SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER 1-2755
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1993
GTE SAVINGS PLAN
GTE CORPORATION
ONE STAMFORD FORUM
STAMFORD, CONNECTICUT 06904
GTE SAVINGS PLAN
FINANCIAL STATEMENTS AS OF DECEMBER 31, 1993 AND DECEMBER 31, 1992
TOGETHER WITH
AUDITORS' REPORT
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of the
GTE Savings Plan:
We have audited the accompanying statements of net assets available
for plan benefits of the GTE Savings Plan as of December 31, 1993 and
1992, and the related statements of changes in net assets available for
plan benefits for the years then ended. These financial statements and
the schedules referred to below are the responsibility of the Plan
Administrator. Our responsibility is to express an opinion on these
financial statements and schedules 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 GTE Savings Plan as of December 31, 1993 and 1992, and
the changes in its net assets available for plan benefits 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 investments and investment income in Master Trust 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 and, in our
opinion, are fairly stated in all material respects in relation to the
basic financial statements taken as a whole.
ARTHUR ANDERSEN & CO.
Stamford, Connecticut,
June 28, 1994
<TABLE>
GTE SAVINGS PLAN
STATEMENT of Net Assets Available for Plan Benefits
DECEMBER 31, 1993
(thousands of dollars)
<CAPTION>
Total Net
Investments Receivables Assets Liabilities Assets
<S> <C> <C> <C> <C> <C>
FIDELITY FUNDS:
Equity - Income Fund $ 127,705 $ 390 $ 128,095 $ - $ 128,095
Overseas Fund 79,518 325 79,843 - 79,843
U.S. Equity Index Collective Trust Fund 87,949 9 87,958 - 87,958
Retirement Government Money Market Portfolio 37,040 369 37,409 - 37,409
Magellan Fund 249,469 1,064 250,533 - 250,533
Conservative Strategy Portfolio 415,480 364 415,844 - 415,844
Conservative Growth Strategy Portfolio 200,902 397 201,299 - 201,299
Moderate Growth Strategy Portfolio 220,083 678 220,761 - 220,761
Long-Term Growth Strategy Portfolio 155,501 585 156,086 - 156,086
OTHER FUNDS:
GTE Stock Fund 962,527 16,258 978,785 - 978,785
Loan Fund 118,424 - 118,424 - 118,424
ESOP Shares Fund 850,243 - 850,243 668,875 181,368
Total $3,504,841 $20,439 $3,525,280 $668,875 $2,856,405
The accompanying notes are an integral part of these financial statements.
GTE SAVINGS PLAN
STATEMENT of Net Assets Available for Plan Benefits
DECEMBER 31, 1992
(thousands of dollars)
<CAPTION>
Total Net
Investments Receivables Assets Liabilities Assets
<S> <C> <C> <C> <C> <C>
GTE Stock Fund $ 989,767 $17,277 $1,007,044 $ 14,665 $ 992,379
Loan Fund 96,295 7,267 103,562 8,263 95,299
ESOP Shares Fund 860,188 - 860,188 683,443 176,745
Equity Fund 319,703 3,252 322,955 1,235 321,720
Bond Fund 34,508 668 35,176 287 34,889
Income Fund 829,344 12,097 841,441 2,273 839,168
Total $3,129,805 $40,561 $3,170,366 $710,166 $2,460,200
The accompanying notes are an integral part of these financial statements.
GTE SAVINGS PLAN
STATEMENT of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1993
(thousands of dollars)
<CAPTION>
Fidelity Funds
U.S. Equity Retirement
Equity- Index Government
Income Overseas Collective Money Market Magellan
Fund Fund Trust Fund Portfolio Fund
<S> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Interest and Dividends $ 3,912 $ 1,190 $ - $ 874 $ 21,322
Net Investment Gain (Note 2) 10,919 11,353 15,747 3 8,274
Contributions (Note 3):
Employee 11,306 6,871 2,094 14,043 24,817
Employer - - - - -
Transfers (To) From Other Plans (Note 6) 27,705 (172) (38) 16,572 35,469
Net Exchanges (To) From Other Funds 88,620 65,101 83,442 14,975 178,351
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Interest Expense - - - - -
Withdrawals, Terminations and Loans (Note 2) (14,367) (4,500) (13,287) (9,058) (17,700)
NET INCREASE (DECREASE) DURING YEAR 128,095 79,843 87,958 37,409 250,533
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT BEGINNING OF YEAR - - - - -
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT END OF YEAR $128,095 $79,843 $87,958 $37,409 $250,533
The accompanying notes are an integral part of these financial statements.
