<PAGE> 1
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
For the Fiscal Year Ended December 31, 1994
Commission File Number 1-6446
------------
K N Energy, Inc.
Profit Sharing and Savings Plan
K N Energy, Inc.
P. O. Box 281304
Lakewood, Colorado 80228-8304
Page 1 of 24
<PAGE> 2
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees have duly caused this annual report to be signed by the undersigned
thereunto duly authorized.
401(k) RETIREMENT SAVINGS PLAN
AND TRUST
By: /S/ E. Wayne Lundhagen
-----------------------------------
Name: E. Wayne Lundhagen
-----------------------------------
Title: Trustee
-----------------------------------
Date: June 29, 1995
Page 2 of 24
<PAGE> 3
K N ENERGY, INC.
401 (K) RETIREMENT SAVINGS PLAN AND TRUST
INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Report of Independent Public Accountants 5
Consent of Independent Public Accountants 6
Statements of Financial Condition -
December 31, 1994 and 1993 8
Statements of Income and Changes in Plan Equity
for the Years Ended December 31, 1994, 1993
and 1992 9
Notes to Financial Statements 10
</TABLE>
Page 3 of 24
<PAGE> 4
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
FINANCIAL STATEMENTS
AS OF DECEMBER 31, 1994 AND 1993
TOGETHER WITH AUDITORS' REPORT
Page 4 of 24
<PAGE> 5
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator,
K N Energy, Inc. Profit Sharing
and Savings Plan:
We have audited the accompanying statements of financial condition of the K N
ENERGY, INC. PROFIT SHARING AND SAVINGS PLAN (the "Plan"), as of December 31,
1994 and 1993, and the related statements of income and changes in plan equity
for each of the three years in the period ended December 31, 1994. These
financial statements and supplemental schedules referred to below are the
responsibility of K N Energy, Inc. (the "Plan Administrator"). Our
responsibility is to express an opinion on these financial statements and
supplemental 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 financial position of the Plan as of December 31,
1994 and 1993, and the Plan income and changes in Plan equity for each of the
three years ended December 31, 1994, 1993 and 1992, 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 the
Allocation of Plan Assets and Liabilities to Investment Programs, Allocation of
Plan Income and Changes in Plan Equity to Investment Programs, Schedule of
Assets Held for Investment Purposes and Schedule of Reportable Transactions are
presented for purposes of complying with Securities and Exchange Commission
requirements and the Department of Labor's Rules and Regulations for Reporting
and Disclosure under the Employee Retirement Income Security Act of 1974, and
are not a required part of the basic financial statements. Such schedules have
been subjected to the auditing procedures applied in our audits 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.
/S/ ARTHUR ANDERSEN LLP
Denver, Colorado,
June 21, 1995. Page 5 of 24
<PAGE> 6
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation by
reference of our report, included in this Form 11-K, into the Company's
previously filed Registration Statement File No. 33-24934.
/S/ ARTHUR ANDERSEN LLP
Denver, Colorado,
June 23, 1995.
Page 6 of 24
<PAGE> 7
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
INDEX
<TABLE>
<CAPTION>
Page(s)
-------
<S> <C>
FINANCIAL STATEMENTS:
Statements of Financial Condition-December 31, 1994 and 1993 1
Statements of Income and Changes in Plan Equity for the Years Ended
December 31, 1994, 1993 and 1992 2
NOTES TO FINANCIAL STATEMENTS 3-9
SUPPLEMENTAL SCHEDULES:
Schedule I-Allocation of Plan Assets and Liabilities to Investment Programs 10-11
Schedule II-Allocation of Plan Income and Changes in Plan Equity to
Investment Programs 12-14
Schedule III-Schedule of Assets Held for Investment Purposes as of
December 31, 1994 15
Schedule IV-Schedule of Reportable Transactions for the Year Ended
December 31, 1994 16
Schedule V-The 401(k) Retirement Savings Plan and Trust-Allocation of Plan
Income and Changes in Plan Equity to Investment Programs for the Year
Ended June 30, 1994 17
</TABLE>
Page 7 of 24
<PAGE> 8
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
STATEMENTS OF FINANCIAL CONDITION--DECEMBER 31, 1994 AND 1993
<TABLE>
<CAPTION>
ASSETS 1994 1993
------ ---- ----
(Schedule I)
<S> <C> <C>
INVESTMENTS, at market value (Notes 1 and 2):
K N Energy, Inc. common stock $ 45,902,256 $35,320,246
Index fund - 14,593,557
Intermediate-term bonds - 6,575,869
Treasury notes - 22,282,751
Voyager Fund 15,244,974 -
Global Growth Fund 8,478,142 -
Fund for Growth and Income 11,226,637 -
Income Fund 6,866,467 -
U.S. Government Income Trust 10,485,640 -
Participant loans 526,283 -
--------------- --------------
98,730,399 78,772,423
CASH 20,954 159,154
RECEIVABLES:
K N Energy, Inc. 2,324,070 2,432,600
Interest and Dividends 60,323 171,217
--------------- --------------
Total assets $ 101,135,746 $ 81,535,394
=============== ==============
LIABILITIES AND PLAN EQUITY
ACCOUNTS PAYABLE $ - $ -
PLAN EQUITY 101,135,746 81,535,394
--------------- --------------
Total liabilities and plan equity $ 101,135,746 $ 81,535,394
=============== ==============
</TABLE>
The accompanying notes and schedules are
an integral part of these financial statements.
