UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 [FEE REQUIRED]
For the year ended December 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ____________________ to ____________________
Commission file number: 0-14399
(Name and Address of Plan)
Golden Retirement Savings Program
888 Seventh Avenue, New York, New York 10106
Registrant's telephone number including area code: (212) 547-6700
(Name and Address of Issuer)
Golden Books Family Entertainment, Inc.
888 Seventh Avenue, New York, New York 10106
This document consists of 19 pages. The Exhibit Index begins on page 3.
<PAGE>
Supplemental Schedule
SIGNATURE
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the Plan's trustees have duly caused this annual report to be signed on its
behalf by the undersigned, hereunto duly authorized.
June 29, 1999 Golden Retirement Savings Program
By: /s/ Philip Galanes
----------------------------------
Philip Galanes
Member of Benefits Plan
Administration Committee
<PAGE>
Exhibit Index
1.1 Consent of Ernst & Young LLP, dated June 29, 1999.
1.2 Audited Financial Statements of Golden Retirement Savings Program for the
years ended December 31, 1998 and December 31, 1997.
<PAGE>
CONSENT OF ERNST & YOUNG LLP INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 33-18692) pertaining to the Golden Retirement Savings Program (the Plan)
of our report dated April 23, 1999, with respect to the financial statements of
the Plan included in this Annual Report (Form 11-K) for the year ended December
31, 1998.
Ernst & Young LLP
Milwaukee, Wisconsin
June 29, 1999
<PAGE>
Financial Statements
Golden Retirement
Savings Program
Years ended
December 31, 1998 and 1997
<PAGE>
Golden Retirement Savings Program
Financial Statements
Years ended December 31, 1998 and 1997
Contents
Report of Independent Auditors .......................................... 1
Financial Statements
Statements of Net Assets Available for Benefits ......................... 2
Statements of Changes in Net Assets Available for Benefits .............. 4
Notes to Financial Statements ........................................... 6
All funds of the Plan are held in a Master Trust.
As a result, supplemental schedules [Line 27(a) and Line 27(d)] are omitted
because they are not required under the Department of Labor's Rules and
Regulations.
<PAGE>
Report of Independent Auditors
The Plan Administrator
Golden Retirement Savings Program
We have audited the accompanying statements of net assets available for benefits
of Golden Retirement Savings Program (the Plan) as of December 31, 1998 and
1997, and the related statements of changes in net assets available for benefits
for the years then ended. 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, based on our audits, the financial statements referred to above
present fairly, in all material respects, the net assets available for benefits
of the Plan at December 31, 1998 and 1997, and the changes in its net assets
available for benefits for the years then ended, in conformity with generally
accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on the financial
statements taken as a whole. 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 Fund Information has been subjected to the auditing
procedures applied in our audit of the basic financial statements and, in our
opinion, is fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
April 23, 1999
1
<PAGE>
Golden Retirement Savings Program
Statements of Net Assets Available for Benefits
December 31, 1998
<TABLE>
<CAPTION>
Parent Putnam Putnam
Company Guaranteed Growth Global
Stock Income and Income Growth
Fund Contracts Fund Fund
------- ----------- ---------- ----------
<S> <C> <C> <C> <C>
Assets
Investment in Golden Books Publishing
Company, Inc. Master Retirement
Trust (Notes 2 and 3) $89,615 $11,799,055 $4,853,012 $1,381,025
Receivables:
Employer contribution receivable 792 5,038 4,632 1,525
Participant contribution receivable 2,482 15,069 14,392 4,662
Interfund transfer receivable (payable) 538 4,863 5,446 2,236
---------------------------------------------------------------
Total assets 93,427 11,824,025 4,877,482 1,389,448
Liabilities
Payable to third parties - 11,304 - -
---------------------------------------------------------------
Net assets available for benefits $93,427 $11,812,721 $4,877,482 $1,389,448
===============================================================
</TABLE>
<TABLE>
<CAPTION>
George
Putnam Putnam New Putnam
Investors Opportunities Fund of Loan
Fund Fund Boston Fund Total
---------- ------------- ---------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Assets
Investment in Golden Books Publishing
Company, Inc. Master Retirement
Trust (Notes 2 and 3) $3,003,414 $4,951,672 $2,261,871 $1,195,029 $29,534,693
Receivables:
Employer contribution receivable 2,429 5,825 1,760 - 22,001
Participant contribution receivable 7,624 17,894 6,035 - 68,158
Interfund transfer receivable (payable) 2,226 5,710 1,210 (22,229) -
----------------------------------------------------------------------------------
Total assets 3,015,693 4,981,101 2,270,876 1,172,800 29,624,852
Liabilities
Payable to third parties - - - - 11,304
-----------------------------------------------------------------------------------
Net assets available for benefits $3,015,693 $4,981,101 $2,270,876 $1,172,800 $29,613,548
===================================================================================
</TABLE>
See accompanying notes.