GTE SAVINGS PLAN
STATEMENT of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1993
(thousands of dollars)
<CAPTION>
Fidelity Funds
Conservative Moderate Long-Term
Conservative Growth Growth Growth GTE
Strategy Strategy Strategy Strategy Stock
Portfolio Portfolio Portfolio Portfolio Fund
<S> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Interest and Dividends $ - $ - $ - $ - $ 43,042
Net Investment Gain (Note 2) 37,506 13,416 16,643 15,460 30,390
Contributions (Note 3):
Employee 1,113 13,992 21,461 16,233 23,301
Employer - - - - 13,307
Transfers (To) From Other Plans (Note 6) 103,149 (57) (133) (106) 171,883
Net Exchanges (To) From Other Funds 365,765 203,288 201,737 134,588 (137,711)
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Interest Expense - - - - -
Withdrawals, Terminations and Loans (Note 2) (91,689) (29,340) (18,947) (10,089) (157,806)
NET INCREASE (DECREASE) DURING YEAR 415,844 201,299 220,761 156,086 (13,594)
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT BEGINNING OF YEAR - - - - 992,379
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT END OF YEAR $415,844 $201,299 $220,761 $156,086 $978,785
The accompanying notes are an integral part of these financial statements.
GTE SAVINGS PLAN
STATEMENT of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1993
(thousands of dollars)
<CAPTION>
ESOP
Loan Shares Equity Bond Income
Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Interest and Dividends $ - $ 45,568 $ - $ - $ - $ 115,908
Net Investment Gain (Note 2) - 8,859 - - - 168,570
Contributions (Note 3):
Employee - - - - - 135,231
Employer - 35,268 - - - 48,575
Transfers (To) From Other Plans (Note 6) - - - - - 354,272
Net Exchanges (To) From Other Funds - (2,379) (321,720) (34,889) (839,168) -
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Interest Expense - (66,061) - - - (66,061)
Withdrawals, Terminations and Loans (Note 2) 23,125 (16,632) - - - (360,290)
NET INCREASE (DECREASE) DURING YEAR 23,125 4,623 (321,720) (34,889) (839,168) 396,205
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT BEGINNING OF YEAR 95,299 176,745 321,720 34,889 839,168 2,460,200
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT END OF YEAR $118,424 $181,368 $ - $ - $ - $2,856,405
The accompanying notes are an integral part of these financial statements.
GTE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1992
(thousands of dollars)
<CAPTION>
ESOP GTE
Shares Stock Equity Bond Income Loan
Fund Fund Fund Fund Fund Fund Total
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS ATTRIBUTED TO:
Interest and Dividends $ 44,133 $ 49,579 $ 495 $ 451 $ 62,043 $ - $ 156,701
Net Investment Gain (Note 2) 237 2,374 22,495 1,821 - - 26,927
Contributions (Note 3):
Employee - 43,615 31,394 4,480 65,173 - 144,662
Employer 33,427 9,241 - - - - 42,668
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Transfers (To) From Another Plans (Note 6) - (2,665) (557) (83) (1,798) (322) (5,425)
Interest expense (67,029) - - - - - (67,029)
Withdrawals, Terminations and Loans (Note 2) (3,571) (79,198) (5,294) (2,052) (65,065) 11,885 (143,295)
Net INCREASE during year 7,197 22,946 48,533 4,617 60,353 11,563 155,209
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT BEGINNING OF YEAR 169,548 969,433 273,187 30,272 778,815 83,736 2,304,991
NET ASSETS AVAILABLE FOR PLAN BENEFITS
AT END OF YEAR $176,745 $992,379 $321,720 $34,889 $839,168 $95,299 $2,460,200
The accompanying notes are an integral part of these financial statements.
</TABLE>
GTE CORPORATION
GTE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(1) Description of the Plan:
Effective January 1, 1978, GTE Corporation ("GTE") established a
profit-sharing plan (the "Plan") qualified under Section 401(a) of the
Internal Revenue Code (the "Code"). GTE amended the Plan effective
January 1, 1984 to include a tax-deferral investment feature qualified
under Section 401(k) of the Code, and renamed the Plan the "GTE Savings,
Investment & Tax-Deferral Plan". The Plan was further amended, and
renamed, effective January 1, 1993, as the "GTE Savings Plan". The
amendments to the Plan in 1993 included modifications to the investment
choices offered under the Plan and participation in the Plan by certain
persons who, as of December 31, 1992, were participants in the Contel
Retirement Savings Plan (the "Contel Plan") or the GTE Corporation
Savings & Investment Plan (the "S & I Plan").
