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, 1995
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.
RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES AND TRUST
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
<PAGE>
Independent Auditors' Report
The Board of Directors
Century Telephone Enterprises, Inc.:
We have audited the accompanying statements of assets available for benefits
with fund information of Century Telephone Enterprises, Inc. Retirement Savings
Plan for Bargaining Unit Employees and Trust as of December 31, 1995 and 1994,
and the related statement of changes in assets available for benefits with fund
information for the year ended December 31, 1995. 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 assets available for benefits of Century Telephone
Enterprises, Inc. Retirement Savings Plan for Bargaining Unit Employees and
Trust as of December 31, 1995 and 1994, and the changes in assets available for
benefits for the year ended December 31, 1995, 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
statements of assets available for benefits and the statement of changes in
assets available for benefits is presented for purposes of additional analysis
rather than to present the assets available for plan benefits and changes in
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 6, 1996
<PAGE>
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES AND TRUST
Statements of Assets Available for Benefits With Fund Information
<TABLE>
<CAPTION>
Century Money Bond
Combined S & P 500 Common Market Index Loan Sweep
December 31, 1995 Funds Stock Fund Stock Fund Fund Fund Fund Account
- ------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
PLAN ASSETS
Investments, at fair value $ 2,674,012 1,134,749 878,498 331,826 219,312 109,627 -
Cash 18,215 - 13,883 - - - 4,332
Contributions receivable - employer 32,347 13,628 11,766 4,231 2,722 - -
- -----------------------------------------------------------------------------------------------------------------------
ASSETS AVAILABLE
FOR BENEFITS $ 2,724,574 1,148,377 904,147 336,057 222,034 109,627 4,332
=======================================================================================================================
December 31, 1994
- -----------------------------------------------------------------------------------------------------------------------
PLAN ASSETS
Investments, at fair value $ 1,757,992 656,726 641,249 261,239 143,307 55,471 -
Cash 7,335 - 6,507 - - - 828
Contributions receivable - employer 13,682 5,341 4,999 2,089 1,253 - -
Contributions receivable - employee 28 7 7 7 7 - -
- -----------------------------------------------------------------------------------------------------------------------
ASSETS AVAILABLE
FOR BENEFITS $ 1,779,037 662,074 652,762 263,335 144,567 55,471 828
=======================================================================================================================
See accompanying notes to financial statements.
</TABLE>
<PAGE>
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES AND TRUST
Statement of Changes in Assets Available for Benefits With Fund Information
For the Year Ended December 31, 1995
<TABLE>
<CAPTION>
S & P 500 Century Money Bond
Combined Stock Common Market Index Loan Sweep
Funds Fund Stock Fund Fund Fund Fund Account
- -------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
Investment income
Net appreciation in fair
value of investments $ 311,335 236,080 56,652 - 18,603 - -
Dividend and interest income 84,178 37,390 9,491 16,176 12,447 8,606 68
- -----------------------------------------------------------------------------------------------------------------------
Total investment income 395,513 273,470 66,143 16,176 31,050 8,606 68
- -----------------------------------------------------------------------------------------------------------------------
Contributions
Participants 378,070 145,663 141,330 56,036 35,041 - -
Company 194,902 77,303 71,713 28,773 17,113 - -
- -----------------------------------------------------------------------------------------------------------------------
Total contributions 572,972 222,966 213,043 84,809 52,154 - -
- -----------------------------------------------------------------------------------------------------------------------
Participant withdrawals (21,453) (5,410) (5,786) (7,681) (407) (2,169) -
Other, net (1,495) (439) (455) (151) (114) - (336)
Transfers between funds, net - (4,284) (21,560) (20,431) (5,216) 47,719 3,772
- -----------------------------------------------------------------------------------------------------------------------
Net increase 945,537 486,303 251,385 72,722 77,467 54,156 3,504
Assets available for benefits:
Beginning of year 1,779,037 662,074 652,762 263,335 144,567 55,471 828
- -----------------------------------------------------------------------------------------------------------------------
End of year $ 2,724,574 1,148,377 904,147 336,057 222,034 109,627 4,332
=======================================================================================================================
See accompanying notes to financial statements.
