<PAGE>1
- -----------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1993 Commission File Number 1-973
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
PUBLIC SERVICE ELECTRIC AND GAS COMPANY THRIFT AND TAX-DEFERRED
SAVINGS PLAN
80 PARK PLAZA
NEWARK, NEW JERSEY 07101
MAILING ADDRESS: P.O. Box 570
NEWARK, NEW JERSEY 07101-0570
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
See page 2
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1
<PAGE>2
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TWENTIETH CENTURY INVESTORS, INC. TRANSAMERICA LIFE INSURANCE
(Equities Growth Fund A) COMPANY (Fixed Income Fund C)
4500 MAIN STREET P.O.BOX 30939
P.O. BOX 419200 LOS ANGELES, CALIFORNIA 90015-2287
KANSAS CITY, MISSOURI 64141-6200
JOHN HANCOCK MUTUAL LIFE
PHOENIX SERIES FUND COMPANY (Fixed Income Fund C)
(Balanced Fund B) JOHN HANCOCK PLACE
101 MUNSON STREET P.O.BOX 111
GREENFIELD, MASSACHUSETTS 01301 BOSTON, MASSACHUSETTS 02117
PROVIDENT NATIONAL ASSURANCE COMPANY
THE PRUDENTIAL INSURANCE COMPANY (Fixed Income Fund C)
OF AMERICA (Fixed Income Fund C) FOUNTAIN SQUARE
PRUDENTIAL PLAZA CHATTANOOGA, TENNESSEE 37402
NEWARK, NEW JERSEY 07101
PUBLIC SERVICE ENTERPRISE GROUP
METROPOLITAN LIFE INSURANCE INCORPORATED
COMPANY (Fixed Income Fund C) (Enterprise Common Stock Fund D)
ONE MADISON AVENUE (ESOP Fund)
NEW YORK, NEW YORK 10010-3690 80 PARK PLAZA
NEWARK, NEW JERSEY 07101-1171
PACIFIC MUTUAL LIFE INSURANCE
COMPANY (Fixed Income Fund C) BANKERS TRUST COMPANY
700 NEWPORT CENTER DRIVE (Stock Index Equities Fund E)
NEWPORT BEACH, CALIFORNIA 92660 280 PARK AVENUE
NEW YORK, NEW YORK 10017
ALLSTATE LIFE INSURANCE
COMPANY (Fixed Income Fund C) FIDELITY SELECT PORTFOLIOS
ALLSTATE PLAZA WEST (Utilities Equities Fund F)
3100 SANDERS ROAD 82 DEVONSHIRE STREET
NORTHBROOK, ILLINOIS 60062 BOSTON, MASSACHUSETTS 02109
PRINCIPAL MUTUAL LIFE INSURANCE WEISS, PECK AND GREER
COMPANY (Fixed Income Fund C) (Government Securities Fund G)
THE PRINCIPAL FINANCIAL GROUP ONE NEW YORK PLAZA
DES MOINES, IOWA 50392-0001 NEW YORK, NEW YORK 10004
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<PAGE>3
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
INDEX
PAGE
INDEPENDENT AUDITORS' REPORT 4
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1993 AND 1992 5-8
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1993 and 1992 9-12
NOTES TO FINANCIAL STATEMENTS 13-21
SCHEDULE OF ASSETS HELD FOR INVESTMENT - Item 27a 22
SCHEDULES OF REPORTABLE TRANSACTIONS - Item 27d 23
SIGNATURES 24
EXHIBIT INDEX 25
<PAGE>4
INDEPENDENT AUDITORS' REPORT
Employee Benefits Committee of
Public Service Electric and Gas Company:
We have audited the accompanying statements of net assets available for
benefits of the Public Service Electric and Gas Company Thrift and Tax-Deferred
Savings Plan ( the "Plan") as of December 31, 1993 and 1992, 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan at December 31,
1993 and 1992,and the changes in net assets available for benefits for each of
the years then ended in conformity with generally accepted accounting
principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental information by fund is
presented for the purpose of additional analysis of the basic financial
statements rather than to present information regarding the net assets
available for benefits and changes in net assets available for benefits of the
individual funds, and is not a required part of the basic financial statements.
The supplemental schedules of (1) assets held for investment as of December 31,
1993 and (2) transactions in excess of five percent of the current value of
plan assets for the year ended December 31, 1993 are presented for the purpose
of additional analysis and are not a required part of the basic financial
statements, but are 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, as amended. The supplemental
information and the supplemental schedules are the responsibility of the Plan's
management. Such supplemental information and schedules have been subjected
to the auditing procedures applied in our audit of the basic 1993 financial
statements and, in our opinion, are fairly stated in all material respects when
considered in relation to the basic financial statements taken as a whole.
