SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Form 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
(Mark One):
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
X EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 1994
OR
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934.
For the transition period from to
Commission file number 1-6047
GENERAL PUBLIC UTILITIES CORPORATION
AND SUBSIDIARY SYSTEM COMPANIES
EMPLOYEE SAVINGS PLAN FOR NONBARGAINING EMPLOYEES
(Full Title of the Plan)
GENERAL PUBLIC UTILITIES CORPORATION
100 Interpace Parkway
Parsippany, New Jersey 07054-1149
(Name of Issuer of the securities held pursuant to the
Plan and address of its principal executive office)<PAGE>
GENERAL PUBLIC UTILITIES CORPORATION
AND SUBSIDIARY SYSTEM COMPANIES
EMPLOYEE SAVINGS PLAN FOR NONBARGAINING EMPLOYEES
Signature Page 2
Consent of Independent Accountants Exhibit 24
Report on Audits of Financial Statements Exhibit 28
for the Years Ended December 31, 1994
and 1993
1<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the plan)
have duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
General Public Utilities Corporation
and Subsidiary System Companies
Employee Savings Plan for
Nonbargaining Employees
Date: June 28, 1995 By: /s/ F. A. Donofrio
F. A. Donofrio
Chairman
Administrative Committee
2<PAGE>
EXHIBIT INDEX
GENERAL PUBLIC UTILITIES CORPORATION
AND SUBSIDIARY SYSTEM COMPANIES
EMPLOYEE SAVINGS PLAN FOR NONBARGAINING EMPLOYEES
Consent of Independent Accountants Exhibit 24
Report on Audits of Financial Statements Exhibit 28
for the Years Ended December 31, 1994
and 1993 <PAGE>
Exhibit 24
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the
registration statement of General Public Utilities Corporation on
Form S-8 (File Nos. 33-42078 and 33-51035) of our report dated
May 8, 1995, on our audits of the financial statements of the
General Public Utilities Corporation Employee Savings Plan for
Nonbargaining Employees as of December 31, 1994 and 1993 and for
the years then ended, which report is included in this Annual
Report on Form 11-K.
COOPERS & LYBRAND L.L.P.
1301 Avenue of the Americas
New York, New York
June 28, 1995<PAGE>
Exhibit 28
GENERAL PUBLIC UTILITIES CORPORATION
AND SUBSIDIARY SYSTEM COMPANIES
EMPLOYEE SAVINGS PLAN FOR
NONBARGAINING EMPLOYEES
REPORT ON AUDITS OF FINANCIAL STATEMENTS
for the years ended
December 31, 1994 and 1993<PAGE>
GENERAL PUBLIC UTILITIES CORPORATION
AND SUBSIDIARY SYSTEM COMPANIES
EMPLOYEE SAVINGS PLAN FOR NONBARGAINING EMPLOYEES
INDEX OF FINANCIAL STATEMENTS
Pages
Report of Independent Accountants 2
Financial Statements:
Statements of Net Assets Available for Plan
Benefits as of December 31, 1994 and 1993 3
Statements of Changes in Net Assets Available
for Plan Benefits for the years ended
December 31, 1994 and 1993 4
Notes to Financial Statements 5-15
1<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Administrative Committee of the
General Public Utilities Corporation and
Subsidiary System Companies Employee
Savings Plan for Nonbargaining Employees:
We have audited the accompanying statements of net assets avail-
able for plan benefits of the General Public Utilities Corpora-
tion and Subsidiary System Companies Employee Savings Plan for
Nonbargaining Employees (the "Plan") as of December 31, 1994 and
1993, and the related statements of changes in net assets avail-
able for plan benefits for the years then ended. These financial
statements are the responsibility of the management of the Plan.
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 avail-
able for plan benefits of the Plan as of December 31, 1994 and
1993, and the changes in net assets available for plan benefits
for the years then ended in conformity with generally accepted
accounting principles.
COOPERS & LYBRAND L.L.P.
1301 Avenue of the Americas
New York, New York
May 8, 1995
2<PAGE>
GENERAL PUBLIC UTILITIES CORPORATION AND
SUBSIDIARY SYSTEM COMPANIES EMPLOYEE
SAVINGS PLAN FOR NONBARGAINING EMPLOYEES
STATEMENTS OF NET ASSETS
AVAILABLE FOR PLAN BENEFITS
December 31, 1994 and 1993
_______
1994 1993
Investments in GPU System Companies
Master Savings Plan Trust,
at fair value $314,786,462 $290,843,124
Participant loans receivable 9,306,222 9,616,944
Net assets available for plan
benefits $324,092,684 $300,460,068
The accompanying notes are an integral
part of the financial statements.