</TABLE>
<PAGE>
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING
UNIT EMPLOYEES AND TRUST
Notes to Financial Statements
December 31, 1995
(1) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND PROVISIONS OF THE PLAN
Basis of Presentation
The Century Telephone Enterprises, Inc. Retirement Savings Plan for
Bargaining Unit Employees and Trust (the Plan) was established on April 1,
1992. The accompanying financial statements of the Plan have been prepared
on the accrual basis of accounting and present the assets available for
benefits and changes in 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 whose compensation
and conditions of employment are covered by a collective bargaining
agreement of Century Telephone Enterprises, Inc. and its participating
subsidiaries (the Company).
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 his
base pay on a pre-tax basis, or between one percent and sixteen percent of
his base pay on an after-tax basis. An employee may elect a deferral of his
base pay using a combination of pre-tax and after-tax elections provided the
total deferral does not exceed sixteen percent and the before-tax deferral
does not exceed ten percent. The amount of compensation deferred by each
participant is credited to a pre-tax account and/or an after-tax account
(Participant Contribution Accounts) maintained for each participant by the
Trustee.
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% (70% prior to July 17, 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 base compensation contributed to the
Plan by the employee. For periods prior to July 17, 1994, the Company
<PAGE>
contributed an additional amount of not less than 1% to an account (Profit
Sharing Contribution Account) on behalf of all employees enrolled in the
Plan. Effective July 17, 1994, the Company may make additional match
contributions to participants' accounts (Additional Match Account) in an
amount determined by the Company.
During 1995 the Company contributed $194,902 to the Plan, of which $162,555
relates to contributions made to the Employer Contribution Account and
$32,347 relates to contributions made to the Additional Match Account.
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 and
his Participant Rollover Account is fully vested and non-forfeitable at all
times.
The interest of a participant in his Employer Contribution Account, Profit
Sharing Contribution Account and Additional Match Account becomes fully
vested after five years of service. A participant with less than five years
of service has no vested interest in these accounts.
Reports to Participants
Participants are furnished with quarterly statements which set forth the
status of their accounts in the Plan.
Forfeitures
A participant's non-vested account balances shall be forfeited as of the
date upon which the participant's employment has terminated with the
Company. Forfeiture amounts shall be utilized to reduce Company
contributions or may be added to additional match contributions as directed
by the administrator.
<PAGE>
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 vested 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
A participant who is an employee may make two withdrawals within any twelve
month period from his after-tax investment account and may withdraw the
entire balance.
A participant who is an employee and over age 59 1/2 may make one withdrawal
from his vested investment accounts prior to normal distribution
requirements being met. Any additional withdrawals 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, or for the purchase
of the employee'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.
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 vested account balance, up to $50,000. The loans
are repaid through payroll deductions and the interest rate is the Wells
Fargo Bank, N. A. (Wells Fargo) 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 is Wells Fargo. 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.
<PAGE>
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 Telephone Enterprises, Inc. Common Stock (Century
Common Stock) are valued at the closing market quote on December 31, 1995
and 1994, 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.
Plan Termination
Although it has not expressed any intention to do so, the Company has the
right under the Plan to change, suspend or terminate the Plan at any time,
subject to the provisions set forth in the Employee Retirement Income
Security Act of 1974. The Company, however, is required to maintain the Plan
under the terms of the labor agreement.
(2) DESCRIPTION OF THE FUNDS
The following is a description of each of the funds available to Plan
participants:
(a) 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
(41.6% and 36.9% of assets at December 31, 1995 and 1994, respectively).
(b) Century Common Stock Fund - consists primarily of shares of Century
Common Stock (32.2% and 36.0% of assets at December 31, 1995 and 1994,
respectively).
(c) Money Market Fund - consists primarily of short-term investments in
various money market instruments (12.2% and 14.7% of assets at December
31, 1995 and 1994, respectively).
<PAGE>
(d) Bond Index Fund - consists primarily of investments in government and
corporate bonds (8.0% and 8.1% of assets at December 31, 1995 and 1994,
respectively).
(e) Loan Fund - represents loans to participants from the participants'
investment accounts (4.0% and 3.1% of assets at December 31, 1995 and
1994, respectively).
A participant may instruct that all contributions to his accounts be
allocated among the various funds. A participant may change his investment
allocation instructions at any time, however, the participant can only
change his contribution percentage on a quarterly basis.
(3) INCOME TAXES
The Plan and related trust 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 received in October 1995
related to the Plan.
(4) RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by Wells Fargo.
