<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
Commission File Number 1-977
WESTINGHOUSE DE PUERTO RICO, INC. RETIREMENT SAVINGS PLAN
(Full title of the Plan)
CBS CORPORATION
51 West 52nd Street
New York, New York 10019
(Name of issuer of the securities held pursuant to the Plan
and the address of its principal executive office)
<PAGE> 2
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Financial Statements as of December 31, 1998
and 1997, and Schedules as of December 31, 1998
(With Independent Auditors' Report Thereon)
<PAGE> 3
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
TABLE OF CONTENTS
<TABLE>
PAGE
<S> <C>
Independent Auditors' Report 1
Statements of Net Assets Available for Benefits, With Fund Information 2
Statement of Changes in Net Assets Available for Benefits, With Fund Information 4
Notes to Financial Statements 5
SCHEDULES
1 - Line 27(a) - Schedule of Assets Held for Investment Purposes 12
2 - Line 27(d) - Schedule of Reportable Transactions 13
</TABLE>
All other schedules required by the Department of Labor's Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income Security Act
of 1974 (ERISA), have been omitted because there is no information to report.
<PAGE> 4
INDEPENDENT AUDITORS' REPORT
To the Participants and Administrator of the
Westinghouse de Puerto Rico, Inc. Retirement Savings Plan:
We have audited the accompanying statements of net assets available for
benefits, with fund information of the Westinghouse de Puerto Rico, Inc.
Retirement Savings Plan (the Plan) as of December 31, 1998 and 1997, and the
related statement of changes in net assets available for benefits, with fund
information for the year ended December 31, 1998. These financial statements are
the responsibility of the Plan Administrator. 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.
As further discussed in note 7, the Plan Sponsor has expressed its intent to
terminate the Plan effective June 30, 1999.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan, with
fund information as of December 31, 1998 and 1997, and the changes in net assets
available for benefits, with fund information for the year ended December 31,
1998, in conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The supplemental schedules
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.
/s/ KPMG LLP
Pittsburgh, Pennsylvania
June 8, 1999
<PAGE> 5
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Benefits, With Fund Information
December 31, 1998
<TABLE>
<CAPTION>
FUND INFORMATION
------------------------------------------------------------
PARTICIPANT DIRECTED
------------------------------------------------------------
FIDELITY CBS
FIXED VANGUARD GROWTH COMMON
INCOME MUTUAL & INCOME STOCK LOAN
FUND FUND FUND FUND FUND TOTAL
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Investments, at fair value:
Registered investment companies $ -- 97,000 23,724 -- -- 120,724
CBS common stock -- -- -- 110,153 -- 110,153
Loans to participants -- -- -- -- -- --
Interest-bearing cash -- 12 -- 121 -- 133
-------- -------- -------- -------- -------- --------
-- 97,012 23,724 110,274 -- 231,010
Investments, at contract value:
Beneficial interest in the Master
Trust, net of fees (note 4) 116,845 -- -- -- -- 116,845
-------- -------- -------- -------- -------- --------
Total investments 116,845 97,012 23,724 110,274 -- 347,855
Receivables:
Interest and dividends -- 698 -- -- -- 698
-------- -------- -------- -------- -------- --------
Total assets 116,845 97,710 23,724 110,274 -- 348,553
Liabilities -- -- -- -- -- --
-------- -------- -------- -------- -------- --------
Net assets available for benefits $116,845 97,710 23,724 110,274 -- 348,553
======== ======== ======== ======== ======== ========
</TABLE>
See accompanying notes to financial statements.