The Plan is a defined contribution plan under the Employee
Retirement Income Security Act of 1974 ("ERISA"). The Plan is designed
to provide eligible employees of GTE's participating subsidiaries and
affiliates with a convenient way to save for both medium-term and
long-term needs. The Plan is available to eligible employees of GTE and
its subsidiaries and affiliates as authorized by the Board of Directors
of GTE.
"Eligible Employee" means an employee of GTE or a Participating
Affiliate, but does not include any of the following:
(a) an individual in a unit covered by a collective bargaining
agreement between GTE or one or more Participating Affiliates and a
collective bargaining agent (unless the collective bargaining agreement,
by specific reference to the Plan or the Prior Plan, provides for
coverage for such employees under the Plan);
(b) an individual paid by the hour unless GTE or a Participating
Affiliate has agreed, by resolution of its board of directors, to become
a co-sponsor under the Plan for such employees;
(c) an active participant in the GTE Corporation Savings,
Investment & Tax-Deferral Plan for Hourly Employees or any other
qualified defined contribution plan that includes a tax-deferral feature
maintained by GTE or an affiliate;
(d) a nonresident alien who does not receive compensation from GTE
or a Participating Affiliate that constitutes earned income from sources
within the United States;
(e) a "leased employee" within the meaning of the Internal Revenue
Code Section 414(n);
(f) an individual whose basic compensation for services rendered on
behalf of GTE or a Participating Affiliate is not paid directly by GTE
or a Participating Affiliate; and
GTE CORPORATION
GTE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
(g) an individual retained by GTE or a Participating Affiliate
pursuant to a contract or agreement that specifies that the employee is
not eligible to participate in the Plan.
To the extent expressly provided in any written separation policy
of GTE or a Participating Affiliate, "Eligible Employee" also includes
any former employee of GTE or a Participating Affiliate who is receiving
salary continuation payments pursuant to the separation policy.
An individual's active membership in the Plan shall terminate when
the individual ceases to be an Eligible Employee; but the individual
shall remain a member until the entire account balance under the Plan
has been distributed or forfeited.
Matching contributions vest immediately upon death, disability,
retirement, attainment of age 65 or five years of service. For members
with less than five years of service, matching contributions vest 50%
immediately and 50% two years after the end of the Plan year for which
the contributions were made. Forfeitures of a member's account due to
termination prior to 100% vesting are used to reduce GTE's future
contributions.
Effective January 1, 1993, each member directs their contributions
to be invested in one of five Fidelity funds, one of four Fidelity
strategy portfolios, in the GTE stock fund or in any combination of
these funds and portfolios. Members are permitted to make changes to
investment choices on a daily basis. A description of the investments
follows:
a. Fidelity Equity-Income Fund - invests primarily in
corporate common stock, with some investments in bonds and
convertible securities.
b. Fidelity Overseas Fund - invests primarily in foreign
securities. Foreign securities are defined as securities of
issuers whose principal activities are outside the U.S.
c. Fidelity U.S. Equity Index Collective Trust Fund -
invests in commingled funds seeking to provide results that
correspond to the total return performance of common stocks
publicly traded in the U.S.
d. Fidelity Retirement Government Money Market Portfolio -
invests in high-quality money market instruments and
obligations issued or guaranteed by the U.S. government or
its agencies or instrumentalities.
e. Fidelity Magellan Fund - invests primarily in stocks of
both well-known and lesser-known companies with above-
average growth potential.
f. Conservative Strategy Portfolio - invests 100% of its
assets in an underlying portfolio of fixed-income
securities, including investment contracts and bonds.
GTE CORPORATION
GTE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
g. Conservative Growth Strategy Portfolio - invests 75% of
its assets in a portfolio of fixed-income securities,
including investment contracts and bonds, with the remaining
25% invested in a portfolio of U.S. equities.
h. Moderate Growth Strategy Portfolio - invests 50% of its
assets in a portfolio of U.S. equities. The remaining 50% is
invested in a portfolio of fixed-income securities,
including investment contracts and bonds.
i. Long-Term Growth Strategy Portfolio - invests 75% of its
assets in a portfolio of equity securities consisting of a
combination of U.S. equities (50%) and international
equities (25%). The remaining 25% is invested in a
portfolio of fixed-income securities, including investment
contracts and bonds.
j. GTE Stock Fund - invests in GTE common stock and such
short-term instruments as are deemed advisable on an interim
basis.