Page 8 of 24
<PAGE> 9
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY
FOR THE YEARS ENDED DECEMBER 31, 1994, 1993 AND 1992
<TABLE>
<CAPTION>
1994 1993 1992
--------------- -------------- --------------
<S> <C> <C> <C>
CONTRIBUTIONS (Note 1):
Employer $ 2,324,070 $ 2,432,600 $ 1,958,942
Employee 2,246,065 - -
--------------- -------------- --------------
4,570,135 2,432,600 1,958,942
CASH SURRENDER VALUE OF LIFE
INSURANCE (Note 1) - 26,964 35,263
--------------- -------------- --------------
EARNINGS (LOSSES) FROM INVESTMENTS
(Note 2):
Unrealized gains (losses) (7,051,925) 10,288,198 1,718,421
Realized gains (losses) 426,691 41,479 (172,371)
Interest 385,559 1,470,940 1,978,402
Dividends 3,885,135 1,643,988 1,506,150
--------------- -------------- --------------
Total earnings from investments (2,354,540) 13,444,605 5,030,602
DISTRIBUTIONS:
Directly to participants (4,331,688) (4,233,987) (5,044,983)
To insurance company for provision of benefits,
net of policy dividends (8,811) 12,881 51,351
--------------- -------------- --------------
Total distributions (4,340,499) (4,221,106) (4,993,632)
--------------- -------------- --------------
TRANSFER FROM RELATED PLAN (Note 1) 21,725,256 - -
--------------- -------------- --------------
NET INCREASE (DECREASE) IN PLAN EQUITY
DURING THE YEAR 19,600,352 11,683,063 2,031,175
PLAN EQUITY, beginning of year 81,535,394 69,852,331 67,821,156
--------------- -------------- --------------
PLAN EQUITY, end of year $ 101,135,746 $ 81,535,394 $ 69,852,331
=============== ============== ==============
</TABLE>
The accompanying notes and schedules are
an integral part of these financial statements.
Page 9 of 24
<PAGE> 10
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
(1) DESCRIPTION OF THE PLAN
General
The Employees Retirement Fund Trust Profit Sharing Plan (the "Profit Sharing
Plan") of K N Energy, Inc. (the "Company"), was established in 1945 for the
benefit of eligible employees (as defined in the Plan indenture). The Profit
Sharing Plan is subject to the provisions of the Employee Retirement Income
Security Act of 1974 ("ERISA"). Reference should be made to the Plan agreement
for a more complete description of the Plan's provisions.
The Profit Sharing Plan is the surviving plan of a merger effective July 1, 1994
of the 401(k) Retirement Savings Plan and Trust (the "401(k) Plan") into the
Profit Sharing Plan. The surviving Profit Sharing Plan was amended and restated,
including the name change to the Profit Sharing and Savings Plan (the "Plan").
The amounts from the 401(k) Plan resulting from the merger are reflected as
Transfers from Related Plan in the accompanying 1994 Statement of Income and
Changes in Plan Equity.
Contributions
Effective July 1, 1994, participants may elect to make pretax contributions
totaling from 1% to 15% of their annual compensation, limited by requirements of
the Internal Revenue Code. Participants may discontinue their election to
contribute at any time.
Page 10 of 24
<PAGE> 11
For each Plan year, the Company, in total, pays employees directly and/or
contributes to the Plan 10% of the total compensation (excluding bonuses) paid
to eligible employees during that year, or 10% of the eligible net profit, as
defined, of the Company for that year, whichever is less. The 1994 and 1993
contributions were based on eligible net income. The total Company contribution
was $2,324,070 and $2,588,000 in 1994 and 1993, respectively. Employees may
elect to receive 50% of the contribution in cash. This amount is paid directly
to participants and is not an asset of the Plan.
Beginning with the Company contribution which was allocated to the investment
programs in February 1990, 50% of each participant's portion of the annual
Company contribution must be designated to Fund K5, which was established on
January 1, 1990, and consists of the Company's common stock. Participants are
not allowed to transfer their investments from Fund K5 until age 55.
Under IRS regulations, annual additions under the Plan and all other plans
sponsored by the Company are limited to the lesser of 25% of eligible
compensation or $30,000. Annual additions are defined as employer contributions
and employee contributions.
Investment Programs
Participants may initially designate, and periodically redesignate their
allocated portion of the contribution in percentage increments divisible by
five, to one or more of the eligible investment programs. New Plan participants
may elect to transfer investments from other qualified plans into the Plan
within a specified time following their date of hire.
Page 11 of 24
<PAGE> 12
The investment programs of the Plan and the number of participants in each, at
December 31, 1994 are briefly described as follows:
K N ENERGY, INC. COMMON STOCK FUND--This investment program
consists of shares of the Company's common stock. At December
31, 1994, 1,785 participants held 1,932,726 shares with a cost
of $16,419,947 and a market value of $45,902,256.