2
<PAGE> 6
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Statement of Net Assets Available for Benefits, With Fund Information
December 31, 1997
<TABLE>
<CAPTION>
FUND INFORMATION
----------------------------------------------------------
PARTICIPANT DIRECTED
----------------------------------------------------------
FIDELITY CBS
FIXED VANGUARD GROWTH COMMON
INCOME MUTUAL & INCOME STOCK LOAN
FUND FUND FUND FUND FUND TOTAL
----------- --------- ---------- --------- --------- -----------
<S> <C> <C> <C> <C> <C> <C>
Investments, at fair value:
Registered investment companies $ -- 823,578 156,626 -- -- 980,204
CBS common stock -- -- -- 336,741 -- 336,741
Loans to participants -- -- -- -- 384,427 384,427
Interest-bearing cash -- -- -- 31 -- 31
----------- --------- ---------- --------- --------- -----------
-- 823,578 156,626 336,772 384,427 1,701,403
Investments, at contract value:
Beneficial interest in the Master
Trust, net of fees (note 4) 2,609,580 -- -- -- -- 2,609,580
----------- --------- ---------- --------- --------- -----------
Total investments 2,609,580 823,578 156,626 336,772 384,427 4,310,983
Receivables:
Interest and dividends -- -- -- 4 -- 4
----------- --------- ---------- --------- --------- -----------
Total assets 2,609,580 823,578 156,626 336,776 384,427 4,310,987
Liabilities:
Plan transfer (note 6) (2,474,304) (733,029) (137,375) (235,233) (383,915) (3,963,856)
----------- --------- ---------- --------- --------- -----------
Net assets available for benefits $ 135,276 90,549 19,251 101,543 512 347,131
=========== ========= ========== ========= ========= ===========
</TABLE>
See accompanying notes to financial statements.
3
<PAGE> 7
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Statement of Changes in Net Assets Available for Benefits, With Fund Information
Year Ended December 31, 1998
<TABLE>
<CAPTION>
FUND INFORMATION
---------------------------------------------------------
PARTICIPANT DIRECTED
---------------------------------------------------------
FIDELITY CBS
FIXED VANGUARD GROWTH COMMON
INCOME MUTUAL & INCOME STOCK LOAN
FUND FUND FUND FUND FUND TOTAL
-------- -------- -------- -------- -------- --------
<S> <C> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net appreciation (depreciation) in fair value of
investments $ -- 32,985 (4,417) 16,162 -- 44,730
Interest on participant loans 14 -- -- -- -- 14
Interest, dividends and other -- 2,729 45 180 -- 2,954
Net investment gain from the Master
Trust (note 4) 22,719 -- -- -- -- 22,719
-------- -------- -------- -------- -------- --------
Total investment income 22,733 35,714 (4,372) 16,342 -- 70,417
Contributions:
Employer's contributions 527 -- -- -- -- 527
Participants' contributions 1,054 -- -- -- -- 1,054
-------- -------- -------- -------- -------- --------
Total contributions 1,581 -- 1,581
-------- -------- -------- -------- -------- --------
Total additions 24,314 35,714 (4,372) 16,342 -- 71,998
Deductions from net assets attributed to:
Benefits paid to participants (31,420) (28,513) -- -- -- (59,933)
Loans to participants, net of repayments 512 -- -- -- (512) --
-------- -------- -------- -------- -------- --------
Total deductions (30,908) (28,513) -- -- (512) (59,933)
-------- -------- -------- -------- -------- --------
Net (decrease) increase prior to
interfund and plan transfers (6,594) 7,201 (4,372) 16,342 (512) 12,065
Interfund transfers 2,602 205 479 (3,286) -- --
Plan transfers (note 6) (14,439) (245) 8,366 (4,325) -- (10,643)
-------- -------- -------- -------- -------- --------
Total transfers (11,837) (40) 8,845 (7,611) -- (10,643)
-------- -------- -------- -------- -------- --------
Net increase (decrease) (18,431) 7,161 4,473 8,731 (512) 1,422
Net assets available for benefits:
Beginning of year 135,276 90,549 19,251 101,543 512 347,131
-------- -------- -------- -------- -------- --------
End of year $116,845 97,710 23,724 110,274 -- 348,553
======== ======== ======== ======== ======== ========
</TABLE>
See accompanying notes to financial statements.