DELOITTE & TOUCHE
DELOITTE & TOUCHE
Parsippany, New Jersey
May 20, 1994
<PAGE>5
<TABLE>
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
Statement of Net Assets Available for Benefits
December 31, 1993
<CAPTION>
Supplemental Information by Fund
---------------------------------------------------------------------------------
Equities Fixed Enterprise Stock Index Utilities
Growth Balanced Income Common Stock Equities Equities
Total Fund A Fund B Fund C Fund D Fund E Fund F
------------ ----------- ----------- ------------- ------------ ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS
- ------
Investments
Enterprise Common Stock $ 74,669,728 $ $ $ $65,318,496 $ $
Equities Growth Fund 10,426,417 10,426,417
Balanced Fund 7,057,512 7,057,512
Insurance Annuity Contracts (GICs) 197,646,000 197,646,000
Stock Index Equities Fund 29,767,620 29,767,620
Utilities Equities Fund 9,907,794 9,907,794
Government Securities Fund 6,751,401
------------ ----------- ----------- ------------ ------------ ----------- ----------
Total Investments 336,226,472 10,426,417 7,057,512 197,646,000 65,318,496 29,767,620 9,907,794
Participant Loans Receivable 14,091,862
Receivables-Interest
and Dividends 4,839,940 1,146,677 4,385 1,162,091 1,068,138 12,339 1,298,679
Cash and Temporary Cash
Investments 3,333,918 2,443,658 885,197
------------ ----------- ----------- ------------ ------------ ----------- ----------
Total Assets $358,492,192 $11,573,094 $7,061,897 $201,251,749 $67,271,831 $29,779,959 $11,206,473
------------ ----------- ----------- ------------ ------------ ----------- ----------
LIABILITIES
Due to active Participants $ 737,618 $ 3,047 $ 2,362 $ 178,742 $503,208 $ 23,648 $3,613
Purchases of Securities 3,638,599 1,139,725 1,092,556 1,271,638
Due to (from) Others 94,919 (3,557) (214,620) 103,033 181,100 106,929
Accounts Payable 102,269 7,850 3,283 59,267 4,542 23,110 3,007
------------ ----------- ----------- ------------ ------------ ----------- ----------
Total Liabilities 4,478,486 1,245,271 2,088 23,389 1,703,339 227,858 1,385,187
Net Assets Available for Benefits 354,013,706 10,327,823 7,059,809 201,228,360 65,568,492 29,552,101 9,821,286
Total Liabilities and
Net Assets Available for Benefits $358,492,192 $11,573,094 $7,061,897 $201,251,749 $67,271,831 $29,779,959 $11,206,473
============ ========== =========== ============ ============ =========== ==========
<FN>
See Notes to Financial Statements
</TABLE>
<PAGE>6
<TABLE>
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
Statement of Net Assets Available for Benefits (Concluded)
December 31, 1993
<CAPTION>
Supplemental Information by Fund (Concluded)
--------------------------------------------
Government
Securities Trust
Fund G ESOP Fund Loan Fund
------------ ------------ -------------
<S> <C> <C> <C>
ASSETS
- ------
Investments
Enterprise Common Stock $ $9,351,232 $
Equities Growth Fund
Balanced Fund
Insurance Annuity Contracts (GICs)
Stock Index Equities Fund
Utilities Equities Fund
Government Securities Fund 6,751,401
------------ ----------- -----------
Total Investments 6,751,401 9,351,232
------------ ----------- -----------
Participant Loans Receivable 14,091,862
Receivables-Interest
and Dividends 147,613 18
Cash and Temporary Cash
Investments 5,063
------------ ----------- -----------
Total Assets $6,899,014 $9,356,313 $14,091,862
------------ ----------- -----------
LIABILITIES
Due to active Participants 16,582 $ 6,416 $
Purchases of Securities 134,680
Due to (from) Others 555 (36) (268,323)
Accounts Payable 1,480
------------ ----------- -----------
Total Liabilities 153,297 6,380 (268,323)
Net Assets Available for Benefits 6,745,717 9,349,933 14,360,185
------------ ----------- -----------
Total Liabilities and
Net Assets Available for Benefits $6,899,014 $9,356,313 $14,091,862
============ =========== ===========
<FN>
See Notes to Financial Statements
</TABLE>
<PAGE>7
<TABLE>
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
Statement of Net Assets Available for Benefits
December 31, 1992
<CAPTION>
Supplemental Information by Fund
---------------------------------------------------------------------------------
Equities Fixed Enterprise Stock Index Utilities
Growth Balanced Income Common Stock Equities Equities
Total Fund A Fund B Fund C Fund D Fund E Fund F
------------ ----------- ----------- ------------- ------------ ----------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
ASSETS
- ------
Investments
Enterprise Common Stock $ 70,819,561 $ $ $ $60,895,812 $ $
Equities Growth Fund 7,431,772 7,431,772
Balanced Fund 4,463,305 4,463,305
Insurance Annuity Contracts (GICs) 183,901,141 183,901,141
Stock Index Equities Fund 24,545,340 24,545,340
Utilities Equities Fund 5,041,710 5,041,710
