Page 1 of 26
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the fiscal year ended December 31, 1997
--------------------------------------------
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
For the transition period from to
------------------- ---------------------
Commission File Number 1-3437-2
----------------------------------------------------
A: Full title of the plan and the address of the plan, if different from
that of the issuer named below:
SAVINGS PLAN FOR EMPLOYEES OF AMERICAN WATER WORKS
COMPANY, INC. AND ITS DESIGNATED SUBSIDIARIES
B: Name of issuer of the Securities held pursuant to the plan and the
address of its principal executive office:
AMERICAN WATER WORKS COMPANY, INC.
1025 LAUREL OAK ROAD
VOORHEES, NEW JERSEY 08043
<PAGE> Form 11-K
Page 2
INDEX
PAGE
Signature 3
Report of Independent Accountants 6 to 7
Audited Plan Financial Statements and Schedules
Prepared in Accordance With The Financial Reporting
Requirements of ERISA 8 to 25
Exhibit Index 26
<PAGE> Form 11-K
Page 3
SIGNATURE
- ----------
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Retirement Plan Committee has duly caused this annual report to be
signed on its behalf by the undersigned, thereunto duly authorized.
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Date June 26, 1998 \s\ Robert D. Sievers
- ------------------ --------------------------------------
Robert D. Sievers
Member, Retirement Plan Committee
<PAGE> Form 11-K
Page 4
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Financial Statements
and
Additional Information
December 31, 1997
<PAGE> Form 11-K
Page 5
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Table of Contents
FINANCIAL STATEMENTS: PAGE
Report of Independent Accountants 6-7
Statement of Net Assets Available for Benefits,
with Fund Information as of December 31, 1997 8-9
Statement of Net Assets Available for Benefits,
with Fund Information as of December 31, 1996 10-11
Statement of Changes in Net Assets Available for
Benefits, with Fund Information for the
Year Ended December 31, 1997 12-13
Statement of Changes in Net Assets Available for
Benefits, with Fund Information for the
Year Ended December 31, 1996 14-15
Notes to Financial Statements 16-22
Additional Information*
Schedule I- Schedule of Assets Held for Investment
Purposes at December 31, 1997 23
Schedule II - Schedule of Reportable Transactions for
the Year Ended December, 31, 1997 24-25
* Other schedules required by Section 2520.103-10 of the Department of
Labor Rules and Regulations for Reporting and Disclosure under ERISA have
been omitted because they are not applicable.
<PAGE> Form 11-K
Page 6
REPORT OF INDEPENDENT ACCOUNTANTS
To: The Participants and Administrator
of the Savings Plan for Employees of
American Water Works Company, Inc.
and Its Designated Subsidiaries
In our opinion, the accompanying statements of net assets available for
benefits and the related statement of changes in net assets available for
benefits present fairly, in all material respects, the net assets available
for benefits of the Savings Plan for Employees of American Water Works
Company, Inc. and Its Designated Subsidiaries (the "Plan") at December 31,
1997 and 1996 and the changes in net assets available for benefits for the
years then ended, in conformity with generally accepted accounting
principles. These financial statements are the responsibility of the Plan's
management; our responsibility is to express an opinion on these financial
statements based on our audits. We conducted our audits of these statements
in accordance with generally accepted auditing standards which require that
we plan and perform the audits to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements, assessing the accounting
principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that
our audits provide a reasonable basis for the opinion expressed above.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The additional information included
in Schedules I and II is presented for purposes of additional analysis and
is not a required part of the basic financial statements but is additional
information required by the Employee Retirement Income Security Act of
1974. The Fund Information in the statements of net assets available for
benefits and the statements 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 benefits of each fund. Schedules I and II and the Fund Information
have been subjected to the auditing
<PAGE> Form 11-K
Page 7
procedures applied in the audit 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.
