[COVER PAGE TO FORM 10-K/A]
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
AMENDMENT TO 10-K REPORT
Filed Pursuant to Section 13 or 15 (d) of
THE SECURITIES EXCHANGE ACT OF 1934
COLONIAL GAS COMPANY
(Exact name of registrant as specified in its charter)
AMENDMENT NO. 1
The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its Annual
Report for the fiscal year ended December 31, 1993 on Form 10-K
as set forth in the pages attached hereto:
Cover Page - (which now lists "Junior Participating
Preferred Stock Purchase Rights" as "Securities
Registered Pursuant to Section 12(g) of the Act"
in addition to "Common Stock, $3.33 par value")
Exhibit 24b - Consent of Independent Certified Public
Accountants
Exhibit 28a - Form 11-K for Colonial Gas Company Savings Plan
Exhibit 28b - Form 11-K for Cape Cod Division of Colonial Gas
Company Savings Plan for Local 13507 United
Steelworkers of America AFL-CIO-CLC
Exhibit 28c - Form 11-K for Lowell Division of Colonial Gas
Company Savings Plan for Local 12008 United
Steelworkers of America AFL-CIO-CLC
COLONIAL GAS COMPANY
(Registrant)
Date: April 28, 1994
By: Nickolas Stavropoulos
Vice President and Chief
Financial Officer
[END OF COVER PAGE TO FORM 10-K/A]
[AMENDED COVER PAGE TO FORM 10-K]
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
X Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the fiscal year ended December 31, 1993
OR
Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from to
COMMISSION FILE NUMBER 0-10007
COLONIAL GAS COMPANY
(Exact name of registrant as specified in its charter)
Massachusetts 04-1558100
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
40 Market Street, Lowell, Massachusetts 01852
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (508) 458-3171
Securities registered pursuant to Section 12(b) of the Act: NONE
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, $3.33 par value
(Title of Class)
Junior Participating Preferred Stock Purchase Rights
(Title of Class)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K.
The aggregate market value of the voting stock held by non-
affiliates of the registrant as of March 1, 1994 was
$189,122,548.
The number of shares of the registrant's common stock
outstanding as of March 1, 1994 was 8,047,768.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the annual report to stockholders for the year
ended December 31, 1993 are incorporated by reference into Part
II and Part IV. Portions of the proxy statement for the 1994
annual meeting of stockholders are incorporated by reference into
Part III.
[END OF AMENDED COVER PAGE TO FORM 10-K]
Exhibit 24b
Consent of Independent Certified Public Accountants
We have issued our report dated April 7, 1994, accompanying
the financial statements of Colonial Gas Company Savings Plan,
Cape Cod Division of Colonial Gas Company Savings Plan for Local
13507, and Lowell Division of Colonial Gas Company Savings Plan
for Local 12008 contained in the information required by Form 11-
K included as exhibits to the Colonial Gas Company Annual Report
on Form 10-K for the year ended December 31, 1993. We hereby
consent to the incorporation by reference of said reports in the
registration statements on Form S-8 (File No. 33-34068, File No.
33-34066, and File No. 33-34067, respectively).
GRANT THORNTON
Boston, Massachusetts
April 27, 1994
[END OF EXHIBIT 24b TO FORM 10-K/A]
EXHIBIT 28a
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, 1993
Commission File No. 33-34068
COLONIAL GAS COMPANY
SAVINGS PLAN
(Full title of the plan)
COLONIAL GAS COMPANY
(Name of issuer of the securities held pursuant to the plan)
40 MARKET STREET
LOWELL, MASSACHUSETTS 01852
(address of plan and principal executive office of issuer)
Financial Statements and Schedules
The Colonial Gas Company Savings Plan (the "Plan") is established
and maintained as a retirement program in full compliance with
the Employee Retirement Income Security Act of 1974 ("ERISA").
The following plan financial statements and schedules were
prepared in accordance with financial reporting requirements of
ERISA and are filed herewith in lieu of the requirements of Items
1-3.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Plan Administrator and Barbara A. Field have duly
caused this annual report to be signed by the undersigned
thereunto duly authorized.
COLONIAL GAS COMPANY SAVINGS PLAN
(Name of Plan)
By: Barbara A. Field, Manager of the
Plan's Operations
Date: April 7, 1994
COLONIAL GAS COMPANY,
Plan Administrator
By: C. O. Swanson, President
Report of Independent Certified Public Accountants
Colonial Gas Company
Administrator of Colonial Gas Company
Savings Plan
We have audited the statements of financial condition of
Colonial Gas Company Savings Plan as of December 31, 1993 and
1992, and the related statements of income and changes in fund
equity for each of the three years in the period ended December
31, 1993. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally
accepted auditing standards. Those standards require that we
plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.
We believe 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 condition
of Colonial Gas Company Savings Plan as of December 31, 1993 and
1992, and the income and changes in fund equity for each of three
years in the period ended December 31, 1993, in conformity with
generally accepted accounting principles.
GRANT THORNTON
Boston, Massachusetts
April 7, 1994
COLONIAL GAS COMPANY SAVINGS PLAN
STATEMENTS OF FINANCIAL CONDITION
December 31, 1993
Colonial Gas Money
Company Common Market Savings
ASSETS Stock Fund Fund Fund
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
515,446 shares (cost $7,726,846) $11,597,535 $ - $ -
Secured Notes (Note C) - - -
Other (Note F) 10,100 1,642,938 1,694,746
Total investments 11,607,635 1,642,938 1,694,746
Cash - 3,893 -
Other 92 15,080 9,522
Due from Other Plans - 3,678 -
Due from Other Funds 143,677 7,622 23,969
Total assets $11,751,404 $1,673,211 $1,728,237
LIABILITIES AND EQUITY
Due to Other Funds $ 1,789 $262,211 $ 87,970
Plan Equity - including net
unrealized appreciation
or depreciation of investments
(Notes A and G) 11,749,615 1,411,000 1,640,267
Total liabilities and equity $11,751,404 $1,673,211 $1,728,237
Equity Loan
ASSETS Fund Fund Total
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
515,446 shares (cost $7,726,846) - $ - $11,597,535
Secured Notes (Note C) - 935,443 935,443
Other (Note F) 1,682,458 - 5,030,242
Total investments 1,682,458 935,443 17,563,220
Cash - - 3,893
Other 3,440 - 28,134
Due from Other Plans - - 3,678
Due from Other Funds 123,292 124,798 423,358
Total assets $1,809,190 $1,060,241 $ 18,022,283
LIABILITIES AND EQUITY
Due to Other Funds $ 3 $ 71,385 $423,358
Plan Equity - including net unrealized
appreciation or depreciation of
investments (Notes A and G) 1,809,187 988,856 17,598,925
Total liabilities and equity $1,809,190 $1,060,241 $18,022,283
The accompanying notes are an integral part of these statements.
COLONIAL GAS COMPANY SAVINGS PLAN
STATEMENTS OF FINANCIAL CONDITION
December 31, 1992
Colonial Gas Money
Company Common Market Savings
ASSETS Stock Fund Fund Fund
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
471,032 shares (cost $6,645,094) $10,009,430 $ - -
Secured Notes (Note C) - - -
Other (Note F) 20 1,704,696 1,400,514
Total investments 10,009,450 1,704,696 1,400,514
Cash - 79 13
Receivable from Colonial Gas Company
Participant deposits and Colonial
Gas Company contributions for December 62,034 13,014 13,270
Other 6 4,725 7,673
Due from Other Funds 45,406 850 13,675
Total assets $10,116,896 $1,723,364 $1,435,145
LIABILITIES AND EQUITY
Due to Other Funds $ 850 $ 46,310 $ -
Plan Equity - including net unrealized
appreciation or depreciation of
investments (Notes A and G) 10,116,046 1,677,054 1,435,145
Total liabilities and equity $10,116,896 $1,723,364 $1,435,145
Equity Loan
ASSETS Fund Fund Total
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
471,032 shares (cost $6,645,094) $ - $ - $10,009,430
Secured Notes (Note C) - 927,844 927,844
Other (Note F) 1,080,669 - 4,185,899
Total investments 1,080,669 927,844 15,123,173
Cash - - 92
Receivable from Colonial Gas Company
Participant deposits and Colonial
Gas Company contributions
for December 15,095 - 103,413
Other 1,936 - 14,340
Due from Other Funds 11,234 - 71,165
Total assets $1,108,934 $927,844 $15,312,183
LIABILITIES AND EQUITY
Due to Other Funds $ - $ 24,005 $ 71,165
Plan Equity - including net unrealized
appreciation or depreciation of
investments (Notes A and G) 1,108,934 903,839 15,241,018
Total liabilities and equity $1,108,934 $927,844 $15,312,183
The accompanying notes are an integral part of these statements.
