<PAGE>
FORM 11-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
(X) Annual Report pursuant to Section 15(d) of the Securities Exchange Act of
1934
For the fiscal year ended December 31, 1995
-----------------
or
( ) Transition Report Pursuant to Section 15(d) of the Securities Exchange
Act of 1934
For the transition period from __________________ to _________________
Commission file number 1-11720
-------
ADVO, Inc. 401(k) Savings Plan
----------------------------------------------------
(Full title of the plan)
ADVO, Inc.
One Univac Lane,
P.O. Box 755,
Windsor, CT 06095-0755
------------------------------------------------------------
(Name of issuer of the securities held pursuant to the plan
and the address of its principal executive offices)
<PAGE>
ADVO, Inc. 401(k) Savings Plan
Annual Report
Index to Form 11-K
Year Ended December 31, 1995
Report of Independent Public Auditors
Financial Statements:
Statement of Assets Available for Plan Benefits as of
December 31, 1995 and 1994
Statement of Changes in Assets Available for Plan
Benefits for the years ended December 31, 1995 and 1994
Notes to Financial Statements
Supplemental Schedules:
Schedule I - Schedule of Assets Held for Investment Purposes
as of December 31, 1995
Schedule II - Schedule of Reportable Transactions for the
Year Ended December 31, 1995
Signature
Exhibit 23 - Consent of Ernst & Young LLP
<PAGE>
Report of Independent Auditors
ADVO, Inc.
401(k) Savings Plan Committee
We have audited the accompanying statements of assets available for plan
benefits of the ADVO, Inc. 401(k) Savings Plan as of December 31, 1995 and 1994,
and the related statements of changes in assets available for plan 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, the financial statements referred to above present fairly, in
all material respects, the assets available for plan benefits of the Plan at
December 31, 1995 and 1994, and the changes in its assets available for plan
benefits for the years then ended, in conformity with generally accepted
accounting principles
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedules of assets
held for investment purposes as of December 31, 1995, and reportable
transactions for the year then ended are presented for purposes of complying
with the Department of Labor's Rules and Regulations for Reporting and
Disclosure under the Employee Retirement Income Security Act of 1974, and are
not a required part of the financial statements. The supplemental schedules
have been subjected to the auditing procedures applied in our audits of the
financial statements and, in our opinion, are fairly stated in all material
respects in relation to the financial statements taken as a whole.
Ernst & Young LLP
Hartford, Connecticut
August 28, 1996
-2-
<PAGE>
ADVO, Inc.
401(k) Savings Plan
Statement of Assets Available for Plan Benefits
<TABLE>
<CAPTION>
December 31,
------------------------
<S> <C> <C>
Assets
- ------
1995 1994
---- ----
Investments at Fair Value:
Collective Investment Fund:
Income Accumulation Fund for Employee
Retirement Plans $ 6,338,197 --
Mutual Funds:
Templeton Foreign Fund 666,439 --
Money Market Fund-Stagecoach 3,234,153 $ 2,760,985
S&P 500 Stock Fund-Stagecoach 6,056,521 3,949,280
ADVO Custom Funds:
ADVO Fidelity Asset Manager Fund 6,944,009 5,529,231
ADVO Berger 100 Fund 874,933 --
ADVO Income Fund -- 5,741,051
ADVO IDS New Dimension Fund 6,391,559 4,212,294
ADVO Stock Fund 1,437,216 864,457
----------- -----------
Total Investments 31,943,027 23,057,298
Participant Loans 1,344,708 1,165,392
Receivables:
Employees' Contributions 179,712 81,916
Employer's Contributions 144,407 65,506
Other 19,253 302
----------- -----------
Total Receivables 343,372 147,724
Assets Available for Plan Benefits $ 33,631,107 $ 24,370,414
============ ============
</TABLE>
See accompanying notes to financial statements.
-3 -
<PAGE>
ADVO, Inc.
