EXHIBIT INDEX
GENERAL PUBLIC UTILITIES CORPORATION
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING 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 INDEX
GENERAL PUBLIC UTILITIES CORPORATION
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING 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 No. 33-32328) of our report dated May 8, 1995, on
our audits of the financial statements of the Pennsylvania
Electric Company Employee Savings Plan for Bargaining Unit
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
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR
BARGAINING UNIT EMPLOYEES
REPORT ON AUDITS OF FINANCIAL STATEMENTS
for the years ended
December 31, 1994 and 1993<PAGE>
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT 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
Pennsylvania Electric Company Employee
Savings Plan for Bargaining Unit Employees:
We have audited the accompanying statements of net assets
available for plan benefits of the Pennsylvania Electric Company
Employee Savings Plan for Bargaining Unit Employees (the "Plan")
as of December 31, 1994 and 1993, 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 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
available 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>
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT 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 $40,762,332 $35,912,788
Participant loans receivable 847,096 912,799
Net assets available for plan
benefits $41,609,428 $36,825,587
The accompanying notes are an integral
part of the financial statements.
3<PAGE>
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT 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 $36,825,587 $28,001,762
Increases:
Contributions:
Employee 5,805,229 4,571,618
Employer 639,878 610,898
Transfers from affiliated
pension plans 987,988 227,236
Interest on loans 60,666 67,802
Net investment gain in GPU
System Companies Master
Savings Plan Trust 996,686 4,223,159
8,490,447 9,700,713
Decreases:
Distributions and
withdrawals 3,672,698 654,702
Transfers to affiliated
savings plans 33,908 222,186
3,706,606 876,888
Balances, end of year $41,609,428 $36,825,587
The accompanying notes are an integral
part of the financial statements.
4<PAGE>
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
_______
1. General Description of the Plan:
The following description of the Pennsylvania Electric
Company Employee Savings Plan for Bargaining Unit 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
bargaining employees of Pennsylvania Electric Company
("Company") 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 (ERISA). The Company generally
absorbs 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 contribution 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"
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 Company provides a matching contribution to the Plan, on
behalf of each participant, in an amount equal to 25% 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 by
investing in investment grade, fixed-income obligations.
- 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
providing 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 ("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 991 1,043
Fidelity Intermediate Bond Fund 307 331
Fidelity Puritan Fund 907 845
Fidelity Retirement Growth Fund 925 867
GPU Stock 271 260
Fidelity S&P 500 Index Fund 54 35
The total number of participants in the Plan at December 31,
1994 and 1993 was 1,854 and 1,818, 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
participant'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 GPU Stock, and 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.
Continued
7<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
1. General Description of the Plan, continued:
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.
Distributions 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 balance 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 balances
in the event of financial hardship or disability as defined
in the Plan. A complete description of the Plan's terms and
conditions for distributions and withdrawals 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.
Plan Termination:
The Company reserves the right at any time to modify,
suspend, amend or terminate the Plan. However, the Company
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 exclusive benefit of participants or
their beneficiaries.
Continued
8<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
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 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.
3. Investments:
The investments reflected in the December 31, 1994 and 1993
Statement of Net Assets Available for Plan Benefits
represent the Plan's 9.16% and 8.78% share of total
investments held in the GPU System Companies Master Savings
Plan Trust, respectively, at December 31, 1994 and 1993.
Continued
9<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
3. Investments, continued:
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 $126,689,195* $117,026,998*
Fidelity Puritan Fund 122,616,904* 110,652,603*
Fidelity Intermediate Bond 22,605,269* 24,188,605*
Interest Income Fund:
contracts:
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 29% 29%
Fidelity Puritan Fund 23 21
Fidelity Intermediate Bond Fund 4 5
Interest Income Fund 39 41
GPU Stock 4 4
Fidelity S&P 500 Index Fund 1 -
For the years ended December 31, 1994 and 1993, the changes in the accounts of the
GPU System Companies Master Savings Plan Trust, respectively, 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, 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 $ 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
insurance contracts are valued at cost plus accrued interest,
which approximates market.
Continued
15
<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
_______
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
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