PRICE WATERHOUSE LLP
Philadelphia, Pennsylvania
June 16, 1998
<PAGE> Form 11-K
Page 8
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Statement of Net Assets Available for Benefits,
with Fund Information
December 31, 1997
- ---------------------------------------------------------------------------
<TABLE>
Index Fixed Company Small
Index Bond Income Stock Capitalization Loan
Fund Fund Fund Fund Fund Fund Total
----------- ---------- ---------- ----------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments,
at current value:
Registered
investment companies $18,620,254 $3,606,747 $ -- $ -- $1,359,538 $ -- $23,586,539
Collective
income fund -- -- 4,603,248 -- -- -- 4,603,248
Common stock -- -- -- 23,966,955 -- -- 23,966,955
Participants' loans
receivable -- -- -- -- -- 950,207 950,207
----------- ---------- ---------- ----------- ---------- ---------- -----------
Total investments 18,620,254 3,606,747 4,603,248 23,966,955 1,359,538 -- 53,106,949
Employer's
contribution
receivable -- -- -- 190,074 -- -- 190,074
Participants'
contributions
receivable 294,163 71,057 87,552 193,848 46,984 -- 693,604
Accrued income 249,773 19,352 -- 161,575 76,134 950,207 506,834
<PAGE> Form 11-K
Page 9
Index Fixed Company Small
Index Bond Income Stock Capitalization Loan
Fund Fund Fund Fund Fund Fund Total
----------- ---------- ---------- ----------- ----------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Cash and cash
equivalents
5,988 1,111 1,418 7,385 419 -- 16,321
----------- ---------- ---------- ----------- ----------- ---------- -----------
Net assets available
for benefits $19,170,178 $3,698,267 $4,692,218 $24,519,837 $ 1,483,075 $ 950,207 $54,513,782
=========== ========== ========== =========== =========== ========== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> Form 11-K
Page 10
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Statement of Net Assets Available for Benefits,
with Fund Information
December 31, 1996
- ---------------------------------------------------------------------------
<TABLE>
Index Fixed Company Small
Index Bond Income Stock Capitalization Loan
Fund Fund Fund Fund Fund Fund Total
----------- ---------- ---------- ----------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS
Investments,
at current value:
Money market fund $ -- $ 118 $ -- $ 152 $ -- $ -- $ 270
Registered investment
companies 11,544,070 2,786,153 -- -- 583,784 -- 14,914,007
Collective
income fund -- -- 3,599,003 -- -- -- 3,599,003
Common stock -- -- -- 14,157,123 -- -- 14,157,123
Participants' loans
receivable -- -- -- -- -- 328,956 328,956
----------- ---------- ---------- ---------- ---------- ---------- -----------
Total investments 11,544,070 2,786,271 3,599,003 14,157,275 583,784 328,956 32,999,359
Employer's
contribution
receivable -- -- -- 180,629 -- -- 180,629
Participants'
contributions
receivable 258,433 70,979 88,765 184,901 36,213 -- 639,291
Accrued income 268,233 15,458 -- 135 44,950 -- 328 776
<PAGE> Form 11-K
Page 11
Index Fixed Company Small
Index Bond Income Stock Capitalization Loan
Fund Fund Fund Fund Fund Fund Total
----------- ---------- ---------- ----------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Cash and cash
equivalents
8,771 1,989 3,179 8,164 125 -- 22,228
----------- ---------- ---------- ----------- ---------- ---------- -----------
Net assets available
for benefits $12,079,507 $2,874,697 $3,690,947 $14,531,104 $ 665,072 $ 328,956 $34,170,283
=========== ========== ========== =========== ========== ========== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> Form 11-K
Page 12
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Statement of Changes in Net Assets Available for Benefits,
with Fund Information
For the Year Ended December 31, 1997
- ---------------------------------------------------------------------------
<TABLE>
Index Fixed Company Small
Index Bond Income Stock Capitalization Loan
Fund Fund Fund Fund Fund Fund Total
----------- ---------- ---------- ---------- ----------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets
attributed to:
Investment income
Interest and
dividends $ 1,165 $ 299 $ 288 $ 590,769 $ 85 $ -- $ 592,606
Net appreciation
in fair value of
investments 4,284,835 289,713 243,894 5,468,016 220,241 -- 10,506,699
----------- ---------- ---------- ---------- ----------- ---------- -----------
4,286,000 290,012 244,182 6,058,785 220,326 -- 11,099,305
----------- ---------- ---------- ---------- ----------- ---------- -----------
Contributions
Employer -- -- -- 2,313,138 -- -- 2,313,138
Employer
reimbursements
of administrative
expenses -- -- 40,023 -- 8,075 -- 48,098