401(k) Savings Plan
Statement of Changes in Assets Available for Plan Benefits
Year Ended December 31, 1995
<TABLE>
<CAPTION>
Fund Information
- ---------------------------------------------------------------------------------------------------------------------------------
ADVO
Money S&P 500 Fidelity
Income Market Stock Asset ADVO
Accumulation Templeton Fund Fund Manager Berger
Fund Foreign Fund Stagecoach Stagecoach Fund 100 Fund
---- ------------ ---------- ---------- ---- --------
<S> <C> <C> <C> <C> <C> <C>
Addition to assets
attributed to:
Investment income:
Net realized and
unrealized appreciation
in fair value of
investments $ 2,025 $ 1,328,973 $ 1,030,065 $ 107,659
Interest $ 388,643
Dividends 40,156 $ 171,411 204,245
Contributions:
Employee 743,464 134,850 417,140 567,487 767,357 145,224
Employer 629,059 99,823 348,480 446,227 606,955 108,880
Participant rollover 66,233 6,800 30,595 48,400 135,134 9,112
---------- -------- ---------- ---------- ---------- --------
Total additions 1,827,399 283,654 967,626 2,595,332 2,539,511 370,875
---------- -------- ---------- ---------- ---------- --------
Benefit payments 695,079 16,068 499,164 587,435 497,429 23,061
Interfund transfers 5,266,598 425,763 22,348 125,796 (599,584) 544,037
---------- -------- ---------- ---------- ---------- --------
Net increase (decrease)
in assets available
for plan benefits 6,398,918 693,349 490,810 2,133,693 1,442,498 891,851
Assets available for
plan benefits:
Beginning of the year 0 0 2,778,704 3,972,631 5,569,937 0
---------- -------- ---------- ---------- ---------- --------
End of year $6,398,918 $693,349 $3,269,514 $6,106,324 $7,012,435 $891,851
========== ======== ========== ========== ========== ========
</TABLE>
<TABLE>
<CAPTION>
Fund Information
- ---------------------------------------------------------------------------------------------------------------------------------
ADVOIDS
ADVO Dimension ADVO Stock
Income Fund Fund Fund Loan Fund TOTAL
----------- ---- ---- --------- -----
<S> <C> <C> <C> <C> <C>
Addition to assets
attributed to:
Investment income:
Net realized and
unrealized appreciation
in fair value of
investments $ 1,551,695 $471,246 $4,491,663
Interest $ 3,163 $112,668 504,474
Dividends 415,812
Contributions:
Employee (15,609) 689,703 169,957 3,619,573
Employer (12,624) 529,729 139,134 2,895,663
Participant rollover 43,062 16,705 356,041
--------- ---------- --------- --------- ----------
Total additions (25,070) 2,814,189 797,042 112,668 12,283,226
----------- ---------- ---------- ----------- -----------
Benefit payments 0 426,840 100,007 177,450 3,022,533
Interfund transfers (5,744,214) (182,512) (121,281) 263,049 --
----------- ---------- ---------- ----------- -----------
Net increase (decrease)
in assets available
for plan benefits (5,769,284) 2,204,837 575,754 198,267 9,260,693
Assets available for
plan benefits:
Beginning of the year 5,769,284 4,242,534 871,630 1,165,694 24,370,414
----------- ---------- ---------- ---------- -----------
End of year $ 0 $6,447,371 $1,447,384 $1,363,961 $33,631,107
=========== ========== ========== =========== ===========
</TABLE>
See accompanying notes to financial statements
-4-
<PAGE>
ADVO, Inc.
