<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ____ to ____
Commission File Number 1-8519
------------------------------
CINCINNATI BELL INC.
RETIREMENT SAVINGS PLAN
------------------------------
CINCINNATI BELL INC.
201 East Fourth Street
Cincinnati, Ohio 45202
<PAGE>
Report of Independent Accountants
Financial Statements:
Statements of Net Assets Available for Benefits as of December 31, 1996 and
1995
Statement of Changes in Net Assets Available for Benefits for the Year
Ended December 31, 1996
Notes to Financial Statements
Schedules:
Item 27(a) - Schedule of Assets Held for Investment Purposes as of December
31, 1996
Item 27(d) - Schedule of Reportable Transactions for the Year Ended
December 31, 1996
Other schedules are omitted because the information required is contained
in the financial statements.
-2-
<PAGE>
[LETTERHEAD]
REPORT OF INDEPENDENT ACCOUNTANTS
To the Employees' Benefit Committee of
Cincinnati Bell Inc.
We have audited the accompanying statements of net assets available for benefits
of the Cincinnati Bell Inc. Retirement Savings Plan as of December 31, 1996
and 1995, and the related statement of changes in net assets available for
benefits for the year ended December 31, 1996. These financial statements are
the responsibility of the Plan'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 that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Cincinnati
Bell Inc. Retirement Savings Plan as of December 31, 1996 and 1995, and the
changes in net assets available for benefits for the year ended December 31,
1996, in conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed in the
accompanying index on page 2 are presented for the purpose of additional
analysis and are not a required part of the basic financial statements but is
supplementary information required by the Department of Labor's Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974. The fund information in the statement of net assets
available for benefits and the statement of changes in net assets available for
benefits is presented for purposes of additional analysis rather than to present
the net assets available for benefits and changes in net assets available for
benefits of each fund. The supplemental schedules and fund information have
been subjected to the auditing procedures applied in the 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/ Coopers & Lybrand L.L.P.
Cincinnati, Ohio
May 16, 1997
-3-
<PAGE>
CINCINNATI BELL INC. RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
Thousands of Dollars
------------------------------------- -----------------------------------
Equity Equity Capital
Cincinnati Bell Spectrum Balanced Income Index Appreciation
ASSETS Stable Value Fund Income Fund Fund Fund Fund Fund
------------------ ------------ --------- ---------- --------- ------------
<S> <C> <C> <C> <C> <C> <C>
Investments (cost of $68,226):
Temporary Cash Investments - - - - - -
Cincinnati Bell Inc. shares - -
Mutual funds $8,911 $3,801 $1,803 $14,263 $2,793 $3,144
Contracts with insurance companies 2,529 - - - - -
Loans to participants - - - - - -
Interest and Dividends Receivable - - - - - -
Other receivables 99 - - - - -
---------- --------- ---------- ---------- --------- -----------
Total Investments 11,539 3,801 1,803 14,263 2,793 3,144
---------- --------- ---------- ---------- --------- -----------
---------- --------- ---------- ---------- --------- -----------
LIABILITIES
Administrative fees payable and other 2 - - - - -
---------- --------- ---------- ---------- --------- --------
Net Assets Available for Benefits $ 11,537 $3,801 $1,803 $14,263 $2,793 $3,144
---------- --------- ---------- ---------- --------- --------
---------- --------- ---------- ---------- --------- --------
<CAPTION>
Thousands of Dollars
----------------------------------- ------------------------------
International New America Cincinnati Bell Inc. Loan
ASSETS Stock Fund Growth Fund Shares Fund Fund Total
-------------- ------------ ------------------ ------ --------
<S> <C> <C> <C> <C> <C>
Investments (cost of $68,226):
Temporary Cash Investments - - $5,118 - $5,118
Cincinnati Bell Inc. shares 97,437 - 97,437 97,437
Mutual funds $4,370 $6,071 - - 45,156
Contracts with insurance companies - - - - 2,529
Loans to participants - - - 1,798 1,798
Interest and Dividends Receivable - - 17 - 17
