<PAGE>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
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
For the fiscal year ended December 31, 1997
or
[ ] Transition Report Pursuant to Section 15(d) of the Securities Exchange Act
of 1934
For the transition period from to
Commission File Number: 0-4597
Full title of the plan and name of issuer of the securities held pursuant
to the plan and the address of its principal executive office:
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
and
FOREST OIL CORPORATION
1600 Broadway
Suite 2200
Denver, Colorado 80202
- --------------------------------------------------------------------------------
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<PAGE>
Exhibits.
23. Consent of Independent Auditors to Incorporation by Reference in Form S-8.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Administrative Committee of the Retirement Savings Plan of Forest Oil
Corporation has duly caused this annual report to be signed by the undersigned
thereto duly authorized.
RETIREMENT SAVINGS PLAN OF
FOREST OIL CORPORATION
Dated: June 29, 1998 By: /s/ Daniel L. McNamara
--------------------------------
Daniel L. McNamara, Member of the
Administrative Committee of the
Retirement Savings Plan of
Forest Oil Corporation
<PAGE>
RETIREMENT SAVINGS PLAN OF
FOREST OIL CORPORATION
FINANCIAL STATEMENTS
DECEMBER 31, 1997 AND 1996
(WITH INDEPENDENT AUDITORS' REPORT THEREON)
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
INDEPENDENT AUDITORS' REPORT . . . . . . . . . . . . . . . . . . . . . . 1
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS -
December 31, 1997 and 1996 . . . . . . . . . . . . . . . . . . . . . . 2
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS -
Years Ended December 31, 1997 and 1996 . . . . . . . . . . . . . . . . 3
NOTES TO FINANCIAL STATEMENTS - December 31, 1997 and 1996 . . . . . . . 4
SCHEDULE
1 ASSETS HELD FOR INVESTMENT PURPOSES (FORM 5500, ITEM 27a) -
December 31, 1997 . . . . . . . . . . . . . . . . . . . . . . . . 12
2 SCHEDULE OF REPORTABLE TRANSACTIONS (FORM 5500, ITEM 27d) -
Year Ended December 31, 1997. . . . . . . . . . . . . . . . . . . 13
<PAGE>
INDEPENDENT AUDITORS' REPORT
THE PARTICIPANTS AND ADMINISTRATIVE COMMITTEE
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION:
We have audited the accompanying statements of net assets available for plan
benefits of the Retirement Savings Plan of Forest Oil Corporation as of December
31, 1997 and 1996, and the related statements of changes in net assets available
for plan benefits for the years then ended. 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 plan benefits of the
Retirement Savings Plan of Forest Oil Corporation as of December 31, 1997 and
1996, and the changes in those net assets for the years then ended in conformity
with generally accepted accounting principles.
Our audits were made 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 as of December 31, 1997 and reportable transactions
for the year ended December 31, 1997 are presented for purposes of additional
analysis and are not a required part of the basic financial statements but are
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The supplemental schedules have been subjected to the
auditing procedures applied in the audit of the basic financial statements for
the year ended December 31, 1997 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
Denver, Colorado
June 12, 1998
1
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1997 AND 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
ASSETS:
Investments, at fair value:
Forest Oil Corporation Common Stock $ 2,076,156 2,811,241
Morley GIC Fund 1,397,976 2,026,760
Janus Fund 3,302,042 2,705,217
Harbor International Fund 3,142,775 2,450,840
Dodge & Cox Balanced Fund 1,696,533 1,360,191
Heartland Value Fund 2,007,257 1,319,275
Pimco Total Return Fund 143,264 118,698
Chesapeake Institutional Fund 565,095 -
----------- ----------
14,331,098 12,792,222
Other investments:
Loans to participants 308,808 400,747
Cash and short-term investments 21,334 3,868
----------- ----------
Total investments 14,661,240 13,196,837
Contributions receivable:
Company - 29,184
Participants - 42,010
Investment income receivable 66 8,965
Other receivables - 5,554
----------- ----------
Total assets 14,661,306 13,282,550
LIABILITIES:
Forfeitures available to the Company to reduce
future contributions 13,758 40,830
Stock purchase payables 8,589 1,181
----------- ----------
Total liabilities 22,347 42,011
----------- ----------
Net assets available for plan benefits,
including distributions payable to
participants of $251,592 in 1997 and
$447,281 in 1996 $ 14,638,959 13,240,539
----------- ----------
----------- ----------
</TABLE>
See accompanying notes to financial statements.
