Securities and Exchange Commission
Washington, D.C. 20549
Form 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 1-7784
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
CENTURY TELEPHONE ENTERPRISES, INC.
100 CENTURY PARK DRIVE
MONROE, LA 71203
Independent Auditors' Report
The Board of Directors
Century Telephone Enterprises, Inc.:
We have audited the accompanying statements of net assets available for
benefits of Century Telephone Enterprises, Inc. Dollars and Sense Plan
as of December 31, 1994 and 1993, and the related statement of changes
in net assets available for benefits for the year ended December 31,
1994. 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, the financial statements referred to above present
fairly, in all material respects, the net assets available for benefits
of Century Telephone Enterprises, Inc. Dollars and Sense Plan as of
December 31, 1994 and 1993, and the changes in net assets available for
benefits for the year ended December 31, 1994, 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 fund information in the statement of net assets
available for benefits and the statement of changes in net assets
available for benefits is presented for purposes of additional analysis
rather than to present the net assets available for plan benefits and
changes in net assets available for plan benefits of each fund. 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.
KPMG PEAT MARWICK LLP
/s/ KPMG PEAT MARWICK LLP
Shreveport, Louisiana
June 16, 1995
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Statements of Net Assets Available for Benefits With Fund Information
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Century Asset Growth S & P 500 Money Bond
Combined Common Allocation Stock Stock Market Loan Index Sweep
December 31, 1994 Funds Stock Fund Fund Fund Fund Fund Fund Fund Account
- --------------------------------------------------------------------------------------------------------------------------------
PLAN ASSETS
Investments $ 37,875,323 20,207,164 4,582,797 3,630,195 3,237,778 2,558,322 2,774,156 884,911 -
Contributions receivable -
employer 371,630 371,630 - - - - - - -
Contributions receivable -
employee 2,165 1,147 250 330 132 282 - 24 -
- --------------------------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE
FOR BENEFITS $ 38,249,118 20,579,941 4,583,047 3,630,525 3,237,910 2,558,604 2,774,156 884,935 -
================================================================================================================================
December 31, 1993
- --------------------------------------------------------------------------------------------------------------------------------
PLAN ASSETS
Investments $ 30,772,142 14,820,367 4,779,814 2,891,461 2,999,749 2,194,149 2,164,399 922,203 -
Cash 147,623 147,623 - - - - - - -
Contributions receivable -
employer 336,053 336,053 - - - - - - -
- --------------------------------------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE
FOR BENEFITS $ 31,255,818 15,304,043 4,779,814 2,891,461 2,999,749 2,194,149 2,164,399 922,203 -
================================================================================================================================
See accompanying notes to financial statements.
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Statement of Changes in Net Assets Available for Benefits With Fund Information
For the Year Ended December 31, 1994
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Century Asset Growth S & P 500 Money Bond
Combined Common Allocation Stock Stock Market Loan Index Sweep
Funds Stock Fund Fund Fund Fund Fund Fund Fund Account
- ---------------------------------------------------------------------------------------------------------------------------------
Investment income (loss)
Net appreciation
(depreciation) in
fair value of
investments $ 2,048,981 2,531,407 (372,389) 66,975 (84,137) - - (92,875) -
Other income 510,627 - 249,015 23,374 103,538 76,834 - 57,866 -
Interest income 237,513 9,522 - - - - 227,939 - 52
Dividends - Common Stock
of Century Telephone
Enterprises, Inc. 204,064 204,064 - - - - - - -
- ---------------------------------------------------------------------------------------------------------------------------------
Net investment
income (loss) 3,001,185 2,744,993 (123,374) 90,349 19,401 76,834 227,939 (35,009) 52
- ---------------------------------------------------------------------------------------------------------------------------------
Contributions
Participants 4,339,427 1,777,940 746,066 685,344 568,571 412,237 - 149,269 -
Company 1,978,047 1,978,047 - - - - - - -
- ---------------------------------------------------------------------------------------------------------------------------------
Total contributions 6,317,474 3,755,987 746,066 685,344 568,571 412,237 - 149,269 -
- ---------------------------------------------------------------------------------------------------------------------------------
Participant withdrawals (2,246,498) (655,117) (332,230) (149,614) (261,114) (658,314) (131,916) (54,194) (3,999)
Other, net (78,861) (59,441) (2,914) (1,967) (7,327) (1,198) - (513) (5,501)
Transfers between
funds, net - (510,524) (484,315) 114,952 (81,370) 534,896 513,734 (96,821) 9,448
- ---------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) 6,993,300 5,275,898 (196,767) 739,064 238,161 364,455 609,757 (37,268) -
Net assets available
for benefits:
Beginning of year 31,255,818 15,304,043 4,779,814 2,891,461 2,999,749 2,194,149 2,164,399 922,203 -
- ---------------------------------------------------------------------------------------------------------------------------------
End of year $ 38,249,118 20,579,941 4,583,047 3,630,525 3,237,910 2,558,604 2,774,156 884,935 -
=================================================================================================================================
See accompanying notes to financial statements.