Other receivables - - - - 99
------------ ------------ ---------- --------- ---------
Total Investments 101,807 6,071 102,572 1,798 152,154
------------ ------------ ---------- --------- ---------
------------ ------------ ---------- --------- ---------
LIABILITIES
Administrative fees payable and other 2 - - - -
- - 327 - 329
------------ ------------ ---------- --------- ---------
Net Assets Available for Benefits $4,370 $6,071 $102,245 $1,798 $151,825
------------ ------------ ---------- --------- ---------
------------ ------------ ---------- --------- ---------
</TABLE>
- -------------------------------------------
See Notes to Financial Statements
-4-
<PAGE>
CINCINNATI BELL INC. RETIREMENT SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1995
<TABLE>
<CAPTION>
Thousands of Dollars
----------------------------------- -------------------------------------
Equity Equity Capital
Cincinnati Bell Spectrum Balanced Income Index Appreciation
ASSETS Stable Value Fund Income Fund Fund Fund Fund Fund
------------------ ------------ --------- -------- -------- -------------
<S> <C> <C> <C> <C> <C> <C>
Investments (cost of $66,820):
Temporary Cash Investments - - - - - -
Cincinnati Bell Inc. shares - -
Mutual funds $7,695 $4,155 $1,541 $11,668 $1,580 $2,178
Contracts with insurance companies 4,046 - - - - -
Loans to participants - - - - - -
Interest and Dividends Receivable - - - - - -
Other receivables 58 - - - - -
---------- -------- --------- --------- --------- --------
Total Investments 11,799 4,155 1,541 11,668 1,580 2,178
---------- -------- --------- --------- --------- --------
---------- -------- --------- --------- --------- --------
LIABILITIES
Administrative fees payable and other - - - - - -
---------- -------- --------- --------- --------- --------
Net Assets Available for Benefits $11,799 $4,155 $1,541 $11,668 $1,580 $2,178
---------- -------- --------- --------- --------- --------
---------- -------- --------- --------- --------- --------
<CAPTION>
Thousands of Dollars
---------------------------- ----------------------------
International New America Cincinnati Bell Inc. Loan
ASSETS Stock Fund Growth Fund Shares Fund Fund Total
------------ ------------- -------------------- ---------- ---------
<S> <C> <C> <C> <C> <C>
Investments (cost of $66,820):
Temporary Cash Investments - - $5,161 - $5,161
Cincinnati Bell Inc. shares 73,843 - 73,843
Mutual funds $3,192 $3,452 - - 28,817
Contracts with insurance companies - - - - 4,046
Loans to participants - - - $ 1,491 1,491
Interest and Dividends Receivable - - 445 - 445
Other receivables - - 490 - 548
----------- -------- ----------- ---------- ---------
Total Investments 3,192 3,452 79,939 1,491 120,995
----------- --------- ----------- ---------- ---------
----------- --------- ----------- ---------- ---------
LIABILITIES
Administrative fees payable and other - - 11 11 -
----------- --------- ----------- ---------- ---------
Net Assets Available for Benefits $3,192 $3,452 79,928 $1,480 $ 88,074
----------- --------- ----------- ---------- ---------
----------- --------- ----------- ---------- ---------
</TABLE>
- -----------------------------------------
See Notes to Financial Statements
-5-
<PAGE>
CINCINNATI BELL INC. RETIREMENT SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Thousands of Dollars
-------------------------------- ----------------------------
Equity Equity Capital
Cincinnati Bell Spectrum Balanced Income Index Appreciation
Stable Value Fund Income Fund Fund Fund Fund Fund
------------------ ----------- --------- --------- --------- ----------
<S> <C> <C> <C> <C> <C> <C>
Net Assets Available for Benefits $11,799 $4,155 $1,541 $11,668 $1,580 $2,178
---------- -------- --------- --------- --------- ----------
December 31, 1995
Employee Allotments 362 252 192 695 268 319
Participating Company contributions - - - - - -
Transfers from other Cincinnati Bell Inc. Plans 104 28 50 57 43 1
Transfer of participants' balances -- Net 3,135 228 258 2,020 827 570
---------- -------- --------- --------- --------- ----------
Total allotments, contributions and transfers 3,601 508 500 2,772 1,138 890
Investment Income:
Dividends on Cincinnati Bell shares - - - - - -
Other dividends - 284 74 895 85 293
Interest 639 - - - - -
Net appreciation/(depreciation) of investments - (24) 144 1,454 348 117