2
<PAGE>
Golden Retirement Savings Program
Statements of Net Assets Available for Benefits (continued)
December 31, 1997
<TABLE>
<CAPTION>
Parent Putnam Putnam
Company Guaranteed Growth Global
Stock Income and Income Growth
Fund Contracts Fund Fund
------- ----------- ---------- ----------
<S> <C> <C> <C> <C>
Assets
Investment in Golden Books Publishing
Company, Inc. Master Retirement
Trust (Notes 2 and 3) $734,540 $12,710,822 $4,925,395 $1,391,081
Receivables:
Employer contribution receivable 1,046 7,973 7,195 2,391
Participant contribution receivable 3,718 27,897 21,706 7,102
Interfund transfer receivable (payable) 712 9,147 6,972 2,688
----------------------------------------------------------------
5,476 45,017 35,873 12,181
----------------------------------------------------------------
Total assets 740,016 12,755,839 4,961,268 1,403,262
Liabilities
Payable to third parties - 11,304 - -
----------------------------------------------------------------
Net assets available for benefits $740,016 $12,744,535 $4,961,268 $1,403,262
================================================================
</TABLE>
<TABLE>
<CAPTION>
George
Putnam Putnam New Putnam
Investors Opportunities Fund of Loan
Fund Fund Boston Fund Total
---------- ------------- ---------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Assets
Investment in Golden Books Publishing
Company, Inc. Master Retirement
Trust (Notes 2 and 3) $2,332,684 $4,590,389 $2,294,164 $1,359,700 $30,338,775
Receivables:
Employer contribution receivable 3,129 7,810 2,706 - 32,250
Participant contribution receivable 9,081 23,052 8,507 - 101,063
Interfund transfer receivable (payable) 2,428 6,390 1,663 (30,000) -
-----------------------------------------------------------------------------------
14,638 37,252 12,876 (30,000) 133,313
-----------------------------------------------------------------------------------
Total assets 2,347,322 4,627,641 2,307,040 1,329,700 30,472,088
Liabilities
Payable to third parties - - - - 11,304
-----------------------------------------------------------------------------------
Net assets available for benefits $2,347,322 $4,627,641 $2,307,040 $1,329,700 $30,460,784
===================================================================================
</TABLE>
See accompanying notes.