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Notes to Financial Statements
December 31, 1994
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PROVISIONS OF THE PLAN
Basis of Presentation
The Century Telephone Enterprises, Inc. Dollars and Sense Plan (the Plan)
was established on May 1, 1986. The accompanying financial statements of
the Plan have been prepared on the accrual basis of accounting and present
the net assets available for benefits and changes in net assets available
for benefits.
The assets of the Plan are invested by the Trustee in various investment
programs (funds) which are described in Note 2.
The following description of the Plan provides only general information.
Participants should refer to the Plan Document for a more complete
description of the Plan's provisions.
Participation
Participation in the Plan is available to each employee of Century
Telephone Enterprises, Inc. and its participating subsidiaries (the
Company), other than those who are classified as associate employees,
temporary employees, or employees who are covered under a collective
bargaining agreement. In order to participate in the Plan, an employee
must execute a Salary Deferral Agreement with the Company.
In the Salary Deferral Agreement, an employee agrees to a deferral of
between one percent and ten percent of compensation, excluding bonuses,
overtime pay and certain other non-salary compensation. The amount of
compensation deferred by each participant is credited to an account
(Participant Contribution Account) maintained for each participant by the
Trustee. The Participant Contribution Account is self-directed.
As of the end of each payroll period, the Company contributes to the
account (Employer Contribution Account) of each participant a contribution
equal to 50% (45% prior to April 1994) of each such participant's
contribution during such payroll period, however, this matching
contribution applies only to the first 6% of such participant's
compensation contributed to the Plan. The Board of Directors of the
Company may, at its discretion, elect at the end of each year to
contribute an additional amount to the Plan. Company contributions may be
made in cash or Century Telephone Enterprises, Inc. Common Stock (Century
Common Stock). If made in cash, such cash is applied by the Trustee to
the purchase of Century Common Stock.
An employee is permitted to transfer to the Plan as a contribution his
interest in another plan qualified under Section 401(k) of the Internal
Revenue Code, as amended (the Code). Such contribution must qualify as a
"rollover" amount described in Section 402(a)(5) of the Code, or a
"rollover" contribution described in Section 408(d)(3) of the Code. Such
a rollover will be credited to a rollover account on behalf of the
participant (the Participant Rollover Account).
The interest of a participant in his Participant Contribution Account, his
Participant Rollover Account and his Employer Contribution Account is
fully vested and non-forfeitable at all times.
Reports to Participants
All participants are furnished with quarterly statements which set forth
the status of their accounts in the Plan.
Distributions
If the employment of a participant with the employer ceases because of
death, retirement, disability, termination of employment or for any other
reason, the participant's entire interest in the Plan will be distributed
to him or to his beneficiary in a lump sum. If the participant dies
without designating a beneficiary, his interest in the Plan will be paid
to his spouse, if any.
Withdrawals
No withdrawals will be permitted from an Employer Contribution Account. A
withdrawal may be made from a Participant Contribution Account or a
Rollover Account only as a result of financial hardship related to
unreimbursable educational expenses, medical expenses which are not
reimbursable by insurance, the need to pay for the funeral expenses of a
family member, or the prevention of eviction or foreclosure from the
Participant's principal residence. The determination of the existence of
a financial hardship and the amount required to be distributed to meet the
need created by the hardship shall be made uniformly and without
discrimination at the sole discretion of the Plan Administrator.
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 the Employee Retirement
Income Security Act of 1974.
Loans to Participants
The Plan has a provision whereby a participant can borrow from his
Participant Contribution Account or Participant Rollover Account. The
maximum loan is 50% of the account balance, up to $50,000. The loans are
repaid through payroll deductions and the interest rate is the Wells Fargo
Bank Prime Rate plus 3%. The loan repayment period may not exceed five
years except for loans for the purchase of the Participant's principal
residence which may be for any period not to exceed ten years.