2
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
DECEMBER 31, 1997 AND 1996
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Additions:
Contributions:
Company:
Common stock $ - 328,637
Cash 452,556 99,121
Participants 757,181 635,526
Dividend and interest income 1,169,594 633,193
----------- ----------
2,379,331 1,696,477
Net appreciation in fair value of investments 375,672 1,181,825
----------- ----------
Total additions 2,755,003 2,878,302
Deductions:
Distributions to participants 1,383,655 1,232,819
Change in value of forfeited contributions (27,072) 2,859
----------- ----------
Total deductions 1,356,583 1,235,678
----------- ----------
Increase in net assets available for
plan benefits 1,398,420 1,642,624
Net assets available for plan benefits at
beginning of year 13,240,539 11,597,915
----------- ----------
Net assets available for plan benefits at
end of year $14,638,959 13,240,539
----------- ----------
----------- ----------
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(1) DESCRIPTION OF THE PLAN
The Retirement Savings Plan of Forest Oil Corporation (the Plan) is a
profit sharing, defined contribution plan which includes a cash or deferred
arrangement under Section 401(k) of the Internal Revenue Code. The Plan is
available to any employee of Forest Oil Corporation and its affiliates (the
Company) that have adopted the Plan.
Investment options available to participants during the years ended
December 31, 1997 and 1996 are as follows:
Forest Oil Corporation Common Stock Common stock of Forest Oil
Corporation
Morley GIC Fund Collective trust consisting of
guaranteed insurance contracts
Janus Fund Mutual fund consisting primarily of
common stock and similar equity
securities
Harbor International Fund Mutual fund consisting of non-U.S.
equity securities
Dodge & Cox Balanced Fund Mutual fund consisting primarily of
common stock and bonds
Heartland Value Fund Mutual fund consisting primarily of
equity securities with market
capitalizations of less than
$300,000,000
Pimco Total Return Fund Mutual fund consisting of fixed
income securities with a portfolio
duration of three to six years
Chesapeake Institutional Fund Mutual fund consisting primarily of
common and preferred stocks and
convertible securities of medium
and large capitalization companies
(new investment option effective
October 1, 1997)
Employees enrolled in the Plan may elect to defer from 1% to 10% of their
compensation, subject to defined limits, on a pre-tax basis as a contribution to
the Plan (Deferred Compensation Contribution). Each month, the Company
contributes an amount equal to the Deferred Compensation Contributions made by
or on behalf of each participant limited to 5% of the participant's compensation
(Company Matching Contribution). At the sole discretion of the Executive
Committee of the Forest Oil Corporation Board of Directors, the Company Matching
4
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(1) DESCRIPTION OF THE PLAN (CONTINUED)
Contribution shall be made in cash, in shares of Forest Oil Corporation
Common Stock, or in any combination of cash and shares of Forest Oil
Corporation Common Stock.
Prior to January 1, 1996, pursuant to the Forest Oil Corporation Annual
Incentive Plan (the Incentive Plan), the Company could contribute, for each
Plan Year, a Company Profit-Sharing Contribution determined at the sole
discretion of the Executive Committee of the Company's Board of Directors.
The Company Profit-Sharing Contribution, if any, was in addition to the
Company Matching Contribution and was allocated among certain qualifying
participants based on compensation. The Incentive Plan was terminated
effective January 1, 1996.
Company matching and profit-sharing contributions made for a participant's
account are vested under certain conditions, including a graduated schedule
whereby full vesting occurs upon the completion of five years of service.
Nonvested Company matching and profit-sharing contributions are subject to
forfeiture under certain conditions and forfeited balances are available to
reduce succeeding Company matching contributions to the Plan. A
participant is fully vested in their own contributions at all times.