Wells Fargo is the Trustee as defined by the Plan and, therefore, these
transactions qualify as party-in-interest transactions. Fees paid by the
Company to Wells Fargo for trustee, investment management, record keeping
and other services amounted to $10,612 for the year ended December 31, 1995.
(5) CONCENTRATION OF INVESTMENTS
As of December 31, 1995, 32.2% of the assets available for benefits were
invested in Century Common Stock. Substantially all of the remaining assets
available for benefits were invested in mutual funds managed by Wells Fargo.
(6) SUBSEQUENT EVENT
Effective January 1, 1996, BZW Barclays Global Investors N.A. replaced Wells
Fargo as Trustee of the Plan due to a change in control of the outstanding
voting securities of certain Wells Fargo subsidiaries.
<PAGE>
Schedule I
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING
UNIT EMPLOYEES AND TRUST
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1995
<TABLE>
<CAPTION>
Identity of issuer, borrower, Description Current
lessor or similar party of Investment Cost Value
- --------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Investment in Century Common Stock 62,623 units/
27,669 shares $753,770 878,498 Note 2
Loan Fund (interest rates ranged
from 9% to 12%) - 109,627 109,627
Wells Fargo Money Market Account 18,215 units 18,215 18,215
Investments in Mutual Funds for
Qualified Employee Benefit
Plans Managed by Wells Fargo:
S & P 500 Stock Fund 84,431 units 903,559 1,134,749 Note 2
Money Market Fund 331,826 units 331,826 331,826 Note 2
Bond Index Fund 22,086 units 213,529 219,312 Note 2
- --------------------------------------------------------------------------------
$2,330,526 2,692,227
================================================================================
</TABLE>
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) These investments are greater than 5% of assets available for
benefits.
<PAGE>
Schedule II
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING
UNIT EMPLOYEES AND TRUST
Item 27d - Schedule of Reportable Transactions
For the Year Ended December 31, 1995
<TABLE>
<CAPTION>
Current Value of
Redemption Asset at Date of
Purchase or Selling Lease Expense Cost of Acquisition or Net
Description of Transaction Price Price Rental Incurred Asset Disposition Gain
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C>
(Note 2)
Category (3) - A series of transactions in
- ------------------------------------------
excess of 5% of beginning of period Plan
----------------------------------------
assets available for benefits
-----------------------------
Investments in Century Common Stock
(36 purchases, 28 sales) $ 228,582 50,099 - - 44,469 (Note 3) 5,630
Investments in Mutual Funds for Qualified
Employee Benefit Plans Managed by Wells Fargo:
S & P 500 Stock Fund (45 purchases,
21 sales) 274,751 32,808 - - 28,779 (Note 3) 4,029
Money Market Fund (34 purchases, 11 sales) 86,062 30,669 - - 30,669 (Note 3) -
</TABLE>
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.
<PAGE>
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.
Retirement Savings Plan For Bargaining
Unit Employees and Trust
June 21, 1996 /s/ Ray B. Finney
------------------
Ray B. Finney
Plan Administration Committee Member
<PAGE>
CENTURY TELEPHONE ENTERPRISES, INC.
RETIREMENT SAVINGS PLAN FOR BARGAINING UNIT
EMPLOYEES AND TRUST
Index to Exhibit
Exhibit
Number
- ----------------------------------------------------------------
23.1 Independent Auditors' Consent
<PAGE>
EXHIBIT 23.1
------------
INDEPENDENT AUDITORS' CONSENT
-----------------------------
The Board of Directors
Century Telephone Enterprises, Inc.:
We consent to incorporation by reference in the Registration Statement (No.
33-46562) on Form S-8 of Century Telephone Enterprises, Inc. of our report dated
June 6, 1996, relating to the statements of assets available for benefits with
fund information of Century Telephone Enterprises, Inc. Retirement Savings Plan
for Bargaining Unit Employees and Trust as of December 31, 1995 and 1994, and
the related statement of changes in assets available for benefits with fund
information for the year ended December 31, 1995, and related financial
statement schedules as of and for the year ended December 31, 1995, which report
appears in the December 31, 1995 annual report on Form 11-K of Century Telephone
Enterprises, Inc. Retirement Savings Plan for Bargaining Unit Employees and
Trust.
KPMG PEAT MARWICK LLP
/s/ KPMG PEAT MARWICK LLP
Shreveport, Louisiana
June 21, 1996
