United States
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, 1997
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 assets available for benefits
with fund information of Century Telephone Enterprises, Inc. Dollars and Sense
Plan as of December 31, 1997 and 1996, and the related statement of changes in
assets available for benefits with fund information for the year ended December
31, 1997. 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. Dollars and Sense Plan as of December 31, 1997 and 1996, and
the changes in assets available for benefits for the year ended December 31,
1997, 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 12, 1998
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Statement of Assets Available for Benefits With Fund Information
December 31, 1997
<TABLE>
<CAPTION>
Century Asset Growth Money Bond
Common S & P 500 Allocation Stock Loan Market Index
Stock Fund Stock Fund Fund Fund Fund Fund Fund Sub-total
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
PLAN ASSETS
Investments, at fair value $39,314,118 10,877,636 8,679,893 8,377,309 4,000,875 3,706,499 1,386,612 76,342,942
Cash 545,485 - - - - - - 545,485
Contributions receivable - employer 481,963 - - - - - - 481,963
Contributions receivable - employee 4,722 7,906 2,839 4,007 - 142,629 814 162,917
- -----------------------------------------------------------------------------------------------------------------------------------
ASSETS AVAILABLE
FOR BENEFITS $40,346,288 10,885,542 8,682,732 8,381,316 4,000,875 3,849,128 1,387,426 77,533,307
===================================================================================================================================
Lifepath Lifepath Lifepath Lifepath Lifepath Sweep Combined
Sub-total 2000 Fund 2010 Fund 2020 Fund 2030 Fund 2040 Fund Account Funds
- -----------------------------------------------------------------------------------------------------------------------------------
PLAN ASSETS
Investments, at fair value $76,342,942 23,830 713,776 621,617 329,248 961,110 - 78,992,523
Cash 545,485 - - - - - - 545,485
Contributions receivable - employer 481,963 - - - - - - 481,963
Contributions receivable - employee 162,917 - 118 2,978 1,244 893 - 168,150
- -----------------------------------------------------------------------------------------------------------------------------------
ASSETS AVAILABLE
FOR BENEFITS $77,533,307 23,830 713,894 624,595 330,492 962,003 - 80,188,121
====================================================================================================================================
See accompanying notes to financial statements.
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Statement of Assets Available for Benefits With Fund Information
December 31, 1996
<TABLE>
<CAPTION>
Century Growth Asset Money Bond
Common Stock Allocation S & P 500 Loan Market Index
Stock Fund Fund Fund Stock Fund Fund Fund Fund Sub-total
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
PLAN ASSETS
Investments, at fair value $23,454,310 8,306,406 7,241,247 6,841,549 3,947,245 2,651,811 1,177,876 53,620,444
Cash 229,967 - - - - - - 229,967
Contributions receivable - employer 369,015 - - - - - - 369,015
Contributions receivable - employee 288 - - - - - - 288
- -----------------------------------------------------------------------------------------------------------------------------------
ASSETS AVAILABLE
FOR BENEFITS $24,053,580 8,306,406 7,241,247 6,841,549 3,947,245 2,651,811 1,177,876 54,219,714
===================================================================================================================================
Lifepath Lifepath Lifepath Lifepath Lifepath Sweep Combined
Sub-total 2000 Fund 2010 Fund 2020 Fund 2030 Fund 2040 Fund Account Funds
- -----------------------------------------------------------------------------------------------------------------------------------
PLAN ASSETS
Investments, at fair value $53,620,444 82,616 579,007 396,566 93,545 244,992 - 55,017,170
Cash 229,967 - - - - - - 229,967
Contributions receivable - employer 369,015 - - - - - - 369,015
Contributions receivable - employee 288 - - - - - - 288
- -----------------------------------------------------------------------------------------------------------------------------------
ASSETS AVAILABLE
FOR BENEFITS $54,219,714 82,616 579,007 396,566 93,545 244,992 - 55,616,440
===================================================================================================================================
See accompanying notes to financial statements.