3
<PAGE>
Golden Retirement Savings Program
Statements of Changes in Net Assets Available for Benefits
Year ended December 31, 1998
<TABLE>
<CAPTION>
Parent Putnam Putnam
Company Guaranteed Growth Global
Stock Income and Income Growth
Fund Contracts Fund Fund
---------- ----------- ---------- ----------
<S> <C> <C> <C> <C>
Additions:
Equity in earnings (losses) of Golden
Books Publishing Company, Inc. Master
Retirement Trust (Notes 2 and 3) $(867,638) $ 684,292 $ 684,106 $ 335,594
Contributions:
Employer 14,113 88,300 72,736 23,887
Participants 42,679 268,223 226,098 73,841
-----------------------------------------------------------------
56,792 356,523 298,834 97,728
-----------------------------------------------------------------
(810,846) 1,040,815 982,940 433,322
Deductions:
Benefit payments 38,263 2,574,942 785,729 229,228
Administrative expenses 14 4,469 1,906 766
-----------------------------------------------------------------
38,277 2,579,411 787,635 229,994
Transfer of assets between funds 202,534 606,783 (282,287) (217,617)
Transfer of assets (to) from other plans - (1) 3,196 475
-----------------------------------------------------------------
Net increase (decrease) (646,589) (931,814) (83,786) (13,814)
Net assets available for benefits at
beginning of year 740,016 12,744,535 4,961,268 1,403,262
-----------------------------------------------------------------
Net assets available for benefits at end
of year $ 93,427 $11,812,721 $4,877,482 $1,389,448
=================================================================
</TABLE>
<TABLE>
<CAPTION>
George
Putnam Putnam New Putnam
Investors Opportunities Fund of Loan
Fund Fund Boston Fund Total
----------- ------------- ----------- ----------- ------------
<S> <C> <C> <C> <C> <C>
Additions:
Equity in earnings (losses) of Golden
Books Publishing Company, Inc. Master
Retirement Trust (Notes 2 and 3) $ 803,667 $1,030,623 $ 235,308 $ 70,068 $ 2,976,020
Contributions:
Employer 35,848 87,631 28,353 - 350,868
Participants 115,245 272,518 92,976 - 1,091,580
----------------------------------------------------------------------------------
151,093 360,149 121,329 - 1,442,448
----------------------------------------------------------------------------------
954,760 1,390,772 356,637 70,068 4,418,468
Deductions:
Benefit payments 311,262 843,115 272,513 201,708 5,256,760
Administrative expenses 752 2,129 681 - 10,717
----------------------------------------------------------------------------------
312,014 845,244 273,194 201,708 5,267,477
Transfer of assets between funds 25,625 (196,511) (119,607) (18,920) -
Transfer of assets (to) from other plans - 4,443 - (6,340) 1,773
----------------------------------------------------------------------------------
Net increase (decrease) 668,371 353,460 (36,164) (156,900) (847,236)
Net assets available for benefits at
beginning of year 2,347,322 4,627,641 2,307,040 1,329,700 30,460,784
----------------------------------------------------------------------------------
Net assets available for benefits at end
of year $3,015,693 $4,981,101 $2,270,876 $1,172,800 $29,613,548
==================================================================================
</TABLE>
See accompanying notes.
4
<PAGE>
Golden Retirement Savings Program
Statements of Changes in Net Assets Available for Benefits (continued)
Year ended December 31, 1997
<TABLE>
<CAPTION>
Parent Putnam Putnam
Company Guaranteed Growth Global
Stock Income and Income Growth
Fund Contracts Fund Fund
---------- ----------- ---------- ----------
<S> <C> <C> <C> <C>
Additions:
Equity in earnings of Golden Books
Publishing Company, Inc. Master
Retirement Trust (Notes 2 and 3) $(22,909) $ 856,085 $ 931,116 $ 164,016
Contributions:
Employer 16,965 125,877 97,508 41,160
----------------------------------------------------------------
Participants 54,232 392,872 299,714 126,777
----------------------------------------------------------------
71,197 518,749 397,222 167,937
48,288 1,374,834 1,328,338 331,953
Deductions:
Benefit payments 37,442 2,438,127 292,292 105,404
Administrative expenses 8 15,118 1,310 569
----------------------------------------------------------------
37,450 2,453,245 293,602 105,973
Transfer of assets between funds 168,931 (386,001) 182,658 (26,378)
Transfer of assets (to) from other plans 85 (133,990) (16,612) 4,814
----------------------------------------------------------------
Net increase (decrease) 179,854 (1,598,402) 1,200,782 204,416
Net assets available for benefits at
beginning of year 560,162 14,342,937 3,760,486 1,198,846
----------------------------------------------------------------
Net assets available for benefits at
end of year $740,016 $12,744,535 $4,961,268 $1,403,262
================================================================
</TABLE>
<TABLE>
<CAPTION>
George
Putnam Putnam New Putnam
Investors Opportunities Fund of Loan
Fund Fund Boston Fund Total
----------- ------------- ---------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Additions:
Equity in earnings of Golden Books
Publishing Company, Inc. Master
Retirement Trust (Notes 2 and 3) $ 562,314 $ 828,611 $ 388,725 $ 89,959 $ 3,797,917
Contributions:
Employer 41,577 122,255 39,511 - 484,853
Participants 129,046 376,252 127,354 - 1,506,247
---------------------------------------------------------------------------------
170,623 498,507 166,865 - 1,991,100
---------------------------------------------------------------------------------
732,937 1,327,118 555,590 89,959 5,789,017
Deductions:
Benefit payments 86,241 318,708 140,026 230,519 3,648,759
Administrative expenses 618 1,569 479 - 19,671
---------------------------------------------------------------------------------
86,859 320,277 140,505 230,519 3,668,430
Transfer of assets between funds 88,328 (286,338) 79,434 179,366 -
Transfer of assets (to) from other plans 12,634 (10,430) (9,836) - (153,335)
---------------------------------------------------------------------------------
Net increase (decrease) 747,040 710,073 484,683 38,806 1,967,252
Net assets available for benefits at
beginning of year 1,600,282 3,917,568 1,822,357 1,290,894 28,493,532
---------------------------------------------------------------------------------
Net assets available for benefits at
end of year $2,347,322 $4,627,641 $2,307,040 $1,329,700 $30,460,784
=================================================================================
</TABLE>
See accompanying notes.