Trustee
The Trustee of the Plan, as of December 31, 1994, was Wells Fargo Bank,
N.A. The Board of Directors of the Company may remove the Trustee and
appoint a successor trustee. The Company and the Trustee have entered
into a Trust Agreement which provides for the establishment of a Trust for
the purpose of holding and investing the contributions to the Trust
pursuant to the provisions of the Plan.
Administration
The Company has appointed a committee to administer the Plan. The
individuals who administer the Plan serve at the discretion of the Board
of Directors of the Company and may be removed by the Board of Directors
at any time. The cost of plan administration is paid by the Company.
Market Value Determination
Investments in Century Common Stock are valued at the closing market quote
on December 31, 1994 and 1993, respectively. Other investments in the
funds, which consist of units of mutual funds, are valued by the Trustee
based on the market value at year-end of the underlying assets of each
fund. Loans to participants are valued at principal amount outstanding
which approximates market value.
(2) DESCRIPTION OF THE FUNDS
The following is a description of each of the funds available to Plan
participants as of December 31, 1994:
(a) Century Common Stock Fund - consists of shares of Century Common
Stock (52.8% and 47.4% of net assets at December 31, 1994 and 1993,
respectively).
(b) Asset Allocation Fund - consists primarily of investments in common
stocks, U. S. Treasury bonds and money market instruments (12.0% and
15.3% of net assets at December 31, 1994 and 1993, respectively).
(c) Growth Stock Fund - consists primarily of equities expected to generate
above average growth in revenues and earnings (9.5% and 9.3% of net
assets at December 31, 1994 and 1993, respectively).
(d) S & P 500 Stock Fund - consists primarily of investments in the same
stocks and in substantially the same percentages as the S & P 500
Index (8.5% and 9.6% of net assets at December 31, 1994 and 1993,
respectively).
(e) Money Market Fund- consists primarily of short-term investments in
various money market instruments (6.7% and 7.0% of net assets at
December 31, 1994 and 1993, respectively).
(f) Bond Index Fund - consists primarily of investments in government and
corporate bonds (2.3% and 3.0% of net assets at December 31, 1994 and
1993, respectively).
(g) Loan Fund - represents loans to participants from the participants'
investment accounts (7.2% and 6.9% of net assets at December 31, 1994
and 1993, respectively).
A participant may instruct that his contribution be allocated among the
various funds. A participant may change his investment allocation
instructions at any time, however, a participant can only change his
contribution percentage on a quarterly basis.
All amounts allocated to a participant's Employer Contribution Account are
invested in Century Common Stock. Participants who have not attained age
55 have no power to transfer amounts from an Employer Contribution Account
to an investment fund other than the Century Common Stock Fund.
Participants who have attained age 55 may redirect the investment of the
balance in their Employer Contribution Account.
(3) INCOME TAXES
The Plan and related trusts meet the necessary requirements of Internal
Revenue Code Section 401(a) and, accordingly, the trust underlying the
Plan is exempt from income taxation pursuant to Internal Revenue Code
Section 501(a). A favorable determination letter was obtained in March
1988 prior to required amendments to the Company due to the Tax Reform Act
of 1986 and restatement due to the change in the Trustee. The Plan is in
the process of obtaining a determination letter for the restated Plan.
(4) RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by Wells Fargo
Bank, N.A. Wells Fargo Bank, N.A. is the Trustee as defined by the Plan
and, therefore, these transactions qualify as party-in-interest. Fees paid
by the Company to Wells Fargo Bank, N.A. for investment management services
amounted to $124,644 for the year ended December 31, 1994.
(5) CONCENTRATION OF INVESTMENTS
As of December 31, 1994, 52.8% of the net assets available for benefits
were invested in Century Common Stock. The remaining net assets available
for benefits were invested in mutual funds managed by Wells Fargo Bank,
N.A.
(6) COMPANY/PARTICIPANT DIRECTED FUNDS
The Century Common Stock Fund includes contributions from the Company
and participants. Participant contributions are directed solely by the
participants. Contributions from the Company are directed by the Company,
except for contributions made on behalf of participants who are age 55 or
older. Such contributions can be redirected by these participants to the
funds of their choice. All other funds are participant directed.
The Trustee does not maintain separate records for the Company directed
and the participant directed portions of the Century Common Stock Fund,
therefore, the Statement of Net Assets Available for Benefits and the
Statement of Changes in Net Assets Available for Benefits includes the
combined balances and activity for the Century Common Stock Fund.