401(k) Savings Plan
Statement of Changes in Assets Available for Plan Benefits
Year Ended December 31, 1994
<TABLE>
<CAPTION>
Fund Information
- ---------------------------------------------------------------------------------------------------------------------------------
Asset Money S&P 500 ADVO
Allocation Market Stock Fidelity ADCO
Fund Fund Fund Asset Income
Stagecoach Stagecoach Stagecoach Manager Fund Fund
---------- ---------- ---------- ------------ ----
<S> <C> <C> <C> <C> <C>
Additions to assets
attributed to:
Investment income:
Net realized and
unrealized
depreciation
in fair value of
investments ($403,181) ($90,619)
Interest $56,595
Dividends 284,845 $85,143 124,201
Contributions:
Employee $854,289 401,241 663,403 $42,320 689,472
Employer 685,595 344,826 515,854 34,332 594,371
Participant 58,335 55,258 43,190 33,243
rollover --------- --------- --------- --------- ---------
Total additions 1,479,883 886,468 1,256,029 76,652 1,373,681
----------- ---------- ---------- ---------- ----------
Benefit Payments 408,569 302,218 548,948 384,596
Transfer-in from
other Plan 101,840 46,133 120,145 57,046
Interfund transfers (5,834,332) 555,482 (18,477) 5,493,285 (490,150)
---------- ---------- --------- ---------- ---------
Net (decrease) increase
in assets available
for plan benefits (4,661,178) 1,185,865 808,749 5,569,937 555,981
Assets available for plan
benefits:
Beginning of the year 4,661,178 1,592,839 3,163,882 -- 5,213,303
----------- ---------- ---------- ---------- ----------
End of year $ -- $2,778,704 $3,972,631 $5,569,937 $5,769,284
=========== ========== ========== ========== ==========
</TABLE>
<TABLE>
<CAPTION>
Fund Information
- ---------------------------------------------------------------------------------------------------------------------------------
ADVOIDS
New ADVO
Dimension Stock
Fund Fund Loan Fund TOTAL
----
<S> <C> <C> <C> <C>
Additions to assets
attributed to:
Investment income:
Net realized and
unrealized
depreciation
in fair value of
investments ($118,954) ($30,972) ($643,726)
Interest $74,665 131,260
Dividends 494,189
Contributions:
Employee 744,461 185,275 3,580,461
Employer 578,341 152,966 2,906,285
Participant
rollover 124,986 13,039 328,051
---------- --------- ---------- -----------
Total additions 1,328,834 320,308 74,665 6,796,520
---------- --------- ---------- -----------
Benefit Payments 236,024 38,363 118,895 2,037,613
Transfer-in from
other Plan 129,628 13,569 468,361
Interfund transfers (17,307) (33,482) 344,981 --
---------- --------- ---------- -----------
Net (decrease) increase
in assets available
for plan benefits 1,205,131 262,032 300,751 5,227,268
Assets available for
plan benefits
Beginning of the year 3,037,403 609,598 864,943 19,143,146
---------- --------- ---------- -----------
End of year $4,242,534 $871,630 $1,165,694 $24,370,414
========== ========= ========== ===========
</TABLE>
See accompanying notes to financial statements.
-5-
<PAGE>
ADVO, Inc.
401(k) Savings Plan
Notes to Financial Statements
December 31, 1995
A. Description of the Plan
-----------------------
The following description of the ADVO, Inc. (the "Company") 401(k) Savings Plan
("Plan") provides only general information. Participants should refer to the
Plan agreement for a more complete description of the Plan's provisions.
General
- -------
The Plan is a defined contribution plan covering all full-time exempt and non-
exempt salaried employees ("participants") of the Company who have completed one
year of service. It is subject to the provisions of the Employee Retirement
Income Security Act of 1974, (ERISA).
Contributions
- -------------
The Company matched a participant's pay deferral contributions in accordance
with the following schedule during 1995:
Company matching
Employee contribution
percentage of compensation as a percentage of
deferred compensation
-------------------------- ------------------
1% 1%
2% 2%
3% 3%
4% 4%
5% 5%
6%-10% 6%
Participants may contribute up to 10 percent of their annual compensation on a
pretax basis.
Participant Accounts
- --------------------
Each participant's account is credited with the participant's contribution, the
Company's matching contribution, and the Plan earnings. The benefit to which a
participant is entitled is the benefit that can be provided from the
participant's account.
Vesting
- -------
Participants are immediately vested in their voluntary contributions and related
employer matching contributions plus actual earnings thereon.