5
<PAGE>
Golden Retirement Savings Program
Notes to Financial Statements
December 31, 1998
1. Description of the Plan
The following description of the Golden Retirement Savings Program (the Plan)
provides only general information. Participants should refer to the Summary Plan
Description for a more complete description of the Plan's provisions. The Plan
is a contributory defined contribution plan covering all eligible employees of
Golden Books Publishing Company, Inc. (the Company). The Company is a subsidiary
of Golden Books Family Entertainment, Inc. (Parent Company). Employees of any
United States subsidiary of the Parent Company which adopts the Plan, with the
consent of the Company, who meet certain eligibility requirements are also
eligible. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA).
The Parent Company filed for bankruptcy on February 26, 1999 and filed a Joint
Plan of Reorganization on March 25, 1999 that has been approved by the Company
Senior Notes and TOPrS holders. Currently, there are no intentions to terminate
the Plan and the Company continues to make contributions to the Plan as required
under the Plan Document.
Each employee becomes a participant of the Plan on specified monthly entry dates
after meeting the following requirements:
a. Is a member of group of employees to which the Plan has been and continues
to be extended by the participating company (Employer), either unilaterally
or through collective bargaining; and
b. Has completed six months of continuous employment (as defined in the Plan)
if he is covered by a collective bargaining agreement; has completed one
month of continuous employment if not covered by a collective bargaining
agreement.
Participants may elect to make contributions to the Plan in amounts based on a
percentage of compensation, as defined in the Plan. A participating employee's
total contribution is limited to not less than 1% and not more than 16% of
compensation. Income deferral contributions were limited to no more than $10,000
in 1998 and 1997, in accordance with the Internal Revenue Code (IRC).
6
<PAGE>
Golden Retirement Savings Program
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
Each participating Employer contributes to the Plan an amount equal to 50% of
the first 6% of income deferral contributions made by or on behalf of the
participant after six months of continuous service if represented by a
collective bargaining agreement or after twelve months if not represented by a
collective bargaining agreement. Employer contributions are reduced by any
forfeitures to be credited for the applicable period. Forfeitures of 1998 and
1997 totaled $4,100 and $18,125, respectively. Amounts credited to a
participant's account are designated as "Plan Credits."
The Plan is intended to satisfy the requirements under Section 404(c) of ERISA
and, therefore, provides that participants may choose to direct their
contributions and all or part of their account balances among any of the Plan's
investment alternatives.
Interest, dividends and net realized and unrealized gains and losses on Plan
investments are allocated to participants' accounts monthly based on their
proportionate share of the applicable fund's assets.
If a participant's employment terminates for any reason other than retirement,
disability or death, the participant is entitled to receive Plan credits
resulting from employer contributions which are then vested according to the
following schedule:
Vested Percentage
Years of Continuous of Employer
Employment Contribution Account
------------------------------ -------------------------------
Less than 1 0%
1 but less than 2 25
2 but less than 3 50
3 but less than 4 75
4 or more 100
The Cambridge, Maryland, facility owned by the Company was sold in 1997. All
Plan participants whose employment was terminated as a result of the sale are
100% vested in Employer contributions.