PUTNAM VOYAGER FUND--This program consists of investments in
common stocks of small to medium-sized companies that is
managed by Putnam Investment Management, Inc. At December 31,
1994, the investments had a cost of $15,872,323 and a market
value of $15,244,974. There were 1,182 participants in the
program.
PUTNAM GLOBAL GROWTH FUND--This program seeks capital
appreciation by investing primarily in common stocks traded in
security markets located in a number of foreign countries and
in the United States. At December 31, 1994, the investments
had a cost of $9,104,642 and a market value of $8,478,142.
There were 937 participants in the program.
PUTNAM FUND FOR GROWTH AND INCOME--This program seeks capital
growth and current income by investing primarily in a
portfolio of common stocks that offer the potential for
capital growth, current income or both. At December 31, 1994,
the investments had a cost of $12,238,400 and a market value
of $11,226,637. There were 1,017 participants in the program.
PUTNAM INCOME FUND--This program invests in a portfolio of
debt securities, both governmental and corporate obligations,
preferred stocks and dividend-paying common stocks. At
December 31, 1994, the investments had a cost of $7,072,794
and a market value of $6,866,467. There were 655 participants
in the program.
PUTNAM U.S. GOVERNMENT INCOME TRUST--This program invests in a
portfolio of government obligations. At December 31, 1994, the
investments had a cost of $10,800,350 and a market value of
$10,485,640. There were 696 participants in the program.
The investment programs of the Plan and the number of participants at December
31, 1993, are briefly described as follows:
Page 12 of 24
<PAGE> 13
FUND KN--This investment program consists of shares of the
Company's common stock. At December 31, 1993, 979 participants
held 1,135,617 shares with a cost of $21,599,413 and a market
value of $29,242,061.
FUND K5--This investment program consists of shares of the
Company's common stock. Beginning in 1990, 50% of the annual
Company contribution must be designated to Fund K5 by
participants under age 55. Participants may not redesignate
the Fund K5 contributions until age 55. At December 31, 1993,
1,484 participants held 236,040 shares with a cost of
$4,593,538 and a market value of $6,078,185.
FUND EQ--This program consists of investment units in the
Harris Trust and Savings Bank ("Harris") Index Fund, which is
designed to track the Standard & Poor's 500 Stock Average
("S&P 500") and in the Harris Reserve Fund. The Index Fund
consists of investments in corporate common stocks selected by
Harris from the S&P 500. The Index Fund does not include
common stock of the Company. At December 31, 1993, 15,368
Index Fund units with a cost of $13,673,863 and a market value
of $14,593,557 were held by the 957 participants in this
program.
FUND BI--This program consists of investments in an
intermediate bond pool administered by Alliance Capital
Management Corporation ("Alliance"). At December 31, 1993, the
investments had a cost of $6,341,933 and a market value of
$6,575,869. There were 686 participants in the program at
December 31, 1993.
FUND GI--This program consists of investments in short-term
U.S. Government Securities and is managed by the Ark Asset
Management Company, Inc. At December 31, 1993, 1,303
participants held investments with a cost of $22,275,478 and a
market value of $22,282,751.
On August 10, 1993, K N's Board of Directors declared a three-for-two common
stock split which was distributed on October 4, 1993. All share amounts in Fund
KN and Fund K5 have been restated to reflect the stock split.
Prior to January 1, 1987, participants had the option of purchasing life
insurance through the Plan. Thereafter, the segment of the Plan allowing for the
purchase of a life insurance policy on the life of
Page 13 of 24
<PAGE> 14
the participant was frozen so that no new policies could be written.
Participants with policies at December 31, 1986, had the following options: 1)
allow the policy to remain in force with a frozen face value and fixed premium
payments, 2) elect to use the cash surrender value ("CSV") of the policy to
purchase paid-up life insurance or 3) reinvest the CSV of the policy in another
fund.
The value of life insurance in force is not recorded in these financial
statements.
Benefits/Vesting
Obligations for distributions to participants who terminated from the Plan prior
to December 31, 1994 and 1993, but were not paid until subsequent to yearend are
immaterial.
Participants have fully vested and nonforfeitable interests in their accounts at
all times. Employees hired after January 1, 1995, are subject to a four-year
vesting provision (25% per year of service) for Company contributions.
Contributions may be withdrawn, with the approval of the Advisory Committee, in
the event of unusual expenses connected with illness or disability, in the event
that the money is necessary for children's college expenses, or the purchase of
a primary residence, as defined in the Plan document. If not withdrawn earlier,
a participant's account will be distributed in the event of termination of
employment, death, or termination of the Plan. If a participant's account is
less than $3,500, a lump-sum distribution will generally be made. If a
participant's account is greater than $3,500, the participant's distribution
options are: lump-sum distribution, monthly or yearly installments, or purchase
of an annuity. Retirees may continue to leave their account in the Plan.
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will remain 100 percent vested in their accounts.