Expenses associated with the administration and investment activities of
the Plan are paid by the Company.
The Company maintains the right to terminate or amend the Plan at any time.
In the event of a termination or partial termination of the Plan, or
complete discontinuance of Company matching contributions to the Plan, the
balances of the affected members under the Plan as of the date of the
termination or discontinuance shall become fully vested and nonforfeitable.
The total amount in each participant's accounts shall be distributed as the
Administrative Committee shall direct, to the participant or for the
participant's benefit, or shall continue to be held in trust for the
participant's benefit.
The foregoing description of the Plan provides only general information.
Participants should refer to the Summary Plan Description for a more
complete description of the Plan's provisions. Copies of the Summary Plan
Description are available from the Administrative Committee of the Plan.
5
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
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(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying financial statements have been prepared on the accrual
basis of accounting.
In the course of preparing the financial statements of the Plan, management
makes various assumptions and estimates to determine the reported amounts
of assets, liabilities and changes in net assets available for plan
benefits, and in the disclosures of commitments and contingencies. Changes
in these assumptions and estimates will occur as a result of the passage of
time and the occurrence of future events and, accordingly, actual results
could differ significantly from amounts estimated.
VALUATION OF INVESTMENTS
For financial reporting purposes, investments are recorded at fair value
based on quoted market prices, or, in the case of the Morley GIC Fund,
based on the contract values of the underlying guaranteed investment
contracts. Purchases and sales of securities are recorded on the trade
date. Gains or losses on sales of investments are based on the difference
between sales proceeds and the cost of the investment determined on an
average unit cost basis.
Investments in the Morley GIC Fund are based on contract value because the
contracts are fully benefit-responsive. As such, participants may direct
the withdrawal or transfer of all or a portion of their investments at
contract value. The fair value of the investments in the Morley GIC Fund
is estimated to be approximately equal to the contract value at
December 31, 1997 and 1996. The average yield and crediting interest rates
were approximately 6.0% and 6.4% for 1997 and 1996, respectively.
Investments in the Morley GIC Fund, the Janus Fund, the Harbor
International Fund, the Dodge & Cox Balanced Fund, the Heartland Value
Fund, the Pimco Total Return Fund, and the Chesapeake Institutional Fund
are represented by units. The average unit value for each fund is computed
by dividing the number of units outstanding into the total value of the
fund. The total value of each fund at any given time consists of the
market value of the investments held in the fund, including any income
retained on such investments.
6
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
LOANS TO PARTICIPANTS
Pursuant to the terms of the Plan, loans may be made to the extent of 50%
of a participant's vested interest in all accounts except the Company
Profit Sharing Contributions Account. Each loan is evidenced by a
promissory note. Interest is fixed throughout the maximum 60-month term of
each loan at 1% per annum over the Chase Manhattan prime rate in effect at
the end of the month preceding inception of the loan. All outstanding
loans must be repaid in full within 90 days following a participant's
termination of employment. In the event of default, the participant is
deemed to have made a withdrawal of the unpaid principal balance.