Investment options
- ------------------
Upon enrollment in the Plan, a participant may direct both the participant's and
Company's matching contributions in several investment vehicles. The various
investment vehicles a participant may elect as of December 31, 1995 are:
. The Income Accumulation Fund for Employee Retirement Plans (" Income
Accumulation Fund") is a collective investment fund which invests in
guaranteed investment contracts, short-term fixed income securities and
money market instruments. The Income Accumulation Fund replaced the ADVO
Income Fund at January 1, 1995.
. The Templeton Foreign Fund is a registered mutual fund which invests in
stocks and debt obligations of companies and governments outside the United
States.
-6-
<PAGE>
ADVO, Inc.
401(k) Savings Plan
Notes to Financial Statements
December 31, 1995
A. Description of Plan (cont.)
---------------------------
. The Money Market Fund-Stagecoach is a registered mutual fund comprised of
instruments with maturities of less than one year, including commercial
paper, corporate notes and other high quality short-term instruments.
. The S&P 500 Stock Fund-Stagecoach is a registered mutual fund comprised of
stock in S&P 500 companies.
. The ADVO Fidelity Asset Manager Fund allocates its assets across domestic
and foreign stocks, bonds, and short term instruments and also includes
money market instruments which serve as overnight sweep investments.
. The ADVO Berger 100 Fund invests primarily in domestic and foreign stocks
of established companies and also includes money market instruments which
serve as overnight sweep investments.
. The ADVO IDS New Dimension Fund is a growth fund comprised primarily of
common stocks in U.S. and foreign companies showing potential for signi-
ficant growth and also includes money market instruments which serve as
overnight sweep investments.
. The ADVO Stock Fund, consists primarily of ADVO, Inc common stock and
also includes money market instruments which serve as overnight sweep
investments.
Payment of Benefits
- -------------------
On termination of service, a participant may elect to receive a lump-sum amount
equal to the value of his or her account.
Loans
- -----
Participants may borrow funds subject to certain restrictions and the consent of
the Savings Plan Committee.
Expenses of the Plan
- --------------------
All costs and expenses of operation and administration of the Plan are paid by
the Company.
ADVO Custom Funds
- -----------------
Employer custom funds include the following: ADVO Fidelity Asset Manager Fund,
ADVO Berger 100 Fund, ADVO IDS New Dimension Fund and ADVO Stock Fund. Custom
funds are unregistered custom separate accounts created for the Plan and
maintained by the Trustee. Although the performance of the custom fund is based
on the performance of the underlying mutual fund or company common stock, the
value of a fund unit is different from the net asset value of the mutual fund or
the price of one share of common stock. Changes in the unit value of the fund
will be affected by price changes in the underlying mutual fund or common stock,
earnings, dividends, interest and applicable fees and expenses of the fund.
Additionally, the funds maintain highly liquid money market instruments which
may contribute towards differences in performance between the fund units and net
asset value of the underlying mutual funds or common stock.
B. Summary of Accounting Policies
------------------------------
Valuation of Investments
- ------------------------
The fair value of investments in Mutual Finds are based on the quoted market
prices of the shares held in these funds at year end.
-7-
<PAGE>
ADVO, Inc
401(k) Savings Plan
Notes to Financial Statements
December 31, 1995
The fair value of investments in the Collective Investment Fund and the ADVO
Custom Funds are based on the net asset value ("NAV") of participation units
held by the Plan at year end. These NAV's are calculated based on the current
market value of the underlying securities and the current number of units held
by participants in these funds.
Use of Estimates
- ----------------
The preparation of financial statements in conformity with generally accepted
accounting principles requires plan management to make estimates and assumptions
that affect the amounts reported in the financial statements and accompanying
notes. While management believes that the estimates and related assumptions in
the preparation of these financial statements are appropriate, actual results
could differ from those estimates.
Reclassifications
- -----------------
Certain amounts in the 1994 financial statements have been reclassified to
conform to the 1995 presentation.
C. Investments
-----------
The Plan's investments are primarily held by bank-administered trust funds. The
following table presents the fair value of investments. Investments that
represent 5% or more of the Plan's assets are separately identified.