---------- -------- --------- --------- --------- ----------
Total additions 4,240 768 718 5,121 1,571 1,300
Less: Distributions to participants 4,502 1,122 456 2,526 358 334
Administrative and other expenses paid by
the Plan - - - - - -
---------- -------- --------- --------- --------- ----------
Total Deductions 4,502 1,122 456 2,526 358 334
Net Assets Available for Benefits $11,537 $3,801 $1,803 $14,263 $2,793 $3,144
---------- -------- --------- --------- --------- ----------
---------- -------- --------- --------- --------- ----------
December 31, 1996
<CAPTION>
Thousands of Dollars
-------------------------------- ----------------------------
International New America Cincinnati Bell Inc. Loan
Stock Fund Growth Fund Shares Fund Fund Total
------------- ------------ -------------------- ------ ----------
<S> <C> <C> <C> <C> <C>
Net Assets Available for Benefits
December 31, 1995 $3,192 $3,452 $79,928 $1,491 $120,984
------------- ------------ -------------------- ------ ----------
Employee Allotments
525 602 750 - 3,963
Participating Company contributions - - 1,643 - 1,643
Transfers from other Cincinnati Bell Inc. Plans
28 70 362 - 743
Transfer of participants' balances -- Net
729 1,719 (9,731) 245 0
------------- ------------ -------------------- ------ ----------
Total allotments, contributions and transfers
1,282 2,391 (6,976) 245 6,351
Investment Income:
Dividends on Cincinnati Bell shares
- - 1,111 - 1,111
Other dividends
117 503 - - 2,251
Interest
- - 231 144 1,014
Net appreciation/(depreciation) of investments
442 295 48,024 - 50,800
------------- ----------- -------------------- ------ ----------
Total additions
1,841 3,189 42,390 389 61,527
Less: Distributions to participants
Administrative and other expenses paid by 663 570 20,034 82 30,647
the Plan
- - 39 - 39
------------- ----------- -------------------- ------ ----------
Total Deductions
663 570 20,073 82 30,686
Net Assets Available for Benefits
December 31, 1996 $4,370 $6,071 $102,245 $1,798 $151,825
------------- ----------- -------------------- ------ ----------
------------- ----------- -------------------- ------ ----------
</TABLE>
- --------------------------------------
See Section 10 Financial Statements
-6-
<PAGE>
NOTES TO FINANCIAL STATEMENTS
(1) PLAN DESCRIPTION AND ACCOUNTING POLICIES:
a. General: The Cincinnati Bell Inc. Retirement Savings Plan (the
"Plan") is available to all eligible salaried employees at Cincinnati
Bell Inc. (CBI), Cincinnati Bell Telephone (CBT), Cincinnati Bell Long
Distance Inc. (CBLD), Cincinnati Bell Supply Co. (CBS), and Cincinnati
Bell Telecommunications Services Inc. (CBTS). The Plan is subject to
the provisions of the Employee Retirement Income Act of 1974 (ERISA).
Participants should refer to the Plan document for a complete
description of the Plan.
b. Employee Contributions: Participants in the Plan may contribute up to
16% of their compensation to the Plan in before-tax dollars.
Participants' before-tax contributions could not exceed $9500 and
$9240 for calendar years 1996 and 1995 respectively. Participants may
also contribute to the Plan on an after-tax basis. Total before-tax
and after-tax contributions may not exceed 16% of a participant's
compensation. The participants specify the manner in which their own
funds shall be invested in the available funds. Participants may
elect to change the manner in which contributions are allocated and
may also transfer contributions from one fund to another.
c. Employer Contributions: The Company is required to make monthly
matching contributions of the lesser of 66 2/3% of the contributions
of the participants (50% in the case of CBS and CBLD) or 4% of the
participant's covered compensation. All employer contributions are
allocated to the Cincinnati Bell Inc. Shares Fund. If a participant
has less than five years of vesting service the Company's
contributions are subject to forfeiture. If a participant has at least
five years of vesting service, he/she is fully vested in the Company's
matching contributions to their account. In addition, a participant
becomes fully vested at age 65 or at the participant's death.
d. Distributions to Participants: Distributions are made to
participants, or their beneficiary, upon termination of employment,
attainment of age 70-1/2, death, disability, or financial
hardship.