COLONIAL GAS COMPANY SAVINGS PLAN
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1993
Colonial Gas Money
Company Common Market Savings
Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $606,532 $ - $ -
Dividends - - 74,798
Interest 954 53,768 14,515
Total investment income 607,486 53,768 89,313
Net realized gain/(loss) on disposition
of investments (Note H) 16,818 - 28,921
Unrealized appreciation/(depreciation)
of investments (Notes A and G) 506,353 - (34,826)
Contributions (Note C):
Participants 618,424 93,563 131,832
Colonial Gas Company 208,112 35,178 49,398
Total contributions 826,536 128,741 181,230
Total net additions 1,957,193 182,509 264,638
Transfers to other plans (6,977) - -
Withdrawals (249,698) (149,221) (4,851)
Forfeitures (73,471) - -
Other 35,320 (25,885) -
Total deductions (294,826) (175,106) (4,851)
Net increase 1,662,367 7,403 259,787
Plan equity:
Beginning of year 10,116,046 1,677,054 1,435,145
Inter-fund transfers (28,798) (273,457) (54,665)
End of year $11,749,615 $1,411,000 $1,640,267
Equity Loan
Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock $ - $ - $606,532
Dividends 28,462 - 103,260
Interest 1,221 65,225 135,683
Total investment income 29,683 65,225 845,475
Net realized gain/(loss) on disposition
of investments (Note H) 244,003 - 289,742
Unrealized appreciation/(depreciation)
of investments (Notes A and G) (105,628) - 365,899
Contributions (Note C):
Participants 160,648 - 1,004,467
Colonial Gas Company 49,906 - 342,594
Total contributions 210,554 - 1,347,061
Total net additions 378,612 65,225 2,848,177
Transfers to other plans (3,030) - (10,007)
Withdrawals (11,589) - (415,359)
Forfeitures (868) - (74,339)
Other - - 9,435
Total deductions (15,487) - (490,270)
Net increase 363,125 65,225 2,357,907
Plan equity:
Beginning of year 1,108,934 903,839 15,241,018
Inter-fund transfers 337,128 19,792 -
End of year $1,809,187 $988,856 $17,598,925
The accompanying notes are an integral part of these statements.
COLONIAL GAS COMPANY SAVINGS PLAN
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1992
Colonial Gas Money
Company Common Market Savings
Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $528,374 $ - $ -
Interest 469 65,538 89,761
Total investment income 528,843 65,538 89,761
Net realized gain on disposition of
investments (Note H) - - 1,203
Unrealized appreciation of investments
(Notes A and G) 1,546,874 - (267)
Contributions (Note C):
Participants 550,297 134,574 119,473
Colonial Gas Company 186,981 42,982 46,174
Other 7,203 5,474 4,802
Total contributions 744,481 183,030 170,449
Transfers from other plans 46,987 - -
Total net additions 2,867,185 248,568 261,146
Transfers to other plans - - -
Withdrawals (198,537) (4,866) (21,012)
Forfeitures (4,431) - (328)
Other - - -
Total deductions (202,968) (4,866) (21,340)
Net increase (decrease) 2,664,217 243,702 239,806
Plan equity:
Beginning of year 7,141,811 1,896,857 1,355,516
Inter-fund transfers 310,018 (463,505) (160,177)
End of year $10,116,046 $1,677,054 $1,435,145
Equity Loan
Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock $ - $ - $528,374
Interest 20,008 77,455 253,231
Total investment income 20,008 77,455 781,605
Net realized gain on disposition of
investments (Note H) 12,149 - 13,352
Unrealized appreciation of investments
(Notes A and G) 39,688 - 1,586,295
Contributions (Note C):
Participants 136,378 - 940,722
Colonial Gas Company 42,489 - 318,626
Other 7,203 - 24,682
Total contributions 186,070 - 1,284,030
Transfers from other plans - - 46,987
Total net additions 257,915 77,455 3,712,269
Transfers to other plans (124) - (124)
Withdrawals (45,112) - (269,527)
Forfeitures (1,415) - (6,174)
Other - (108,135) (108,135)
Total deductions (46,651) (108,135) (383,960)
Net increase (decrease) 211,264 (30,680) 3,328,309
Plan equity:
Beginning of year 709,567 808,958 11,912,709
Inter-fund transfers 188,103 125,561 -
End of year $1,108,934 $903,839 $15,241,018
The accompanying notes are an integral part of these statements
COLONIAL GAS COMPANY SAVINGS PLAN
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1991
Colonial Gas Money
Company Common Market Savings
Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $439,624 $ - $ -
Interest 576 111,051 90,336
Total investment income 440,200 111,051 90,336
Net realized gain on disposition of
investments (Note H) 5,156 - 408
Unrealized appreciation of investments
(Notes A and G) 908,662 - 17,226
Contributions (Note C):
Participants 461,953 167,904 117,956
Colonial Gas Company 160,905 62,841 49,160
Other 33,427 7,798 3,062
Total contributions 656,285 238,543 170,178
Transfers from other plans 9,127 4,157 -
Total net additions 2,019,430 353,751 278,148
Withdrawals (292,617) (15,372) (55,693)
Forfeitures (1,331) - (75)
Total deductions (293,948) (15,372) (55,768)
Net increase 1,725,482 338,379 222,380
Plan equity:
Beginning of year 5,242,937 1,799,863 1,167,831
Inter-fund transfers 173,392 (241,385) (34,695)
End of year $7,141,811 $1,896,857 $1,355,516
Equity Loan
Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock - $ - $439,624
Interest 11,162 75,088 288,213
Total investment income 11,162 75,088 727,837
Net realized gain on disposition of
investments (Note H) - - 5,564
Unrealized appreciation of investments
(Notes A and G) 141,046 - 1,066,934
Contributions (Note C):
Participants 75,260 - 823,073
Colonial Gas Company 21,510 - 294,416
Other 16,089 - 60,376
Total contributions 112,859 - 1,177,865
Transfers from other plans 9,381 - 22,665
Total net additions 274,448 75,088 3,000,865
Withdrawals (850) - (364,532)
Forfeitures (259) - (1,665)
Total deductions (1,109) - (366,197)
Net increase 273,339 75,088 2,634,668
Plan equity:
Beginning of year 329,744 737,666 9,278,041
Inter-fund transfers 106,484 (3,796) -
End of year $709,567 $808,958 $11,912,709
The accompanying notes are an integral part of these statements.
COLONIAL GAS COMPANY SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Principles
The financial statements of the Colonial Gas Company
Savings Plan have been prepared in conformity with
generally accepted accounting principles as applied to
Employee Benefit Plans and in accordance with the terms
of the Trust Agreement.
Valuation of Investments
Investments are held by a bank-administered trust fund
and are stated at their approximate market value. The
change in the difference between market value and the
cost of the investment is reflected in the statement of
income and changes in fund equity as unrealized
appreciation or (depreciation) of investments.
NOTE B - SUMMARY OF PLAN PROVISIONS
Effective Date: January 1, 1982, as amended from time to time
and amended and restated as of January 1,
1989.
Plan Year: January 1 through December 31.
Coverage: All regular non-union employees of Colonial
Gas Company, of its Lowell and Cape Cod
Divisions, and of its wholly-owned
subsidiary, Transgas Inc., who satisfy the
eligibility requirements.
Eligibility: Employees are eligible for membership on
either January or July 1 coincident with or
next following the date on which they have
both:
(1)Attained the age of 21, and
(2)Completed six months of credited
service.