4
<PAGE> 8
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 1998 and 1997
(1) DESCRIPTION OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
CBS Corporation (the Corporation or Plan Sponsor), formerly Westinghouse
Electric Corporation, is the Plan Sponsor of the Westinghouse de Puerto
Rico, Inc. Retirement Savings Plan (the Plan). Westinghouse de Puerto
Rico, Inc. was a wholly owned subsidiary of the Corporation until October
31, 1997, at which time it was sold to Ingersoll-Rand Company.
The sale of Westinghouse de Puerto Rico, Inc. on October 31, 1997,
resulted in substantially all Westinghouse de Puerto Rico, Inc.
Retirement Savings Plan participants being transferred to a Plan
Sponsored by Thermo King de Puerto Rico, Inc. (see note 6). As further
discussed in note 7, the Plan Sponsor has expressed its intent to
terminate the Plan effective June 30, 1999.
(a) BASIS OF ACCOUNTING
The financial statements of the Plan are prepared under the
accrual basis of accounting.
(b) INVESTMENTS
The Plan's shares of common stock and registered investment
companies are presented at fair market value, which is based on
published market quotations. Guaranteed investment contracts with
insurance companies and synthetic guaranteed investment contracts
held in the Westinghouse Savings Program Master Trust (Master
Trust), in which the Plan's Fixed Income Fund has a beneficial
interest, are presented at contract value. Loans to participants
are valued at cost, which approximates fair value.
(c) MEASUREMENT DATE
Purchases and sales of securities are recorded on a trade date
basis.
(d) DIVIDENDS
Dividends on the Plan's shares of common stock and registered
investment companies are credited to each participant's account,
as appropriate, for shares held as of the date of record.
(e) PAYMENT OF BENEFITS
Benefits are recorded when paid.
(Continued)
5
<PAGE> 9
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 1998 and 1997
(f) USE OF ESTIMATES
The preparation of financial statements in conformity with
generally accepted accounting principles requires the Plan
Administrator to make estimates and assumptions that affect the
reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities as of the date of the financial
statements and the reported amounts of Plan activity during the
reporting period. Actual results could differ from those
estimates.
(2) DESCRIPTION OF THE PLAN
The following description of the Plan provides only general information.
Participants should refer to the Plan document or the summary Plan
description for a more complete description of the Plan's provisions.
(a) GENERAL
The Plan is a defined contribution plan effective as of January 1,
1992. The Plan is subject to the provisions of ERISA. The Plan
covered all full-time employees rendering service in Puerto Rico
who are or were employees of Westinghouse de Puerto Rico, Inc. or
certain existing and former divisions and subsidiaries of CBS
Corporation (the Companies) and who were not covered under a
collective bargaining agreement. Temporary employees or leased
employees were not eligible to participate in the Plan.
The administrative managers of the Corporation's plans serve as
Plan Administrator.
(b) CONTRIBUTIONS
Plan participants may elect to contribute on a pre-tax basis from
1% to 4% of their total compensation excluding bonuses and
incentive awards as a basic contribution and from 1% to 4% of
their total compensation excluding bonuses and incentive awards on
a pre-tax basis as a supplementary contribution. Effective April
1, 1997, participants may elect to contribute on an after-tax
basis from 1% to 4% of their total compensation excluding bonuses
and incentive awards as an additional supplementary contribution.
The Companies contribute an amount equal to 50% of the employee's
basic contribution. The participant's maximum contribution cannot
exceed the lesser of 12% of eligible compensation or $8,000 in
1998, (12% of eligible compensation or $7,500 in 1997), subject to
the Puerto Rico Internal Revenue Code. The employee's election
shall be effective for a minimum of one quarter.
(Continued)
6
<PAGE> 10
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 1998 and 1997
Upon enrollment in the Plan, a participant can elect for their
contribution to be invested in one or more of the following four
funds: the Fixed Income Fund; the Vanguard Index Trust 500
Portfolio (Vanguard Mutual Fund); the Fidelity Growth and Income
Fund; or the CBS Common Stock Fund.
Participants may direct their investments in 10% multiples in any
combination they wish.
The Companies have the right under the Plan to discontinue their
contributions at any time.