Government Securities Fund 5,503,832
------------ ----------- ----------- ------------ ------------ ----------- ----------
Total Investments 301,706,661 7,431,772 4,463,305 183,901,141 60,895,812 24,545,340 5,041,710
------------ ----------- ----------- ------------ ------------ ----------- ----------
Participant Loans Receivable 11,792,478
Receivables-Interest
and Dividends 2,970,834 8,304 140,212 930,540 1,676,377 1,206 17,884
Cash and Temporary Cash
Investments 315,516 21,149 10,574 177,277 51,450 32,967 10,574
------------ ----------- ----------- ------------ ------------ ----------- ----------
Total Assets $316,785,489 $7,461,225 $4,614,091 $185,008,958 $62,623,639 $24,579,513 $5,070,168
------------ ----------- ----------- ------------ ------------ ----------- ----------
LIABILITIES
Due to Participants $2,653,893 $11,235 $101,305 $1,762,583 $485,951 $76,094 103,277
Purchases of Securities 1,049,796 1,049,796
Accounts Payable 245,005 130,801
Due to (from) Others (206,565) (254,741) 112,124 1,709,925 (236,397) (238,578)
------------ ----------- ----------- ------------ ------------ ----------- ----------
Total Liabilities 3,948,694 (195,330) (22,635) 1,874,707 3,245,672 (160,303) (135,301)
Net Assets Available for Benefits 312,836,795 7,656,555 4,636,726 183,134,251 59,377,967 24,739,816 5,205,469
Total Liabilities and
Net Assets Available for Benefits $316,785,489 $7,461,225 $4,614,091 $185,008,958 $62,623,639 $24,579,513 $5,070,168
============ ========== =========== ============ ============ =========== ==========
<FN>
See Notes to Financial Statements
</TABLE>
<PAGE>8
<TABLE>
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
Statement of Net Assets Available for Benefits (Concluded)
December 31, 1992
<CAPTION>
Supplemental Information by Fund (Concluded)
--------------------------------------------
Government
Securities Trust
Fund G ESOP Fund Loan Fund
------------ ------------ -------------
<S> <C> <C> <C>
ASSETS
- ------
Investments
Enterprise Common Stock $ $9,923,749 $
Equities Growth Fund
Balanced Fund
Insurance Annuity Contracts (GICs)
Stock Index Equities Fund
Utilities Equities Fund
Government Securities Fund 5,503,832
------------ ----------- -----------
Total Investments 5,503,832 9,923,749 0
------------ ----------- -----------
Participant Loans Receivable 11,792,478
Receivables-Interest
and Dividends 142,160 54,151
Cash and Temporary Cash
Investments 7,153 4,372
------------ ----------- -----------
Total Assets $5,653,145 $9,982,272 $11,792,478
------------ ----------- -----------
LIABILITIES
Due to Participants 27,354 $86,094 $
Purchases of Securities
Accounts Payable 114,204
Due to (from) Others (228,360) 55,183 (712,591)
------------ ----------- -----------
Total Liabilities (86,802) 141,277 (712,591)
Net Assets Available for Benefits 5,739,947 9,840,995 12,505,069
------------ ----------- -----------
Total Liabilities and
Net Assets Available for Benefits $5,653,145 $9,982,272 $11,792,478
============ =========== ===========
<FN>
See Notes to Financial Statements
</TABLE>
<PAGE>9
<TABLE>
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
For the Year Ended December 31, 1993
<CAPTION>
Supplemental Information by Fund
---------------------------------------------------------------------------
Equities Fixed Enterprise Stock Index Utilities
Growth Balanced Income Common Stock Equities Equities
Total Fund A Fund B Fund C Fund D Fund E Fund F
------------ ----------- --------- ----------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS
- ---------
Participant Deposits $26,296,895 $2,117,430 $1,178,169 $13,614,687 $4,501,834 $2,913,291 $1,262,277
Additions to Trust Loan Fund 6,824,549
Employers Contributions 8,512,962 648,736 360,505 4,500,435 1,481,453 924,279 373,809
Interfund Transfer - net (400,893) 631,300 (731,320) (1,344,273) (284,749) 2,518,754
Participant Loan Repayments 315,875 186,260 2,697,482 911,490 540,114 208,129
------------- ----------- ----------- ------------ ----------- ----------- -----------
Total Deposits and Contributions 41,634,406 2,681,148 2,356,234 20,081,284 5,550,504 4,092,935 4,362,969
------------- ----------- ----------- ------------ ----------- ----------- -----------
Income
Interest 13,616,261 89 59 13,611,262 4,519 72 47
Dividends 8,302,040 1,139,725 347,620 4,261,144 1,349,210
Loan Interest Income 804,541 50,814 30,208 435,580 151,731 84,165 35,310
------------- ----------- ----------- ------------ ----------- ----------- -----------
Total Income 22,722,842 1,190,628 377,887 14,046,842 4,417,394 84,237 1,384,567
------------- ----------- ----------- ------------ ----------- ----------- -----------
Net Appreciation (Depreciation)