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Statement of Changes in Assets Available for Benefits With Fund Information
For the Year Ended December 31, 1997
<TABLE>
<CAPTION>
Century Asset Growth Money Bond
Common S & P 500 Allocation Stock Loan Market Index
Stock Fund Stock Fund Fund Fund Fund Fund Fund Sub-total
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Additions to assets:
Investment income
Net appreciation (depreciation)
in fair value of investments $14,905,720 2,166,411 541,437 (318,542) - - 36,534 17,331,560
Other income - 377,586 1,092,202 655,847 - 162,527 87,027 2,375,189
Interest income 17,188 - - - 464,248 - - 481,436
Dividends - Common Stock of
Century Telephone Enterprises, Inc. 289,047 - - - - - - 289,047
- -----------------------------------------------------------------------------------------------------------------------------------
Net investment income 15,211,955 2,543,997 1,633,639 337,305 464,248 162,527 123,561 20,477,232
- -----------------------------------------------------------------------------------------------------------------------------------
Contributions
Participants 1,566,011 1,294,820 767,969 1,330,796 - 492,249 138,928 5,590,773
Company 2,634,638 - - - - - - 2,634,638
- -----------------------------------------------------------------------------------------------------------------------------------
Total contributions 4,200,649 1,294,820 767,969 1,330,796 - 492,249 138,928 8,225,411
- -----------------------------------------------------------------------------------------------------------------------------------
Total additions 19,412,604 3,838,817 2,401,608 1,668,101 464,248 654,776 262,489 28,702,643
- -----------------------------------------------------------------------------------------------------------------------------------
Deductions from assets:
Participant withdrawals 1,872,535 458,174 602,966 834,986 200,247 896,117 115,226 4,980,251
Other, net (111,738) (33,774) (3,110) (17,141) - (114,439) (2,092) (282,294)
- -----------------------------------------------------------------------------------------------------------------------------------
Total deductions 1,760,797 424,400 599,856 817,845 200,247 781,678 113,134 4,697,957
- -----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) prior to
interfund transfers 17,651,807 3,414,417 1,801,752 850,256 264,001 (126,902) 149,355 24,004,686
Interfund transfers (1,359,099) 629,576 (360,267) (775,346) (210,371) 1,324,219 60,195 (691,093)
- -----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) 16,292,708 4,043,993 1,441,485 74,910 53,630 1,197,317 209,550 23,313,593
Assets available for benefits:
Beginning of year 24,053,580 6,841,549 7,241,247 8,306,406 3,947,245 2,651,811 1,177,876 54,219,714
- -----------------------------------------------------------------------------------------------------------------------------------
End of year $40,346,288 10,885,542 8,682,732 8,381,316 4,000,875 3,849,128 1,387,426 77,533,307
===================================================================================================================================
See accompanying notes to financial statements.
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Statement of Changes in Assets Available for Benefits With Fund Information,
Continued
For the Year Ended December 31, 1997
<TABLE>
<CAPTION>
Lifepath Lifepath Lifepath Lifepath Lifepath Sweep Combined
Sub-total 2000 Fund 2010 Fund 2020 Fund 2030 Fund 2040 Fund Account Funds
- -----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Additions to assets:
Investment income
Net appreciation (depreciation)
in fair value of investments $17,331,560 1,978 57,422 58,195 28,477 72,575 - 17,550,207
Other income 2,375,189 2,204 42,021 32,367 12,278 50,478 - 2,514,537
Interest income 481,436 - - - - - 81 481,517
Dividends - Common Stock
of Century Telephone
Enterprises, Inc. 289,047 - - - - - - 289,047
- -----------------------------------------------------------------------------------------------------------------------------------
Net investment income 20,477,232 4,182 99,443 90,562 40,755 123,053 81 20,835,308
- -----------------------------------------------------------------------------------------------------------------------------------
Contributions
Participants 5,590,773 11,641 112,551 127,991 80,431 179,320 - 6,102,707
Company 2,634,638 - - - - - - 2,634,638
- ----------------------------------------------------------------------------------------------------------------------------------
Total contributions 8,225,411 11,641 112,551 127,991 80,431 179,320 - 8,737,345
- -----------------------------------------------------------------------------------------------------------------------------------
Total additions 28,702,643 15,823 211,994 218,553 121,186 302,373 81 29,572,653
- -----------------------------------------------------------------------------------------------------------------------------------
Deductions from assets:
Participant withdrawals 4,980,251 89,006 114,809 95,530 3,787 10,560 7,912 5,301,855
Other, net (282,294) (1,603) 273 380 236 (21,296) 3,421 (300,883)
- -----------------------------------------------------------------------------------------------------------------------------------
Total deductions 4,697,957 87,403 115,082 95,910 4,023 (10,736) 11,333 5,000,972
- -----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) prior to
interfund transfers 24,004,686 (71,580) 96,912 122,643 117,163 313,109 (11,252) 24,571,681
Interfund transfers (691,093) 12,794 37,975 105,386 119,784 403,902 11,252 -
- -----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) 23,313,593 (58,786) 134,887 228,029 236,947 717,011 - 24,571,681
Assets available for benefits:
Beginning of year 54,219,714 82,616 579,007 396,566 93,545 244,992 - 55,616,440
- -----------------------------------------------------------------------------------------------------------------------------------
End of year $77,533,307 23,830 713,894 624,595 330,492 962,003 - 80,188,121
===================================================================================================================================
See accompanying notes to financial statements.