Balances in a participant's income deferral contribution account, participant
contribution account and prior plan account are fully vested at all times.
7
<PAGE>
Golden Retirement Savings Program
Notes to Financial Statements (continued)
1. Description of the Plan (continued)
In the event of a participant's retirement, disability or death, Plan credits
not previously vested become fully vested and are not subject to forfeiture, and
all Plan credits become immediately distributable in the manner described below.
When a participant's employment terminates for any reason, all vested Plan
credits of the participant will be distributed to the participant or, in the
event of death, to the beneficiary by one or both of the following methods:
a. By a lump-sum distribution of any or all Plan credits.
b. By applying the cash equivalent of any or all such Plan credits towards the
purchase of an annuity contract, subject to certain requirements as defined
in the Plan.
A participant may elect to defer distribution of vested Plan credits until age
701/2.
No more often than once per quarter, a participant may elect to withdraw all or
any portion of the net credit balance in the participant's contribution account,
prior plan account or rollover account. Participants may borrow, up to certain
limits, against their account balance. The loan must be repaid over a period not
to exceed 60 months unless the proceeds were used for the purchase of a primary
residence, in which case it must be repaid within 240 months (360 months for
loans made prior to October 18, 1989).
Generally, loan repayments are made by payroll deduction.
2. Summary of Significant Accounting Policies
Basis of Accounting
The accompanying financial statements have been prepared on the accrual basis
for accounting.
8
<PAGE>
Golden Retirement Savings Program
Notes to Financial Statements (continued)
2. Summary of Significant Accounting Policies (continued)
Investments
The Plan participates in investment accounts under the Golden Books Publishing
Company, Inc. Master Retirement Trust (the Master Trust). Investment income,
realized gains and losses on investment transactions, expenses and investment
appreciation or depreciation on assets held in the Master Trust are allocated
daily to each fund under the Plan based on its proportionate share of Master
Trust assets. Plan participation in the Master Trust is adjusted monthly for
withdrawals for benefit payments to Plan participants and for contributions made
to the Plan.
Valuation of Investments
Investments in the Master Trust mutual funds, common trust fund and parent
company stock are valued at fair value based on quoted redemption values on the
last business day of the Plan year. Investments in unallocated insurance
contracts are valued at contract value. Contract value represents contributions
made under the contract, plus interest, less benefit payments. The contracts are
fully benefit responsive, as that terminology is defined in AICPA Statement of
Position (SOP) No. 94-4, "Reporting of Investment Contracts Held by Health and
Welfare Benefit Plans and Defined Contribution Pension Plans." Participant loans
are valued at the remaining unpaid principal amount of the loans, which
approximates fair value.
Expenses
Investment management fees are paid by the Plan and other administrative
expenses of the Plan are paid by the Company.
Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates that affect the
amounts reported in the financial statements and accompanying notes. Actual
results could differ from those estimates.
Reclassifications
Certain 1997 balances were reclassified to conform to the 1998 presentation.
9
<PAGE>
Golden Retirement Savings Program
Notes to Financial Statements (continued)
3. Investments in Master Trust
Assets held by the Master Trust at December 31, are as follows:
<TABLE>
<CAPTION>
1998 1997
--------------------------------
<S> <C> <C>
Investments, at fair value determined
by quoted market price:
Mutual funds $60,561,106 $56,009,475
Parent company common stock 346,167 2,610,096
Common trust fund 17,750,976 12,485,083
Unallocated insurance contracts, at contract value 7,710,528 16,820,887
Loans receivable from participants at estimated fair value 2,056,908 2,459,510
--------------------------------
88,425,685 90,385,051
Less amounts allocated to other plan 58,890,992 60,046,276
--------------------------------
$29,534,693 $30,338,775
================================
</TABLE>
The interest rates on the unallocated insurance contracts held by the Master
Trust were 6.04% to 6.40% in 1998 and 5.94% to 6.40% in 1997. The average yield
was 5.8% and 6.1% in 1998 and 1997, respectively. As of December 31, 1998, the
Master Trust only invests in one contract that has an interest rate of 6.40%
through the October 1, 1999 maturity date.