Normal Retirement The normal retirement date of a member is the
Date: first day of the month coinciding with or
immediately preceding his 65th birthday.
Normal Retirement The normal retirement benefit of a member on
Benefit: his normal retirement date is equal to 100%
of the amount standing to the credit of his
accounts as of the valuation date immediately
preceding or coinciding with his normal
retirement date.
Normal Form of The Plan offers members three methods of
Payment: payment: (1) a lump sum, (2) periodic
installments of substantially equal amounts
over a 5, 10, or 15 year period or (3)
purchase of a single premium nontransferable
annuity contract from a legal reserve life
insurance company.
Early Retirement: A member may retire early if he has
attained the age of 55 and has completed
at least five years of credited service.
The benefit payable upon early retirement
is equal to the vested portion of the
amount standing to the credit of his
accounts as of the valuation date
immediately preceding or coinciding with
his early retirement date.
Deferred Retirement: A member who works past age 65 has all the
rights under the Plan that he would have
prior to his normal retirement age and,
upon retirement, shall be entitled to
receive 100% of the amount standing to the
credit of his accounts.
Vesting: A member who terminates employment prior
to becoming eligible for benefits has a
vested right to 100% of the amount which
he contributed. A member will have a
vested right to Company contributions
based upon 15% per year of credited
service with 100% vested after seven years
of credited service.
Forfeiture: A member who terminates his employment
prior to becoming eligible for benefits
and does not have a 100% vested right to
Company contributions forfeits the amount
not vested. Such forfeited Company
contributions will be used to reduce
future required Company contributions.
Pre-Retirement In the event of the death of a member, his
Death: designated beneficiary will be entitled to
receive 100% of the amount standing to the
credit of his accounts as of the valuation
date coincident with or immediately
preceding the member's death.
Disability Benefit: A member who becomes disabled to the
extent that he no longer remains in the
employ of the Company is entitled to
receive 100% of the amount standing to the
credit of his accounts as of the valuation
date immediately preceding or coinciding
with the date of the member's termination
of employment due to disability.
Plan Administrator: Colonial Gas Company is the Plan's
Administrator and will determine the
benefits payable.
NOTE C - CONTRIBUTIONS AND INVESTMENT PROGRAMS
The investment programs of the plan are as follows:
Participant contributions - upon enrollment or re-enrollment,
each participant shall direct that his contributions are to
be invested in accordance with any of the following
investment options:
(a) 100% in the Colonial Gas Company Common Stock Fund
(Colonial Gas Company, $3.33 Par Value Common Stock).
(b) 100% in the Money Market Fund ("BayFunds
Money Market Portfolio") maintained by BayBank.
This Fund consists of short-term investments
including Bankers Acceptances, Certificates of Deposit
and Repurchase Agreements.
(c) 100% in the Equity Fund "BayFunds Equity Portfolio"
maintained by BayBank. This fund is composed
of 100 - 120 common stocks meeting certain minimum
requirements.
(d) 100% in the Savings Fund "BayFunds Short-
Term Yield Portfolio" maintained by BayBank.
This Fund involves long-term investing, with maturities
of 4 years or less. These investments include U.S.
Treasury and Federal Agency Obligations, Certificates of
Deposit and Commercial Paper.
(e) In each of the above funds in multiples of 5%. Such
direction may be revised on 30 day prior notice
effective January 1, April 1, July 1 or October 1 of any year
(prior to 1994, revisions were only allowed effective
on April 1 or October 1).
(f) Upon a participant's application, the Plan
Administrator may lend a participant an amount which,
when aggregated with all of his other outstanding loans
under the Plan, is not in excess of the lesser of
$50,000 or 50% of the participant's accounts as of the
date on which the loan is approved. The minimum loan
permissible is $1,000. The $50,000 limit is reduced by
the highest outstanding loan balance in the prior twelve
month period.
Colonial Gas Company contributions - Colonial Gas Company
shall contribute to the Plan for each month an amount equal
to 50% of an employee's pre-tax contributions up through the
first 5% of their monthly compensation, as designated by the
employee. Company contributions are vested at the rate of
15% per year from the date of credited service. The portion
of Company contributions which are not vested remain credited
to each employee's account so long as he remains an employee.
Non-vested contributions are forfeited upon termination of
employment and are applied to reduce subsequent Company
contributions. In addition, employees may make pre-tax
contributions of up to an additional 10% of their monthly
compensation which are not matched by the employer.
The number of participants in each fund was as follows:
December 31,
1993 1992
Colonial Gas Company Common Stock Fund 322 303
Money Market Fund 113 122
Equity Fund 128 94
Savings Fund 117 100
Loan Fund 121 113
The total number of participants in the Plan was 358 and 344 at
December 31, 1993 and 1992, respectively, which is less than the
sum of the number of participants shown above because many were
participating in more than one fund.
Amounts contributed to the participants' accounts by the Company
are taxable to the participants in the year of distribution.
Contributions made by the participants are deductible for Federal
income tax purposes up to specified limits.
NOTE D - STATUS OF PLAN
The Plan received a favorable determination letter from the
Internal Revenue Service dated October 15, 1986, granting a
qualified tax status.
NOTE E - PRIORITIES UPON TERMINATION OF PLAN
In the event of termination, partial termination, or
discontinuance of contributions to the Plan by the Company, the
rights of all members to amounts theretofore credited to their
accounts shall be fully vested and nonforfeitable. In the event
of termination, the Trustee shall distribute to the persons
entitled thereto the balances of any undistributed accounts of
terminated or retired members and the accounts of each member who
continues in the employ of the Company either immediately or at
such later date, no later than the termination of such employment,
as the Trustee in its discretion may determine. Any distribution
under this Section shall be in one lump sum. Distribution may be
made wholly or partly in cash or in kind, provided that no person
shall be required to accept distribution in any form other than
cash.
NOTE F - INVESTMENTS - OTHER
December 31, 1993
Approximate
Market
Units Cost Value
Money Market Fund:
BayFunds Money Market Portfolio 1,642,938 $1,642,938 $1,642,938
$1,642,938 $1,642,938
Savings Fund:
BayFunds Short-Term Yield Portfolio 171,014 $1,708,783 $1,694,746
$1,708,783 $1,694,746
Equity Fund:
BayFunds Equity Portfolio 153,229 $1,563,225 $1,682,458
$1,563,225 $1,682,458
December 31, 1992
Approximate
Market
Units Cost Value
Money Market Fund:
BayFunds Money Market Portfolio 1,704,696 $1,704,696 $1,704,696
$1,704,696 $1,704,696
Savings Fund:
BayFunds Money Market Portfolio 13,362 $13,362 $ 13,362
BayBank Employee Benefit Money
Market Plus 136,274 1,366,363 1,387,152
$1,379,725 $1,400,514
Equity Fund:
BayFunds Money Market Portfolio 13,226 $13,226 $ 13,226
BayBank Pooled Equity Fund 3,838 842,582 1,067,443
$855,808 $1,080,669
NOTE G - NET UNREALIZED APPRECIATION/(DEPRECIATION) OF INVESTMENTS
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Balance at December 31, 1990 $ 908,800 $3,831 $ 44,128 $956,759
Change for the year 1991 908,662 17,225 141,045 1,066,932
Balance at December 31, 1991 1,817,462 21,056 185,173 2,023,691
Change for the year 1992 1,546,874 (267) 39,688 1,586,295
Balance at December 31, 1992 3,364,336 20,789 224,861 3,609,986
Change for the year 1993 506,353 (34,826) (105,628) 365,899
Balance at December 31, 1993 $3,870,689 $(14,037) $119,233 $3,975,885
NOTE H - NET REALIZED GAIN/(LOSS) ON DISPOSITION OF INVESTMENTS
Year Ended December 31, 1993
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $1,261,477 $1,663,340 $1,281,764 $4,206,581
Cost at Average 1,244,659 1,634,419 1,037,761 3,916,839
Net realized gain $16,818 $28,921 $244,003 $289,742
Year Ended December 31, 1992
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $ - $541,510 $417,568 $959,078
Cost at Average - 540,307 405,419 945,726
Net realized gain $ - $1,203 $12,149 $13,352
Year Ended December 31, 1991
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $815,130 $384,241 $ - $1,199,371
Cost at Average 809,974 383,833 - 1,193,807
Net realized gain $ 5,156 $408 $ - $5,564
[END OF EXHIBIT 28a TO FORM 10-K/A]
EXHIBIT 28b
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, 1993
Commission File No. 33-34066
CAPE COD DIVISION OF COLONIAL GAS COMPANY
SAVINGS PLAN FOR LOCAL 13507 UNITED STEELWORKERS OF AMERICA
AFL-CIO-CLC
(Full title of the plan)
COLONIAL GAS COMPANY
(Name of issuer of the securities held pursuant to the plan)
40 MARKET STREET
LOWELL, MASSACHUSETTS 01852
(address of plan and principal executive office of issuer)
Financial Statements and Schedules
The Cape Cod Division of Colonial Gas Company Savings Plan for
Local 13507 United Steelworkers of America AFL-CIO-CLC (the
"Plan") is established and maintained as a retirement program in
full compliance with the Employee Retirement Income Security Act
of 1974 ("ERISA"). The following plan financial statements and
schedules were prepared in accordance with financial reporting
requirements of ERISA and are filed herewith in lieu of the
requirements of Items 1-3.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Plan Administrator and Barbara A. Field have duly
caused this annual report to be signed by the undersigned
thereunto duly authorized.
