<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, 1997
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, 1997
Report of Independent Auditors
Financial Statements:
Statements of Assets Available for Plan Benefits as of
December 31, 1997 and 1996
Statements of Changes in Assets Available for Plan Benefits for the
years ended December 31, 1997 and 1996
Notes to Financial Statements
Supplemental Schedules:
Schedule I - Schedule of Assets Held for Investment Purposes
as of December 31, 1997
Schedule II - Schedule of Reportable Transactions for the
Year Ended December 31, 1997
Signature
Exhibit 23 - Consent of Ernst & Young LLP
<PAGE>
Report of Independent Auditors
ADVO, Inc.
Associate Savings 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, 1997 and
1996, 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, 1997 and 1996, 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, 1997, 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 fund information in
the statement of changes in net assets available for plan benefits is
presented for the purposes of additional analysis rather than to present the
changes in net assets available for plan benefits of each fund. The
supplemental schedules and fund information 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.
/s/ Ernst & Young LLP
Hartford, Connecticut
June 23, 1998
<PAGE>
ADVO, Inc.
401(k) Savings Plan
Statements of Assets Available for Plan Benefits
<TABLE>
<CAPTION>
December 31,
---------------------------------
Assets 1997 1996
------------ ------------
<S> <C> <C>
Investments at Fair Value:
Collective Investment Fund:
Income Accumulation Fund for Employee
Retirement Plans $ 6,940,321 $ 6,285,373
Mutual Funds:
Templeton Foreign Fund 2,008,135 1,473,633
Money Market Fund-MasterWorks 2,830,268 3,058,039
S&P 500 Stock Fund-MasterWorks 11,817,008 8,120,205
ADVO Custom Funds:
ADVO Fidelity Asset Manager Fund 8,977,539 7,317,079
ADVO Berger 100 Fund 1,507,607 1,328,697
ADVO IDS New Dimensions Fund 10,520,073 8,154,116
ADVO Stock Fund 1,882,461 1,284,500
------------ ------------
Total Investments 46,483,412 37,021,642
Participant Loans 1,524,512 1,492,129
Receivables:
Employees' Contributions 126,566 143,455
Employer's Contributions 97,320 107,509
------------ ------------
Total Receivables 223,886 250,964
Assets Available for Plan Benefits $48,231,810 $ 38,764,735
------------ ------------
------------ ------------
</TABLE>
See accompanying notes to financial statements.
- 3 -
<PAGE>
ADVO, Inc.
Statements of Changes in Assets Available for Plan Benefits
Year Ended December 31, 1997
<TABLE>
<CAPTION>
Fund Information
-------------------------------------------------------------------------------------
Income Templeton Money S&P 500 ADVO Fidelity ADVO
Accumulation Foreign Market Fund Stock Fund Asset Manager Berger 100
Fund Fund MasterWorks MasterWorks Fund Fund
----------- ---------- ----------- ------------ ----------- -------------
<S> <C> <C> <C> <C> <C> <C>
Addition to assets attributed to:
Investment income:
Net realized and unrealized ($115,766)
(depreciation) appreciation $ 2,378,665 $ 1,554,787 $ 158,786
in fair value of investments
Interest $387,925
Dividends 223,567 $ 151,472 409,712
Contributions:
Employee 418,670 236,173 236,045 743,133 530,708 172,290
Employer 347,176 173,976 195,642 569,450 420,623 134,913
Participant rollover 70,943 47,643 68 22,976 57,255 8,410
----------- ---------- ----------- ------------ ----------- -------------
Total additions 1,224,714 565,593 583,227 4,123,936 2,563,373 474,399
----------- ---------- ----------- ------------ ----------- -------------
Benefit payments 950,875 92,352 420,302 744,785 754,934 98,811
Interfund transfers 388,029 59,399 (396,164) 318,377 (160,330) (201,318)
----------- ---------- ----------- ------------ ----------- -------------
Net increase (decrease) in
assets available for plan benefits 661,868 532,640 (233,239) 3,697,528 1,648,109 174,270
Assets available for plan
benefits:
Beginning of the year 6,324,526 1,490,659 3,079,282 8,169,157 7,363,104 1,344,858
----------- ---------- ----------- ------------ ----------- -------------
End of year $6,986,394 $2,023,299 $ 2,846,043 $ 11,866,685 $ 9,011,213 $ 1,519,128
----------- ---------- ----------- ------------ ----------- -------------
----------- ---------- ----------- ------------ ----------- -------------
<CAPTION>
Fund Information