Participants 3,641,157 709,063 1,047,000 2,219,237 628,205 -- 8,244,662
Rollovers from other
qualified plans 23,358 5,274 20,890 100,046 18,714 -- 168,282
Loan repayments
from participants 148,425 40,172 56,432 123,388 12,212 (380,629) --
----------- ---------- ---------- ---------- ----------- ---------- -----------
3,812,940 754,509 1,164,345 4,755,809 667,206 (380,629) 10,774,180
<PAGE> Form 11-K
Page 13
Index Fixed Company Small
Index Bond Income Stock Capitalization Loan
Fund Fund Fund Fund Fund Fund Total
----------- ---------- ---------- ----------- ----------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
----------- ---------- ---------- ---------- ----------- ---------- -----------
Total additions 8,098,940 1,044,521 1,408,527 10,814,594 887,532 (380,629) 21,873,485
----------- ---------- ---------- ---------- ----------- ---------- -----------
Deductions from net
assets attributed to:
Participants' benefits 617,952 127,637 200,149 503,753 37,088 -- 1,486,579
Loan to participants 390,317 93,314 170,794 322,108 25,347 (1,001,880) --
Administrative expenses -- -- 36,313 -- 7,094 -- 43,407
----------- ---------- ---------- ----------- ----------- ---------- -----------
Total deductions 1,008,269 220,951 407,256 825,861 69,529 (1,001,880) 1,529,986
----------- ---------- ---------- ----------- ----------- ---------- -----------
Net increase 7,090,671 823,570 1,001,271 9,988,733 818,003 621,251 20,343,499
Net assets at beginning
of year 12,079,507 2,874,697 3,690,947 14,531,104 665,072 328,956 34,170,283
----------- ---------- ---------- ----------- ----------- ---------- -----------
Net assets at end of
year $19,170,178 $3,698,267 $4,692,218 $24,519,837 $ 1,483,075 $ 950,207 $54,513,782
=========== ========== ========== =========== =========== ========== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> Form 11-K
Page 14
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Statement of Changes in Net Assets Available for Benefits,
with Fund Information
For the Year Ended December 31, 1996
- ---------------------------------------------------------------------------
<TABLE>
Index Fixed Company Small
Index Bond Income Stock Capitalization Loan
Fund Fund Fund Fund Fund Fund Total
----------- ---------- ---------- ----------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Additions to net assets
attributed to:
Investment income
Interest and
dividends $ 2,396 $ 1,358 $ 2,320 $ 383,296 $ -- $ -- $ 389,370
Net appreciation
in fair value of
investments 1,945,487 199,840 194,762 757,377 45,650 -- 3,143,116
----------- ---------- ---------- ----------- ---------- ---------- -----------
1,947,883 201,198 197,082 1,140,673 45,650 -- 3,532,486
----------- ---------- ---------- ----------- ---------- ---------- -----------
Contributions
Employer -- -- -- 2,360,144 -- -- 2,360,144
Participants 3,385,030 837,877 1,352,596 2,591,205 620,027 -- 8,786,735
Rollovers from other
qualified plans 171,358 5,002 6,392 99,551 3,408 -- 285,711
Loan repayments
from participants 43,322 14,375 20,540 43,266 3,334 (124,837) --
----------- ---------- ---------- ----------- ---------- ---------- -----------
3,599,710 857,254 1,379,528 5,094,166 626,769 (124,837) 11,432,590
----------- ---------- ---------- ----------- ---------- ---------- -----------
Total additions 5,547,593 1,058,452 1,576,610 6,234,839 672,419 (124,837) 14,965,076
----------- ---------- ---------- ----------- ---------- ---------- -----------
<PAGE> Form 11-K
Page 15
Index Fixed Company Small
Index Bond Income Stock Capitalization Loan
Fund Fund Fund Fund Fund Fund Total
----------- ---------- ---------- ----------- ---------- ---------- -----------
<S> <C> <C> <C> <C> <C> <C> <C>
Deductions from net
assets attributed to:
Participants' benefits 215,364 41,769 112,798 180,355 3,158 -- 553,444
Loans to participants 148,817 37,219 56,990 103,138 4,189 (350,353) --
Administrative expenses -- 785 -- -- -- -- 785
----------- ---------- ---------- ----------- ---------- ---------- -----------
Total deductions 364,181 79,773 169,788 283,493 7,347 (350,353) 554,229
----------- ---------- ---------- ----------- ---------- ---------- -----------
Net increase 5,183,412 978,679 1,406,822 5,951,346 665,072 225,516 14,410,847
Net assets at
beginning of year 6,896,095 1,896,018 2,284,125 8,579,758 -- 103,440 19,759,436
----------- ---------- ---------- ----------- ---------- ---------- -----------
Net assets at end of
year $12,079,507 $2,874,697 $3,690,947 $14,531,104 $ 665,072 $ 328,956 $34,170,283
=========== ========== ========== =========== ========== ========== ===========
The accompanying notes are an integral part of these financial statements.