Prior to January 1, 1993, each member directed their contributions
to be invested either entirely or in any combination of four funds.
Members were permitted to change their contribution investment choice
once every six months. A description of the prior funds follows:
GTE Stock Fund - GTE Common Stock
Equity Fund - Common stocks of various corporations in
accordance with a commonly used index of
corporate equity shares of stock, such as
the Standard & Poor's 500 Composite Price
Index; stock index futures contracts;
stock index options; or cash, interests in
money-market funds, or other cash equivalents
Bond Fund - Public and private bonds and debentures,
interest and other distributions received
with respect to those bonds and debentures
will be invested in bonds as soon as is
practicable
Income Fund - Funds invested in contracts with insurance
companies, securities of the U.S.
government, government agencies or other
highly rated issuers yielding current
income and a reasonable rate of return with a low risk of
principal loss.
A loan feature is available to participants which permits
borrowing up to 50% of a participant's vested balance, subject to
certain limitations. The primary assets of the Loan Fund are the
promissory notes executed by participants.
GTE CORPORATION
GTE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
The Plan participates in a master trust along with other plans
which own a percentage of the assets in the master trust. These
percentages are based on a pro rata share of the master trust assets.
The Plan owns 81% of the assets in the trust. Dividends and interest
and net investment gain or loss on the sale of securities are allocated
to the plans based upon the plans' participation in the master trust as
a percentage of the total participation. For the GTE Stock Fund, the
realized gain or loss on the sale of investments was a $8.7 million gain
and a $0.7 million loss for 1993 and 1992, respectively. The unrealized
gains on investments were $21.7 million and $3.1 million for 1993 and
1992, respectively. For the ESOP Shares Fund, the realized gain or loss
on the sale of investments was a $0.7 million gain and a $0.2 million
loss for 1993 and 1992, respectively. The unrealized gains on
investments were $8.2 million and none for 1993 and 1992, respectively.
GTE Service Corporation is the Plan Administrator. State Street
Bank and Trust Company was designated as the trustee prior to 1993, and
as trustee was responsible for the investment, reinvestment, control and
disbursement of the funds of the Plan including the payment of principal
and interest on the Employee Stock Ownership Plan Notes (see Note 4).
Prior to 1993, administrative expenses of the Plan were paid by the
Participating Affiliates. Effective January 1, 1993, Fidelity
Management Trust Company became the trustee of the Plan and
administrative expenses of the Plan began to be charged to the
participants' accounts.
GTE reserves the right to terminate, modify, alter or amend the
Plan at any time, provided that no such change shall permit any of the
funds to be used for any purpose other than the exclusive benefit of the
members. In the event of termination or discontinuance of the Plan by
GTE, participants' interest in their accounts will be fully vested.
(2) Accounting Policies:
The financial statements have been prepared on the accrual basis
of accounting. Investments are stated at market value determined from
publicly stated price information, if available; otherwise, the
estimated fair value is used. Guaranteed investment contracts are
stated at cost plus accrued interest. Net investment gains and losses
include both unrealized gains and losses on investments held by the Plan
at year-end as well as realized gains and losses on investments sold
during the year. Net unrealized and net realized gains and losses are
based on the changes in value of the investments since the beginning of
the Plan year or the time of purchase if acquired during the Plan year.
Certain reclassifications have been made to the 1992 financial
statements to conform to the 1993 format.
Amounts payable to individuals at December 31, 1992 who have
withdrawn from participation in the Plan and were included in net assets
available for GTE CORPORATION
GTE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
Plan benefits as of December 31, 1992 are as follows (in thousands):
GTE Stock $ 2,722
ESOP Shares 1,085
Equity 1,415
Bond 241
Income 6,452
Total $11,915
There were no amounts payable to individuals who had elected to
withdraw from participation in the Plan as of December 31, 1993.