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Notes to Financial Statements
December 31, 1997
(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 assets available for benefits and changes in assets available for
benefits. The Plan has made estimates in preparing the accompanying
financial statements in accordance with generally accepted accounting
principles. Actual results could differ from those estimates.
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 temporary employees or
employees 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. Beginning in July 1996, the percentage of compensation a
participant elects to defer applies to the participant's base pay plus
certain incentive compensation received, including certain cash bonuses,
commissions, and lump sums granted in lieu of pay increases. For periods
prior to July 1996, the percentage of compensation a participant elected to
defer applied to the participant's base pay only, 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 an account
(Employer Contribution Account) for each participant a contribution equal
to 50% 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 may be distributed to
him or to his beneficiary in a lump sum. If the participant dies without
designating a beneficiary, his beneficiary shall be, in the order listed,
(i) his spouse, (ii) his children, or (iii) his estate.
Withdrawals
No withdrawals will be permitted from an Employer Contribution Account. A
withdrawal may be made from a Participant Contribution Account or a
Participant 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 prime rate
published in the Wall Street Journal 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, 1997, was Barclays Global
Investors (BGI). 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 administrative costs of the Plan are paid by the Company.
Market Value Determination
Investments in Century Common Stock are valued at the closing market quote
on December 31, 1997 and 1996, 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, 1997:
(a) Century Common Stock Fund - consists primarily of shares of Century
Common Stock (49.0% and 42.2% of assets at December 31, 1997 and 1996,
respectively).
(b) Growth Stock Fund - consists primarily of investments in common stocks
(10.4% and 14.9% of assets at December 31, 1997 and 1996,
respectively).
(c) Asset Allocation Fund - consists primarily of investments in common
stocks, U. S. Treasury bonds and money market instruments (10.8% and
13.0% of assets at December 31, 1997 and 1996, 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
(13.6% and 12.3% of assets at December 31, 1997 and 1996,
respectively).
(e) Loan Fund - represents loans to participants from the participants'
investment accounts (5.0% and 7.1% of assets at December 31, 1997 and
1996, respectively).
(f) Money Market Fund - consists primarily of short-term investments in
various money market instruments (4.6% and 4.8% of assets at December
31, 1997 and 1996, respectively).
(g) Bond Index Fund - consists primarily of investments in government and
corporate bonds (1.7% and 2.1% of assets at December 31, 1997 and 1996,
respectively).
(h) Lifepath 2000 Fund - consists primarily of investments in U.S. and
foreign equity and debt securities and money market instruments and is
managed for investors planning to retire (or begin to withdraw
substantial portions of their investment) around the year 2000 (.03%
and .1% of assets at December 31, 1997 and 1996, respectively).
(i) Lifepath 2010 Fund - consists primarily of investments in U.S. and
foreign equity and debt securities and money market instruments and is
managed for investors planning to retire (or begin to withdraw
substantial portions of their investment) around the year 2010 (.9% and
1.0% of assets at December 31, 1997 and 1996, respectively).
(j) Lifepath 2020 Fund - consists primarily of investments in U.S. and
foreign equity and debt securities and money market instruments and is
managed for investors planning to retire (or begin to withdraw
substantial portions of their investment) around the year 2020 (.8% and
.7% of assets at December 31, 1997 and 1996, respectively).
(k) Lifepath 2030 Fund - consists primarily of investments in U.S. and
foreign equity and debt securities and money market instruments and is
managed for investors planning to retire (or begin to withdraw
substantial portions of their investment) around the year 2030 (.4% and
.2% of assets at December 31, 1997 and 1996, respectively).