3<PAGE>
GENERAL PUBLIC UTILITIES CORPORATION AND
SUBSIDIARY SYSTEM COMPANIES EMPLOYEE
SAVINGS PLAN FOR NONBARGAINING EMPLOYEES
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
for the years ended December 31, 1994 and 1993
_______
1994 1993
Balances, beginning of year $300,460,068 $235,919,289
Increases:
Contributions:
Employee 22,678,156 20,366,229
Employer 10,572,689 10,442,116
Transfers from affiliated
pension plans 2,054,786 900,005
Transfers from affiliated
savings plans 279,283 984,561
Interest on loans 681,845 735,598
Net investment gain in
GPU System Companies
Master Savings Plan Trust 7,170,183 36,858,249
43,436,942 70,286,758
Decreases:
Distributions and withdrawals 19,804,326 5,745,979
Balances, end of year $324,092,684 $300,460,068
The accompanying notes are an integral
part of the financial statements.
4<PAGE>
GENERAL PUBLIC UTILITIES CORPORATION AND
SUBSIDIARY SYSTEM COMPANIES EMPLOYEE
SAVINGS PLAN FOR NONBARGAINING EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
_______
1. General Description of the Plan:
The following description of the General Public Utilities
Corporation and Subsidiary System Companies Employee Savings
Plan for Nonbargaining Employees ("Plan") provides only
general information on the provisions of the Plan in effect
on December 31, 1994. Participants should refer to the
Benefits Handbook and the Plan document and prospectus for a
more complete description of the Plan's provisions.
General:
The Plan is a defined contribution plan. In general, all
nonbargaining employees of General Public Utilities
Corporation and Subsidiary System Companies ("Companies") are
eligible to participate after completing six months of
service on a full-time basis.
The Plan is intended to qualify as a cash or deferred profit
sharing plan under Sections 401(a) and 401(k) of the Internal
Revenue Code. The last favorable IRS determination letter
was received October 12, 1988. Subsequent plan changes do
not violate the Plan's tax exempt status. The Plan is
subject to the provisions of the Employee Retirement Income
Security Act of 1974. The Companies generally absorb all
administrative costs of the Plan, except for certain trust
administration costs which are paid out of plan assets held
in the trust. A participant is eligible to transfer his
account to an affiliated savings plan upon a change in his
employment status.
The Plan contains additional employer contributions and
employee savings features. Participants have the option to
transfer their 2% accounts in the Pension Plans to the
Savings Plan. Participants may also "rollover" certain
distributions received from other qualified plans to the
Savings Plan.
Contributions:
The Plan provides two contribution options to a participant.
Subject to certain limitations set forth in the Plan, the
participant may elect (1) to have his base compensation
reduced by an amount equal to any whole percentage (before-
tax 401(k) contributions) which is contributed on behalf of
the employee by the Company; and/or (2) to contribute by
payroll deduction any whole percentage of base compensation
(after-tax).
Continued
5<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
1. General Description of the Plan, continued:
Matching Program:
The Companies provide a matching contribution to the Plan, on
behalf of each participant, in an amount up to 100% of a
participant's aggregate contributions up to 4% of the
participant's base salary.
Investment Funds:
Participants may elect to have their Plan accounts invested
in one or more of the following six investment options:
- Units of interest in an "Interest Income Fund," formerly
the "Fixed Fund," managed by Fidelity Management Trust
Company, the assets of which are invested primarily in
contracts issued by insurance companies, banks or other
financial institutions, and which has the objective of
obtaining a relatively stable level of current income
consistent with the preservation of capital and a high
degree of liquidity.
- Shares of the Fidelity Intermediate Bond Fund, an opened
end mutual fund, to which Fidelity Management Trust
Company serves as investment advisor, and which has the
primary objective of obtaining the highest level of income
consistent with the preservation of capital over the long
term.
- Shares of the Fidelity Puritan Fund, an opened end mutual
fund, to which Fidelity Management Trust Company serves as
investment advisor, and which has the primary objective of
obtaining a balance between capital appreciation,
preservation of capital and generation of income.
- Shares of the Fidelity Retirement Growth Fund, an opened
end mutual fund to which Fidelity Management Trust Company
serves as investment advisor, and which has the primary
objective of providing the opportunity for significant
capital appreciation.