(c) ROLLOVERS
An employee eligible to participate in the Plan may elect to
deposit (roll over) into the Plan distributions received from
other plans that are qualified by the Puerto Rico Internal Revenue
Code. Rollovers are fully vested at all times and are
nonforfeitable.
(d) WITHDRAWALS
All participants are permitted to make withdrawals from the Plan
subject to provisions in the Plan document. Distributions from the
Plan upon retirement, termination or death shall be paid in cash
and/or shares of common stock, as detailed in the Plan document.
(e) LOANS
Effective April 1, 1997, participants are eligible to take a loan
from the Plan. The amount of a loan generally cannot exceed the
lesser of $50,000 or one-half of the participant's total pre-tax
vested account balance. Loans bear interest at a fixed rate which
is equal to the prime rate in effect on the last business day of
the calendar quarter prior to the loan origination date, plus 1%.
All loans are subject to specific repayment terms and are secured
by the participant's nonforfeitable interest in his/her account
equivalent to the principal amount of the loan.
(f) VESTING AND FORFEITURES
Participant contributions to the Plan plus actual earnings thereon
are fully vested and nonforfeitable. If an employee had eligible
service before January 1, 1992, the employer matching
contributions plus actual earnings thereon are also vested.
Employees hired on or after January 1, 1992, must complete three
years of eligibility service to become vested in the employer
matching contributions plus actual earnings thereon. If a
participant terminates employment prior to completing three years
of eligibility service, the current value of their employer
matching contributions will be forfeited. Forfeited contributions
are used to reduce future employer matching contributions.
Employer contributions were reduced by $0, and $6,897 in 1998 and
1997, respectively, from forfeited nonvested accounts.
(Continued)
7
<PAGE> 11
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 1998 and 1997
(g) PLAN EXPENSES
The administrative managers are responsible for the general
administration of the Plan and for carrying out the provisions
thereof. The investment assets of the Plan are administered by a
trustee appointed by the Corporation. Administrative expenses are
paid directly by the Corporation and, accordingly, are not
reflected in the Plan's financial statements.
(3) INVESTMENTS
The following table presents the values of investments that represent 5%
or more of the Plan's net assets as of December 31, 1998 and 1997:
<TABLE>
<CAPTION>
1998 1997
--------------- ---------------
<S> <C> <C>
Beneficial interest in the Master Trust $ 116,845 2,609,580
Vanguard Index Trust 500 Portfolio 97,000 823,578
Fidelity Growth & Income Fund 23,724 156,626
CBS common stock 110,153 336,741
</TABLE>
(4) MASTER TRUST (DOLLAR AMOUNTS IN THOUSANDS)
As of December 31, 1998, the Master Trust includes the Fixed Income Fund
of the Plan, as well as the Fixed Income Fund of another Plan Sponsored
by the Corporation. The Master Trust is administered by Bankers Trust and
governed by the Westinghouse Savings Program Master Trust Agreement.
Although assets in the Master Trust are commingled, the trustee maintains
records of contributions received from and distributions made to the
Master Trust for each participating plan. As of December 31, 1998 and
1997, the Plan's beneficial interest in the net assets of the Master
Trust was less than 0.01% and 0.1%, respectively. Net assets and net
investment income are allocated by the trustee to each plan based on the
beneficial interest of each plan to the total beneficial interests of the
participating plans on a daily basis.
(Continued)
8
<PAGE> 12
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 1998 and 1997
The following table presents the values of investments in the Master
Trust as of December 31, 1998 and 1997 (in 000's):
<TABLE>
<CAPTION>
1998 1997
--------------------------------- ---------------------------------
CONTRACT MARKET CONTRACT MARKET
VALUE VALUE VALUE VALUE
---------------- ---------------- ---------------- ----------------
<S> <C> <C> <C> <C>
Guaranteed investment contracts $ 449,428 450,678 633,976 661,217
Synthetic guaranteed investment
contracts 1,955,176 2,023,929 2,106,927 2,125,700
Cash (cash overdraft) 94,322 94,322 (13,336) (13,336)
================ ================ ================ ================
Master Trust $ 2,498,926 2,568,929 2,727,567 2,773,581
================ ================ ================ ================
</TABLE>
Market values of investments in the Master Trust are based on quoted
market prices or on discounted cash flow analysis utilizing estimated
current market interest rates.