e. Participant Loans: Loans are available to participants from their
individual accounts. For each participant, the number of loans
outstanding is limited to two, and no more than two loans are allowed
to originate during a single Plan year. The minimum amount of any
loan is $1,000, while the maximum amount cannot exceed the lesser of
50% of the vested value of the participant's Plan account or $50,000,
reduced by any outstanding loan balances. The interest rate charged
is determined by the Plan Committee. The loan rates are stated at the
prime rate + 1% as of 1st day of the quarter at the time the loan is
taken. The minimum term of the loan is 6 months and the maximum term
is five years, unless the loan is used to acquire the participant's
principal residence, in which case the term of the loan may not exceed
fifteen years.
f. Temporary Cash Investments: Temporary cash investments include all
cash balances and highly liquid investments with maturity of three
months or less at the time of purchase. Temporary cash investments
are placed in short-term investment funds with the Trustee.
g. Investments: There are nine investment funds available to plan
participants. These include: Cincinnati Bell Stable Value Fund,
Spectrum Income Fund, Balanced Fund, Equity Income Fund, Equity Index
Fund, Capital Appreciation Fund, International Stock Fund, New America
Growth Fund and the Cincinnati Bell Inc. Shares Fund. All of the
above funds are administered, trusteed and invested by T. Rowe Price
or a related subsidiary.
All funds except for the Cincinnati Bell Stable Value Fund and the
Cincinnati Bell Inc. Shares Fund are quoted in shares. These shares
represent the Net Asset Value of shares in T. Rowe Price mutual funds.
The Cincinnati Bell Stable Value Fund and the Cincinnati Bell Inc.
Shares Fund are quoted in units. These units represent a
proportionate interest in two investment funds in which both the
Cincinnati Bell Inc. Retirement Savings Plan and Cincinnati Bell Inc.
Savings and Security Plan participate.
The unit values for both the Cincinnati Bell Stable Value Fund and the
Cincinnati Bell Inc. Shares Fund were initiated at a value of 1.0000
on July 1, 1992. The Cincinnati Bell Stable Value Fund will maintain
a unit value of 1.000 at all times and any income, gains or losses,
contributions or withdrawals would result in more or less units being
credited to an account. The Cincinnati Bell Inc. Shares Fund unit
value will fluctuate with the performance of the underlying
investments which consists primarily of Cincinnati Bell Inc. shares
and a small amount of temporary investments
The values of investments on December 31, 1996 and 1995 are determined
as follows: Cincinnati Bell shares in the Cincinnati Bell Inc. Shares
Fund on the basis of the last published sales prices on December 31,
1996 and 1995 on the New York Stock Exchange; shares in the following
T. Rowe Price mutual funds: Spectrum Income Fund, Balanced Fund,
Equity Income Fund, Equity Index Fund, Capital Appreciation Fund,
International Stock Fund and the New America Growth Fund on the basis
of the last published net asset value on December 31, 1996 and 1995;
contracts with insurance companies in the Cincinnati Bell Stable Value
Fund at principal plus accrued earnings on December 31, 1996 and 1995;
loans to participants in the Loan Fund at the principal owed by the
participants on December 31, 1996 and 1995
The Plan presents in the Statement of Changes in Net Assets Available
for Benefits the net appreciation (depreciation) in the value of its
investments which consists of the realized gains or losses and the
unrealized appreciation (depreciation) of those investments.
h. Administrative Expenses: Administrative expenses are paid by the
Plan.
i. Forfeiture of Rights: Units in the Cincinnati Bell Inc. Shares Fund
forfeited by employees under the Plan are valued as of the end of the
same day as the event causing the forfeiture and are applied as
credits reducing subsequent matching Participating Company
contributions.
j. Use of Estimates: The preparation of Financial Statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect the reporting
amounts of Net Assets Available for Benefits as of the date of the
Plan's financial statements and the reported Changes in Net Assets
Available for Benefits during the reporting period. Actual results
could differ from these estimates.
-7-
<PAGE>
(2) TERMINATION: While CBI has not expressed any intent to terminate the Plan,
it reserves the right to terminate the Plan at any time. In the event of
such termination, all participants' accounts would become 100% vested and
subject to distribution under the provisions of the Plan.
(3) The interest of an employee in each type of investment of the Plan on
December 31, 1996 and December 31, 1995 is represented by units or shares.