(3) Contributions:
The Plan is funded by contributions from members of up to a
maximum of 16% of compensation and from Participating Affiliates in
shares of GTE Common Stock equivalent in value to 50% of the initial 6%
of the members' contribution not withdrawn during the Plan year. The
Participating Affiliates matching contribution is credited following the
close of each calendar year to the accounts of participants who have not
terminated their active membership. Member contributions may be before
tax ("Elective Contributions") or from currently taxed compensation
("After-Tax Contributions"). Through December 31, 1992, for the part of
any Plan year in which a member's Elective and/or After-Tax
Contributions were at least 6% of compensation, but less than the 16%
maximum, the member was eligible to make an additional After-Tax
Contribution in succeeding years equivalent to the difference between
these contributions and 16% of compensation. Each member's Elective
Contributions to the Plan for the 1993 Plan year was limited to $8,994.
In 1992 and 1993, a portion of the company matching contributions
were made to the ESOP Shares Fund. Company matching contributions are
generally made in GTE shares and members cannot redirect these shares
into other investment choices.
Accrued Company contributions for the 1993 and 1992 Plan years
were as follows:
Description Plan Year Shares Amount
(in thousands)
Stock contribution 1993 467,456 $15,309
Allocation of ESOP shares 1993 1,169,079 38,287
Stock contribution 1992 269,851 9,546
Allocation of ESOP shares 1992 1,163,581 41,162
(4) Employee Stock Ownership Plan:
An Employee Stock Ownership Plan ("ESOP") was established within
the Plan. In 1989 the ESOP borrowed $700 million to acquire, at market
value, 24.6 million shares of GTE common stock which will be used to
meet the estimated employer contributions to the Plan through 2004. GTE
and the Participating Affiliates will also make annual cash
contributions to the ESOP GTE
CORPORATION
GTE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
which, when combined with dividends on the GTE common stock held by the
ESOP, will be sufficient to repay the loan plus interest over the
15-year term of the borrowings.
Debt service payments by the ESOP for 1993 and 1992 totaled $81
million and $77 million, respectively. This requirement was funded from
$46 million and $44 million of dividends accumulated on the GTE stock
held by the ESOP and by $35 and $33 million of cash contributions for
the years 1993 and 1992, respectively. At December 31, 1993 and 1992,
19.2 million and 20.6 million shares of GTE common stock in the ESOP
Shares Fund, respectively, were unallocated.
The borrowings of the ESOP are as follows:
Interest Maturity
Rates Date 1993 1992
(in thousands)
Series A 9.48% 1993-1999 $160,375 $174,943
Series B 9.73% 2000-2004 508,500 508,500
$668,875 $683,443
Maturities of the outstanding debt is as follows:
Maturity
Date Amount
(in thousands)
1994 $ 19,500
1995 25,100
1996 31,300
1997 38,300
1998 46,300
Thereafter 508,375
Total $668,875
The Plan has pledged the unallocated shares in the ESOP Shares
Fund as collateral for the ESOP borrowings. Additionally, GTE has
guaranteed all principal and interest payments on the ESOP borrowings in
the event of default by the Plan.
(5) Tax Status:
The Plan is a qualified profit sharing plan under Sections 401 and
501 of the Internal Revenue Code ("Code"), as amended, and consequently
is exempt from Federal income tax. Management intends to make changes
to the Plan to comply with the final rulings of the Tax Reform Act of
1986 and will file for a determination letter in accordance with
guidelines as issued by the Internal Revenue Service. Management
anticipates that a letter to the effect that the Plan, as amended,
qualifies under Sections 401 and 501 of the Code will be received in due
course.
GTE CORPORATION
GTE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS - (Continued)
(6) Plan Transfers:
During 1992, net assets of approximately $5 million were
transferred to a new plan for certain employees of WESGO Corporation.
During 1993, the Plan was amended to provide for participation by
certain persons who, as of December 31, 1992, were participants in the
Contel Plan and the S&I Plan. As a result, effective January 1, 1993,
$368 million of net assets were transferred from the participant
accounts of the Contel Plan and the S&I Plan into this Plan. Also
during 1993, net assets of plan participants totaling $14 million were
transferred to the newly established GTE Hourly Savings Plan.
GTE SAVINGS PLAN
Schedule of INVESTMENTS IN MASTER TRUST
(thousands of dollars)
1993 1992
FIDELITY FUNDS:
Equity - Income Fund $ 142,560 $ -
Overseas Fund 86,633 -
U.S. Equity Index Collective Trust Fund 117,315 -
Retirement Government Money Market Portfolio 45,128 -
Magellan Fund 282,612 -
Conservative Strategy Portfolio 556,015 -
Conservative Growth Strategy Portfolio 228,880 -
Moderate Growth Strategy Portfolio 249,088 -
Long-Term Growth Strategy Portfolio 177,260 -
OTHER FUNDS:
GTE Stock Fund 1,385,236 1,434,617
ESOP Shares Fund 850,243 860,188
Loan Fund 173,313 141,237
Equity Fund 13,698 399,381
Bond Fund 1,422 45,868
Income Fund 25,852 1,079,404
Total $4,335,255 $3,960,695
The accompanying notes are an integral part of this schedule.