of Investments 3,522,936 (715,465) 10,630 1,981,940 2,637,960 (738,801)
------------- ----------- ----------- ------------ ----------- ----------- -----------
Total Additions 67,880,184 3,156,311 2,744,751 34,128,126 11,949,838 6,815,132 5,008,735
------------- ----------- ----------- ------------ ----------- ----------- -----------
DEDUCTIONS
Withdrawals 19,123,529 168,113 103,016 12,113,656 4,432,604 1,226,025 135,847
Dividends paid 652,710
Participant Loans 6,824,549 309,350 215,369 3,861,094 1,322,167 753,712 253,968
Other 102,485 7,580 3,283 59,267 4,542 23,110 3,103
------------ ---------- ---------- ------------ ---------- ---------- ----------
Total Deductions 26,703,273 485,043 321,668 16,034,017 5,759,313 2,002,847 392,918
------------ ---------- ---------- ------------ ---------- ---------- ----------
INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS 41,176,911 2,671,268 2,423,083 18,094,109 6,190,525 4,812,285 4,615,817
NET ASSETS AVAILABLE FOR BENEFITS
BEGINNING OF PERIOD 312,836,795 7,656,555 4,636,726 183,134,251 59,377,967 24,739,816 5,205,469
------------ ---------- ---------- ------------ ---------- ---------- ----------
NET ASSETS AVAILABLE
FOR BENEFITS END OF PERIOD $354,013,706 $10,327,823 $7,059,809 $201,228,360 $65,568,492 $29,552,101 $9,821,286
============ ========== ========== ============ =========== =========== ==========
<FN>
See Notes to Financial Statements
</TABLE
<PAGE>10
</TABLE>
<TABLE>
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS (Concluded)
For the Year Ended December 31, 1993
<CAPTION>
Supplemental Information by Fund
----------------------------------------
Government
Securities ESOP Trust
Fund G Fund Loan Fund
----------- ---------- ------------
<S> <C> <C> <C>
ADDITIONS
- ---------
Participant Deposits $ 709,207 $ $
Additions to Trust Loan Fund 6,824,549
Employers Contributions 223,745
Interfund Transfer - net (44,597) (344,222)
Participant Loan Repayments 110,083 (4,969,433)
---------- ---------- -----------
Total Deposits and Contributions 998,438 (344,222) 1,855,116
---------- ---------- -----------
Income
Interest 24 189
Dividends 551,631 652,710
Loan Interest Income 16,733
---------- ---------- -----------
Total Income 568,388 652,899
---------- ---------- -----------
Net Appreciation (Depreciation)
of Investments (46,016) 392,688
---------- ---------- -----------
Total Additions 1,520,810 701,365 1,855,116
---------- ---------- -----------
DEDUCTIONS
Withdrawals 404,554 539,714
Dividends paid 652,710
Participant Loans 108,889
Other 1,597 3
---------- ---------- -----------
Total Deductions 515,040 1,192,427
---------- ---------- -----------
INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS 1,005,770 (491,062) 1,855,116
NET ASSETS AVAILABLE FOR BENEFITS
BEGINNING OF PERIOD 5,739,947 9,840,995 12,505,069
---------- ---------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS END OF PERIOD $6,745,717 $9,349,933 $14,360,185
========== ========== ===========
<FN>
See Notes to Financial Statements
</TABLE>
<PAGE>11
<TABLE>
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
For the Year Ended December 31, 1992
<CAPTION>
Supplemental Information by Fund
---------------------------------------------------------------------------
Equities Fixed Enterprise Stock Index Utilities
Growth Balanced Income Common Stock Equities Equities
Total Fund A Fund B Fund C Fund D Fund E Fund F
------------ ----------- --------- ----------- ----------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C> <C>
ADDITIONS
- ---------
Participant Deposits $25,091,858 $1,561,200 $759,572 $14,553,542 $4,091,664 $2,875,638 $ 734,156
Additions to Trust Loan Fund $6,342,992
Employers Contributions 8,274,659 487,949 230,422 4,840,862 1,407,884 931,216 226,449
Interfund Transfer - net 5,480,529 3,530,647 (6,775,255) (5,905,005) (1,492,281) 3,977,159
Transfer to Savings Plan - net (7,606) 229 (7,835)
Participant Loan Repayments 229,363 109,204 2,538,403 851,543 465,981 148,877
------------- ----------- ----------- ------------ ----------- ----------- -----------
Total Deposits and Contributions 39,701,903 7,759,041 4,629,845 15,157,781 438,251 2,780,554 5,086,641
------------- ----------- ----------- ------------ ----------- ----------- -----------
Income
Interest 13,204,085 32 189 13,194,102 9,381 106 28
Dividends 5,905,263 108,357 199,618 4,171,386 316,440
Loan Interest Income 822,404 43,480 19,542 475,600 153,382 94,505 23,753
------------- ----------- ----------- ------------ ----------- ----------- -----------
Total Income 19,931,752 151,869 219,349 13,669,702 4,334,149 94,611 340,221
------------- ----------- ----------- ------------ ----------- ----------- -----------
Net Appreciation (Depreciation)
of Investments 5,263,393 46,114 77,924 0 2,944,367 1,759,265 81,018