The number and value of units or shares were:
<TABLE>
<CAPTION>
DECEMBER 31, 1996 DECEMBER 31, 1995
------------------------------------ --------------------------------------
Number of Value per Number of Value per
units/shares unit/share units/shares unit/share
<S> <C> <C> <C> <C> <C> <C>
Cincinnati Bell Stable Value Fund 11,536,583 units 1.0000 11,799,429 units 1.0000
Spectrum Income Fund 339,359 shares 11.2000 369,650 shares 11.2400
Balanced Fund 124,486 shares 14.4800 116,545 shares 13.2200
Equity Income Fund 632,797 shares 22.5400 583,098 shares 20.0100
Equity Index Fund 137,331 shares 20.3400 91,789 shares 17.2100
Capital Appreciation Fund 217,263 shares 14.4700 159,332 shares 13.6700
International Stock Fund 316,640 shares 13.8000 261,020 shares 12.2300
New America Growth Fund 158,210 shares 38.3700 98,886 shares 34.9100
Cincinnati Bell Inc. Shares Fund 26,818,455 units 3.8100 36,539,950 units 2.1874
</TABLE>
At December 31, 1996 the number of participants with balances by investment
fund was:
Cincinnati Bell Stable Value Fund 366
Spectrum Income Fund 259
Balanced Fund 179
Equity Income Fund 523
Equity Index Fund 239
Capital Appreciation Fund 261
International Stock Fund 368
New America Growth Fund 421
Cincinnati Bell Inc. Shares Fund 927
(4) TAX STATUS:
The Internal Revenue Service has issued a determination that the Plan meets
the requirements of Section 401(a) of the Internal Revenue Code (the
"Code") and is exempt from Federal income taxes under Section 501(a) of the
Code.
(5) PLAN AMENDMENTS:
The following plan amendments became effective January 1, 1996:
* A change was implemented that provides that "Covered Compensation"
will include awards under long and short term incentive plans for
senior managers.
* A change was implemented to permit rollovers from other qualified
plans by Covered Employees who have not met the service requirements
for participation in the Plan. In the past an employee could not
rollover monies from other plans until they met the eligibility
requirements of the Plan.
* Matching contributions (50% of the basic and 6% allotment) for
participants who are employed by CBLD will be permitted under the
Plan.
* A change was implemented to clarify that only nonforfeitable amounts
attributable to participating Company contributions can ever be
withdrawn. In the past, in service loans were permitted to be taken
against nonvested Company matching contributions. Also a change was
made to reflect the fact that three year cliff vesting will apply to
employees of CBLD.
* An amendment to provide for treatment of funds for missing
participants was implemented. The amendment provides that if a
participant cannot be located within six months, after investigation
deemed appropriate by the Committee the amount is forfeited. The
amendment also allows for the restoral of such amount if the
participant, or beneficiary, makes a claim.
* A change was implemented to permit immediate court ordered
distribution of an alternate payee's interest even if the
participant would not otherwise be permitted to obtain an immediate
distribution.
In addition the following plan amendments were approved in 1996:
* Effective April 1, 1996, the Plan was changed to include CBTS as a
Participating Company in the Plan.
* Effective retroactive to January 1, 1991, the Plan was amended to
state specific details regarding the computation of "Vesting
Services" rather than refer to the provision of the Cincinnati Bell
Management Pension Plan related to vesting.
* The plan was amended to change the corrective steps which must be
taken if pre-tax allotments paid to the Trust on behalf of Highly
Compensated Participants exceed certain limitations for any Plan
Year to make clear that the corrective contributions are treated as
pre-tax contributions.