Page 14 of 24
<PAGE> 15
The Plan had no reportable or prohibited party-in-interest transactions for the
years ended December 31, 1994 and 1993.
Effective July 1, 1995, participants may borrow from their deferral portion of
their fund accounts a minimum of $500 up to a maximum equal to the lesser of
$50,000 or 50 percent of their vested deferral account balance. The loans are
subject to certain restrictions, as defined in the Plan document and applicable
restrictions under the IRC.
(2) SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting and Valuation
The financial statements of the Plan are prepared on the accrual basis of
accounting. Investments are accounted for at yearend fair market values.
Unrealized appreciation (depreciation) is the difference between the fair value
at the end of the current year and the cost of the investment, if acquired
during the Plan year, or the fair value at the beginning of the Plan year.
Therefore, the cost basis reflected in Note 1 represents revalued ERISA cost.
The accompanying supplemental Schedule I reflects cost basis determined
utilizing an original cost approach as required by ERISA.
Other
The Company's annual contribution is determined when annual net income and
payroll amounts are known. The contribution is allocated to participants
subsequent to yearend.
The Company provides certain administrative and accounting services to the Plan
at no cost and also pays the cost of certain outside services provided to the
Plan. Such outside services paid by the Company were approximately $64,000 and
$93,000 for 1994 and 1993, respectively.
Page 15 of 24
<PAGE> 16
(3) FEDERAL INCOME TAXES
The Plan is qualified under the Internal Revenue Code as exempt from Federal
income taxes and the Plan has received a favorable determination letter from the
Internal Revenue Service. The Plan was amended and restated effective July 1,
1994. The Plan administrator believes that the Plan is currently designed and
being operated in compliance with the applicable requirements of the Internal
Revenue Code. Therefore, the administrator believes that the Plan was tax exempt
as of the financial statement date.
Employer contributions to the Plan and all earnings from Plan investments are
not taxable to participants until a partial or complete distribution of such
contributions or earnings is made.
Page 16 of 24
<PAGE> 17
SCHEDULE I
Page 1 of 2
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
ALLOCATION OF PLAN ASSETS AND LIABILITIES TO INVESTMENT PROGRAMS
DECEMBER 31, 1994
<TABLE>
<CAPTION>
K N The Putnam
Energy, Inc. Putnam Putnam Fund for Putnam Putnam
Common Stock Voyager Global Growth and Income U. S. Government
ASSETS Fund Fund Growth Fund Income Fund Income Trust
------ ------------ ----------- ----------- ----------- ---------- ----------------
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS, at market value
(Notes 1 and 2):
K N Energy, Inc. common stock $45,902,256 $ - $ - $ - $ - $ -
Voyager Fund - 15,244,974 - - - -
Global Growth Fund - - 8,478,142 - - -
Fund for Growth and Income - - - 11,226,637 - -
Income Fund - - - - 6,866,467 -
U. S. Government Income Trust - - - - - 10,485,640
Participant loans - - - - - -
----------- ----------- ---------- ----------- ---------- -----------
45,902,256 15,244,974 8,478,142 11,226,637 6,866,467 10,485,640
----------- ----------- ---------- ----------- ---------- -----------
CASH - - - - - -
RECEIVABLES:
K N Energy, Inc. (Notes 1 and 2) - - - - - -
Interest and Dividends - - - - 14,194 46,129
----------- ----------- ---------- ----------- ---------- -----------
Total assets $45,902,256 $15,244,974 $8,478,142 $11,226,637 $6,880,661 $10,531,769
=========== =========== ========== =========== ========== ===========
LIABILITIES AND PLAN EQUITY
---------------------------
ACCOUNTS PAYABLE $ - $ - $ - $ - $ - $ -
PLAN EQUITY 45,902,256 15,244,974 8,478,142 11,226,637 6,880,661 10,531,769
----------- ----------- ---------- ----------- ---------- -----------
Total liabilities and plan equity $45,902,256 $15,244,974 $8,478,142 $11,226,637 $6,880,661 $10,531,769
=========== =========== ========== =========== ========== ===========
</TABLE>
<TABLE>
<CAPTION>
Loan
ASSETS Fund Other Total
------ ---------- ---------- ------------
<S> <C> <C> <C>
INVESTMENTS, at market value
(Notes 1 and 2):
K N Energy, Inc. common stock $ - $ - $ 45,902,256
Voyager Fund - - 15,244,974
Global Growth Fund - - 8,478,142
Fund for Growth and Income - - 11,226,637
Income Fund - - 6,866,467
U. S. Government Income Trust - - 10,485,640
Participant loans 526,283 - 526,283
-------- ---------- ------------
526,283 - 98,730,399
-------- ---------- ------------
CASH - 20,954 20,954
RECEIVABLES:
K N Energy, Inc. (Notes 1 and 2) - 2,324,070 2,324,070
Interest and Dividends - - 60,323
-------- ---------- ------------
Total assets $526,283 $2,345,024 $101,135,746
======== ========== ============
LIABILITIES AND PLAN EQUITY
---------------------------
ACCOUNTS PAYABLE $ - $ - $ -
PLAN EQUITY 526,283 2,345,024 101,135,746
-------- ---------- ------------
Total liabilities and plan equity $526,283 $2,345,024 $101,135,746
======== ========== ============
</TABLE>
The accompanying notes to financial statements are an integral
part of this schedule.
