employees ("the Plan" or "the Non-Union
Plan") were converted to an equal number of CMP Group shares as a result
of the above. In addition, the CMP Group employees are eligible
participants of the Non-Union Plan.
Effective December 31, 1998 the Kennebec Water Power Company Employee
Savings and Investment Plan, which consisted of three participants, was
merged into the Central Maine Power Non-Union Plan.
On April 7, 1999, the Company sold most of its generating assets to
Florida-based FPL Group. Concurrent with the sale, some Non-Union
employees became employees of FPL Group and most transferred their
savings and investment accounts out of the Plan. Transfers into the FPL
Group plan by employees, totaling 62, who acquired similar employment
within FPL Group amounted to $5,102,348 and are reflected in the net
transfers line of the statement of changes in net assets available for
benefits. Furthermore, certain employees, who transferred to FPL Group,
but did not acquire similar employment within FPL Group, received lump
sum distributions. These distributions are reflected in the benefits paid
line of the statement of changes in net assets available for benefits.
On June 14, 1999, CMP Group entered into a merger agreement with Energy
East Corporation. The merger has received approval from shareholders, the
Maine Public Utilities Commission, the U.S. Department of Justice, the
Federal Trade Commission, Federal Communications Commission, the Nuclear
Regulatory Commission, and the Connecticut DPUC. SEC approval is pending.
When the merger becomes effective, all outstanding shares of CMP stock
will be purchased at $29.50 a share. Proceeds from the sale of stock
within the CMP Stock Fund will be placed in the money market fund until
participants redirect their monies to other investment options within the
plan.
<PAGE>
2. Description of the Plan
-----------------------
The Non-Union Plan was adopted by the Board of Directors the Company on
February 19, 1981. Certain pertinent features of the Plan, as amended,
are discussed below.
a. Eligibility of Participants
Each employee of the Company, CMP Group, Inc., and certain
wholly-owned subsidiaries, who is not in a unit of employees
covered by a collective bargaining agreement, is eligible to join
the Plan after completing one year of service during which the
employee has worked at least 1,000 hours. Eligibility criteria
changed to immediate participation effective January 1, 1999.
b. Elective Contributions by Participants
Each participant elects a salary reduction percentage to be
contributed by the Company on his/her behalf. Participants may
elect to have the Company contribute from 2% to 15% in 1998, and
2% to 18% as of January 1, 1999 (in multiples of 1%) of their base
compensation to the Plan through a salary reduction agreement.
c. Matching Contributions by the Company
The Company and its subsidiaries contribute to the Plan an amount
equal to 60% of the first 5% of the salary reduction amount
contributed on behalf of each participant, provided, however, that
the total contribution that the Company is obligated to make for
any year does not exceed the maximum amount deductible from the
Company's gross income under applicable provisions of the Internal
Revenue Code. Effective January 1, 1999 the Company increased its
matching contribution to 60% of the first 5% of compensation plus
50% on the next 2% of compensation for a total match of 4% on a 7%
salary reduction amount. In 1999 these provisions limited the
annual employee contribution excluded from taxable income to the
lesser of 25% of total compensation or approximately $10,000.
Employee contributions for employees who are defined as "highly
compensated" by the Internal Revenue Service may be further
limited in order to pass nondiscrimination tests. The Company's
matching contribution is made coincident with each payroll cycle
during the year and is paid in full as of the date the Company
files its federal income tax return for that year.
d. Vesting
Participants are 100% vested in their account balances. Each
participant's account consists of his/her contributions and any
rollover money, the matching Company contribution and any net
earnings thereon.
<PAGE>
2. Description of the Plan (continued)
-----------------------
e. Investment Options
All contributions made under the Plan are subject to a master
trust that also contains the assets of one other savings and
investment plan of the Company and its affiliated companies. At
December 31, 1999, the Plan's interest in investments in the
master trust was approximately 71%. Effective January 1, 1998, six
new funds were added and three funds were eliminated, bringing the
total number of investment options to thirteen. Contributions are
invested by the Trustee, Fidelity Management Trust Company, based
upon participant election, in one or more of thirteen funds. Those
assets which consist of shares of a registered investment entity
are invested directly into a participant account, which is
credited periodically to reflect the earnings thereon. Those
assets invested in the CMP Co. Stock Fund are commingled with the
assets of additional savings and investment plans of the Company
and its affiliated companies. The earnings related to the CMP Co.