- Shares of General Public Utilities Corporation ("GPU")
common stock.
Continued
6<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
1. General Description of the Plan, continued:
Investment Funds, continued:
- Shares of the Fidelity U.S. Equity Index Commingled Pool
Fund ("Fidelity S&P 500 Index Fund"), a commingled pool,
to which Fidelity Management Trust Company serves as
investment advisor, and which has the primary objective of
providing investment results that correspond to the total
return of the Standard & Poor's Index, a U.S. equity index
made up of 500 equity securities (stocks). This
investment option was made available beginning July 1,
1993.
Employee Participation in the Plan:
The number of participating employees with account balances
invested in each investment option at December 31, 1994 and
1993 was as follows:
1994 1993
Interest Income Fund 3,428 3,514
Fidelity Intermediate Bond Fund 1,503 1,634
Fidelity Puritan Fund 3,755 3,695
Fidelity Retirement Growth Fund 3,392 3,324
GPU Stock 1,160 1,152
Fidelity S&P 500 Index Fund 143 176
The total number of participants in the Plan at December
31, 1994 and 1993 was 5,795 and 5,759, respectively, which
was less than the sum of the number of participants shown
in the schedule above because many participants were
participating in more than one option.
Participant Accounts:
Each participant's account is credited with the partici-
pant's own contributions and with the matching
contributions made by the Company with respect to the
participant's contributions. Each account maintained for
a participant also reflects the number of shares of each
mutual fund, the number of shares of
Continued
7<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
1. General Description of the Plan, continued:
Participant Accounts, continued:
GPU stock, and the number of units of interest in the
Fixed Fund, in which the balance of that account is
invested. All income, gain or loss attributable to the
investment of the balance of any account maintained for a
participant is credited or charged to that account.
Vesting:
Participants are 100% vested at all times in their Plan
accounts.
Distributions and Withdrawals:
A participant's Plan account balances become distributable
upon termination of the participant's employment.
Distribution of account balances in excess of $3,500 may
be deferred, at the participant's election, up to age 70
1/2. If distribution of a participant's account has not
otherwise begun, it must begin by April 1st following the
year in which the participant attained age 70-1/2.
Distributions generally are in the form of a single lump
sum payment. The Plan permits withdrawals of account bal-
ances in the event of financial hardship or disability as
defined in the Plan. A complete description of the Plan's
terms and conditions for employee distributions and with-
drawals can be found in the Plan document.
Loans to Participants:
The Plan provides that loans may be made to a participant
from the participant's account balance subject to certain
conditions. The minimum amount of each loan is $1,000
with the maximum being $50,000, or certain lesser amounts
as described in the Plan. Interest on the loan is
credited to the participant's account. The rate is
determined periodically by the Administrative Committee,
based on current commercial rates. The interest rates for
loans in excess of five years were 8.46% and 7.67%, and
the interest rates for loans five years or less were 6.75%
and 6.5% at December 31, 1994 and 1993, respectively.
Continued
8<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
1. General Description of the Plan, continued:
Plan Termination:
The GPU System Companies reserve the right at any time to
modify, suspend, amend or terminate the Plan. However,
the GPU System Companies cannot do so in such manner as
will cause or permit any part of the Plan's assets to be
used for or diverted to purposes other than for the exclu-
sive benefit of participants or their beneficiaries.
2. Summary of Significant Accounting Policies:
Valuation of Investments:
The amounts shown herein as the investment in the GPU
System Companies Master Savings Plan Trust reflect the
fair value of the assets held in such Trust and the Plan's
relative interest in the Trust. The Plan's participation
is measured at its value at the beginning of the valuation
period plus net external cash flow (contributions,
distributions, etc.) experienced by the Plan during the
valuation period. Investment income, net realized gain
(loss) on investments and net unrealized appreciation
(depreciation) of investments are allocated to each
participating plan based upon its accumulated monthly
balance for each investment option (see Note 3).
The net investment gain from the GPU System Companies
Master Savings Plan Trust for the years ended December 31,
1994 and 1993, respectively, which is presented in the
Statement of Changes in Net Assets Available for Plan
Benefits, consists of interest and dividend income and the
net appreciation (depreciation) in the fair value of
investments, which consists of realized gains or losses
and the unrealized appreciation (depreciation) on those
investments in the GPU System Companies Master Savings
Plan Trust.