------------- ---------- ----------- ------------ ----------- ----------- -----------
Total Additions 64,897,048 7,957,024 4,927,118 28,827,483 7,716,767 4,634,430 5,507,880
------------- ---------- ----------- ------------ ----------- ----------- -----------
DEDUCTIONS
Withdrawals 19,165,655 91,742 187,463 13,315,690 3,569,550 1,010,767 209,973
Dividends paid 724,941
Participant Loans 6,342,992 208,717 102,767 3,947,412 1,329,030 620,338 92,387
Other (590) 10 162 51
------------ ---------- ---------- ------------ ---------- ---------- ----------
Total Deductions 26,232,998 300,469 290,392 17,263,102 4,898,580 1,631,105 302,411
------------ ---------- ---------- ------------ ---------- ---------- ----------
INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS 38,664,050 7,656,555 4,636,726 11,564,381 2,818,187 3,003,325 5,205,469
NET ASSETS AVAILABLE FOR BENEFITS
BEGINNING OF PERIOD 274,172,745 0 0 171,569,870 56,559,780 21,736,491
------------ ---------- ---------- ------------ ---------- ---------- ----------
NET ASSETS AVAILABLE
FOR BENEFITS END OF PERIOD $312,836,795 $7,656,555 $4,636,726 $183,134,251 $59,377,967 $24,739,816 $5,205,469
============ ========== ========== ============ =========== =========== ==========
<FN>
See Notes to Financial Statements
</TABLE
<PAGE>12
</TABLE>
<TABLE>
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS (Concluded)
For the Year Ended December 31, 1992
<CAPTION>
Supplemental Information by Fund
----------------------------------------------------------------
Government
Securities ESOP Trust Equities Equities
Fund G Fund Loan Fund Fund A Fund B
----------- ---------- ------------ ----------- -----------
<S> <C> <C> <C> <C> <C>
ADDITIONS
- ---------
Participant Deposits $ 516,086 $ $ $ $
Additions to Trust Loan Fund 6,342,992
Employers Contributions 149,877
Interfund Transfer - net 4,878,390 (515,113) (1,197,031) (1,982,040)
Transfer to Savings Plan - net
Participant Loan Repayments 79,365 (4,422,736)
---------- ---------- ----------- ---------- ----------
Total Deposits and Contributions 5,623,718 (515,113) 1,920,256 (1,197,031) (1,982,040)
---------- ---------- ----------- ---------- ----------
Income
Interest 12 235
Dividends 384,521 724,941
Loan Interest Income 12,142
---------- ---------- ----------- ---------- ----------
Total Income 396,675 725,176
---------- ---------- ----------- ---------- ----------
Net Appreciation (Depreciation)
of Investments (55,985) (410,690)
---------- ---------- ----------- ---------- ----------
Total Additions 5,964,408 620,753 1,920,256 (1,197,031) (1,982,040)
---------- ---------- ----------- ---------- ----------
DEDUCTIONS
Withdrawals 182,048 606,242 (1,674) (6,146)
Dividends paid 724,941
Participant Loans 42,341
Other 72 (885)
---------- ---------- ----------- ---------- ----------
Total Deductions 224,461 1,331,183 (1,674) (7,031)
---------- ---------- ----------- ---------- ----------
INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR BENEFITS 5,739,947 (710,430) 1,920,256 (1,195,357) (1,975,009)
NET ASSETS AVAILABLE FOR BENEFITS
BEGINNING OF PERIOD 10,551,425 10,584,813 1,195,357 1,975,009
---------- ---------- ----------- ---------- ----------
NET ASSETS AVAILABLE
FOR BENEFITS END OF PERIOD $5,739,935 $9,840,995 $12,505,069 $0 $0
========== ========== =========== ========== ==========
<FN>
See Notes to Financial Statements
</TABLE>
<PAGE>13
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF THE PLAN
The Board of Directors of Public Service Electric and Gas Company (PSE&G)
adopted the PSE&G Thrift and Tax-Deferred Savings Plan (Plan) to encourage
thrift and savings by eligible employees (Eligible Employees). It was first
offered to Eligible Employees in 1981. The Plan was last amended effective
November 16, 1993, effective February 1, 1994. Participation in the Plan is
entirely voluntary, except with respect to those employees who participated in
the Employee Stock Ownership Plan (ESOP) Fund as a result of their
participation in PSE&G's TRASOP and/or PAYSOP, which plans were merged into
this Plan. Eligible Employees are those employees not covered by a collective
bargaining agreement and who have completed 1,000 hours of service with PSE&G
or any affiliate of PSE&G participating in the Plan (together hereafter each
called an "Employer" or collectively "Employers"). Certain Eligible Employees
may also elect to have a distribution from another qualified corporate plan
contributed as a rollover contribution with the approval of the Employee
Benefits Committee of PSE&G (Committee), the Plan Administrator. The Plan's
Trust Fund now consists of the Thrift Account Fund and the ESOP Fund, which
are separately maintained.