<TABLE>
<CAPTION>
December 31,
----------------------------------
Collective Investment Fund: 1995 1994
- --------------------------- -------- --------
<S> <C> <C>
Income Accumulation Fund
for Employee Retirement Plans $6,338,197 --
Mutual Funds
- ------------
Templeton Foreign Fund 666,439 --
Money Market Fund-Stagecoach 3,234,153 $2,760,985
S&P 500 Stock Fund-Stagecoach 6,056,521 3,949,280
ADVO Custom Funds:
- -----------------
ADVO Fidelity Asset Manager
Fidelity Asset Manager 6,912,370 --
Money Market Fund for
Employee Retirment Fund -- 5,529,231
Other 31,639 --
----------- -----------
6,944,009 5,529,231
ADVO Berger 100 Fund:
Berger 100 871,429 --
Other 3,504 --
----------- -----------
874,933 --
ADVO Income Fund:
Cash -- 3,172,938
Daily U.S. Treasury Fund -- 2,568,113
----------- -----------
-- 5,741,051
ADVO IDS New Dimension Fund:
IDS New Dimension 6,090,137 3,977,862
Other 301,422 234,432
----------- -----------
6,391,559 4,212,294
ADVO Stock Fund:
ADVO, Inc. Common Stock 1,423,240 846,630
Other 13,976 17,827
----------- -----------
1,437,216 864,457
----------- -----------
TOTAL $31,943,027 $23,057,298
=========== ===========
</TABLE>
-8-
<PAGE>
ADVO, Inc
401(k) Savings Plan
Notes to Financial Statements
December 31, 1995
D. Differences Between Financial Statements and Form 5500
------------------------------------------------------
The following is a reconciliation of assets available for plan benefits per the
financial statements to the Form 5500:
<TABLE>
<CAPTION>
December 31,
-------------------------------
1995 1994
---- ----
<S> <C> <C>
Assets available for plan benefits
per the financial statements $33,631,107 $24,370,414
Amounts allocated to
withdrawn participants (49,183) (102,360)
----------- -----------
Assets available for plan
benefits per the Form 5500 $33,581,924 $24,268,054
=========== ===========
</TABLE>
The following is a reconciliation of benefit payments per the financial
statements to the Form 5500:
<TABLE>
<CAPTION>
Year Ended December 31,
-------------------------------
1995 1994
-------- --------
<S> <C> <C>
Benefit payments per
the financial statements $3,022,533 $2,037,613
Add: Current year amounts
allocated to withdrawn
participants 49,183 102,360
Less: Prior year amounts
allocated to withdrawn
participants (102,360) (34,634)
----------- -----------
Benefits paid to participants
per the Form 5500 $ 2,969,356 $ 2,105,339
=========== ===========
</TABLE>
Amounts allocated to withdrawn participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to year-
end but not yet paid.
E. 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 remain 100 percent vested in their accounts. After payment of
expenses, distributions would be made pro rata based on the value of such
accounts.
F. Income Tax Status
-----------------
The Plan is qualified under Section 401(a) and Section 401(k) of the Internal
Revenue Code ("IRC") and is, therefore, exempt from federal income taxes based
on a favorable determination letter from the Internal Revenue Service dated
August 23, 1995.
The Plan is required to operate in conformity with the IRC to maintain its
qualification. The Savings Plan Committee is not aware of any course of action
or series of events that have occurred that might adversely affect the Plan's
qualified status.