Schedule I
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1994
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
Identity of issuer, borrower, Description Current
lessor or similar party of Investment Cost Value
- -----------------------------------------------------------------------------------------
Investment in Century Common Stock 1,539,007 units/
684,989 shares $ 17,812,671 20,207,164 Note 2
Loan Fund - 2,774,156 2,774,156 Note 2
Investments in Mutual Funds for
Qualified Employee Benefit Plans:
Asset Allocation Fund 484,439 units 4,850,221 4,582,797 Note 2
Growth Stock Fund 323,547 units 3,357,213 3,630,195 Note 2
S & P 500 Stock Fund 318,366 units 3,223,751 3,237,778 Note 2
Money Market Fund 2,558,322 units 2,558,322 2,558,322 Note 2
Bond Index Fund 98,983 units 971,501 884,911
- -----------------------------------------------------------------------------------------
$ 35,547,835 37,875,323
=========================================================================================
Note 1: The above data is based on information which has been certified
as accurate and complete by the trustee, Wells Fargo Bank, N.A.
Wells Fargo Bank, N. A. sponsors these funds and, accordingly,
is a party-in-interest. Additionally, Century Telephone
Enterprises, Inc., as sponsor of the Plan, is considered a
party-in-interest.
Note 2: These investments are greater than 5% of net assets available
for benefits.
</TABLE>
Schedule II
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Item 27d - Schedule of Reportable Transactions
For the Year Ended December 31, 1994
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C> <C>
Current Value of
Redemption Asset at Date of Net
Purchase or Selling Lease Expense Cost of Acquisition or Gain
Description of Transaction Price Price Rental Incurred Asset Disposition (Loss)
- --------------------------------------------------------------------------------------------------------------------------------
(Note 2) (Note 3)
Category (3) - A series of transactions
- ---------------------------------------
in excess of 5% of beginning of
-------------------------------
year Plan assets available for benefits
---------------------------------------
Investments in Century Common Stock
(108 purchases, 124 sales) $ 4,596,569 2,101,946 - - 1,918,473 - 183,473
Investments in Mutual Funds for
Qualified Employee Benefit Plans:
Asset Allocation Fund
(96 purchases, 106 sales) 1,142,334 966,962 - - 990,702 - (23,740)
Growth Stock Fund
(101 purchases, 105 sales) 1,218,860 547,101 - - 524,144 - 22,957
S & P 500 Stock Fund
(92 purchases, 112 sales) 987,246 665,079 - - 652,987 - 12,092
Money Market Fund
(94 purchases, 79 sales) 1,625,491 1,316,478 - - 1,316,478 - -
Notes: (1) The above data is based on information which has been certified as accurate and complete by the
trustee, Wells Fargo Bank, N.A. Wells Fargo Bank, N.A. sponsors these funds and, accordingly, is
a party-in-interest. Additionally, Century Telephone Enterprises, Inc., as sponsor of the Plan,
is considered a party-in-interest.
(2) The purchase price denotes cost and current value of the security on the transaction date.
(3) Current value is substantially the same as purchase price or selling price of the security on the
transaction date.
</TABLE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Plan Administration Committee has duly caused this annual report to be
signed on its behalf by the undersigned thereunto duly authorized.
Century Telephone Enterprises, Inc.
Dollars and Sense Plan
June 28, 1995 /s/ Ray B. Finney
Ray B. Finney
Plan Administration Committee Member
CENTURY TELEPHONE ENTERPRISES, INC.
Index to Exhibit
Exhibit
Number
- -------------------------------------------------------------------------------
23.1 Consent of KPMG Peat Marwick
EXHIBIT 23.1
INDEPENDENT AUDITORS' CONSENT
The Board of Directors
Century Telephone Enterprises, Inc.:
We consent to incorporation by reference in the Registration Statements (No.
33-5836 and No. 33-48554) on Form S-8 of Century Telephone Enterprises, Inc.
of our report dated June 16, 1995, relating to the statements of net assets
available for benefits of Century Telephone Enterprises, Inc. Dollars and
Sense Plan as of December 31, 1994 and 1993, and the related statement of
changes in net assets available for benefits for the year ended December 31,
1994, and related financial statement schedules as of and for the year ended
December 31, 1994, which report appears in the December 31, 1994, annual
report on Form 11-K of Century Telephone Enterprises, Inc. Dollars and Sense
Plan.
KPMG PEAT MARWICK LLP
/s/ KPMG PEAT MARWICK LLP
Shreveport, Louisiana
June 27, 1995