<TABLE>
GTE SAVINGS PLAN
Schedule of INVESTMENT INCOME IN MASTER TRUST
(thousands of dollars)
<CAPTION>
December 31, 1993 December 31, 1992
Dividends Net Investment Dividends Net Investment
& Interest Gain & Interest Gain
<S> <C> <C> <C> <C>
FIDELITY FUNDS:
Equity - Income Fund $ 4,119 $ 11,122 $ - $ -
Overseas Fund 1,296 11,598 - -
U.S. Equity Index Collective Trust Fund - 16,413 - -
Retirement Government Money Market Portfolio 917 3 - -
Magellan Fund 23,172 7,337 - -
Conservative Strategy Portfolio - 41,707 - -
Conservative Growth Strategy Portfolio - 14,289 - -
Moderate Growth Strategy Portfolio - 17,772 - -
Long-Term Growth Strategy Portfolio - 16,366 - -
OTHER FUNDS:
GTE Stock Fund 61,959 40,045 68,612 2,843
ESOP Shares Fund 45,568 8,859 44,133 237
Loan Fund - - - -
Equity Fund - 4,984 559 28,132
Bond Fund - 987 605 2,437
Income Fund 10,853 632 80,503 -
Total $147,884 $192,114 $194,412 $33,649
The accompanying notes are an integral part of this schedule.
</TABLE>
GTE CORPORATION
GTE SAVINGS PLAN
SAVINGS & INVESTMENT MASTER TRUST
Notes to Schedules
(1) The plans participating in the Master Trust include the GTE Savings
Plan; GTE Hourly Savings Plan; GTE Savings, Investment and Tax-Deferral
Plan for Hourly Employees; AGCS Savings Plan and AGCS Hourly Savings
Plan.
(2) Funds invested in contracts with insurance companies, excluding
Mutual Benefit Life Insurance Company (Mutual Benefit) discussed in note
3 below, at December 31, 1993, represented 66% of the Conservative
Strategy Portfolio consisting of 68 investment contracts held with 24
different insurance companies (these insurance companies were rated A-
or better by Standard & Poor's as of December 31, 1993). The investment
contracts bear interest rates ranging from 5.28% to 9.67% and have
scheduled maturities from March 1, 1994 to December 31, 1999.
(3) At December 31, 1993, the Income Fund had an investment contract
with Mutual Benefit which represented approximately 5% of the
Conservative Strategy Portfolio's investments and approximately 1% of
the master trust investments. At December 31, 1993, this investment is
carried at contract value of $31,560,000 in the master trust. On July
15, 1991, the Board of Directors of Mutual Benefit asked the New Jersey
Department of Insurance to place Mutual Benefit into rehabilitation. On
January 15, 1993, Mutual Benefit filed its First Amended Plan of
Rehabilitation which was approved by the Superior Court of New Jersey
effective May 2, 1994. GTE opted into the plan and will receive a new
contract which preserves principle and extends maturities, with minimum
interest and premium payments over the rehabilitation period. The
contract balance will be credited with the contract rate of interest for
the period from July 16, 1991 to December 31, 1991. A crediting rate of
4% will be applied from January 1, 1992 to December 31, 1992 and 3.50%
will be applied for each year in the period from January 1, 1993 to
December 31, 1994. In each subsequent rehabilitation period year, the
contract balance will earn an annual rate of interest that can be
adjusted each year, or more often under certain circumstances, and will
be determined by a formula based on the investment performance of the
assets which support the GTE contract. No interest has been accrued on
the investment since October 1, 1991.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Savings Plan Committee has duly caused this annual report to
be signed by the undersigned thereunto duly authorized.
GTE SAVINGS PLAN
(Name of Plan)
Date June 28, 1994 By William D. Wilson
(William D. Wilson)
Vice President and Controller
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the
incorporation of our report included in this Form 11-K into GTE
Corporation's previously filed Registration Statement on Form S-8 (File
No. 33-20178).
ARTHUR ANDERSEN & CO.
Stamford, Connecticut,
June 28, 1994