Page 17 of 24
<PAGE> 18
SCHEDULE I
Page 2 of 2
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
ALLOCATION OF PLAN ASSETS AND LIABILITIES TO INVESTMENT PROGRAMS
DECEMBER 31, 1993
<TABLE>
<CAPTION>
ASSETS Fund KN Fund K5 Fund EQ Fund BI Fund GI Total
------ ----------- ---------- ----------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C> <C>
INVESTMENTS, at market value (Notes 1 and 2):
K N Energy, Inc. common stock $29,242,061 $6,078,185 $ - $ - $ - $35,320,246
Index Fund - - 14,593,557 - - 14,593,557
Intermediate-term bonds - - - 6,575,869 - 6,575,869
Treasury notes - - - - 22,282,751 22,282,751
----------- ---------- ----------- ---------- ----------- -----------
29,242,061 6,078,185 14,593,557 6,575,869 22,282,751 78,772,423
----------- ---------- ----------- ---------- ----------- -----------
CASH 12,271 - 49,356 - 97,527 159,154
----------- ---------- ----------- ---------- ----------- -----------
RECEIVABLES:
K N Energy, Inc. 436,184 1,181,187 331,625 168,739 314,865 2,432,600
Interest - - - - 171,217 171,217
----------- ---------- ----------- ---------- ----------- -----------
Total assets $29,690,516 $7,259,372 $14,974,538 $6,744,608 $22,866,360 $81,535,394
=========== ========== =========== ========== =========== ===========
LIABILITIES AND PLAN EQUITY
---------------------------
ACCOUNTS PAYABLE $ - $ - $ - $ - $ - $ -
PLAN EQUITY 29,690,516 7,259,372 14,974,538 6,744,608 22,866,360 81,535,394
----------- ---------- ----------- ---------- ----------- -----------
Total liabilities and plan equity $29,690,516 $7,259,372 $14,974,538 $6,744,608 $22,866,360 $81,535,394
=========== ========== =========== ========== =========== ===========
</TABLE>
The accompanying notes to financial statements are an integral
part of this schedule.
Page 18 of 24
<PAGE> 19
SCHEDULE II
Page 1 of 3
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
ALLOCATION OF PLAN INCOME AND CHANGES IN PLAN EQUITY TO INVESTMENT PROGRAMS
FOR THE YEAR ENDED DECEMBER 31, 1994
<TABLE>
<CAPTION>
KN The Putnam
Energy, Inc. Putnam Putnam Fund for Putnam Putnam
Common Stock Voyager Global Growth and Income U. S. Government
Fund Fund Growth Fund Income Fund Income Trust
------------ ----------- ----------- ----------- ---------- ----------------
<S> <C> <C> <C> <C> <C> <C>
CONTRIBUTIONS (Notes 1 and 2):
Employer $ - $ - $ - $ - $ - $ -
Employee 565,483 387,136 253,273 255,573 119,720 138,597
----------- ----------- ---------- ----------- ---------- -----------
CASH SURRENDER VALUE OF LIFE
INSURANCE (Note 1) - - - - - -
----------- ----------- ---------- ----------- ---------- -----------
EARNINGS FROM INVESTMENTS:
Net appreciation (depreciation) in
market value of investments
(Note 2)-
Unrealized gains (losses) 1,537,591 (627,349) (634,820) (1,011,763) (206,327) (314,710)
Realized gains (losses) 1,004,576 (3,667) (7,290) (14,862) (5,569) (16,990)
Interest - - - - - -
Dividends 961,880 649,170 283,267 549,945 194,606 328,899
----------- ----------- ---------- ----------- ---------- -----------
Total earnings from
investments 3,504,047 18,154 (358,843) (476,680) (17,290) (2,801)
----------- ----------- ---------- ----------- ---------- -----------
DISTRIBUTIONS:
Directly to participants (753,357) (202,677) (242,624) (159,392) (139,658) (480,194)
To insurance company for provision
of benefits, net of policy dividends (4,004) (1,151) (886) (1,038) (565) (1,167)
----------- ----------- ---------- ----------- ---------- -----------
Total distributions (757,361) (203,828) (243,510) (160,430) (140,223) (481,361)
----------- ----------- ---------- ----------- ---------- -----------
TRANSFERS TO (FROM) INVESTMENT
PROGRAMS AND 401(k) PLAN
(Note 1) 42,590,087 15,043,512 8,827,222 11,608,174 6,918,454 10,877,334