-9-
<PAGE>
ADVO, Inc
401(k) Savings Plan
Notes to Financial Statements
December 31, 1995
G. Asset Value Per Fund Unit
-------------------------
The number of units, and the asset value per unit, in the Plan's investments at
December 31, 1995 and 1994 are as follows:
<TABLE>
<CAPTION>
1995 1994
------------------- ---------------------
Asset Number Asset Number
Value of Value of
Per Unit Units Per Unit Units
-------- ----- -------- -----
<S> <C> <C> <C> <C>
Income Accumulation Fund $12.42 510,293 -- --
Templeton Foreign Fund 9.18 72,597 -- --
Money Market Fund - Stagecoach 1.00 3,234,153 $ 1.00 2,760,985
S&P 500 Stock Fund - Stagecoach 13.44 450,634 10.17 388,326
ADVO Fidelity Asset Manager Fund 11.81 587,977 10.00 552,923
ADVO Berger 100 Fund 12.23 71,540 -- --
ADVO Income Fund -- -- 11.48 500,109
ADVO IDS New Dimension Fund 14.85 430,408 11.01 382,588
ADVO Stock Fund 11.91 120,673 7.96 108,600
</TABLE>
H. Subsequent Events
-----------------
On March 1, 1996, the Company completed the sale of Marketing Force, Inc., its
in-store marketing segment. Marketing Force employees were terminated as ADVO,
Inc, employees as of that date.
Effective January 1, 1996, Wells Fargo 401(k) Masterworks, the Plan's trustee,
was sold by Wells Fargo Bank to Barclays Bank PLC. Wells Fargo 401(k)
Masterworks now operates as BZW Barclays Global Investors N.A.
-10-
<PAGE>
S U P P L E M E N T A L S C H E D U L E S
<PAGE>
Schedule I
ADVO, Inc.
401(k) Savings Plan
Schedule of Assets Held for Investment Purposes
December 31, 1995
<TABLE>
<CAPTION>
Description of Investment,
Identity of Issue, Borrower, Lessor Including Maturity Date, Rate of
or Similar Party Interest, Par or Maturity Value Cost Current Value
- ----------------------------------- --------------------------------- ---- -------------
<S> <C> <C> <C>
Collective Trust Fund:
Income Accumulation Fund 510,293 units $6,338,197 $ 6,338,197
Mutual Funds:
Templeton Foreign Fund 72,597 units 666,304 666,439
Money Market Fund-Stagecoach 3,234,153 units 3,234,153 3,234,153
S&P 500 Fund-Stagecoach 450,634 units 4,832,739 6,056,521
ADVO Custom Funds:
ADVO Fidelity Asset Manager Fund:
Cash -- 802 802
Money Market Fund for Employee
Defined Contribution Plans 30,837 shares 30,837 30,837
Fidelity Asset Manager 436,112 shares 6,119,928 6,912,370
---------- ----------
6,151,567 6,944,009
ADVO Berger 100 Fund:
Cash -- (751) (751)
Money Market Fund for Employee
Defined Contribution Plans 4,255 shares 4,255 4,255
Berger 100 48,145 shares 812,219 871,429
---------- ----------
815,723 874,933
ADVO IDS New Dimension Fund:
Cash -- 267,692 267,692
Money Market Fund for Employee
Defined Contribution Plans 33,730 shares 33,730 33,730
IDS New Dimension 352,643 shares 5,029,307 6,090,137
---------- ----------
5,330,729 6,391,559
ADVO Stock Fund:
Cash -- 4,838 4,838
Money Market Fund for Employee
Defined Contribution Plans 9,138 shares 9,138 9,138
ADVO, Inc. 54,740 shares of Common Stock 1,097,686 1,423,240
---------- ----------
1,111,662 1,437,216
Participant Loans 1,344,708 1,344,708
---------- ----------
TOTAL $29,825,782 $33,287,735
=========== ===========
</TABLE>
<PAGE>
Schedule II
ADVO, Inc.
401(k) Savings Plan
Schedule of Reportable Transactions
For the Year Ended December 31, 1995
<TABLE>
<CAPTION>
Category (i) -- Individual Transactions in excess of 5% of plan assets
- ----------------------------------------------------------------------
Current
Value of
Expenses Asset on Net
Identity of Description Purchase Selling Lease Incurred Cost of Transaction Gain
Party Involved of Assets Price Price Rental w/Transaction Asset Date (Loss)
- -------------- --------- ----- ----- ------ ------------- ----- ----------- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADVO Fidelity Money Market Fund
Asset Manager Fund for Employee
Plans Retirement $5,501,585 $5,501,585 $5,501,585
" " Fidelity Asset
Manager $5,501,585 5,501,585 5,501,585
ADVO Income Fund Daily U.S.