Stock Fund are allocated prorata between the two plans based on
market value of CMP Group common shares held by each plan.
Contributions to all Funds may be invested temporarily in
short-term investments prior to the purchase of the primary Fund
securities.
All Company matching contributions are initially invested in the
CMP Co. Stock Fund. Dividends, interest and other distributions
received on the assets held in each Fund are reinvested in the
respective Fund. Participants may transfer all or a portion of
the Company contributions made on their behalf out of the CMP Co.
Stock Fund.
Upon enrollment, participants elect the Fund or Funds in which to
invest their contributions. The percentage of such contributions
invested in a particular Fund must be a multiple of 1%.
Participants may change the investment of their future
contributions (in multiples of 1% of such contributions) or
transfer a portion from one Fund to another. Changes and transfers
may be made at any time.
The Funds consist of:
Retirement Government Money Market Portfolio - An income fund
comprised of short-term, high-quality debt obligations issued or
guaranteed by the U.S. Government, its agencies or
instrumentalities.
Fidelity Balanced Fund - A diversified fund comprised of
high-yielding securities, including common stocks and bonds.
<PAGE>
2. Description of the Plan (continued)
-----------------------
e. Investment Options (continued)
Fidelity Magellan Fund - A fund comprised primarily of common
stock and securities convertible into common stock seeking capital
appreciation.
Spartan U.S. Equity Index Fund - A fund comprised of common stock
which attempts to duplicate the composition of the Standard &
Poor's Daily Stock Price Index of 500 Common Stocks. The fund
presents a passive approach for investing in a diversified
portfolio of common stocks.
Fixed Income Contract Portfolio - A fixed-income fund comprised of
investments yielding a fixed rate of return, as selected by the
Trustee, issued mainly by insurance companies and banks. Certain
fixed income contracts were previously placed under
conservatorship and as a result, this fund was closed to new
investments effective May 1, 1996. Final distributions from these
contracts were received in 1998 and 1999 and this fund ceased to
exist as of January 1, 1999.
Asset Manager Growth Fund - This fund seeks to maximize a total
return over the long term; the Fund allocates its assets among
three principal asset classes: stocks, bonds and short-term
instruments. However, it may invest in many types of domestic and
foreign securities.
Central Maine Power Company Stock Fund - A fund comprised of the
common shares of CMP Group, the parent company of Central Maine
Power Company.
PIMCO Total Return Bond Fund - This fund is an open-end management
investment company consisting of twenty-four separate investment
portfolios. Each fund has its own investment objectives and
policies.
MAS Value Fund - This is a no-load mutual fund consisting of
twenty-six portfolios. This fund also offers Institutional Class
Shares and Investment Class Shares.
Neuberger & Berman Genesis Trust - The investment objective of
this fund is to seek capital appreciation. This fund invests
primarily in common stock of companies with small market
capitalizations.
Vanguard PRIMECAP - This is an open-end diversified investment
that seeks to provide long-term growth of capital by investing
principally in common stocks.
<PAGE>
2. Description of the Plan (continued)
-----------------------
e. Investment Options (continued)
Invesco Total Return - This fund seeks to achieve a high total
return on investment through capital appreciation and current
income by investing in a combination of equity securities
(consisting of common stocks and, to a lesser degree, securities
convertible into common stock) and fixed income securities.
Fidelity Diversified International - This fund invests primarily
in stocks of companies located outside the U.S. that are included
in the Morgan Stanley EAFA Index. Seeks stocks that are
undervalued compared to industry norms in their countries.
f. Withdrawals and Distributions
A participant may elect to make a regular withdrawal of up to 100%
of the value of his/her contributions made prior to July 1, 1983,
and earnings thereon (but not less than $1,000 unless the value of
such participant's contributions and earnings thereon total less
than $1,000, in which case such total may be withdrawn), after
approval by the Employee Savings and Investment Plan Committee.
Only one regular withdrawal may be made in any year.
Withdrawals with respect to contributions made subsequent to July
1, 1983 may be made only for reasons of hardship. With the consent
of the Company's Employee Savings and Investment Plan Committee, a
participant may elect to make a hardship withdrawal, as determined
in accordance with the Plan provisions, of up to 100% his/her
account.