----------- ----------- ---------- ----------- ---------- -----------
NET INCREASE (DECREASE) IN PLAN
EQUITY DURING THE YEAR 45,902,256 15,244,974 8,478,142 11,226,637 6,880,661 10,531,769
PLAN EQUITY, beginning of year - - - - - -
----------- ----------- ---------- ----------- ---------- -----------
PLAN EQUITY, end of year $45,902,256 $15,244,974 $8,478,142 $11,226,637 $6,880,661 $10,531,769
=========== =========== ========== =========== ========== ===========
</TABLE>
<TABLE>
<CAPTION>
Loan
Fund KN Fund K5 Fund EQ Fund BI Fund GI Fund
------------ ----------- ------------ ----------- ------------ --------
<S> <C> <C> <C> <C> <C> <C>
CONTRIBUTIONS (Notes 1 and 2):
Employer $ - $ - $ - $ - $ - $ -
Employee - - - - - 526,283
------------ ----------- ------------ ----------- ------------ --------
CASH SURRENDER VALUE OF LIFE
INSURANCE (Note 1) - - - - - -
------------ ----------- ------------ ----------- ------------ --------
EARNINGS FROM INVESTMENTS:
Net appreciation (depreciation) in
market value of investments
(Note 2)-
Unrealized gains (losses) (4,225,245) (899,586) (669,716) - - -
Realized gains (losses) (76,634) (8,773) 10,979 (205,376) (249,703) -
Interest - - (1,570) - 387,129 -
Dividends 567,107 145,878 204,383 - - -
------------ ----------- ------------ ----------- ------------ --------
Total earnings from
investments (3,734,772) (762,481) (455,924) (205,376) 137,426 -
------------ ----------- ------------ ----------- ------------ --------
DISTRIBUTIONS:
Directly to participants (559,531) (70,311) (161,703) (286,915) (1,275,326) -
To insurance company for provision
of benefits, net of policy dividends - - - - - -
------------ ----------- ------------ ----------- ------------ --------
Total distributions (559,531) (70,311) (161,703) (286,915) (1,275,326) -
------------ ----------- ------------ ----------- ------------ --------
TRANSFERS TO (FROM) INVESTMENT
PROGRAMS AND 401(k) PLAN
(Note 1) (25,396,213) (6,426,580) (14,356,911) (6,252,317) (21,728,460) -
------------ ----------- ------------ ----------- ------------ --------
NET INCREASE (DECREASE) IN PLAN
EQUITY DURING THE YEAR (29,690,516) (7,259,372) (14,974,538) (6,744,608) (22,866,360) 526,283
PLAN EQUITY, beginning of year 29,690,516 7,259,372 14,974,538 6,744,608 22,866,360 -
------------ ----------- ------------ ----------- ------------ --------
PLAN EQUITY, end of year $ - $ - $ - $ - $ - $526,283
============ =========== ============ =========== ============ ========
</TABLE>
<TABLE>
<CAPTION>
Other Total
---------- ------------
<S> <C> <C>
CONTRIBUTIONS (Notes 1 and 2):
Employer $2,324,070 $ 2,324,070
Employee - 2,246,065
---------- ------------
CASH SURRENDER VALUE OF LIFE
INSURANCE (Note 1) - -
---------- ------------
EARNINGS FROM INVESTMENTS:
Net appreciation (depreciation) in
market value of investments
(Note 2)-
Unrealized gains (losses) - (7,051,925)
Realized gains (losses) - 426,691
Interest - 385,559
Dividends - 3,885,135
---------- ------------
Total earnings from
investments - (2,354,540)
---------- ------------
DISTRIBUTIONS:
Directly to participants - (4,331,688)
To insurance company for provision
of benefits, net of policy dividends - (8,811)
---------- ------------
Total distributions - (4,340,499)
---------- ------------
TRANSFERS TO (FROM) INVESTMENT
PROGRAMS AND 401(k) PLAN
(Note 1) 20,954 21,725,256
---------- ------------
NET INCREASE (DECREASE) IN PLAN
EQUITY DURING THE YEAR 2,345,024 19,600,352
PLAN EQUITY, beginning of year - 81,535,394
---------- ------------
PLAN EQUITY, end of year $2,345,024 $101,135,746
========== ============
</TABLE>
The accompanying notes to financial statements are an integral
part of this schedule.