-----------------------------------------------------------
ADVO IDS New ADVO
Dimensions Stock Loan TOTAL
Fund Fund Fund
------------ ---------- ---------- -----------
<S> <C> <C> <C> <C>
Addition to assets attributed to:
Investment income:
Net realized and unrealized
(depreciation) appreciation $1,987,067 $499,245 $ 6,462,784
in fair value of investments
Interest $139,857 527,782
Dividends 784,751
Contributions:
Employee 690,416 144,238 3,171,673
Employer 530,302 115,396 2,487,478
Participant rollover 54,416 36,620 298,331
------------ ---------- ---------- -----------
Total additions 3,262,201 795,499 139,857 13,732,799
------------ ---------- ---------- -----------
Benefit payments 735,878 214,657 253,130 4,265,724
Interfund transfers (168,675) 15,027 145,655 --
------------ ---------- ---------- -----------
Net increase (decrease) in
assets available for plan benefits 2,357,648 595,869 32,382 9,467,075
Assets available for plan
benefits:
Beginning of the year 8,206,513 1,294,507 1,492,129 38,764,735
------------ ---------- ---------- -----------
End of year $ 10,564,161 $1,890,376 $1,524,511 $48,231,810
------------ ---------- ---------- -----------
------------ ---------- ---------- -----------
</TABLE>
See accompanying notes to financial statements
-4-
<PAGE>
ADVO, Inc.
401(k) Savings Plan
Statements of Changes in Assets Available for Plan Benefits
Year Ended December 31, 1996
<TABLE>
<CAPTION>
Fund Information
---------------------------------------------------------------------------------------
Income Templeton Money Market S&P 500 ADVO Fidelity ADVO
Accumulation Foreign Fund Stock Fund Asset Manager Berger 100
Fund Fund MasterWorks MasterWorks Fund Fund
------------ ------------ ------------ ------------ ------------ ------------
<S> <C> <C> <C> <C> <C> <C>
Addition to assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) $ 137,074 $ 1,204,950 $ 824,973 $ 140,772
in fair value of investments
Interest $348,368
Dividends 60,237 $ 144,736 265,839
Contributions:
Employee 497,521 191,837 287,018 684,629 697,439 180,370
Employer 415,439 142,404 238,661 530,855 544,212 137,067
Participant rollover 2,886 2,329 2,345 5,925 135,144 4,968
------------ ------------ ------------ ------------ ------------ ------------
Total additions 1,264,214 533,881 672,760 2,692,198 2,201,768 463,177
------------ ------------ ------------ ------------ ------------ ------------
Benefit payments 896,235 178,994 602,050 856,891 1,470,070 245,715
Interfund transfers (442,371) 442,423 (260,942) 227,526 (381,029) 235,545
------------ ------------ ------------ ------------ ------------ ------------
Net (decrease) increase in
assets available for plan benefits (74,392) 797,310 (190,232) 2,062,833 350,669 453,007
Assets available for plan
benefits:
Beginning of the year 6,398,918 693,349 3,269,514 6,106,324 7,012,435 891,851
------------ ------------ ------------ ------------ ------------ ------------
End of year $6,324,526 $1,490,659 $3,079,282 $8,169,157 $7,363,104 $1,344,858
------------ ------------ ------------ ------------ ------------ ------------
------------ ------------ ------------ ------------ ------------ ------------
<CAPTION>
ADVO IDS New ADVO
Dimensions Stock Loan TOTAL
Fund Fund Fund
------------ ------------ ------------ -------------
<S> <C> <C> <C> <C>
Addition to assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) $1,598,988 $ (55,919) $ 3,850,838
in fair value of investments
Interest $ 137,811 486,179
Dividends 470,812
Contributions:
Employee 706,244 141,462 3,386,520
Employer 543,114 115,355 2,667,107
Participant rollover 9,043 235 162,875
------------ ------------ ------------ -------------
Total additions 2,857,389 201,133 137,811 11,024,331
------------ ------------ ------------ -------------
Benefit payments 1,216,409 181,969 242,370 5,890,703
Interfund transfers 118,162 (172,041) 232,727 --
------------ ------------ ------------ -------------
Net (decrease) increase in
assets available for plan benefits 1,759,142 (152,877) 128,168 5,133,628
Assets available for plan
benefits:
Beginning of the year 6,447,371 1,447,384 1,363,961 33,631,107
------------ ------------ ------------ -------------
End of year $8,206,513 $1,294,507 $1,492,129 $38,764,735
------------ ------------ ------------ -------------
------------ ------------ ------------ -------------
</TABLE>
See accompanying notes to financial statements
-5-
<PAGE>
Schedule I
ADVO, Inc.