(3) INVESTMENTS
The Plan's investments are held in a bank-administered trust fund. During
1997 and 1996, the Plan's investments appreciated in fair value by $375,672
and $1,181,825, respectively, as follows:
<TABLE>
<CAPTION>
Net appreciation
(depreciation)
in fair value Fair value at
during the year end of year
----------------- -------------
<S> <C> <C>
Year ended December 31, 1997:
Forest Oil Corporation Common Stock $ (164,285) 2,076,156
Morley GIC Fund 102,428 1,397,976
Mutual funds:
Janus Fund 56,844 3,302,042
Harbor International Fund 268,568 3,142,775
Dodge & Cox Balanced Fund 187,615 1,696,533
Heartland Value Fund 97,411 2,007,257
Pimco Total Return Fund 2,553 143,264
Chesapeake Institutional Fund (175,462) 565,095
---------- ----------
$ 375,672 14,331,098
---------- ----------
---------- ----------
Year ended December 31, 1996:
Forest Oil Corporation Common Stock $ 535,695 2,811,241
Morley GIC Fund 117,454 2,026,760
Mutual funds:
Janus Fund 118,436 2,705,217
Harbor International Fund 242,305 2,450,840
Dodge & Cox Balanced Fund 56,704 1,360,191
Heartland Value Fund 1,725 1,319,275
Pimco Total Return Fund 1,561 118,698
Fidelity Asset Manager Fund 113,132 -
Pimco Low Duration Fund (5,187) -
---------- ----------
$1,181,825 12,792,222
---------- ----------
---------- ----------
</TABLE>
7
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(3) INVESTMENTS (CONTINUED)
The fair values of individual investments that represent 5% or more of the
Plan's net assets at December 31, 1997 and 1996 are as follows:
<TABLE>
<CAPTION>
1997 1996
---- ----
<S> <C> <C>
Forest Oil Corporation Common Stock $2,076,156 2,811,241
Morley GIC Fund 1,397,976 2,026,760
Janus Fund 3,302,042 2,705,217
Harbor International Fund 3,142,775 2,450,840
Dodge & Cox Balanced Fund 1,696,533 1,360,191
Heartland Value Fund 2,007,257 1,319,275
</TABLE>
8
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(4) FUNDS SUMMARY
The changes in net assets available for plan benefits by investment option
for the year ended December 31, 1997 are summarized as follows:
<TABLE>
<CAPTION>
Harbor Dodge & Pimco Chesapeake Loans
Forest Oil Inter- Cox Heartland Total Institu- to
Corporation Morley Janus national Balanced Value Return tional Partici-
Total Common Stock GIC Fund Fund Fund Fund Fund Fund Fund pants
----------- ------------ -------- ----- -------- -------- --------- ------ ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
NET ASSETS AVAILABLE
FOR PLAN BENEFITS
AT JANUARY 1, 1997 $13,240,539 2,822,532 1,990,815 2,728,214 2,472,363 1,370,909 1,335,336 119,623 - 400,747
Additions:
Contributions:
Company -
cash 452,556 48,409 23,655 110,936 109,378 58,697 88,258 4,608 8,615 -
Participants 757,181 80,634 37,079 188,609 184,724 95,973 151,536 6,165 12,461 -
Dividend and
interest income 1,169,594 607 2,665 544,829 109,488 134,214 256,964 14,814 74,070 31,943
Net appreciation
(depreciation) in
fair value of
investments 375,672 (164,285) 102,428 56,844 268,568 187,615 97,411 2,553 (175,462) -
----------- --------- --------- --------- --------- --------- --------- ------- -------- --------
Total additions 2,755,003 (34,635) 165,827 901,218 672,158 476,499 594,169 28,140 (80,316) 31,943
----------- --------- --------- --------- --------- --------- --------- ------- -------- --------
Deductions:
Distributions to
participants 1,383,655 142,902 648,882 268,415 168,932 106,801 30,554 9,203 - 7,966
Change in value
of forfeited
contributions (27,072) 4,675 (37,306) 1,367 691 223 3,236 42 - -
----------- --------- --------- --------- --------- --------- --------- ------- -------- --------
Total deductions 1,356,583 147,577 611,576 269,782 169,623 107,024 33,790 9,245 - 7,966
----------- --------- --------- --------- --------- --------- --------- ------- -------- --------
Transfers (including
loan activity) - (557,742) (149,070) (58,934) 167,228 (44,004) 108,317 4,704 645,411 (115,910)
----------- --------- --------- --------- --------- --------- --------- ------- -------- --------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS AT
DECEMBER 31, 1997 $14,638,959 2,082,578 1,395,996 3,300,716 3,142,126 1,696,380 2,004,032 143,222 565,095 308,814
----------- --------- --------- --------- --------- --------- --------- ------- -------- --------
----------- --------- --------- --------- --------- --------- --------- ------- -------- --------
</TABLE>
9
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(4) FUNDS SUMMARY, CONTINUED
The changes in net assets available for plan benefits by investment option
for the year ended December 31, 1996 are summarized as follows:
<TABLE>
<CAPTION>