Page 19 of 24
<PAGE> 20
SCHEDULE II
Page 2 of 3
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
ALLOCATION OF PLAN INCOME AND CHANGES IN PLAN EQUITY TO INVESTMENT PROGRAMS
FOR THE YEAR ENDED DECEMBER 31, 1993
<TABLE>
<CAPTION>
Fund KN Fund K5 Fund EQ
------------ ----------- ------------
<S> <C> <C> <C>
CONTRIBUTIONS (Notes 1 and 2):
Employer $ 436,184 $ 1,181,187 $ 331,625
------------ ----------- ------------
CASH SURRENDER VALUE OF LIFE INSURANCE (Note 1) -- -- --
------------ ----------- ------------
EARNINGS FROM INVESTMENTS:
Net appreciation (depreciation) in market
value of investments (Note 2)-
Unrealized gains 7,642,648 1,484,647 919,694
Realized gains (losses) 188,154 34,021 18,112
Interest -- -- 1,041
Dividends 1,035,809 215,749 392,430
------------ ----------- ------------
Total earnings from investments 8,866,611 1,734,417 1,331,277
------------ ----------- ------------
DISTRIBUTIONS:
Directly to participants (961,242) (150,374) (494,582)
------------ ----------- ------------
To insurance company for provision of
benefits, net of policy dividends -- -- --
------------ ----------- ------------
Total distributions (961,242) (150,374) (494,582)
------------ ----------- ------------
TRANSFERS TO (FROM) INVESTMENT PROGRAMS (Note 1) (71,325) (14,452) 302,585
------------ ----------- ------------
NET INCREASE (DECREASE) IN PLAN EQUITY DURING THE YEAR 8,270,228 2,750,778 1,470,905
PLAN EQUITY, beginning of year 21,420,288 4,508,594 13,503,633
------------ ----------- ------------
PLAN EQUITY, end of year $ 29,690,516 $ 7,259,372 $ 14,974,538
============ =========== ============
<CAPTION>
Fund BI Fund GI Total
----------- ------------ ------------
<S> <C> <C> <C>
CONTRIBUTIONS (Notes 1 and 2):
Employer $ 168,739 $ 314,865 $ 2,432,600
----------- ------------ ------------
CASH SURRENDER VALUE OF LIFE INSURANCE (Note 1) -- 26,964 26,964
------------ ----------- ------------
EARNINGS FROM INVESTMENTS:
Net appreciation (depreciation) in market
value of investments (Note 2)-
Unrealized gains 233,936 7,273 10,288,198
Realized gains (losses) 16,652 (215,460) 41,479
Interest 337,067 1,132,832 1,470,940
Dividends -- -- 1,643,988
------------ ----------- ------------
Total earnings from investments 587,655 924,645 13,444,605
------------ ----------- ------------
DISTRIBUTIONS:
Directly to participants (316,106) (2,311,683) (4,233,987)
To insurance company for provision of
benefits, net of policy dividends -- 12,881 12,881
------------ ------------ ------------
Total distributions (316,106) (2,298,802) (4,221,106)
------------ ------------ ------------
TRANSFERS TO (FROM) INVESTMENT PROGRAMS (Note 1) 275,468 (492,276) --
------------ ------------ ------------
NET INCREASE (DECREASE) IN PLAN EQUITY DURING THE YEAR 715,756 (1,524,604) 11,683,063
PLAN EQUITY, beginning of year 6,028,852 24,390,964 69,852,331
------------ ------------ ------------
PLAN EQUITY, end of year $ 6,744,608 $ 22,866,360 $ 81,535,394
=========== ============ ============
</TABLE>
The accompanying notes to financial statements
are an integral part of this schedule.
Page 20 of 24
<PAGE> 21
SCHEDULE II
Page 3 of 3
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
ALLOCATION OF PLAN INCOME AND CHANGES IN PLAN EQUITY TO INVESTMENT PROGRAMS
FOR THE YEAR ENDED DECEMBER 31, 1992
<TABLE>
<CAPTION>
Fund KN Fund K5 Fund EQ
------------ ----------- ------------
<S> <C> <C> <C>
CONTRIBUTIONS (Notes 1 and 2):
Employer $ 232,471 $ 935,382 $ 288,220
Rollovers - -- -- --
------------ ----------- ------------
232,471 935,382 288,220
------------ ----------- ------------
CASH SURRENDER VALUE OF LIFE INSURANCE (Note 1) -- -- --
------------ ----------- ------------
EARNINGS FROM INVESTMENTS:
Net appreciation (depreciation) in market
value of investments (Note 2)-
Unrealized gains (losses) 1,071,518 202,015 590,224
Realized gains (losses) (12,932) (3,924) 14,458
Interest -- -- --
Dividends 962,702 163,431 380,017
------------ ----------- ------------
Total earnings from investments 2,021,288 361,522 984,699
------------ ----------- ------------
DISTRIBUTIONS:
Directly to participants (1,566,906) (108,244) (724,305)
To insurance company for provision
of benefits, net of policy dividends -- -- --
------------ ----------- ------------
Total distributions (1,566,906) (108,244) (724,305)
------------ ----------- ------------
TRANSFERS TO (FROM) INVESTMENT PROGRAMS (Note 1) (521,456) (104,935) 1,040,754
------------ ----------- ------------
NET INCREASE (DECREASE) IN PLAN EQUITY DURING THE YEAR 165,397 1,083,725 1,589,368
PLAN EQUITY, beginning of year 21,254,891 3,424,869 11,914,265
------------ ----------- ------------
PLAN EQUITY, end of year $ 21,420,288 $ 4,508,594 $ 13,503,633
============ =========== ============
<CAPTION>
Fund BI Fund GI Total
----------- ------------ ------------
<S> <C> <C> <C>
CONTRIBUTIONS (Notes 1 and 2):
Employer $ 133,943 $ 368,926 $ 1,958,942
Rollovers - -- --
----------- ------------ ------------
133,943 368,926 1,958,942
----------- ------------ ------------
CASH SURRENDER VALUE OF LIFE INSURANCE (Note 1) -- 35,263 35,263
----------- ------------ ------------
EARNINGS FROM INVESTMENTS:
Net appreciation (depreciation) in market
value of investments (Note 2)-
Unrealized gains (losses) (7,878) (137,458) 1,718,421
Realized gains (losses) 6,993 (176,966) (172,371)
Interest 375,931 1,602,471 1,978,402
Dividends -- -- 1,506,15
----------- ------------ ------------
Total earnings from investments 375,046 1,288,047 5,030,602
----------- ------------ ------------
DISTRIBUTIONS:
Directly to participants (334,507) (2,311,021) (5,044,983)
To insurance company for provision
of benefits, net of policy dividends -- 51,351 51,351
----------- ------------ ------------
Total distributions (334,507) (2,259,670) (4,993,632)
----------- ------------ ------------
TRANSFERS TO (FROM) INVESTMENT PROGRAMS (Note 1) 221,079 (635,442) --
----------- ------------ ------------
NET INCREASE (DECREASE) IN PLAN EQUITY DURING THE YEAR 395,561 (1,202,876) 2,031,175
PLAN EQUITY, beginning of year 5,633,291 25,593,840 67,821,156
----------- ------------ ------------
PLAN EQUITY, end of year $ 6,028,852 $ 24,390,964 $ 69,852,331
=========== ============ ============
</TABLE>
The accompanying notes to financial statements
are an integral part of this schedule.