Treasury Fund 2,568,113 2,545,933 2,568,113 $22,180
" " Money Market Fund
for Employee
Retirement Plans 5,740,222 5,740,222 5,740,222 5,740,222
" " Daily Wells Fargo
GIC Fund 1,778,062 1,778,062 1,778,062
" " " " 2,568,113 2,568,113 2,568,113
" " " " 1,395,729 1,395,729 1,395,729
" " " " 5,744,312 5,743,623 5,744,312 689
<CAPTION>
Category (iii) -- Series of Transactions in excess of 5% of plan assets
- -----------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Collective Investment Income
Fund - Wells Fargo Accumulation
Bank Fund 7,368,654 7,368,654 7,368,654
" " " " 1,418,427 1,418,427 1,418,427
Mutual Funds - Money Market
Wells Fargo Fund -
Bank Stagecoach 1,314,515 1,314,515 1,314,515
" " " " 988,383 988,383 988,383
" " S&P 500
Stock Fund -
Stagecoach 1,645,905 1,645,905 1,645,905
" " " " 867,636 757,417 867,636 110,219
ADVO Fidelity Money Market Fund
Asset Manager Fund for Defined
Contribution Plans 1,990,383 1,990,383 1,990,383
" " " " 1,959,547 1,959,547 1,959,547
</TABLE>
<PAGE>
Schedule II (cont.)
ADVO, Inc.
401(k) Savings Plan
Schedule of Reportable Transactions
For the Year Ended December 31, 1995
<TABLE>
<CAPTION>
Category (iii) -- Series of Transactions in excess of 5% of plan assets (cont.)
- -------------------------------------------------------------------------------
Current
Value of
Expenses Asset on Net
Identity of Description Purchase Selling Lease Incurred Cost of Transaction Gain
Party Involved of Assets Price Price Rental w/ Transaction Asset Date (Loss)
- -------------- --------- ----- ----- ------ -------------- ----- ---- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
ADVO Fidelity Money Market Fund
Asset Manager Fund for Employee
Retirement Plans 600,567 600,567 600,567
" " " " 6,129,798 6,129,798 6,129,798
" " Fidelity
Asset Manager 7,266,293 7,266,293 7,266,293
" " " " 1,220,087 1,146,364 1,220,087 73,723
ADVO IDS New Money Market Fund
Dimension Fund for Defined
Contribution Plans 1,678,534 1,678,534 1,678,534
" " " " 1,644,804 1,644,804 1,644,804
" " IDS New Dimension 2,077,845 2,077,845 2,077,845
" " " " 1,270,524 1,172,756 1,270,524 97,768
ADVO Stock Fund Money Market Fund
for Defined
Contribution Plans 742,560 742,560 742,560
" " " " 733,421 733,421 733,421
</TABLE>
There were no category (ii) or (iv) reportable transactions during 1995.
Note: Fair value at the transaction date is equivalent to the purchase cost or
selling price.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the ADVO, Inc, 401(k) Savings Plan Committee has duly caused this annual report
to be signed on its behalf by the undersigned hereunto duly authorized.
ADVO, Inc.
401(k) Savings Plan
Date: October 9, 1996 By: WILLIAM E. CROWLEY \s\
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William E. Crowley
Committee Secretary
ADVO, Inc. 401(k) Savings Plan Committee
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Exhibit 23
Consent of Independent Auditors
We consent to the incorporation by reference in the Registration Statement
(Form S-8), Number 333-11323) pertaining to the ADVO, Inc. 401(k) Savings Plan
of our report dated August 28, 1996, with respect to the financial statements
and schedules of the ADVO, Inc. 401(k) Savings Plan included in this Annual
Report (Form 11-K) for the year ended December 31, 1995.
Ernst & Young LLP
Hartford, Connecticut
October 9, 1996