Forest Oil Harbor Dodge & Pimco Fidelity Pimco Loans
Corporation Inter- Cox Heartland Total Asset Low to
Common Morley Janus national Balanced Value Return Manager Duration Partic-
Total Stock GIC Fund Fund Fund Fund Fund Fund Fund Fund ipants
----------- ----------- -------- ----- -------- -------- --------- ------ -------- -------- -------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
NET ASSETS AVAILABLE
FOR PLAN BENEFITS
AT JANUARY 1, 1996 $11,597,915 2,539,853 1,904,730 2,322,071 1,418,653 - - - 2,693,126 354,626 364,856
Additions:
Contributions:
Company:
Common stock 328,637 328,637 - - - - - - - - -
cash 99,121 8,946 5,599 26,539 24,568 13,314 18,829 1,326 - - -
Participants 635,526 64,215 66,494 183,153 129,916 18,308 30,352 1,576 119,950 21,562 -
Dividend and
interest income 633,193 623 1,962 319,051 93,406 30,676 83,153 2,086 51,379 15,733 35,124
Net appreciation
(depreciation)
in fair value of
investments 1,181,825 535,695 117,454 118,436 242,305 56,704 1,725 1,561 113,132 (5,187) -
----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- -------
Total additions 2,878,302 938,116 191,509 647,179 490,195 119,002 134,059 6,549 284,461 32,108 35,124
----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- -------
Deductions:
Distributions to
participants 1,232,819 84,025 221,930 570,263 86,169 - - - 235,962 20,081 14,389
Change in value
of forfeited
contributions 2,859 (37,972) 40,831 - - - - - - - -
----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- -------
Total deductions 1,235,678 46,053 262,761 570,263 86,169 - - - 235,962 20,081 14,389
----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- -------
Transfers (including
loan activity) - (609,384) 157,337 329,227 649,684 1,251,907 1,201,277 113,074 (2,741,625) (366,653) 15,156
----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- -------
NET ASSETS AVAILABLE
FOR PLAN BENEFITS,
DECEMBER 31, 1996 $13,240,539 2,822,532 1,990,815 2,728,214 2,472,363 1,370,909 1,335,336 119,623 - - 400,747
----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- -------
----------- --------- --------- --------- --------- --------- --------- ------- ---------- -------- -------
</TABLE>
10
<PAGE>
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
(5) RECONCILIATION TO INTERNAL REVENUE SERVICE (IRS) FORM 5500
Distributions payable to terminated employees are shown as a liability on
IRS Form 5500. For financial statement purposes, all net assets of the
Plan are considered to be available for plan benefits; therefore,
distributions payable to participants are not deducted from total assets
to derive net assets available for plan benefits. Correspondingly,
distributions to participants include only actual amounts paid during
each year for financial statement purposes. For purposes of the IRS Form
5500, distributions include amounts payable to terminated participants.
The following is a reconciliation of net assets available for benefits
per the financial statements to the Form 5500:
<TABLE>
<CAPTION>
December 31,
1997 1996
---- ----
<S> <C> <C>
Net assets available for plan benefits per the
financial statements $14,638,959 13,240,539
Amounts allocated to withdrawing participants (251,592) (447,281)
----------- ----------
Net assets available for benefits per the
Form 5500 $14,387,367 12,793,258
----------- ----------
----------- ----------
</TABLE>
The following is a reconciliation of benefits paid to participants per
the financial statements to the Form 5500:
<TABLE>
<CAPTION>
Year ended December 31,
1997 1996
---- ----
<S> <C> <C>
Benefits paid to participants and the change
in value of forfeited contributions per the
financial statements $1,356,583 1,235,678
Add: Amounts allocated to withdrawing participants
at December 31, 1997 and 1996, respectively 251,592 447,281
Less: Amounts allocated to withdrawing participants
at December 31, 1996 and 1995, respectively (447,281) (99,952)
---------- ---------
Benefits paid to participants per the Form 5500 $1,160,894 1,583,007
---------- ---------
---------- ---------
</TABLE>
(6) FEDERAL INCOME TAXES
The IRS has issued a determination letter dated April 24, 1996 indicating
that the Plan, as amended, is qualified under Section 401(a) of the
Internal Revenue Code (the Code) and that the trust is therefore exempt
from federal income tax under Section 501(a) of the Code. The Plan has
since been amended. The Plan administrator believes that the Plan is
currently designed and being operated in compliance with the applicable
requirements of the Code and that the Plan is qualified and the related
trust continues to be tax-exempt.