Page 21 of 24
<PAGE> 22
SCHEDULE III
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
ITEM 27a--SCHEDULE OF PLAN ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1994
<TABLE>
<CAPTION>
Number of
Shares or Market
Description of Asset Custodian Units Cost* Value
- -------------------------------------- ------------------ ---------- ------------ -----------
<S> <C> <C> <C> <C>
* * K N Energy, Inc. Common Stock Fund Putnam Investments 1,932,726 $16,419,947 $45,902,256
Putnam Voyager Fund Putnam Investments 1,323,348 15,872,323 15,244,974
Putnam Global Growth Fund Putnam Investments 919,538 9,104,642 8,478,142
The Putnam Fund for Growth and Income Putnam Investments 882,597 12,238,400 11,226,637
Putnam Income Fund Putnam Investments 1,061,278 7,072,794 6,866,467
Putnam U.S. Government Income Trust Putnam Investments 860,184 10,800,350 10,485,640
Cash Pending Account Putnam Investments -- 20,954 20,954
Participant Loans Putnam Investments
(Interest rates ranging
from 7.75% to 9.00%) -- 526,283 526,283
----------- -----------
$72,055,693 $98,751,353
=========== ===========
</TABLE>
* Determined using original historical cost
* * Related party
The accompanying notes to financial statements
are an integral part of this schedule.
Page 22 of 24
<PAGE> 23
SCHEDULE IV
K N ENERGY, INC.
PROFIT SHARING AND SAVINGS PLAN
SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
<TABLE>
<CAPTION>
Number of
Transactions
Identity of Description of ----------------- Purchase Sales Cost Gain
Party Involved Transaction Purchases Sales Price Price Basis (Loss)
- --------------------------- ------------------------ --------- ----- ----------- ----------- ----------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Putnam Investments: Putnam Fund
For Growth and 39 -- $12,563,122 $ -- $12,563,122 $ --
Income -- 73 -- 309,859 324,722 (14,863)
Putnam Income 39 -- 7,292,268 -- 7,292,268 --
Fund -- 52 -- 213,905 219,474 (5,569)
Putnam Global 42 -- 9,441,233 -- 9,441,233 --
Growth Fund -- 69 -- 320,982 328,270 (7,288)
Putnam Voyager 41 -- 16,165,745 -- 16,165,745 --
Fund -- 79 -- 289,757 293,424 (3,667)
Putnam U.S.
Government Income 37 -- 11,486,111 -- 11,486,111 --
Trust -- 63 -- 668,771 685,761 (16,990)
* K N Energy, Inc. 49 -- 15,567,843 -- 15,567,843 --
Common Stock Fund -- 77 -- 16,125,857 11,302,633 4,823,224
</TABLE>
* Related Party
The accompanying notes to financial statements
are an integral part of this statement.
Page 23 of 24
<PAGE> 24
SCHEDULE V
K N ENERGY, INC.
401(k) RETIREMENT SAVINGS PLAN AND TRUST
STATEMENTS OF INCOME AND CHANGES IN PLAN EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1994
(See Note 1)
<TABLE>
<CAPTION>
1994
------------
<S> <C>
PARTICIPANTS' CONTRIBUTIONS $ 1,305,610
------------
EARNINGS (LOSSES) FROM INVESTMENTS:
Unrealized losses (1,657,865)
Realized losses (152,478)
Dividends 156,718
Interest 203,852
------------
Total losses from investments (1,449,773)
DISTRIBUTIONS TO PARTICIPANTS (824,701)
TRANSFER TO RELATED PLAN (21,725,256)
------------
NET DECREASE IN PLAN EQUITY DURING THE YEAR (22,694,120)
PLAN EQUITY, beginning of year 22,694,120
------------
PLAN EQUITY, end of year $ --
============
</TABLE>
Page 24 of 24