401(k) Savings Plan
Notes to Financial Statements
December 31, 1997
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 1997 and 1996:
<TABLE>
<CAPTION>
Employee Company matching
percentage of contribution
compensation as a percentage of
deferred compensation
<S> <C>
1% 1%
2% 2%
3% 3%
4% 4%
5% 5%
6% - 10% 6%
</TABLE>
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, 1997 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 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, 1997
A. Description of Plan (cont.)
* The Money Market Fund-MasterWorks 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-MasterWorks 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 Dimensions Fund is a growth fund comprised primarily
of common stocks in U.S. and foreign companies showing potential for
significant 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 Associate Savings 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 Dimensions 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.
-7-
<PAGE>
ADVO, Inc
401(k) Savings Plan
Notes to Financial Statements
December 31, 1997
B. Summary of Accounting Policies
Valuation of Investments
The fair value of investments in Mutual Funds is based on the quoted market
prices of the shares held in these funds at year end.
The fair value of investments in the Collective Investment Fund and the ADVO
Custom Funds is 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.
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,
--------------------------------------
1997 1996
---------------- ---------------
<S> <C> <C>
Collective Investment Fund:
Income Accumulation Fund for Employee Retirement Plans $ 6,940,321 $ 6,285,373
Mutual Funds
Templeton Foreign Fund 2,008,135 1,473,633
Money Market Fund-MasterWorks 2,830,268 3,058,039
S&P 500 Stock Fund-MasterWorks 11,817,008 8,120,205
ADVO Custom Funds:
ADVO Fidelity Asset Manager Fund 8,977,539 7,317,079
ADVO Berger 100 Fund 1,507,607 1,328,697
ADVO IDS New Dimensions Fund 10,520,073 8,154,116
ADVO Stock Fund 1,882,461 1,284,500
---------------- ---------------
TOTAL $46,483,412 $37,021,642
---------------- ---------------
---------------- ---------------
</TABLE>
-8-
<PAGE>
ADVO, Inc
401(k) Savings Plan
Notes to Financial Statements
December 31, 1997
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 Plan's Form 5500:
<TABLE>
<CAPTION>
December 31,
-----------------------------
1997 1996
------------- -------------
<S> <C> <C>
Assets available for plan benefits
per the financial statements $48,231,810 $38,764,735
Amounts allocated to withdrawn
participants (95,083) (212,566)
------------- -------------
Assets available for plan benefits
per the Form 5500 $48,136,727 $38,552,169
------------- -------------
------------- -------------
</TABLE>
The following is a reconciliation of benefit payments per the financial
statements to the Plan's Form 5500:
<TABLE>
<CAPTION>
Year Ended December 31,
------------------------------------
1997 1996
-------------- -------------
<S> <C> <C>
Benefit payments per
the financial statements $ 4,265,724 $ 5,890,703
Add: Current year amounts allocated
to withdrawn participants 95,083 212,566
Less: Prior year amounts allocated
to withdrawn participants (212,566) (49,183)
-------------- -------------
Benefits paid to participants per
the Form 5500 $ 4,148,241 $ 6,054,086
-------------- -------------
-------------- -------------
</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.
- 9 -
<PAGE>
ADVO, Inc
401(k) Savings Plan
Notes to Financial Statements
December 31, 1997
The Plan is required to operate in conformity with the IRC to maintain its
qualification. The Associate Savings 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.
G. Asset Value Per Fund Unit
The number of units, and the asset value per unit, in the Plan's investments at
December 31, 1997 and 1996 are as follows:
<TABLE>
<CAPTION>
1997 1996
----------------------------- ------------------------------
Asset Number Asset Number
Value of Value of
Per Unit Units Per Unit Units
------------ ----------- ------------ ------------
<S> <C> <C> <C> <C>
Income Accumulation Fund $13.95 497,379 $ 13.14 478,317
Templeton Foreign Fund 9.95 201,823 10.36 142,243
Money Market Fund- MasterWorks 1.00 2,830,268 1.00 3,058,039
S&P 500 Stock Fund - MasterWorks 20.39 579,549 15.91 510,384
ADVO Fidelity Asset Manager Fund 16.10 557,611 13.25 552,232
ADVO Berger 100 Fund 15.60 96,642 13.84 96,004
ADVO IDS New Dimensions Fund 22.78 461,812 18.41 442,918
ADVO Stock Fund 15.97 117,875 11.57 111,020
</TABLE>
H. Other Events
Effective August 27, 1997, Merrill Lynch acquired the MasterWorks division of
Barclays Global Investors, the Plan's trustee. Barclays Global Investors
continued as the plan's trustee throughout the year ended December 31, 1997.