CAPE COD DIVISION OF COLONIAL GAS
COMPANY SAVINGS PLAN FOR LOCAL 13507
UNITED STEELWORKERS OF AMERICA AFL-CIO-
CLC
(Name of Plan)
By: Barbara A. Field, Manager of the Plan's
Operations
Date: April 7, 1994
COLONIAL GAS COMPANY
Plan Administrator,
By: C. O. Swanson, President
Report of Independent Certified Public Accountants
Colonial Gas Company
Administrator of Cape Cod Division of
Colonial Gas Company Savings Plan
for Local 13507
We have audited the statements of financial condition of
Cape Cod Division of Colonial Gas Company Savings Plan for Local
13507 as of December 31, 1993 and 1992, and the related
statements of income and changes in fund equity for each of the
three years in the period ended December 31, 1993. These
financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally
accepted auditing standards. Those standards require that we
plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.
We believe 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 condition
of Cape Cod Division of Colonial Gas Company Savings Plan for
Local 13507 as of December 31, 1993 and 1992, and the income and
changes in fund equity for each of three years in the period
ended December 31, 1993, in conformity with generally accepted
accounting principles.
GRANT THORNTON
Boston, Massachusetts
April 7, 1994
CAPE COD DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 13507
STATEMENTS OF FINANCIAL CONDITION
December 31, 1993
Colonial Gas Money
Company Common Market Savings
ASSETS Stock Fund Fund Fund
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
65,983 shares (cost $1,120,504) $1,484,618 $ - $ -
Secured Notes (Note C) - - -
Other (Note F) 65,658 55,086
Total investments 1,484,618 65,658 55,086
Cash 15 50 -
Receivable from Colonial Gas Company
Participant Deposits 25,595 1,744 845
Other 20 521 309
Due from Other Funds 8,659 3,143 -
Total assets $1,518,907 $71,116 $56,240
LIABILITIES AND EQUITY
Due to Other Funds $ - $5,855 $3,873
Plan Equity - including net
unrealized appreciation or
depreciation of investments
(Notes A and G) 1,518,907 65,261 52,367
Total liabilities and equity $1,518,907 $71,116 $56,240
Equity Loan
ASSETS Fund Fund Total
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
65,983 shares (cost $1,120,504) $ - $ - $1,484,618
Secured Notes (Note C) - 138,583 138,583
Other (Note F) 181,483 - 302,227
Total investments 181,483 138,583 1,925,428
Cash - - 65
Receivable from Colonial Gas Company
Participant Deposits 6,160 - 34,344
Other 387 - 1,237
Due from Other Funds 1,201 5,855 18,858
Total assets $189,231 $144,438 $1,979,932
LIABILITIES AND EQUITY
Due to Other Funds $ - $9,130 $18,858
Plan Equity - including net unrealized
appreciation or depreciation of
investments (Notes A and G) 189,231 135,308 1,961,074
Total liabilities and equity $189,231 $144,438 $1,979,932
The accompanying notes are an integral part of these statements.
CAPE COD DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 13507
STATEMENTS OF FINANCIAL CONDITION
December 31, 1992
Colonial Gas Money
Company Common Market Savings
ASSETS Stock Fund Fund Fund
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
53,726 shares (cost $839,252) $1,141,678 $ - $ -
Secured Notes (Note C) - - -
Other (Note F) - 49,482 39,531
Total investments 1,141,678 49,482 39,531
Cash 14 - 72
Receivable from Colonial Gas Company
Participant Deposits 17,939 1,026 700
Other - 147 215
Due from Other Funds 3,882 316 -
Total assets $1,163,513 $50,971 $40,518
Colonial Gas Money
Company Common Market Savings
Stock Fund Fund Fund
LIABILITIES AND EQUITY
Due to Other Funds $ - $ - $ -
Plan Equity - including net unrealized
depreciation or appreciation of
investments (Notes A and G) 1,163,513 50,971 40,518
Total liabilities and equity $1,163,513 $50,971 $40,518
Equity Loan
ASSETS Fund Fund Total
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
53,726 shares (cost $839,252) $ - $ - $1,141,678
Secured Notes (Note C) - 52,435 52,435
Other (Note F) 138,055 - 227,068
Total investments 138,055 52,435 1,421,181
Cash 96 - 182
Receivable from Colonial Gas Company
Participant Deposits 3,644 - 23,309
Other 248 - 610
Due from Other Funds 87 - 4,285
Total assets $142,130 $52,435 $1,449,567
Equity Loan
Fund Fund Total
LIABILITIES AND EQUITY
Due to Other Funds $ - $4,285 $4,285
Plan Equity - including net unrealized
depreciation or appreciation of
investments (Notes A and G) 142,130 48,150 1,445,282
Total liabilities and equity $142,130 $52,435 $1,449,567
The accompanying notes are an integral part of these statements.
CAPE COD DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 13507
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1993
Colonial Gas Money
Company Common Market Savings
Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $ 74,149 $ - $ -
Dividends - - 2,216
Interest 143 1,954 439
Total investment income 74,292 1,954 2,655
Net realized gain on disposition of
investments (Note H) - - 742
Unrealized appreciation (depreciation)
of investments (Notes A and G) 61,688 - (970)
Contributions (Note C):
Participants 214,565 11,700 11,471
Colonial Gas Company 43,733 2,226 2,392
Total contributions 258,298 13,926 13,863
Total net additions 394,278 15,880 16,290
Transfers to other plans (1,302) 3,423 (3,873)
Net increase 392,976 19,303 12,417
Plan equity:
Beginning of year 1,163,513 50,971 40,518
Inter-fund transfers (37,582) (5,013) (568)
End of year $1,518,907 $65,261 $52,367
Equity Loan
Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock $ - $ - $74,149
Dividends 3,215 - 5,431
Interest 203 17,264 20,003
Total investment income 3,418 17,264 99,583
Net realized gain on disposition of
investments (Note H) 23,299 - 24,041
Unrealized appreciation (depreciation)
of investments (Notes A and G) (7,381) - 53,337
Contributions (Note C):
Participants 43,261 - 280,997
Colonial Gas Company 7,652 - 56,003
Total contributions 50,913 - 337,000
Total net additions 70,249 17,264 513,961
Transfers to other plans 3,583 - 1,831
Net increase 73,832 17,264 515,792
Plan equity:
Beginning of year 142,130 48,150 1,445,282
Inter-fund transfers (26,731) 69,894 -
End of year $189,231 $135,308 $1,961,074
The accompanying notes are an integral part of these statements.