11
<PAGE>
SCHEDULE 1
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
ASSETS HELD FOR INVESTMENT PURPOSES (FORM 5500, ITEM 27A)
DECEMBER 31, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Number
of Shares Fair
or Units Cost Value
--------- ----------- ---------
<S> <C> <S> <C>
Forest Oil Corporation Common Stock 125,828 $ 2,027,669 2,076,156
GIC pooled funds -
Morley GIC Fund 74,301 1,136,316 1,397,976
Mutual funds:
Janus Fund 132,612 3,026,467 3,302,042
Harbor International Fund 87,640 2,486,735 3,142,775
Dodge & Cox Balanced Fund 25,405 1,507,047 1,696,533
Heartland Value Fund 59,264 1,928,915 2,007,257
Pimco Total Return Fund 13,515 141,420 143,264
Chesapeake Institutional Fund 35,143 740,199 565,095
----------- ----------
9,830,783 10,856,966
Money market funds -
State Street Short-Term Investment Funds 21,334 21,334 21,334
Loans to participants 308,808 308,808
----------- ----------
TOTAL INVESTMENTS $13,324,910 14,661,240
----------- ----------
----------- ----------
</TABLE>
See accompanying Independent Auditors' Report.
12
<PAGE>
SCHEDULE 2
RETIREMENT SAVINGS PLAN OF FOREST OIL CORPORATION
SCHEDULE OF REPORTABLE TRANSACTIONS (FORM 5500, ITEM 27D)
YEAR ENDED DECEMBER 31, 1997
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Proceeds Net
Cost of from Realized
Description of Asset Description of Transaction Purchases Sales Gain (Loss)
-------------------- -------------------------- --------- -------- -----------
<S> <C> <C> <C> <C>
Forest Oil Corporation Aggregate of 15 purchases $ 188,256 758,975 (37,870)
Common Stock and 14 sales
Morley GIC Fund Aggregate of 16 purchases 150,999 881,020 27,405
and 14 sales
Janus Fund Aggregate of 28 purchases 1,006,333 423,944 35,322
and 21 sales
Harbor International Aggregate of 31 purchases 659,517 232,420 22,666
Fund and 16 sales
Dodge & Cox Balanced Aggregate of 30 purchases 525,891 372,047 40,216
Fund and 13 sales
Heartland Value Fund Aggregate of 26 purchases 741,312 147,241 20,557
and 10 sale
Chesapeake Institutional Aggregate of 8 purchases 749,306 8,748 (358)
Fund and 1 sales
</TABLE>
See accompanying Independent Auditors' Report.
13
<PAGE>
EXHIBIT INDEX
Exhibit 23. Consent of KPMG Peat Marwick LLP.
<PAGE>
Exhibit 23
CONSENT OF INDEPENDENT AUDITORS
Board of Directors
Forest Oil Corporation:
We consent to the incorporation by reference in the Registration Statement (No.
33-59504) on Form S-8 of Forest Oil Corporation - Retirement Savings Plan of
Forest Oil Corporation of our report dated April 24, 1998, relating to the
statements of net assets available for plan benefits of the Retirement Savings
Plan of Forest Oil Corporation as of December 31, 1997 and 1996 and the related
statements of changes in net assets available for plan benefits for the years
then ended and related schedules for the year ended December 31, 1997, which
report appears in the December 31, 1997 annual report on Form 11-K of the
Retirement Savings Plan of Forest Oil Corporation.
KPMG PEAT MARWICK LLP
Denver, Colorado
June 26, 1998