Under the Plan, participating Eligible Employees (Participants) may elect to
make basic deposits to Investment Funds of such Participants choosing within
the Thrift Account Fund of 1%, 2%, 3%, 4%, 5% or 6% of their compensation
(Basic Deposits), and their respective Employer will contribute an amount equal
to 50% thereof, subject to certain exceptions and limitations (Employer
Contributions). In addition, Participants may elect to make supplemental
deposits to such Funds in increments of 1% of Compensation up to an additional
9% of Compensation (Supplemental Deposits), subject to certain limitations,
without any corresponding matching Employer Contribution. Participants may
designate such Basic and/or Supplemental Deposits as Nondeferred (post-income
tax contributions) or Deferred (pre-income tax contributions).
The maximum amount of Deferred Deposits to a Participant's Thrift Account may
have to be limited to less than 15% of Compensation to meet requirements of the
Internal Revenue Code of 1986, as amended (IRC). The extent of any such
limitation will be determined from time to time by the Committee based on the
actual pattern of Deferred Deposits by all Participants. If the maximum
permitted percentage of Compensation for Thrift Account Deferred Deposits is
reduced, then all Deferred Deposits in excess of such percentage will
automatically be treated as Nondeferred Deposits. This will result in taxable
income to the affected Participants for Deferred Deposits in excess of any
limit so established. The Committee will attempt to assure that any such
limitation will apply only to future contributions, but it is possible that,
in order to meet requirements of the IRC, the limitation will, in some
circumstances, have to be applied retroactively.
Deferred Deposits may not generally be withdrawn until age 59-1/2. Nondeferred
Deposits, on the other hand, may be withdrawn at any time subject to certain
penalties and restrictions.
<PAGE>14
Thrift Account Deposits are made through payroll deductions by the
Participant's Employer or rollover contributions from other qualified plans.
Deposits by Participants and contributions by their respective Employers are
transferred to a Trustee and separately held in the Plan's Thrift Account Fund
of the Trust Fund for investment and other transactions, as directed by
Participants. Participants are entitled to choose from among the Investment
Funds offered under the Plan in which to invest Deposits and Employer
Contributions.
Bankers Trust Company is the Trustee of the Trust Fund established pursuant to
the Plan.
Loan Provisions
The Trustee may, subject to the approval of PSE&G's Director-Corporate
Benefits, lend a Participant who is employed by an Employer an amount up to 50%
of the value of the vested portion of such Participant's Thrift Account and
ESOP Account, but no more than the aggregate value of such Participant's Thrift
Account or $ 50,000, whichever is less. Any Participant loan must be for a
principal amount of $ 1,000 or more and no Participant may have more than two
loans outstanding at any time. All loans, including interest thereon, must be
repaid by payroll deductions in equal monthly installments of 12, 24, 36, 48
or 60 months as selected by the Participant. However, a Participant may repay
any such loan in full by check at any time in accordance with such rules as may
be prescribed by the Committee. A Participant may not apply for more than one
loan in any calendar year. A loan to a Participant is considered an investment
of such Participant's Thrift Account and repayments of principal of any loan
together with interest thereon, are invested in the Thrift Account Investment
Funds of the Plan in accordance with the Participant's then-current investment
direction for Deposits and Employer Contributions.
Each loan bears interest at a rate fixed from time to time by the Committee
taking into consideration interest rates currently then being charged. The rate
of interest applicable to any loan at its inception remains in effect for the
duration of such loan. During all of 1993, the rate of interest on loans
granted to Participants, was 6%. (See Note 2. SIGNIFICANT ACCOUNTING POLICIES -
Loans)
2. SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Plan have been prepared in accordance with
generally accepted accounting principles.