CAPE COD DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 13507
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1992
Colonial Gas Money
Company Common Market Savings
Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $ 59,605 $ - $ -
Interest 80 1,781 2,447
Total investment income 59,685 1,781 2,447
Net realized gain on disposition of
investments (Note H) 15,242 - 73
Unrealized appreciation of investments
(Notes A and G) 168,368 - (78)
Contributions (Note C):
Participants 176,376 11,278 7,615
Other - 797 -
Total contributions 176,376 12,075 7,615
Total net additions 419,671 13,856 10,057
Transfers to other plans (48,086) - -
Net increase 371,585 13,856 10,057
Plan equity:
Beginning of year 835,294 53,843 39,576
Inter-fund transfers (43,366) (16,728) (9,115)
End of year $1,163,513 $50,971 $40,518
Equity Loan
Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock $ - $ - $59,605
Interest 2,281 2,306 8,895
Total investment income 2,281 2,306 68,500
Net realized gain on disposition of
investments (Note H) 317 - 15,632
Unrealized appreciation of investments
(Notes A and G) 7,521 - 175,811
Contributions (Note C):
Participants 35,427 - 230,696
Other 797 - 1,594
Total contributions 36,224 - 232,290
Total net additions 46,343 2,306 492,233
Transfers to other plans - - (48,086)
Net increase 46,343 2,306 444,147
Plan equity:
Beginning of year 59,569 12,853 1,001,135
Inter-fund transfers 36,218 32,991 -
End of year $142,130 $48,150 $1,445,282
The accompanying notes are an integral part of these statements.
CAPE COD DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 13507
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1991
Colonial Gas Money
Company Common Market Savings
Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $48,363 $ - $ -
Interest 35 3,193 2,530
Total investment income 48,398 3,193 2,530
Net realized gain on disposition of
investments (Note H) - - 12
Unrealized appreciation of investments
(Notes A and G) 99,437 - 489
Contributions (Note C):
Participants 153,263 18,334 8,059
Other 3,544 - -
Total contributions 156,807 18,334 8,059
Total net additions 304,642 21,527 11,090
Withdrawals (825) (14) -
Net increase 303,817 21,513 11,090
Plan equity:
Beginning of year 520,028 50,314 29,739
Inter-fund transfers 11,449 (17,984) (1,253)
End of year $835,294 $53,843 $39,576
Equity Loan
Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock $ - $ - $48,363
Interest 919 870 7,547
Total investment income 919 870 55,910
Net realized gain on disposition of
investments (Note H) 1,086 - 1,098
Unrealized appreciation of investments
(Notes A and G) 10,378 - 110,304
Contributions (Note C):
Participants 13,562 - 193,218
Other - - 3,544
Total contributions 13,562 - 196,762
Total net additions 25,945 870 364,074
Withdrawals - - (839)
Net increase 25,945 870 363,235
Plan equity:
Beginning of year 27,897 9,922 637,900
Inter-fund transfers 5,727 2,061 -
End of year $59,569 $12,853 $1,001,135
The accompanying notes are an integral part of these statements.
CAPE COD DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL13507
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Principles
The financial statements of the Cape Cod Division of
Colonial Gas Company Savings Plan for Local 13507 United
Steelworkers of America AFL-CIO-CLC have been prepared
in conformity with generally accepted accounting
principles as applied to Employee Benefit Plans and in
accordance with the terms of the Trust Agreement.
Valuation of Investments
Investments are held by a bank-administered trust fund
and are stated at their approximate market value. The
change in the difference between market value and the
cost of the investment is reflected in the statement of
income and changes in fund equity as unrealized
appreciation or (depreciation) of investments.
NOTE B - SUMMARY OF PLAN PROVISIONS
Effective Date: July 1,1986, as amended from time
to time.
Plan Year: January 1 through December 31.
Coverage: All employees of Colonial Gas
Company, whose terms of employment
are governed by a collective
bargaining agreement with Local 13507
and who satisfy the eligibility
requirements.
Eligibility: Employees are eligible for membership
on either January or July 1
coincident with or next following the
date on which they have both:
(1)Attained the age of 21, and
(2)Completed six months of credited
service.
Normal Retirement The normal retirement date of a
Date: member is the first day of the month
coinciding with or immediately
following his 65th birthday.
Normal Retirement The normal retirement benefit of a
Benefit: member on his normal retirement date
is equal to 100% of the amount
standing to the credit of his
accounts as of the valuation date
immediately following or coinciding
with his normal retirement date.
Normal Form of The Plan offers members three methods
Payment: of payment: (1) a lump sum, (2)
periodic installments of
substantially equal amounts over a 5,
10, or 15 year period or (3) purchase
of a single premium nontransferable
annuity contract from a legal reserve
life insurance company.
Early Retirement: A member may retire early if he has
attained the age of 55 and has
completed at least five years of
credited service.
The benefit payable upon early
retirement is equal to the vested
portion of the amount standing to the
credit of his accounts as of the
valuation date immediately preceding
or coinciding with his early
retirement date.
Deferred Retirement: A member who works past age 65 has
all the rights under the Plan that he
would have prior to his normal
retirement age and, upon retirement,
shall be entitled to receive 100% of
the amount standing to the credit of
his accounts.
Vesting: A member who terminates employment
prior to becoming eligible for
benefits has a vested right to 100%
of the amount which he contributed.
Forfeiture: A member who terminates his
employment prior to becoming eligible
for benefits and does not have a 100%
vested right to Company contributions
forfeits the amount not vested. Such
forfeited Company contributions will
be used to reduce future required
Company contributions.
Pre-Retirement In the event of the death of a
Death: member, his designated beneficiary
will be entitled to receive 100% of
the amount standing to the credit of
his accounts as of the valuation date
coincident with or immediately
preceding the member's death.
Disability Benefit: A member who becomes disabled to the
extent that he no longer remains in
the employ of the Company is entitled
to receive 100% of the amount
standing to the credit of his
accounts as of the valuation date
immediately preceding or coinciding
with the date of the member's
termination of employment due to
disability.
Plan Administrator: Colonial Gas Company is the Plan's
Administrator and will determine the
benefits payable.
NOTE C - CONTRIBUTIONS AND INVESTMENT PROGRAMS
The investment programs of the plan are as follows:
Participant contributions - upon enrollment or re-enrollment,
each participant shall direct that his contributions are to
be invested in accordance with any of the following
investment options:
(a) 100% in the Colonial Gas Company Common Stock Fund
(Colonial Gas Company, $3.33 Par Value Common Stock).
(b) 100% in the Money Market Fund ("BayFunds
Money Market Portfolio") maintained by BayBank. This
Fund consists of short-term investments including
Bankers Acceptances, Certificates of Deposit and
Repurchase Agreements.
(c) 100% in the Equity Fund ("BayFunds Equity Portfolio")
maintained by BayBank. This fund is composed of 100 -
120 common stocks meeting certain minimum requirements.
(d) 100% in the Savings Fund ("BayFunds Short-
Term Yield Portfolio") maintained by BayBank. This Fund
involves long-term investing, with maturities of 4 years
or less. These investments include U.S. Treasury and
Federal Agency Obligations, Certificates of Deposit and
Commercial Paper.
(e) In each of the above funds in multiples of 5%. Such
direction may be revised on 30 day prior notice
effective January 1, April 1, July 1 or October 1 of any year
(prior to 1994, revisions were only allowed effective
on April 1 or October 1).
(f) Upon a participant's application, the Plan Administrator
may lend a participant an amount which, when aggregated
with all of his other outstanding loans under the Plan,
is not in excess of the lesser of $50,000 or 50% of the
participant's accounts as of the date on which the loan
is approved. The minimum loan permissible is
$1,000. The $50,000 limit is reduced by the highest
outstanding loan balance in the prior twelve month
period.
Colonial Gas Company contributions - Colonial Gas Company
shall contribute to the Plan for each month an amount equal
to 50% of an employee's pre-tax contributions up through the
first 5% of their monthly compensation, as designated by the
employee. Company contributions are vested at the rate of
15% per year from the date of credited service. The portion
of Company contributions which are not vested remain credited
to each employee's account so long as he remains an employee.
Non-vested contributions are forfeited upon termination of
employment and are applied to reduce subsequent Company
contributions. In addition, employees may make pre-tax
contributions of up to an additional 10% of their monthly
compensation which are not matched by the employer.