The contract value of the Master Trust excludes accrued investment
consulting fees for the Fixed Income Fund payable to Bankers Trust
Company.
Synthetic guaranteed investment contracts utilize benefit-responsive
wrapper contracts issued by various third-party issuers. The wrapper
contracts provide market and cash flow risk protection to the Plan and
provide for the execution of participant initiated transactions in the
Plan at contract value. The synthetic guaranteed investment contracts may
invest in derivatives and include collateralized mortgage obligations
(CMOs), real estate investment conduits (REMICs), other mortgage
derivatives, call/put options on Treasury securities and U.S. Treasury
bond futures contracts. The notional and fair values of these
derivatives, as estimated by the trustee and various investment managers,
are $457,775 and $394,233 as of December 31, 1998, and $303,016 and
$302,475 as of December 31, 1997, respectively.
The aggregate investment gain from the Master Trust for the year ended
December 31, 1998, of $167,677 is solely comprised of interest income.
Certain expenses of the Master Trust are deducted from the aggregate
investment gain.
The average blended yield of all the investment contracts as of December
31, 1998 and 1997, was 6.41% and 6.83%, respectively, while the annual
one year return for the years ended December 31, 1998 and 1997, was 6.54%
and 6.61%, respectively.
(Continued)
9
<PAGE> 13
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 1998 and 1997
(5) TAX STATUS
The Plan obtained a favorable determination letter dated September 27,
1993, from the Puerto Rico Department of the Treasury which qualifies the
Plan as tax exempt under the provisions of the Puerto Rico Internal
Revenue Code (the Code). The Plan Administrator and the Plan's tax
counsel believe that the Plan is currently 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
December 31, 1998 and 1997.
Under the Puerto Rico income tax laws and regulations, a participant is
not subject to income taxes on the contributions of the employing
company, or on the interest from insurance contracts and investment
income received by the Trustee until the participant's account is
distributed or withdrawals are made.
(6) TRANSFER OF ASSETS AND OTHER EVENTS
In connection with the sale of Westinghouse de Puerto Rico, Inc. to
Ingersoll-Rand Company on October 31, 1997, assets equal to the October
31, 1997 account balances of the Plan's approximate 760 participants were
transferred to a Plan Sponsored by Thermo King de Puerto Rico, Inc. Such
transfer did not occur until subsequent to December 31, 1997, and,
accordingly, the December 31, 1997, market value of these assets by fund
are listed below:
<TABLE>
<S> <C>
Fixed Income Fund $ 2,474,304
Vanguard Mutual Fund 733,029
Fidelity Growth and Income Fund 137,375
CBS Common Stock Fund 235,233
Loan Fund 383,915
===============
$ 3,963,856
===============
</TABLE>
The above amounts were recorded as liabilities on the statement of net
assets available for benefits as of December 31, 1997.
The transfer balance of $10,643 as of December 31, 1998 reflects the
adjustment to the accrued transfer balances as result of activity between
December 31, 1997 and the transfer date.
(Continued)
10
<PAGE> 14
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
Notes to Financial Statements
December 31, 1998 and 1997
(7) PLAN TERMINATION
The Plan Sponsor has expressed its intent to terminate the Plan. Benefits
will continue to accrue through June 30, 1999, and all participants will
be considered to be fully vested as of that date. Employees will receive
a lump-sum payment from the Plan once the Company receives approval from
the Puerto Rico Treasury Department to terminate the Plan, and such
employees may elect to have his/her lump-sum payment paid to them
directly or rolled over into another qualified plan or an Individual
Retirement Account (IRA) account.