Dividends and Interest
Dividends, interest, and other income attributable to each Investment Fund of
the Plan are reinvested in that Investment Fund to the extent not used to pay
direct expenses of that Fund. (See Expenses of Plan, below.)
<PAGE>15
All Deposits and Employer Contributions to Fixed Income Fund C earn interest
at the composite rate of all Guaranteed Investment Contracts of insurance
companies (GICs) in which the assets of such fund are then invested. Such rate
varies as such GICs mature or are entered into and as Deposits and Employer
Contributions are made to and withdrawn from such GICs. Under the GICs in
effect during 1992, the composite rate of interest earned by such assets so
invested was not less than 7.3%.
ESOP Account Participants receive quarterly payments directly from the Trustee
equal to the dividends paid to the Trustee on the shares of Common Stock of
Public Service Enterprise Group Incorporated (Enterprise), the parent of
PSE&G, held for their ESOP Account.
Valuation of Investments
Investments of Equities Growth Fund A, Balanced Fund B, Enterprise Common Stock
Fund D, Stock Index Equities Fund E, Utilities Equities Fund F, Government
Securities Fund G and the shares of Enterprise Common Stock held by the ESOP
Fund are based upon quoted market values. The Plan has invested the assets of
Fixed Income Fund C in GICs. The value of Fixed Income Fund C is based on the
contract value of all GICs in which the assets of the fund are invested.
Temporary investments are valued at cost which approximates fair market value.
Securities transactions are accounted for on the trade date.
The Plan's financial statements have been prepared in accordance with he
financial reporting requirements of the Employee Retirement Income Security Act
of 1974, as amended, (ERISA) as permitted applicable rules. Under such
requirements, realized gains and losses from securities transactions are
computed using an adjusted cost basis as prescribed by the Department of
Labor's (DOL) Rules and Regulations for Reporting and Disclosure. The adjusted
cost is the fair value of the security at the beginning of the Plan year, or
cost if acquired since that date. Unrealized gains and losses on securities
held for investment are computed on the basis of the change in fair value
between the beginning and ending of the Plan year.
Expenses of Plan
All expenses incurred in connection with the administration of the Plan,
including expenses of the Trustee, but excluding brokerage commissions and
taxes relating to the sale of shares of Enterprise Common Stock at the
direction of Participants, were paid directly by PSE&G and its Participating
Affiliates.
<PAGE>16
The assets of Common Stock Fund D and ESOP Account are invested in shares of
Enterprise Common Stock. Shares of Enterprise Common Stock required for Fund
D are purchased by the Trustee either directly from Enterprise, at its sole
discretion, or on the open market through a broker or, starting 1994, from the
ESOP Account. All shares sold for Common Stock Fund D and the ESOP Account are
sold by the Trustee on the open market through a broker. Brokerage commissions
and taxes are paid by the Participants. However, starting in 1994, in
situations where the ESOP in a "sell" position an Fund D is in a "buy"
position, Fund D will buy from the ESOP at the closing price on the NY Stock
Exchange. In such case no brokerage commissions are charged in the
transaction.
Loans
A loan to a Participant is considered an investment of such Participant's
Thrift Account and the principal amount of the loan is treated as a separate
investment within the various sub-accounts of the Participant's Thrift Account.
Repayments of the principal amount of the loan are credited to each such sub-
account, and repayments of principal along with any accrued interest thereon
are invested in the Plan's Investment Funds in the same manner as the
Participant's then-current investment direction for Deposits and Employer
Contributions. Loan amounts are taken from sub-accounts of a Participant's
Thrift Account in the following order:
(a) Deferred Deposits
(b) Unmatured vested Employer Contributions
(c) Matured vested Employer Contributions
(d) Rollover Contributions
(e) Unmatured post-1986 Nondeferred Deposits
(f) Matured post-1986 Nondeferred Deposits
(g) Pre-1987 Nondeferred Deposits
Each loan is secured by an assignment of the Participant's entire right, title
and interest in and to the Trust Fund to the extent of the loan and accrued
interest thereon (See Note 1. SUMMARY OF THE PLAN - Loan Provisions).
Interfund Transfers - ESOP Account to Thrift Account
Participants are permitted to transfer all, but not less than all, shares from
their ESOP Accounts to their Thrift Accounts. To effect such transfers, the
Trustee will sell the shares of Enterprise Common Stock held in the ESOP
Account and invest the proceeds in the Thrift Account Funds designated by the
Participant. The cash value of each share of Enterprise Common Stock so
transferred will be equal to the price per share of Enterprise Common Stock
actually received by the Trustee. Any such transfer is treated as a rollover
contribution.