The number of participants in each fund was as follows:
December 31,
1993 1992
Colonial Gas Company Common Stock Fund 72 61
Money Market Fund 16 11
Equity Fund 25 18
Savings Fund 17 5
Loan Fund 14 8
The total number of participants in the Plan was 72 and 63 at
December 31, 1993 and 1992, respectively, which is less than
the sum of the number of participants shown above because many
were participating in more than one fund.
Amounts contributed to the participants' accounts are taxable
to the participants in the year of distribution.
Contributions made by the participants are deductible for
Federal income tax purposes up to specified limits.
NOTE D - STATUS OF PLAN
The Plan received a favorable determination letter from the
Internal Revenue Service dated October 1, 1992, granting a
qualified tax status.
NOTE E - PRIORITIES UPON TERMINATION OF PLAN
In the event of termination, partial termination, or
discontinuance of contributions to the Plan by the Company,
the rights of all members to amounts theretofore credited to
their accounts shall be fully vested and nonforfeitable. In
the event of termination, the Trustee shall distribute to the
persons entitled thereto the balances of any undistributed
accounts of terminated or retired members and the accounts of
each member who continues in the employ of the Company either
immediately or at such later date, no later than the
termination of such employment, as the Trustee in its
discretion may determine. Any distribution under this Section
shall be in one lump sum. Distribution may be made wholly or
partly in cash or in kind, provided that no person shall be
required to accept distribution in any form other than cash.
NOTE F - INVESTMENTS - OTHER
December 31, 1993
Approximate
Market
Units Cost Value
Money Market Fund:
BayFunds Money Market Portfolio 65,658 $65,658 $65,658
$65,658 $65,658
Savings Fund:
BayFunds Short-Term Yield Portfolio 5,558 $55,545 $55,086
$55,545 $55,086
Equity Fund:
BayFunds Equity Portfolio 16,528 $168,785 $181,483
$168,785 $181,483
December 31, 1992
Approximate
Market
Units Cost Value
Money Market Fund:
Bayfunds Money Market Portfolio 49,482 $49,482 $49,482
$49,482 $49,482
Savings Fund:
Bayfunds Money Market Portfolio 697 $ 697 $ 697
BayBank Employee Benefit Money
Market Plus 3,815 38,323 38,834
$39,020 $39,531
Equity Fund:
Bayfunds Money Market Portfolio 3,165 $3,165 $3,165
BayBank Pooled Equity Fund 485 114,812 134,890
$117,977 $138,055
NOTE G - NET UNREALIZED APPRECIATION/(DEPRECIATION) OF INVESTMENTS
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Balance at December 31, 1990 $34,621 $100 $2,180 $36,901
Change for the year 1991 99,437 489 10,378 110,304
Balance at December 31, 1991 134,058 589 12,558 147,205
Change for the year 1992 168,368 (78) 7,521 175,811
Balance at December 31, 1992 302,426 511 20,079 323,016
Change for the year 1993 61,688 (970) (7,381) 53,337
Balance at December 31, 1993 $364,114 $ (459) $12,698 $376,353
NOTE H - NET REALIZED GAIN ON DISPOSITION OF INVESTMENTS
Year Ended December 31, 1993
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $ - $47,129 $206,372 $253,501
Cost at Average - 46,387 183,073 229,460
Net realized gain $ - $742 $23,299 $24,041
Year Ended December 31, 1992
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $163,133 $28,323 $50,345 $241,801
Cost at Average 147,891 28,250 50,028 226,169
Net realized gain $15,242 $73 $317 $15,632
Year Ended December 31, 1991
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $ - $14,784 $38,049 $52,833
Cost at Average - 14,772 36,963 51,735
Net realized gain $ - $12 $1,086 $1,098
[END OF EXHIBIT 28b TO FORM 10-K/A]
EXHIBIT 28c
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, 1993
Commission File No. 33-34067
LOWELL DIVISION OF COLONIAL GAS COMPANY
SAVINGS PLAN FOR LOCAL 12008 UNITED STEELWORKERS OF AMERICA
AFL-CIO-CLC
(Full title of the plan)
COLONIAL GAS COMPANY
(Name of issuer of the securities held pursuant to the plan)
40 MARKET STREET
LOWELL, MASSACHUSETTS 01852
(address of plan and principal executive office of issuer)
Financial Statements and Schedules
The Lowell Division of Colonial Gas Company Savings Plan for
Local 12008 United Steelworkers of America AFL-CIO-CLC (the
"Plan") is established and maintained as a retirement program in
full compliance with the Employee Retirement Income Security Act
of 1974 ("ERISA"). The following plan financial statements and
schedules were prepared in accordance with financial reporting
requirements of ERISA and are filed herewith in lieu of the
requirements of Items 1-3.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Plan Administrator and Barbara A. Field have duly
caused this annual report to be signed by the undersigned
thereunto duly authorized.
LOWELL DIVISION OF COLONIAL GAS COMPANY
SAVINGS PLAN FOR LOCAL 12008 UNITED
STEELWORKERS OF AMERICA AFL-CIO-CLC
(Name of Plan)
By: Barbara A. Field, Manager of the Plan's
Operations
Date: April 7, 1994
COLONIAL GAS COMPANY
Plan Administrator,
By: C. O. Swanson, President
Report of Independent Certified Public Accountants
Colonial Gas Company
Administrator of Lowell Division of
Colonial Gas Company Savings Plan
for Local 12008
We have audited the statements of financial condition of
Lowell Division of Colonial Gas Company Savings Plan for Local
12008 as of December 31, 1993 and 1992, and the related
statements of income and changes in fund equity for each of the
three years in the period ended December 31, 1993. These
financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these
financial statements based on our audits.
We conducted our audits in accordance with generally
accepted auditing standards. Those standards require that we
plan and perform the audit to obtain reasonable assurance about
whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also incudes assessing the accounting
principles used and significant estimates made by management, a
well as evaluating the overall financial statement presentation.
We believe 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 condition
of Lowell Division of Colonial Gas Company Savings Plan for Local
12008 as of December 31, 1993 and 1992, and the income and
changes in fund equity for each of three years in the period
ended December 31, 1993, in conformity with generally accepted
accounting principles.
GRANT THORNTON
Boston, Massachusetts
April 7, 1994
LOWELL DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 12008
STATEMENTS OF FINANCIAL CONDITION
December 31, 1993
Colonial Gas Money
Company Common Market Savings
ASSETS Stock Fund Fund Fund
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
18,111 shares (cost $350,666) $407,498 $ - $ -
Secured Notes (Note C) - - -
Other (Note F) - 71,998 62,897
Total investments 407,498 71,998 62,897
Cash 10 41 -
Receivable from Colonial Gas Company
Participant deposits 10,235 2,156 1,731
Other 8 284 359
Due from Other Funds 1,303 - 173
Total assets $419,054 $74,479 $65,160
LIABILITIES AND EQUITY
Due to Other Funds $ - $2,699 $ 763
Due to Other Plans 3,109 569 -
Plan Equity - including net unrealized
appreciation or depreciation of
investments (Notes A and G) 415,945 71,211 64,397
Total liabilities and equity $419,054 $74,479 $65,160
The accompanying notes are an integral part of these statements.
December 31, 1993
Equity Loan
ASSETS Fund Fund Total
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
18,111 shares (cost $350,666) $ - $ - $407,498
Secured Notes (Note C) - 33,073 33,073
Other (Note F) 68,458 - 203,353
Total investments 68,458 33,073 643,924
Cash - - 51
Receivable from Colonial Gas Company
Participant deposits 2,408 - 16,530
Other 139 - 790
Due from Other Funds 1,709 2,093 5,278
Total assets $72,714 $35,166 $666,573
LIABILITIES AND EQUITY
Due to Other Funds $ - $1,816 $5,278
Due to Other Plans - - 3,678
Plan Equity - including net unrealized
appreciation or depreciation of
investments (Notes A and G) 72,714 33,350 657,617
Total liabilities and equity $72,714 $35,166 $ 666,573
The accompanying notes are an integral part of these statements.