</TABLE>
<PAGE> Form 11-K
Page 16
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Notes to Financial Statements
NOTE 1 - DESCRIPTION OF PLAN
- ----------------------------
The following description of the American Water Works Company, Inc. and
Its Designated Subsidiary Companies (the "Company") Savings Plan for
Employees of American Water Works Company, Inc. and Its Designated
Subsidiaries (the "Plan") provides only general information. Participants
should refer to the Plan agreement for a more complete description of the
Plan's provisions.
General
- -------
The Plan is a defined contribution 401(k) savings plan covering
substantially all full-time employees of the Company who have completed six
months of service and are age eighteen or older. The Plan is subject to the
provisions of the Employee Retirement Income Security Act of 1974
("ERISA").
Contributions
- -------------
Participants may contribute up to 10% of their annual compensation up
to $150,000 for the years ended December 31, 1997 and 1996, as defined in
the Plan. Effective January 1, 1996, the Company began matching 45% of the
first 4% of participant contributions. For participant contributions
received after January 1, 1998, the Company will match 50% of the first 4%
of participant contributions. All matching contributions are invested in
Company common stock. In the event of certain circumstances, the Company
may contribute additional amounts. Forfeitures, if any, are used to reduce
the Company's future contributions to the Plan.
<PAGE> Form 11-K
Page 17
Participant Accounts
- --------------------
On January 1, 1996, a fifth investment option, the Vanguard Index
Trust-Small Capitalization Stock Fund, was added for participants'
contributions to the Plan. With the exception of the Company's
contributions to the Plan, each participant may elect to have their
contributions invested in any combination of five investment options in
multiples of 1% up to a maximum of 10%. Each participant's account is
credited with their contributions and an allocation of the Company's
contribution and Plan earnings. Allocations are based on participant
contributions or account balances, as defined in the Plan. Benefits to
which a participant is entitled is the benefit that can be provided from
the participant's vested account.
Vesting
- -------
Participants are immediately vested in their voluntary contributions
plus earnings thereon. Vesting of Company contributions plus actual
earnings thereon is based on years of continuous service. A participant is
fully vested in Company contributions and earnings thereon after five years
of credited service.
Investments Options
- -------------------
Participants may direct their contributions among any of the following
investment options:
1. Vanguard Institutional Index Fund - Invests primarily in common stocks.
2. Vanguard Bond Index Fund - Invests in high grade corporate and/or
government bonds of varying maturities.
3. American Express Trust Income Fund III - Invests in a diversified pool
of insurance and bank investment contracts. The Fund also invests in
short-term investments.
<PAGE> Form 11-K
Page 18
4. American Water Works Company, Inc. Stock - Funds are invested in common
stock of American Water Works Company.
5. Vanguard Index Trust Small Capitalization Fund - Invests primarily in
common stocks of small domestic companies.
Payment of Benefits
- -------------------
Participants may, upon attaining 59 1/2 years of age, elect to withdraw
all or a portion of the value of their account. Upon termination of service
for any reason, participants may elect to withdraw the value of their
account, roll that account value over into a qualified plan or individual
retirement account, or defer this distribution until age 65. In all cases,
unless earlier withdrawn, participants will receive the balance in their
account upon the earlier of attaining age 65 if not then working for the
Company, retirement after reaching age 65, death or total disability.
Participants may elect to receive a lump sum amount equal to the value of
their account, an annuity, or a combination of both.
NOTE 2 - SUMMARY OF ACCOUNTING POLICIES
- ---------------------------------------
Basis and Presentation
- ----------------------
The financial statements are presented on the accrual basis of
accounting.
Use of Estimates
- ----------------
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect amounts reported in the financial statements.