The Money Market Fund - Stagecoach and S&P 500 Stock Fund - Stagecoach changed
name effective March 15, 1996 to Money Market Fund - MasterWorks and S&P 500
Stock Fund - MasterWorks, respectively.
- 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, 1997
<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 Investment Fund:
Income Accumulation Fund 497,379 units $ 6,940,321 $ 6,940,321
Mutual Funds:
Templeton Foreign Fund 201,823 units 2,135,924 2,008,135
Money Market Fund-MasterWorks 2,830,268 units 2,830,268 2,830,268
S&P 500 Stock Fund-MasterWorks 579,549 units 9,599,456 11,817,008
ADVO Custom Funds:
ADVO Fidelity Asset Manager Fund:
Cash -- 26,438 26,438
Money Market Fund for Employee
Defined Contribution Plans 45,053 shares 45,053 45,053
Fidelity Asset Manager 485,343 shares 7,469,267 8,906,048
----------- ------------
7,540,758 8,977,539
ADVO Berger 100 Fund:
Cash -- 5,250 5,250
Money Market Fund for Employee
Defined Contribution Plans 11,342 shares 11,342 11,342
Berger 100 110,856 shares 1,840,743 1,491,015
----------- ------------
1,857,335 1,507,607
ADVO IDS New Dimensions Fund:
Cash -- 35,067 35,067
Money Market Fund for Employee
Defined Contribution Plans 55,505 shares 55,505 55,505
IDS New Dimensions 437,112 shares 7,643,610 10,429,501
----------- ------------
7,734,182 10,520,073
ADVO Stock Fund:
Cash -- 10,094 10,094
Money Market Fund for Employee
Defined Contribution Plans 19,165 shares 19,165 19,165
ADVO, Inc. (Common Stock) 95,036 shares 1,512,170 1,853,202
----------- ------------
1,541,429 1,882,461
Participant Loans 7-10% -- 1,524,512
----------- ------------
TOTAL $40,179,673 $48,007,924
----------- ------------
----------- ------------
</TABLE>
<PAGE>
Schedule II
ADVO, Inc.
401(k) Savings Plan
Schedule of Reportable Transactions
For the Year Ended December 31, 1997
Category (iii) -- Series Transactions in excess of 5% of plan assets
<TABLE>
<CAPTION>
Current
Expenses Value of
Incurred Asset on Net
Identity of Description Purchase Selling Lease with Cost of Transaction Gain
Party Involved of Assets Price Price Rental Transaction Asset Date (Loss)
- -------------- ----------- -------- ------- ------ ----------- ------- ----------- ------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Collective Income
Investment Fund - Accumulation
Wells Fargo Fund 1,869,066 1,869,066 1,869,066
Bank
" " " " 1,601,962 1,601,962 1,601,962
Mutual Funds - S&P 500
Wells Fargo Stock Fund-
Bank MasterWorks 2,419,316 2,419,316 2,419,316
" " " " 1,101,179 712,592 1,101,179 388,587
ADVO Fidelity Money Market
Asset Manager Fund for
Fund Defined
Contr.Plans 2,279,969 2,279,969 2,279,969
" " " " 2,273,967 2,273,967 2,273,967
" " Fidelity Asset 2,041,898 2,041,898 2,041,898
Manager
" " " " 1,211,275 1,012,495 1,211,275 198,780
ADVO IDS Money Market
New Dimensions Fund for
Fund Defined
Contr.Plans 2,670,607 2,670,607 2,670,607
" " " " 2,659,198 2,659,198 2,659,198
" " IDS New 2,899,262 2,899,262 2,899,262
Dimensions
" " " " 1,497,452 1,030,599 1,497,452 466,853
</TABLE>
There were no category (i), (ii) or (iv) reportable transactions during 1997.
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, Associate Savings 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: June 26, 1998 By: /s/ WILLIAM E. CROWLEY
------------- ------------------------
William E. Crowley
Committee Secretary
ADVO, Inc. Associate Savings Committee
<PAGE>
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 June 23, 1998, 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, 1997.
/s/ Ernst & Young LLP
Hartford, Connecticut
June 26, 1998