Distributions from the Funds occurring as a result of termination
of employment, death, retirement or permanent disability are made
no later than 60 days after the end of the Plan year, unless under
certain circumstances retiring or disabled participants elect
otherwise.
g. Participant Loans
Participants may, in general, borrow in the aggregate not more
than 50% of their account balances, subject to a maximum loan of
$50,000. Loans bear interest at a rate equal to the current rate
of interest being charged by the Central Maine Power Company
Employees Federal Credit Union for loans secured by share account
balances. Interest rates on loans outstanding at year end range
from 7.25% to 8.00%. The maximum term of the loans is generally
five years, or longer for mortgages, with borrowed funds being
repaid through payroll deductions.
<PAGE>
2. Description of the Plan (continued)
-----------------------
h. Expenses
All expenses of administration of the Plan, including Trustee's
and record keeper's fees, are paid by Central Maine Power Company
and participating subsidiaries.
3. Summary of Significant Accounting Policies
------------------------------------------
a. Basis of Accounting
The financial statements of the Plan are prepared under the
accrual method of accounting.
b. Use of Estimates
The preparation of the Plan's financial statements in conformity
with generally accepted accounting principles requires the plan
administrator to make significant estimates and assumptions that
affect the reported amounts of net assets available for benefits
at the date of the financial statements and the changes in net
assets available for benefits during the reporting period and,
when applicable, disclosure of contingent assets and liabilities
at the date of the financial statements. Actual results could
differ from those estimates.
c. Risks and Uncertainties
The Plan provides for various investment options in any
combination of stocks, fixed income securities, mutual funds, and
other investment securities. Investment securities are exposed to
various risks, such as interest rate, market and credit risks. Due
to the level of risk associated with certain investment
securities, it is at least reasonably possible that changes in
values of investment securities will occur in the near term and
that such changes could 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.
d. Investment Valuation and Income Recognition
The Plan's investments are stated at fair value. Shares of
registered investment companies are valued at quoted market prices
which represent the net asset value of shares held by the Plan at
year end. Participant loans are valued at cost, which approximates
fair value.
Purchases and sales of securities are recorded on a trade-date
basis. Interest income is recorded on the accrual basis. Dividends
are recorded on the ex-dividend date.
<PAGE>
3. Summary of Significant Accounting Policies (continued)
------------------------------------------
e. New Accounting Standard
During September 1999, the American Institute of Certified Public
Accountants' (AICPA) Accounting Standards Executive Committee
issued Statement of Position (SOP) 99-3, "Accounting for and
Reporting of Certain Defined Contribution Plan Investments and
Other Disclosure Matters." This SOP eliminates the requirement to
present in columnar format separate investment fund information
and amends the AICPA Audit and Accounting Guide. It is effective
for plan years after December 15, 1999, with earlier adoption
encouraged. The Plan has adopted the SOP for the plan year ended
December 31, 1999. The prior year financial statements have also
been restated to conform to the new presentation.
4. Related Party Transactions
--------------------------
Certain Plan investment options are shares of mutual funds managed by the
Trustee and CMP Group common stock. Therefore, these transactions qualify
as party-in-interest transactions.
5. Investments
-----------
The following investments represent 5% or more of the total net assets
available for plan benefits at December 31, 1999:
Description Amount
----------- ------
Retirement Government Money Market Portfolio $9,077,654
Fidelity Balanced Fund* $6,219,638
Fidelity Magellan Fund* $26,027,436
Spartan U.S. Equity Index Fund* $26,237,411
Asset Manager Growth Fund* $5,742,212
Central Maine Power Company Stock Fund*/** $16,011,607
Vanguard PRIMECAP $5,724,736
*Represents a party-in-interest to the Plan.
**Nonparticipant-directed.
<PAGE>
5. Investments (continued)
-----------
During 1999, the Plan's investments appreciated in value by $13,197,129,
which included gains and losses on investments bought and sold, as well
as unrealized appreciation/depreciation on investments held at year end.
Appreciation is as follows:
Mutual funds $ 8,758,399
Common Stock 4,438,730
----------
$13,197,129
==========
6. Plan Termination
----------------
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA.
7. Federal Income Taxes
--------------------
The Internal Revenue Service determined and informed the Company sponsor
by letter dated February 10, 1995, that the Plan is qualified and the
related trust established under the Plan is tax-exempt, under the
applicable sections of the Internal Revenue Code. The Plan has been
amended since receiving the determination letter. However, the Plan
administrator and the Plan's tax counsel believe that the Plan is
currently designed and being operated in compliance with the applicable
requirements of the Code. Therefore, they believe that the Plan was
qualified and the related trust was tax-exempt as of the financial
statement date.