Actual results could differ from those estimates.
<PAGE> Form 11-K
Page 19
Valuation of Investments
- ------------------------
Plan investments are stated at fair value. The Company stock is valued
at its quoted market price on the valuation date. Shares of registered
investment companies are valued at quoted market prices which represent the
net asset value of shares held by the Plan at year-end. Collective income
funds are valued by the fund sponsor based on quoted market prices of the
underlying investments. Participants' loans receivable is valued at cost
which approximates fair value.
Purchases and sales of securities are recorded on a trade date basis.
Interest income is recorded on the accrual basis. Dividends are recorded
on the ex-dividend date.
Contributions
- -------------
Employee contributions are recorded in the period during which the
Company makes payroll deductions from the Plan participants' earnings.
Matching Company contributions are recorded in the same period.
Benefit Obligations
- -------------------
Benefit obligations for persons who have withdrawn from participation
in the Plan are $69,421 at December 31, 1997 and $26,143 at December 31,
1996 and are recognized in the Plan financial statements when paid.
NOTE 3 - INVESTMENTS
- --------------------
The Plan's investments are held in trust by The First National
Bank of Boston. The following table presents the Plan's investment at
December 31, 1997 and 1996.
<PAGE> Form 11-K
Page 20
<TABLE>
December 31, 1997 December 31, 1996
--------------------------- ---------------------------
Shares/units Value Shares/units Value
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Investments at current value based on
quoted market price
Money market fund:
Dreyfus Government Cash
Management Fund $ -- $ -- $ 270 $ 270
Registered investment companies:
Vanguard Index Trust-Small
Capitalization Stock Fund 57,586 1,359,538 28,857 583,784
Vanguard Bond Market Portfolio 357,458 3,606,747* 283,146 2,786,153*
Vanguard Institutional Index Fund 207,908 18,620,254* 167,646 11,544,070*
Collective income funds:
American Express Trust Income
Fund III 357,784 4,603,248* 84,752 3,599,003*
Common stock:
American Water Works Company, Inc. 877,509 23,966,955* 686,406 14,157,123*
Participants' loans receivable 950,207 328,956
----------- -----------
Total investments $53,106,949 $32,999,359
=========== ===========
*Represents those investments in excess of 5% of Plan net assets.
</TABLE>
<PAGE> Form 11-K
Page 21
During 1997 and 1996, the Plan's investments (including investments
bought, sold and held during the years then ended) appreciated in value by
$10,506,699 and $3,143,116 as follows:
<TABLE>
Year Ended Year Ended
December 31, 1997 December 31, 1996
----------------- -----------------
<S> <C> <C>
Registered investment
companies $ 4,794,789 $2,190,977
Collective income funds 243,894 194,762
Common stock 5,468,016 757,377
----------- ----------
Net change in fair value $10,506,699 $3,143,116
=========== ==========
</TABLE>
NOTE 4 - PARTICIPANT LOANS
- --------------------------
Under the terms of the Plan, participants may borrow from their
accounts a minimum of $1,000 up to a maximum of the lesser of $50,000 or
50% of their contributions to the Plan including earnings thereon. Loans
are generally for a period not to exceed five years, payable in equal
monthly installments, secured by the balance in the participant's account,
and bear interest at a rate of prime plus 1%. If the participant uses the
proceeds to acquire their primary personal residence, the loan may be for a
period not to exceed thirty years. Participant loans withdrawn from the
Plan totaled $1,001,880 and $350,353 in 1997 and 1996 respectively.
Repayments of loans to the Plan totaled $380,629 and $124,837 in 1997 and
1996, respectively.
<PAGE> Form 11-K
Page 22
NOTE 5 - HARDSHIP WITHDRAWALS
- -----------------------------
Participants under age 59 1/2 may withdraw all or part of their
contributions (excluding earnings) only under certain hardship conditions.
A hardship withdrawal can only be requested after withdrawal of all
rollover contributions and any loans available under the Plan have been
obtained. Hardship withdrawals cannot be returned to the Plan and
contributions cannot be made to the Plan for 12 months after a hardship
withdrawal has been made.
NOTE 6 - ADMINISTRATIVE EXPENSES
- --------------------------------
Although it has no obligation to do so, the Company pays substantially
all administrative expenses of the Plan.