LOWELL DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 12008
STATEMENTS OF FINANCIAL CONDITION
December 31, 1992
Colonial Gas Money
Company Common Market Savings
ASSETS Stock Fund Fund Fund
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
12,534 shares (cost $219,747) $266,348 $ - $ -
Secured Notes (Note C) - - -
Other (Note F) - 72,855 53,384
Total investments 266,348 72,855 53,384
Cash - - 88
Receivable from Colonial Gas Company
Participant deposits 7,483 2,317 1,405
Other 2 199 269
Due from Other Funds 992 47 -
Total assets $274,825 $75,418 $55,146
LIABILITIES AND EQUITY
Due to Other Funds $ - $ - $ -
Plan Equity - including net unrealized
appreciation or depreciation of
investments (Notes A and G) 274,825 75,418 55,146
Total liabilities and equity $274,825 $75,418 $55,146
The accompanying notes are an integral part of these statements.
December 31, 1992
Equity Loan
ASSETS Fund Fund Total
Investments (Notes A and C)
Common Stock of Colonial
Gas Company at market value -
12,534 shares (cost $219,747) $ - $ - $266,348
Secured Notes (Note C) - 17,676 17,676
Other (Note F) 34,602 - 160,841
Total investments 34,602 17,676 444,865
Cash 61 - 149
Receivable from Colonial Gas Company
Participant deposits 1,700 - 12,905
Other 62 - 532
Due from Other Funds 422 - 1,461
Total assets $36,847 $17,676 $459,912
LIABILITIES AND EQUITY
Due to Other Funds $ - $1,461 $1,461
Plan Equity - including net unrealized
appreciation or depreciation of
investments (Notes A and G) 36,847 16,215 458,451
Total liabilities and equity $36,847 $17,676 $459,912
The accompanying notes are an integral part of these statements.
LOWELL DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 12008
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1993
Colonial Gas Money
Company Common Market Savings
ASSETS Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $18,760 $ - $ -
Dividends - - 3,040
Interest 47 2,710 555
Total investment income 18,807 2,710 3,595
Net realized gain on disposition of
investments (Note H) - - 789
Unrealized appreciation/(depreciation)
of investments (Notes A and G) 10,231 - (1,028)
Contributions (Note C):
Participants 97,802 25,647 17,948
Other - 12 -
Total contributions 97,802 25,659 17,948
Total net additions 126,840 28,369 21,304
Net increase
Transfers to Other Plans (3,109) (2,093) (763)
Plan equity:
Beginning of year 274,825 75,418 55,146
Inter-fund transfers 17,389 (30,483) (11,290)
End of year $415,945 $71,211 $64,397
The accompanying notes are an integral part of these statements.
Year Ended December 31, 1993
Equity Loan
ASSETS Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock $ - $ - $18,760
Dividends 1,058 - 4,098
Interest 46 1,037 4,395
Total investment income 1,104 1,037 27,253
Net realized gain on disposition of
investments (Note H) 5,025 - 5,814
Unrealized appreciation/(depreciation)
of investments (Notes A and G) (291) - 8,912
Contributions (Note C):
Participants 20,374 - 161,771
Other - - 12
Total contributions 20,374 - 161,783
Total net additions 26,212 1,037 203,762
Net increase
Transfers to Other Plans 1,369 - (4,596)
Plan equity:
Beginning of year 36,847 16,215 458,451
Inter-fund transfers 8,286 16,098 -
End of year $72,714 $33,350 $657,617
The accompanying notes are an integral part of these statements.
LOWELL DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 12008
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1992
Colonial Gas Money
Company Common Market Savings
ASSETS Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $11,228 $ - $ -
Interest 88 2,529 2,703
Total investment income 11,316 2,529 2,703
Net realized gain on disposition of
investments (Note H) 1,164 - 4
Unrealized appreciation/(depreciation)
of investments (Notes A and G) 29,988 - 56
Contributions (Note C):
Participants 67,909 25,648 12,209
Other 10,525 5,263 5,263
Total contributions 78,434 30,911 17,472
Total net additions 120,902 33,440 20,235
Net increase 120,902 33,440 20,235
Plan equity:
Beginning of year 122,774 72,421 35,567
Inter-fund transfers 31,149 (30,443) (656)
End of year $274,825 $75,418 $55,146
The accompanying notes are an integral part of these statements.
Year Ended December 31, 1992
Equity Loan
ASSETS Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock $ - $ - $11,228
Interest 860 3,530 9,710
Total investment income 860 3,530 20,938
Net realized gain on disposition of
investments (Note H) 2,353 - 3,521
Unrealized appreciation/(depreciation)
of investments (Notes A and G) (1,364) - 28,680
Contributions (Note C):
Participants 20,510 - 126,276
Other - - 21,051
Total contributions 20,510 - 147,327
Total net additions 22,359 3,530 200,466
Net increase 22,359 3,530 200,466
Plan equity:
Beginning of year 22,469 4,754 257,985
Inter-fund transfers (7,981) 7,931 -
End of year $36,847 $16,215 $458,451
The accompanying notes are an integral part of these statements.
LOWELL DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 12008
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1991
Colonial Gas Money
Company Common Market Savings
Stock Fund Fund Fund
Investment income:
Dividends on Colonial Gas Company
Common Stock $ 6,309 $ - $ -
Interest 41 3,937 2,044
Total investment income 6,350 3,937 2,044
Net realized gain on disposition of
investments (Note H) - - 11
Unrealized appreciation of investments
(Notes A and G) 13,516 - 411
Contributions (Note C):
Participants 47,512 32,087 12,603
Other 3,688 3,688 -
Total contributions 51,200 35,775 12,603
Total net additions 71,066 39,712 15,069
Transfers to other plans (9,127) - -
Withdrawals - (2,839) -
Total deductions (9,127) (2,839) -
Net increase (decrease) 61,939 36,873 15,069
Plan equity:
Beginning of year 53,442 53,387 22,534
Inter-fund transfers 7,393 (17,839) (2,036)
End of year $122,774 $72,421 $35,567
The accompanying notes are an integral part of these statements.
LOWELL DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 12008
STATEMENTS OF INCOME AND CHANGES IN FUND EQUITY
Year Ended December 31, 1991
Equity Loan
Fund Fund Total
Investment income:
Dividends on Colonial Gas Company
Common Stock $ - $ - $6,309
Interest 468 94 6,584
Total investment income 468 94 12,893
Net realized gain on disposition of
investments (Note H) 1,382 - 1,393
Unrealized appreciation of investments
(Notes A and G) 4,398 - 18,325
Contributions (Note C):
Participants 7,234 - 99,436
Other - - 7,376
Total contributions 7,234 - 106,812
Total net additions 13,482 94 139,423
Transfers to other plans (13,538) - (22,665)
Withdrawals - - (2,839)
Total deductions (13,538) - (25,504)
Net increase (decrease) (56) 94 113,919
Plan equity:
Beginning of year 14,797 1,339 145,499
Inter-fund transfers 7,728 4,754 -
End of year $22,469 $6,187 $259,418
The accompanying notes are an integral part of these statements.
LOWELL DIVISION OF COLONIAL GAS COMPANY SAVINGS PLAN FOR LOCAL 12008
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1993, 1992 AND 1991
NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Accounting Principles
The financial statements of the Lowell Division of
Colonial Gas Company Savings Plan for Local 12008 United
Steelworkers of America AFL-CIO-CLC have been prepared
in conformity with generally accepted accounting
principles as applied to Employee Benefit Plans and in
accordance with the terms of the Trust Agreement.
Valuation of Investments
Investments are held by a bank-administered trust fund
and are stated at their approximate market value. The
change in the difference between market value and the
cost of the investment is reflected in the statement of
income and changes in fund equity as unrealized
appreciation or (depreciation) of investments.
NOTE B - SUMMARY OF PLAN PROVISIONS
Effective Date: September 1, 1988 and as amended.
Plan Year: January 1 through December 31.
Coverage: All employees of Colonial Gas
Company, whose terms of employment
are governed by a collective
bargaining agreement with Local 12008
and who satisfy the eligibility
requirements.