Elective contributions to the Plan made by the Company on behalf of
employees are not subject to federal income taxes currently, as long as
these contributions are below the maximum level derived in accordance
with Section 401(k) regulations. Contributions and earnings thereon will,
in general, be taxable upon distribution, although rules providing for
additional deferral may apply with respect to certain distributions of
Company stock.
8. Differences with Form 5500
--------------------------
Differences between the information contained in the financial statements
and Form 5500 are primarily related to differences in classification. The
Form 5500 does not provide the detailed information of balances or
earnings related to assets held in the master trust.
<PAGE>
<TABLE>
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Central Maine Power Company
Form 11-K - Year 1999
Schedule I
Page 1 of 2
Central Maine Power Company
Employee Savings and Investment Plan
For Non-Union Employees (A)
Schedule of Assets Held for Investment Purposes
At December 31, 1999
Name of Issuer Market
Fund and Title of Issue Cost Value
---- ------------------ ---- ------
Retirement Government Money Market Fund $ 12,106,385
Fidelity Balanced Fund* 9,029,098
Fidelity Magellan Fund* 36,577,241
Spartan U.S. Equity Index Fund* 37,140,977
Asset Manager Growth Fund* 8,140,266
PIMCO Total Return Bond Fund 1,618,599
MAS Value Fund 621,697
Neuberger & Berman Genesis Trust 1,661,211
Vanguard PRIMECAP 7,806,938
Invesco Total Return 828,616
Fidelity Diversified International* 3,362,839
Central Maine Power Company Stock Fund**
CMP Group Shares* $15,837,197 22,610,959
Fidelity U.S. Government Reserve Pool (at par value)* 1,189,384 1,189,384
---------- -----------
Total CMP Stock Fund $17,026,581 23,800,343
---------- -----------
Total Investments All Funds 142,694,210
Participant Loans (interest rates range from 7.25% to 8.00%,
maturity dates are generally within 5 years.) 2,475,107
-----------
Total $145,169,317
===========
*Parties in interest to the plan.
**Nonparticipant-directed.
</TABLE>
<PAGE>
Central Maine Power Company
Form 11-K - Year 1999
Schedule I
Page 2 of 2
Central Maine Power Company
Employee Savings and Investment Plan
For Non-Union Employees
Notes to Schedule I - Investments
(A) The investments of the Central Maine Power Company Employee Savings and
Investment Plan for Non-Union Employees are commingled in a master trust
with the investments of one other employee savings and investment plan
maintained by the Company and its affiliates. Schedule I presents the
consolidated investments of both plans. This Plan's share of the pooled
investments is as follows:
Market/Contract
Cost Value
---- ---------------
Retirement Government Money Market Portfolio $ 9,077,654
Fidelity Balanced Fund* 6,219,638
Fidelity Magellan Fund* 26,027,436
Spartan U.S. Equity Index Fund* 26,237,411
Asset Manager Growth Fund* 5,742,212
PIMCO Total Return Fund 1,337,113
MAS Value Fund 465,913
Neuberger & Berman Genesis 1,292,265
Vanguard PRIMECAP 5,724,736
Invesco Total Return 610,643
Fidelity Diversified International* 2,833,725
Central Maine Power Company Stock Fund*/** $10,654,425 16,011,607
Loans Due from Participants 1,490,579
-----------
Total $103,070,932
===========
*Parties in interest to the plan.
**Nonparticipant-directed.
<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-44754) of Central Maine Power Company of our
report dated June 23, 2000 relating to the financial statements of the Central
Maine Power Company Employee Savings and Investment Plan for Non-Union
Employees, which appears in this Form 11-K.
PricewaterhouseCoopers LLP
Portland, ME
June 28, 2000
<PAGE>
Central Maine Power Company
Form 11-K - Year 1999
Central Maine Power Company
Employee Savings and Investment Plan
For Non-Union Employees
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Trustee
(or other persons who administer the employee benefit plan) have duly caused
this annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
Central Maine Power Company Employee Savings
and Investment Plan for Non-Union Employees
-------------------------------------------
(Name of Plan)
/s/Michael W. Caron
Michael W. Caron, Comptroller
(Chief Accounting Officer and Duly Authorized
Officer)
CMP Group, Inc
/s/Arthur W. Adelberg
Arthur W. Adelberg, Executive Vice President
and Chief Financial Officer
(Principal Financial Officer and Duly Authorized
Officer)
Date: June 30, 2000