NOTE 7 - PLAN TERMINATION
- -------------------------
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA. In the event of
Plan termination, participants will become 100 percent vested in their
accounts.
NOTE 8 - FEDERAL INCOME TAX STATUS
- -----------------------------------
The Internal Revenue Service has determined and informed the Company by
a letter dated April 15, 1995, that the Plan and related trusts are
designed in accordance with applicable sections of the Internal Revenue
Code and are, therefore, not subject to tax under present income tax law.
Management is not aware of any course of action or series of events that
have occurred that might adversely affect the Plan's qualified status.
<PAGE> Form 11-K
Page 23
SCHEDULE I
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Item 27a Form 5500 - Schedule of Assets
Held for Investment Purposes
December 31, 1997
- ---------------------------------------------------------------------------
<TABLE>
Shares/Units Issue Cost Value
- ------------ -------- ----------- -----------
<C> <S> <C> <C>
Registered investment companies:
57,586 Vanguard Index Trust-Small
Capitalization Stock Fund 1,330,403 1,359,538
357,458 Vanguard Bond Market Portfolio 3,519,701 3,606,747
207,908 Vanguard Institutional Index Fund 14,930,741 18,620,254
Collective income fund:
American Express Trust
357,784 Income Fund III 4,353,778 4,603,248
Common stock:
877,509 American Water Works Company, Inc. 18,539,688 23,966,955
Participants' loans receivable 950,207 950,207
----------- -----------
$43,624,518 $53,106,949
=========== ===========
<PAGE> Form 11-K
Page 24
SCHEDULE II
SAVINGS PLAN FOR EMPLOYEES OF
AMERICAN WATER WORKS COMPANY, INC.
AND ITS DESIGNATED SUBSIDIARIES
Line 27d Form 5500 - Schedule of Reportable Transactions
For the Year Ended December 31, 1997
(Individual or series of transactions in one issue aggregating 5% or
more of the value of Plan assets as of December 31, 1996)
- -------------------------------------------------------------------------
</TABLE>
<TABLE>
Identity Current Value
of Party Number of Purchase Sales Cost of on Transaction Net
Involved Description Transactions Price Proceeds Assets Date Gain/(Loss)
- -------- --------------- ------------ ---------- ---------- ---------- -------------- -----------
<S> <S> <C> <C> <C> <C> <C> <C>
Dreyfus Dreyfus
Funds Government Cash
Management Fund 102 $7,636,725 $ -- $ -- $ 7,636,725 $ --
67 -- 7,633,652 7,633,652 7,633,652 --
American
Water
Works American Water Works
Company Company, Inc.
Inc. Common Stock 57 5,461,521 -- -- 5,461,521 --
40 -- 1,009,906 953,148 1,009,906 56,758
The Vanguard
Vanguard Total Bond
Group Market Portfolio 29 1,191,934 -- -- 1,191,934 --
31 -- 458,943 458,387 458,943 556
<PAGE> Form 11-K
Page 25
Identity Current Value
of Party Number of Purchase Sales Cost of on Transaction Net
Involved Description Transactions Price Proceeds Assets Date Gain/(Loss)
- -------- --------------- ------------ ---------- ---------- ---------- -------------- -----------
<S> <S> <C> <C> <C> <C> <C> <C>
The Vanguard
Vanguard Institutional
Group Index Fund 21 4,569,550 -- -- 4,569,550 --
31 -- 1,377,129 1,182,879 1,377,129 194,250
The Vanguard Index
Vanguard Trust - Small
Group Capitalization Fund 9 1,507,938 -- -- 1,507,938 --
12 -- 1,284,992 1,180,953 1,284,992 104,039
</TABLE>
<PAGE> Form 11-K
Page 26
EXHIBIT INDEX
Exhibit
Number Description
- ------- ----------------------------------
23 Consent of Independent Accountants
<PAGE> EXHIBIT 23
Consent of Independent Accountants
We hereby consent to the incorporation by reference in this Registration
Statement on Form S-8 (No. 33-62438) of American Water Works Company, Inc.
of our report dated June 26, 1998 which appears on pages 6 and 7 of this
Form 11-K.
PRICE WATERHOUSE LLP
Thirty South Seventeenth Street
Philadelphia, Pennsylvania 19103
June 26, 1998