Eligibility: Employees are eligible for membership
on either January or July 1
coincident with or next following the
date on which they have both:
(1)Attained the age of 21, and
(2)Completed six months of credited
service.
Normal Retirement The normal retirement date of a
Date: member is the first day of the month
coinciding with or immediately
following his 65th birthday.
Normal Retirement The normal retirement benefit of a
Benefit: member on his normal retirement date
is equal to 100% of the amount
standing to the credit of his
accounts as of the valuation date
immediately preceding or coinciding
with his normal retirement date.
NOTE B - SUMMARY OF PLAN PROVISIONS - Continued
Normal Form of The Plan offers members three methods
Payment: of payment: (1) a lump sum, (2)
periodic installments of
substantially equal amounts over a 5,
10, or 15 year period or (3) purchase
of a single premium nontransferable
annuity contract from a legal reserve
life insurance company.
Early Retirement: A member may retire early if he has
attained the age of 55 and has
completed at least five years of
credited service.
The benefit payable upon early
retirement is equal to the vested
portion of the amount standing to the
credit of his accounts as of the
valuation date immediately preceding
or coinciding with his early
retirement date.
Deferred Retirement: A member who works past age 65 has
all the rights under the Plan that he
would have prior to his normal
retirement age and, upon retirement,
shall be entitled to receive 100% of
the amount standing to the credit of
his accounts.
Vesting: A member who terminates employment
prior to becoming eligible for
benefits has a vested right to 100%
of the amount which he contributed.
Forfeiture: A member who terminates his
employment prior to becoming eligible
for benefits and does not have a 100%
vested right to Company contributions
forfeits the amount not vested. Such
forfeited Company contributions will
be used to reduce future required
Company contributions.
Pre-Retirement In the event of the death of a
Death: member, his designated beneficiary
will be entitled to receive 100% of
the amount standing to the credit of
his accounts as of the valuation date
coincident with or immediately
preceding the member's death.
Disability Benefit: A member who becomes disabled to the
extent that he no longer remains in
the employ of the Company is entitled
to receive 100% of the amount standing
to the credit of his accounts as of
the valuation date immediately
preceding or coinciding with the date
of the member's termination of
employment due to disability.
Plan Administrator: Colonial Gas Company is the Plan's
Administrator and will determine the
benefits payable.
NOTE C - CONTRIBUTIONS AND INVESTMENT PROGRAMS
The investment programs of the plan are as follows:
Participant contributions - upon enrollment or re-enrollment,
each participant shall direct that his contributions are to
be invested in accordance with any of the following
investment options:
(a) 100% in the Colonial Gas Company Common Stock Fund
(Colonial Gas Company, $3.33 Par Value Common Stock).
(b) 100% in the Money Market Fund ("BayFunds
Money Market Porfolio") maintained by BayBank. This
Fund consists of short-term investments including
Bankers Acceptances, Certificates of Deposit and
Repurchase Agreements.
(c) 100% in the Equity Fund ("BayFunds Equity Porfolio")
maintained by BayBank. This fund is composed of 100 -
120 common stocks meeting certain minimum requirements.
(d) 100% in the Savings Fund ("BayFunds Short
Term Yield Porfolio") maintained by BayBank. This Fund
involves long-term investing, with maturities of 4 years
or less. These investments include U.S. Treasury and
Federal Agency Obligations, Certificates of Deposit and
Commercial Paper.
(e) In each of the above funds in multiples of 5%. Such
direction may be revised on 30 day prior notice
effective January 1, April 1, July 1 or October 1 of any year
(prior to 1994, revisions were only allowed effective
on April 1 or October 1).
(f) Upon a participant's application, the Plan
Administrator may lend a participant an amount which,
when aggregated with all of his other outstanding loans
under the Plan, is not in excess of the lesser of
$50,000 or 50% of the participant's accounts as of the
date on which the loan is approved. The minimum loan
permissible is $1,000. The $50,000 limit is reduced by
the highest outstanding loan balance in the prior twelve
month period.
Colonial Gas Company contributions - Colonial Gas Company
shall match contributions to the Plan, at the rate of 50 cents on
the dollar, for the first 5% of an employee's contribution as
of April 15, 1995.
The number of participants in each fund was as follows:
December 31,
1993 1992
Colonial Gas Company Common Stock Fund 55 47
Money Market Fund 21 20
Equity Fund 21 15
Savings Fund 16 15
Loan Fund 10 5
The total number of participants in the Plan was 64 and 58 at
December 31, 1993 and 1992, respectively, which is less than the
sum of the number of participants shown above because many were
participating in more than one fund.
Amounts contributed to the participants' accounts are taxable to
the participants in the year of distribution. Contributions made
by the participants are deductible for Federal income tax purposes
up to specified limits.
NOTE D - STATUS OF PLAN
The Plan received a favorable determination letter from the
Internal Revenue Service dated October 1, 1992, granting a
qualified tax status.
NOTE E - PRIORITIES UPON TERMINATION OF PLAN
In the event of termination, partial termination, or
discontinuance of contributions to the Plan by the Company, the
rights of all members to amounts theretofore credited to their
accounts shall be fully vested and nonforfeitable. In the event
of termination, the Trustee shall distribute to the persons
entitled thereto the balances of any undistributed accounts of
terminated or retired members and the accounts of each member who
continues in the employ of the Company either immediately or at
such later date, no later than the termination of such employment,
as the Trustee in its discretion may determine. Any distribution
under this Section shall be in one lump sum. Distribution may be
made wholly or partly in cash or in kind, provided that no person
shall be required to accept distribution in any form other than
cash.
NOTE F - INVESTMENTS - OTHER
December 31, 1993
Approximate
Market
Units Cost Value
Money Market Fund:
BayFunds Money Market Portfolio 71,998 $71,998 $71,998
$71,998 $71,998
Pooled Savings Fund:
BayFunds Short Term Yield Portfolio 6,347 $63,392 $62,897
$63,392 $62,897
Pooled Equity Fund:
BayFunds Equity Portfolio 6,235 $64,502 $68,458
$64,502 $68,458
December 31, 1992
Approximate
Market
Units Cost Value
Money Market Fund:
BayFunds Money Market Portfolio 72,855 $72,855 $72,855
$72,855 $72,855
Pooled Savings Fund:
BayFunds Money Market Portfolio 6,692 $6,692 $6,692
BayBank Employee Benefit
Money Market Plus 4,587 46,159 46,692
$52,851 $53,384
Pooled Equity Fund:
BayBank Money Market Portfolio 1,784 $1,784 $1,784
BayBank Pooled Equity Fund 118 28,571 32,818
$30,355 $34,602
NOTE G - NET UNREALIZED APPRECIATION/(DEPRECIATION) OF INVESTMENTS
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Balance at December 31, 1990 $3,097 $ 66 $1,213 $4,376
Change for the year 1991 13,516 411 4,398 18,325
Balance at December 31, 1991 16,613 477 5,611 22,701
Change for the year 1992 29,988 56 (1,364) 28,680
Balance at December 31, 1992 46,601 533 4,247 51,381
Change for the year 1993 10,231 (1,028) (291) 8,912
Balance at December 31, 1993 $56,832 $(495) $3,956 $60,293
NOTE H - NET REALIZED GAIN ON DISPOSITION OF INVESTMENTS
Year Ended December 31, 1993
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $ - $85,859 $52,459 $138,318
Cost at Average - 85,070 47,434 132,504
Net realized gain $ - $ 789 $5,025 $ 5,814
Year Ended December 31, 1992
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $ 79,139 $14,591 $89,454 $183,184
Cost at Average 77,975 14,587 87,101 179,663
Net realized gain $ 1,164 $ 4 $2,353 $ 3,521
Year Ended December 31, 1991
Colonial Gas
Company
Common Savings Equity
Stock Fund Fund Fund Total
Amount Realized $ - $15,806 $33,613 $49,419
Cost at Average - 15,795 32,231 48,026
Net realized gain $ - $ 11 $1,382 $1,393
[END OF EXHIBIT 28c TO FORM 10-K/A]