(l) Lifepath 2040 Fund - consists primarily of investments in U.S. and
foreign equity and debt securities and money market instruments and is
managed for investors planning to retire (or begin to withdraw
substantial portions of their investment) around the year 2040 (1.2%
and .4% of assets at December 31, 1997 and 1996, 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 attained age 55
may redirect the investment of the balance in their Employer Contribution
Account.
(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 July 1996 related
to the Plan.
(4) RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by BGI. BGI is
the Trustee as defined by the Plan and, therefore, these transactions
qualify as party-in-interest transactions. Fees paid by the Company to BGI
for trustee, investment management, record keeping and other services
amounted to $189,917 for the year ended December 31, 1997.
(5) CONCENTRATION OF INVESTMENTS
As of December 31, 1997, 49.0% 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 BGI.
(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 following Statements of Assets Available for Benefits - Century Common
Stock Fund and Statement of Changes in Assets Available for Benefits -
Century Common Stock Fund, which include estimates made by BGI, detail the
Company directed and Participant directed portions of the Century Common
Stock Fund.
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Statements of Assets Available for Benefits - Century Common Stock Fund
<TABLE>
<CAPTION>
Total
Company Participant Century Common
December 31, 1997 Directed Portion Directed Portion Stock Fund
- -----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
PLAN ASSETS
Investments $ 21,936,299 17,377,819 39,314,118
Cash 304,381 241,104 545,485
Contributions receivable - employer 481,963 - 481,963
Contributions receivable - employee - 4,722 4,722
- ----------------------------------------------------------------------------------------------
ASSETS AVAILABLE FOR BENEFITS $ 22,722,643 17,623,645 40,346,288
==============================================================================================
December 31, 1996
- ----------------------------------------------------------------------------------------------
PLAN ASSETS
Investments $ 12,527,025 10,927,285 23,454,310
Cash 122,802 107,165 229,967
Contributions receivable - employer 369,015 - 369,015
Contributions receivable - employee - 288 288
- ----------------------------------------------------------------------------------------------
ASSETS AVAILABLE FOR BENEFITS $ 13,018,842 11,034,738 24,053,580
==============================================================================================
</TABLE>
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Statement of Changes in Assets Available for
Benefits - Century Common Stock Fund
For the Year Ended December 31, 1997
Company Participant Total
Directed Directed Century Common
Portion Portion Stock Fund
- -------------------------------------------------------------------------------
Additions to assets:
Investment income
Net appreciation
in fair value of investments $ 8,161,408 6,744,312 14,905,720
Interest income 9,591 7,597 17,188
Dividends - Common Stock of
Century Telephone
Enterprises, Inc. 161,288 127,759 289,047
- ------------------------------------------------------------------------------
Net investment income 8,332,287 6,879,668 15,211,955
- ------------------------------------------------------------------------------
Contributions
Participants - 1,566,011 1,566,011
Company 2,634,638 - 2,634,638
- ------------------------------------------------------------------------------
Total contributions 2,634,638 1,566,011 4,200,649
- ------------------------------------------------------------------------------
Total additions 10,966,925 8,445,679 19,412,604
- ------------------------------------------------------------------------------
Deductions from assets:
Participant withdrawals 1,296,157 576,378 1,872,535
Other, net (8,767) (102,971) (111,738)
- ------------------------------------------------------------------------------
Total deductions 1,287,390 473,407 1,760,797
- ------------------------------------------------------------------------------
Net increase prior to
interfund transfers 9,679,535 7,972,272 17,651,807
Interfund transfers 24,266 (1,383,365) (1,359,099)
- ------------------------------------------------------------------------------
Net increase 9,703,801 6,588,907 16,292,708
Net assets available for benefits:
Beginning of year 13,018,842 11,034,738 24,053,580
- ------------------------------------------------------------------------------
End of year $ 22,722,643 17,623,645 40,346,288
==============================================================================
(7) STOCK SPLIT
On February 25, 1998, Century Telephone Enterprises, Inc.'s Board of
Directors declared a three-for-two common stock split effected as a 50%
stock dividend in March 1998. Number of shares and per share data included
in this report for the Century Common Stock Fund have been restated to
reflect this stock split.
(8) SUBSEQUENT EVENTS
Effective January 1, 1998, Merrill Lynch Trust Company, FSB (Merrill Lynch)
replaced BGI as Trustee of the Plan pursuant to Merrill Lynch's acquisition
of the MasterWorks Division of BGI on August 29, 1997.