Continued
9<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
3. Investments:
The investments reflected in the December 31, 1994 and 1993
Statements of Net Assets Available for Plan Benefits
represent the Plan's 70.72% and 71.11% share, respectively,
of total investments held in the GPU System Companies Master
Savings Plan Trust at December 31, 1994 and 1993.
At December 31, 1994 and 1993, the total investments held in
the GPU System Companies Master Savings Plan Trust are
summarized as follows:
1994 1993
Fair Value Fair Value
Fidelity Retirement Growth
Fund $126,689,195* $117,026,998*
Fidelity Puritan Fund 122,616,904* 110,652,603*
Fidelity Intermediate Bond
Fund 22,605,269* 24,188,605*
Interest Income Fund:
Allstate Life Insurance Co. - 7,171,497
Canada Life 6,257,678 6,255,768
Peoples Security Life 15,482,102 15,737,217
CIGNA 16,684,272 16,684,551
CNA Life Insurance Co. 10,647,033 9,811,128
Confederation Life
Insurance Co. 5,042,408 5,202,689
Hartford Life Insurance Co. 9,874,067 9,058,782
John Hancock Mutual Life
Insurance Co. 7,616,066 14,055,742
Metropolitan Life
Insurance Co. 7,038,453 6,479,891
Bankers Trust 9,331,097 -
Prudential Insurance Co. 11,326,444 5,652,022
State Mutual 16,835,406 7,082,457
Sun Life of Canada 27,079,914 25,435,924
GPU Common Stock 12,193,358 12,578,457
S&P 500 Index Fund 2,203,809 1,883,574
Fidelity Short-Term Investment
Group Trust Fund 15,584,577 14,052,449
Total investments at
fair value $445,108,052 $409,010,354
Total investments at cost $461,100,465 $399,844,167
* These investments represent 5% or more of the net
assets available for benefits.
Continued
10<PAGE>
<TABLE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
3. Investments, continued:
Based on participant investment options at December 31, 1994 and 1993,
the Plan's investments were broken down as follows:
<CAPTION>
1994 1993
<S> <C> <C>
Fidelity Retirement Growth Fund 27% 27%
Fidelity Puritan Fund 29 29
Fidelity Intermediate Bond Fund 5 6
Interest Income Fund 35 34
GPU Stock 3 3
Fidelity S&P 500 Index Fund 1 1
For the years ended December 31, 1994 and 1993, the changes in the accounts of the
GPU System Companies Master Savings Plan Trust are summarized as follows:
<CAPTION>
Fidelity
Fidelity Retirement Fidelity Intermediate Interest
Growth Fund Puritan Fund Bond Fund Income Fund
<S> <C> <C> <C> <C>
Investments, December 31, 1992 $ 89,764,363 $ 69,805,044 $21,119,731 $130,055,694
Increases:
Employee contributions 11,921,049 9,952,795 2,696,320 14,059,256
Employer contributions 3,457,160 3,230,753 903,579 4,142,379
Transfers from affiliated
pension plans 251,987 377,225 69,386 801,381
Transfers between investment
funds (5,209,302) 13,327,171 (2,070,107) (8,031,550)
Interest on loans 305,376 249,020 60,682 341,019
Net investment gain 20,290,183 16,972,815 2,505,942 10,084,776
31,016,453 44,109,779 4,165,802 21,397,261
Decreases:
Distributions and withdrawals 3,753,818 3,262,220 1,096,928 8,772,838
Investments, December 31, 1993 $117,026,998 $110,652,603 $24,188,605 $142,680,117
Continued
11
<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
3. Investments, continued:
For the years ended December 31, 1994 and 1993, the changes in the accounts of the
GPU System Companies Master Savings Plan Trust are summarized as follows:
<CAPTION>
Fidelity
S&P 500
GPU Stock (Index Fund) Total
<S> <C> <C> <C>
Investments, December 31, 1992 $ 9,291,034 - $320,035,866
Increases:
Employee contributions 1,475,877 $ 157,425 40,262,722
Employer contributions 436,283 44,271 12,214,425
Transfers from affiliated
pension plans 22,822 - 1,522,801
Transfers between investment
funds 383,001 1,600,787 -
Interest on loans 35,576 3,588 995,261
Net investment gain 1,396,344 89,559 51,339,619
3,749,903 1,895,630 106,334,828
Decreases:
Distributions and withdrawals 462,480 12,056 17,360,340
Investments, December 31, 1993 $12,578,457 $1,883,574 $409,010,354
Continued
12
<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
3. Investments, continued:
<CAPTION>
Fidelity
Fidelity Retirement Fidelity Intermediate Interest
Growth Fund Puritan Fund Bond Fund Income Fund
<S> <C> <C> <C> <C>
Increases:
Employee contributions $ 13,678,517 $12,805,338 $ 2,910,100 $ 15,166,264
Employer contributions 3,746,682 3,738,866 854,255 3,826,377
Transfers from affiliated
pension plans 448,914 563,534 85,066 2,294,045
Transfers between investment
funds (1,874,288) 1,003,973 (3,119,551) 4,845,237
Interest on loans 297,179 259,513 52,508 279,148
Net investment gain (loss) (34,331) 1,816,741 (486,245) 10,146,713
16,262,673 20,187,965 296,133 36,557,784
Decreases:
Distributions and
withdrawals 6,600,476 8,223,664 1,879,469 20,438,384
Investments, December 31, 1994 $126,689,195 $122,616,904 $22,605,269 $158,799,517
<CAPTION>
Fidelity
S&P 500
GPU Stock (Index Fund) Total
<S> <C> <C> <C>
Increases:
Employee contributions $ 1,682,999 $ 394,770 $ 46,637,988
Employer contributions 479,796 120,481 12,766,457
Transfers from affiliated
pension plans 39,667 25,283 3,456,509
Transfers between investment
funds (770,118) (85,253) -
Interest on loans 36,878 7,201 932,427
Net investment gain (loss) (1,170,293) 25,391 10,297,976
298,929 487,873 74,091,357
Decreases:
Distributions and
withdrawals 684,028 167,638 37,993,659
Investments, December 31, 1994 $ 12,193,358 $2,203,809 $445,108,052
Continued
13
<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
3. Investments, continued:
The net investment gain in the GPU System Companies Master Savings
Plan Trust for the year ended December 31, 1994 was as follows:
<CAPTION>
Fidelity
Fidelity Retirement Fidelity Intermediate Interest
Growth Fund Puritan Fund Bond Fund Income Fund
<S> <C> <C> <C> <C>
Dividends $ 13,199,657 $ 9,631,020 $ 1,668,577 -
Interest income - - - $10,146,713
Net appreciation (depreciation)
in fair value of investments (13,233,988) (7,814,279) (2,154,822) -
Net investment gain $ (34,331) $ 1,816,741 $ (486,245) $10,146,713
<CAPTION>
Fidelity
S&P 500
GPU Stock Index Fund Total
<S> <C> <C> <C>
Dividends $ 742,992 - $ 25,242,246
Interest income - - 10,146,713
Net appreciation (depreciation)
in fair value of investments (1,913,285) $ 25,391 (25,090,983)
Net investment gain $(1,170,293) $ 25,391 $ 10,297,976
Continued
14
<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
3. Investments, continued:
The net investment gain in the GPU System Companies Master Savings
Plan Trust for the year ended December 31, 1993 was as follows:
<CAPTION>
Fidelity
Fidelity Retirement Fidelity Intermediate Interest
Growth Fund Puritan Fund Bond Fund Income Fund
<S> <C> <C> <C> <C>
Dividends $10,904,390 $12,694,099 $1,770,124 -
Interest income - - - $10,084,776
Net appreciation in fair
value of investments 9,385,793 4,278,716 735,818 -
Net investment gain $20,290,183 $16,972,815 $2,505,942 $10,084,776
<CAPTION>
Fidelity
S&P 500
GPU Stock Index Fund Total
<S> <C> <C> <C>
Dividends $ 560,655 - $25,929,268
Interest income 1,493 - 10,086,269
Net appreciation in fair
value of investments 834,196 $89,559 15,324,082
Net investment gain $1,396,344 $89,559 $51,339,619
Investments in the GPU System Companies Master Savings Plan Trust
are carried at fair market value. Fair market values of assets
held by the Trusts are determined as follows:
Stocks and bonds are valued at the closing market prices on the
last business day of the year. Short-term investment group
trust funds (investments through the custodian bank) and
Continued
15
<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
insurance contracts are valued at cost plus accrued interest,
which approximates market.
The GPU System Companies Master Savings Plan Trust consists of separate
investment funds, as defined by the Plan, with different investment
objectives. The Plan's investment in the investment funds under the
GPU System Companies Master Savings Plan Trust is subject to credit risk.
The degree and concentration of credit risk varies by fund depending upon
the type and diversity of investments.
16
</TABLE>
<PAGE>