-8-
<PAGE>
CINCINNATI BELL INC. RETIREMENT SAVINGS PLAN
ITEM 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1996
<TABLE>
<CAPTION>
Thousands of Dollars
------------ ----------
Number of
Shares or
Principal
Name of Issuer and Title of Issue Amount Cost Value
--------------------------------- ----------- ------ --------
<S> <C> <C> <C>
CINCINNATI BELL INC. SHARES FUND
Temporary cash investments 5,118 $ 5,118 $ 5,118
Cincinnati Bell Inc. shares* 1,581,128 shs. 18,949 97,437
Interest receivable 17 17 17
---- --------
Total Cincinnati Bell Inc. Shares Fund 24,084 102,572
T. ROWE PRICE SPECTRUM INCOME FUND 339,359 shs $3,698 $3,801
T. ROWE PRICE BALANCED FUND 124,486 shs. 1,556 1,803
T. ROWE PRICE EQUITY INCOME FUND * 632,797 shs. 11,219 14,263
T. ROWE PRICE EQUITY INDEX FUND 137,331 shs. 2,264 2,793
T. ROWE PRICE CAPITAL APPRECIATION FUND 217,263 shs. 2,943 3,144
T. ROWE PRICE INTERNATIONAL STOCK FUND 316,640 shs. 3,853 4,370
T. ROWE PRICE NEW AMERICA GROWTH FUND 158,211 shs. 5,272 6,071
CINCINNATI BELL STABLE VALUE FUND
T. Rowe Price Stable Value Common Trust Fund * 8,911 8,911 8,911
Contract with Confederation Life Insurance Company + 224 224 224
Contracts with Hartford Life Insurance Company + 1,801 1,801 1,801
Contracts with Metropolitan Life Insurance Company + 401 401 401
Contracts with Prudential Insurance Company of America + 103 103 103
Other receivables 99 99
---- ----
Total Cincinnati Bell Stable Value Fund 11,539 11,539
LOAN FUND
Loans to Participants 1,798 1,798 1,798
------ --------
Total Loan Fund 1,798 1,798
------ --------
GRAND TOTAL $ 68,226 $ 152,154
-------- ---------
-------- ---------
</TABLE>
- ------------------------------
* Investment represents 5% or more of the Net Assets Available for
Benefits.
+ The contracts with these insurance companies guarantee the repayment
of principal and the crediting of interest. During 1996, the composite
effective annual interest rate earned under these contracts was approximately
6.48%. The rate at which interest will be credited in future years may be
either higher or lower.
-9-
<PAGE>
CINCINNATI BELL INC. RETIREMENT SAVINGS PLAN
ITEM 27D - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Current
Value on
Identity of Purchase Selling Cost of Date of Net Gain
Party Involved Description of Asset Price Price Asset Transactions or (Loss)
- --------------------------- -------------------- ------------ ------------- ------------ -------------- -----------
<S> <C> <C> <C> <C> <C> <C>
Cincinnati Bell Shares Fund Company Stock 2,839,095 2,839,095
Cincinnati Bell Shares Fund Company Stock 26,275,679 9,374,920 26,275,679 16,900,759
Cincinnati Bell Shares Fund Company Stock 2,844,941 2,844,941
Cincinnati Bell Shares Fund Company Stock 6,280,432 1,877,079 6,280,432 4,403,353
Stable Value Fund GIC 5,508,240 5,508,240 5,508,240
Stable Value Fund GIC 5,771,086 5,771,086 5,771,086 0
New America Growth Fund Mutual Fund 3,305,382 3,305,382 3,305,382
New America Growth Fund Mutual Fund 981,487 827,592 981,487 153,895
Equity Income Fund Mutual Fund 3,838,487 3,838,487 3,838,487
Equity Income Fund Mutual Fund 2,696,887 2,196,662 2,696,887 500,225
</TABLE>
-10-
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
members of the Employees' Benefit Committee have duly caused this annual report
to be signed by the undersigned, thereunto duly authorized.
CINCINNATI BELL INC. RETIREMENT
SAVINGS PLAN
By /s/ Pamela B. Wolfe
---------------------------------
Pamela B. Wolfe
Secretary
Employees' Benefit Committee
June 16, 1997
-11-
<PAGE>
Exhibit 23
Consent of Independent Accountants
We consent to the incorporation by reference in the registration statements of
Cincinnati Bell Inc. on Form S-8 (File No. 33-39385), Form S-8 (File No.
33-29332), Form S-8 (File No. 33-60209), Form S-8 (File No. 33-1462), Form S-8
(File No. 33-1487), Form S-8 (File No. 33-15467), Form S-8 (File No. 33-23159),
Form S-8 (File No. 33-29331), Form S-8 (File No. 33-36381), Form S-8 (File No.
33-36380), Form S-8 (File No. 33-39654), Form S-8 (File No. 33-43775), and Form
S-14 (File No. 2-82253) of our report dated May 16, 1997, on our audits of the
financial statements of the Cincinnati Bell Inc. Retirement Savings Plan
as of December 31,1996 and 1995, and for the year ended December 31, 1996,
which report is included in this Form 11-K.
/s/ Coopers & Lybrand L.L.P.
Cincinnati, Ohio
June 16, 1997