On December 1, 1997, the Company acquired Pacific Telecom, Inc. (PTI) and
PTI employees were thus eligible to contribute to the Plan. Prior to the
acquisition, PTI employees were eligible to participate in the PacifiCorp K
Plus Employee Savings Plan (PacifiCorp Plan). In January 1998 the
PacifiCorp Plan assets for active PTI employees were transferred to the
Plan through a plan-to-plan transaction. The total PacifiCorp Plan account
balances and outstanding loans transferred to the Plan was $76,967,308.
Schedule I
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1997
<TABLE>
<CAPTION>
Current
Identity of issuer, borrower, Description Current Value Per
lessor or similar party of Investment Cost Value Unit/Share
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Investment in Century Common Stock 1,755,930 units/ 22.39
1,183,851* shares $22,385,409 39,314,118 (Note 2) 33.21*
Loan Fund (interest rates
ranged from 9% to 12%) - 4,000,875 4,000,875 -
Barclays Global Investors
Money Market Account 545,485 units 545,485 545,485 1.00
Investments in Mutual Funds for
Qualified Employee Benefit Plans
Managed by Barclays
Global Investors:
S & P 500 Stock Fund 533,479 units 7,342,020 10,877,636 (Note 2) 20.39
Asset Allocation Fund 681,310 units 7,612,860 8,679,893 (Note 2) 12.74
Growth Stock Fund 573,396 units 7,724,309 8,377,309 (Note 2) 14.61
Money Market Fund 3,706,499 units 3,706,499 3,706,499 1.00
Bond Index Fund 142,363 units 1,370,604 1,386,612 9.74
Lifepath 2000 Fund 2,115 units 23,266 23,830 11.27
Lifepath 2010 Fund 53,667 units 641,667 713,776 13.30
Lifepath 2020 Fund 41,944 units 553,527 621,617 14.82
Lifepath 2030 Fund 20,286 units 297,638 329,248 16.23
Lifepath 2040 Fund 55,523 units 883,817 961,110 17.31
- --------------------------------------------------------------------------------------------------
$57,087,976 79,538,008
==================================================================================================
</TABLE>
Notes:(1) The above data is based on information which has been certified as
accurate and complete by the trustee, Barclays Global Investors.
Barclays Global Investors 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.
* Adjusted to reflect stock split. See Note 7.
Schedule II
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Item 27d - Schedule of Reportable Transactions
For the Year Ended December 31, 1997
<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
- ------------------------------------------------------------------------------------------------------------------------------
(Note 2)
<S> <C> <C> <C> <C> <C> <C> <C>
Category (3) - A series of transactions
in excess of 5% of beginning of year
Plan assets available for benefits
Investments in Century Common Stock
(100 purchases, 142 sales) $ 5,719,993 4,757,824 - - 3,760,557 (Note 3) 997,267
Investments in Mutual Funds for Qualified
Employee Benefit Plans Managed by
Barclays Global Investors:
Growth Stock Fund (88 purchases,
149 sales) 2,779,077 2,390,909 - - 2,036,916 (Note 3) 353,993
Asset Allocation Fund (99 purchases,
125 sales) 2,431,314 1,534,892 - - 1,288,054 (Note 3) 246,838
S & P 500 Stock Fund (127 purchases,
114 sales) 3,204,812 1,336,308 - - 893,575 (Note 3) 442,733
Money Market Fund (112 purchases,
103 sales) 3,177,168 2,122,851 - - 2,122,851 (Note 3) -
</TABLE>
Notes: (1) The above data is based on information which has been
certified as accurate and complete by the trustee, Barclays Global
Investors. Barclays Global Investors 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.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Retirement 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 25, 1998 By: /s/ Ray B. Finney
---------------------
Ray B. Finney
Vice President, Human Resources
CENTURY TELEPHONE ENTERPRISES, INC.
DOLLARS AND SENSE PLAN
Index to Exhibit
Exhibit
Number
- --------------------------------------------------------------------------------
23.1 Independent Auditors' Consent
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 12, 1998, relating to the statements of assets available
for benefits with fund information of Century Telephone Enterprises, Inc.
Dollars and Sense Plan as of December 31, 1997 and 1996, and the related
statement of changes in assets available for benefits with fund information for
the year ended December 31, 1997, and related financial statement schedules as
of and for the year ended December 31, 1997, which report appears in the
December 31, 1997 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 25, 1998