11
<PAGE> 15
SCHEDULE 1
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
EIN: 2501202929
Plan Number: 007
Line 27(a) - Schedule of Assets Held for Investment Purposes
December 31, 1998
<TABLE>
<CAPTION>
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN E
- --------------- ----------------------------------- ------------------------------------- -------------- --------------
DESCRIPTION OF INVESTMENT INCLUDING
IDENTITY OF ISSUE, BORROWER, MATURITY DATE, RATE OF INTEREST, CURRENT
LESSOR OR SIMILAR PARTY COLLATERAL, PAR OR MATURITY VALUE COST VALUE
----------------------------------- ------------------------------------- -------------- --------------
<S> <C> <C> <C> <C>
Registered investment companies:
Vanguard Group Vanguard Index Trust 500 Portfolio -
851 shares $ 69,783 97,000
Fidelity Investments Fidelity Growth and Income Fund -
518 shares 18,616 23,724
* CBS Corporation Common stock - 3,357 shares 54,826 110,153
* Bankers Trust Company BT Pyramid Directed Cash Fund 133 133
-------------- --------------
$ 143,358 231,010
============== ==============
</TABLE>
* Party-in-interest
See accompanying independent auditors' report.
12
<PAGE> 16
SCHEDULE 2
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
EIN: 2501202929
Plan Number: 007
Line 27(d) - Schedule of Reportable Transactions
Year Ended December 31, 1998
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Single Transactions Involving an Amount in Excess of Five Percent of the Current Value of Plan Assets
<S> <C> <C> <C> <C> <C> <C>
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN G COLUMN H COLUMN I
- --------------------- -------------------------------- ------------ ------------ ------------ --------------- --------------
CURRENT VALUE
OF ASSET ON
IDENTITY OF PURCHASE SELLING COST OF TRANSACTION NET GAIN
PARTY INVOLVED DESCRIPTION OF ASSET PRICE PRICE ASSET DATE (LOSS)
- --------------------- -------------------------------- ------------ ------------ ------------ --------------- --------------
CBS Corporation Common stock $ -- 239,535 130,490 239,535 109,045
</TABLE>
Note: Columns E (Lease/Rental) and F (Expense Incurred With Transaction) have
been omitted because there is no information to report.
See accompanying independent auditors' report.
(Continued)
13
<PAGE> 17
SCHEDULE 2
WESTINGHOUSE DE PUERTO RICO, INC.
RETIREMENT SAVINGS PLAN
EIN: 2501202929
Plan Number: 007
Line 27(d) - Schedule of Reportable Transactions
Year Ended December 31, 1998
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
Series Transactions, When Aggregated, Involving an Amount in Excess of Five Percent of the Current Value of Plan Assets
<S> <C> <C> <C> <C> <C> <C>
COLUMN A COLUMN B COLUMN C COLUMN D COLUMN G COLUMN H COLUMN I
- --------------------- -------------------------------- ------------- ------------ ------------ --------------- -------------
NUMBER NUMBER TOTAL DOLLAR TOTAL DOLLAR
IDENTITY OF OF OF VALUE OF VALUE OF NET GAIN
PARTY INVOLVED DESCRIPTION OF ASSET PURCHASES SALES PURCHASES SALES (LOSS)
- --------------------- -------------------------------- ------------- ------------ ------------ --------------- -------------
CBS Corporation Common stock -- 2 $ -- 242,752 110,759
</TABLE>
See accompanying independent auditors' report.
14
<PAGE> 18
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Plan
Administrator has duly caused this annual report to be signed on behalf of the
Plan by the undersigned thereunto duly authorized.
Westinghouse de Puerto Rico, Inc. Retirement Savings Plan
Dated: 6/29/99 By: /s/ A. G. Ambrosio
----------------------------
Name: A. G. Ambrosio
Title: Plan Administrator
<PAGE> 19
EXHIBIT INDEX
Exhibit No. Description
23 Consent of KPMG LLP
<PAGE> 1
Exhibit 23
CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement on
Form S-8 (No. 33-44044) of our report dated June 8, 1999, included in the Annual
Report of the Westinghouse de Puerto Rico, Inc. Retirement Savings Program on
Form 11-K for the year ended December 31, 1998.
/s/ KPMG LLP
Pittsburgh, Pennsylvania
June 29, 1999