Interest and dividend income earned by the Master Trust during 1998 and 1997 was
as follows:
<TABLE>
<CAPTION>
1998 1997
--------------------------------
<S> <C> <C>
Interest and dividend income earned by the Master Trust $4,839,630 $7,233,183
Less amount allocated to other plans 3,149,203 4,858,978
--------------------------------
$1,690,427 $2,374,205
================================
</TABLE>
10
<PAGE>
Golden Retirement Savings Program
Notes to Financial Statements (continued)
3. Investments in Master Trust (continued)
The Master Trust's investments (including investments bought and sold, as well
as held during the year) appreciated (depreciated) in value and were allocated
to the Plan for the years ended December 31 as follows:
<TABLE>
<CAPTION>
1998 1997
--------------------------------
<S> <C> <C>
Investments at fair value as determined by quoted market prices:
Mutual funds $ 8,646,742 $5,919,208
Investments in the Parent Company's common stock (3,030,117) (146,315)
--------------------------------
5,616,625 5,772,893
Less amounts allocated to other plan 4,331,032 4,349,181
--------------------------------
$ 1,285,593 $1,423,712
================================
</TABLE>
4. Income Tax Status
The Internal Revenue Service ruled November 14, 1995, that the Plan is qualified
under Section 401(a) of the IRC and, therefore, the related trust is exempt from
taxation. Once qualified, the Plan is required to operate in conformity with the
IRC to maintain its qualification. The Plan administrator believes that the Plan
is being operated in compliance with the applicable requirements of the IRC and,
therefore, believes the Plan is qualified and the related trust is tax exempt.
5. Plan Termination
Although it has not expressed any intent to do so, the Company has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of Plan termination,
participants will become 100 percent vested in their accounts.
6. Transactions with Parties-In-Interest
The mutual funds and common trust fund that the Master Trust invests in are
managed by the Plan Trustee, Putnam Fiduciary Trust Company. The Master Trust
also invests in common stock of the Parent Company.
11
<PAGE>
Golden Retirement Savings Program
Notes to Financial Statements (continued)
7. Year 2000 (Unaudited)
The Company has determined that it will be necessary to take certain steps in
order to ensure that the Plan's information systems are prepared to handle Year
2000 dates. The Company is taking a two-phase approach. The first phase
addresses internal systems that must be modified or replaced to function
properly. Both internal and external resources are being utilized to replace or
modify existing software applications, and test the software and equipment for
the Year 2000 modifications. The Company anticipates substantially completing
this phase of the project by September 1999. Costs associated with modifying
software and equipment are estimated to be $2.2 million and will be paid by the
Company.
For the second phase of the project, Plan management established formal
communications with its third-party service providers to determine that they
have developed plans to address their own Year 2000 problems as they relate to
the Plan's operations. All third-party service providers have indicated that
they will be Year 2000 compliant by the end of 1999. If modification of data
processing systems of either the Plan, the Company, or its service providers is
not completed timely, the Year 2000 problem could have a material impact on the
operations of the Plan. Plan management has not developed a contingency plan,
because they are confident that all systems will be Year 2000 ready.
8. Reconciliation of Financial Statements to Form 5500
The following reconciles net assets available for benefits per the financial
statements to the Form 5500:
December 31,
1998 1997
----------------------------
Net assets available for benefits per financial
statements $29,613,548 $30,460,784
Employer contribution receivable (22,001) (32,250)
Participant contribution receivable (68,158) (101,063)
Payable to third parties 11,304 11,304
----------------------------
Net assets available for benefits per the Form
5500 $29,534,693 $30,338,775
============================
12
<PAGE>
Golden Retirement Savings Program
Notes to Financial Statements (continued)
8. Reconciliation of Financial Statements to Form 5500 (continued)
The following reconciles contributions per the financial statements to the Form
5500 for the year ended December 31, 1998:
Contributions per financial statements $1,442,448
Less: Contribution receivables at December 31, 1998 (90,159)
Add: Contribution receivables at December 31, 1997 133,313
-----------
Contributions per the Form 5500 $1,485,602
===========
Differences between the financial statements and the Form 5500 are due to the
financial statements being prepared on the accrual basis and the Form 5500
prepared on the cash basis.
13