<PAGE>17
Vesting
Employer Contributions to a Participant's Thrift Account are immediately vested
upon a Participant's completion of five years of service with the Employer or
when a Participant is eligible for an immediately payable retirement benefit,
attains age 65, is disabled, is laid off or dies. All amounts credited to a
Participant's ESOP Account are fully vested.
Penalties upon Withdrawal
If a Participant withdraws his entire vested Employer Contributions and/or
Deposits before they have been in the Plan for two full calendar years, such
Participant loses the matching Employer Contributions on Deposits made during
the subsequent three months. Distributions to Participants electing to
withdraw Non-Deferred Deposits and Employer Contributions are made as soon as
practicable after such elections are received by the Plan Administrator. Non-
Deferred Deposits may be withdrawn at any time but certain penalties may apply.
Deferred Deposits may not be withdrawn during employment prior to age 59-1/2
except for reasons of extraordinary financial hardship and to the extent
permitted by the IRC. Distributions to Participants of approved hardship
withdrawals are made as soon as practicable after such approval.
Benefits Payable
In 1993, the Plan changed its method of accounting for benefits payable to
comply with the 1993 AICPA Audit and Accounting Guide, Audits of Employee
Benefit Plans. The new guidance requires that benefits payable to persons who
have withdrawn from participation in a defined contribution plan be disclosed
in the footnotes to the financial statements rather than be recorded as a
liability of the Plan. As of December 31, 1993, the net assets available for
benefits included benefits of $2,420,944 due to Participants who have withdrawn
from active participation in the Plan.
3. INVESTMENTS
The financial statements of the Plan include the following:
a. Thrift Account Investment Funds
(1) The assets of Equities Growth Fund A are invested in the capital stock of
the Twentieth Century Investors Inc. Growth Fund (the "Twentieth Century
Growth Fund"), a no-load, open-ended investment company or mutual fund.
The prospectus for the Twentieth Century Growth Fund indicates that such
fund invests primarily in the common stock of companies considered by its
investment manager to have above average potential for capital
appreciation.
(2) The assets of Balanced Fund B are invested in the capital stock of
Phoenix Series Fund Balanced Series (the "Phoenix Balanced Fund"), a no-
load, open-ended investment company or mutual fund. The prospectus for
the Phoenix Balanced Fund indicates that such fund invests primarily in
a combination of equity and fixed income debt securities that its
investment manager expects to provide current income along with long-term
capital growth and conservation of capital.
(3) The assets of Fixed Income Fund C are invested in GICs with various
insurance companies which contractually provide for a guarantee of
principal and interest for the respective contract periods.
The following GICs are continuing:
A four-year contract that will expire June 30, 1997 and five-year contract
expiring December 31, 1997, with Provident National Assurance Company,
effective interest rates of 6.67% and 6.81%.
<PAGE>18
A five year contract with Metropolitan Life Insurance Company, which will
expire June 30, 1998, effective interest rate of 5.70%.
A four year contract with Pacific Mutual Life Insurance Company, which will
expire December 31, 1994, net effective interest rate of 8.95%.
A four and one-half year contract with the Prudential Insurance Company of
America, which will expire on June 30, 1995, effective interest rate of 9.11%.
Two five year contracts with Allstate Life Insurance Company, which will expire
January 2, 1996 and June 30, 1998, respectively, effective interest rates of
9.21% and 6.00%, respectively.
A two and one-half year contract with John Hancock Mutual Life, which will
expire July 1, 1994, net effective interest rate of 5.55%.
A three and one-half year contract with Principal Mutual Life, which will
expire July 1, 1996, net effective interest rate of 6.55%.
A four and one-half year contract with Transamerica Occidental Life Insurance,
which will expire January 1, 1997, net effective interest rate of 6.72%.
(4) The assets of Enterprise Common Stock Fund D are invested by the Trustee
in Enterprise Common Stock.
(5) The assets of Stock Index Equities Fund E are invested by the Trustee in
BT Pyramid Equity Index Fund ("Stock Index Equities Fund"), a commingled
stock index equities fund managed by Bankers Trust Company, so as to
achieve the approximate return of the Standard and Poor's 500 Composite
Stock Index.
(6) The assets of Utilities Equities Fund F are invested in the capital stock
of Fidelity Select Portfolios Fund's Utilities Portfolio (the "Fidelity
Utilities Fund"), a no-load, open-ended investment company or mutual
fund. The prospectus for the Fidelity Utilities Fund indicates that such
fund invests primarily in equity securities of gas and electric utility
companies and companies engaged in the communications field. The Fidelity
Utilities Fund may, from time to time, include shares of Enterprise
Common Stock or PSE&G preferred stock.
(7) The assets of Government Securities Fund G are invested in the capital
stock of Weiss, Peck and Greer Mutual Fund's Government Securities Fund
(the "WPG Government Securities Fund"), a no-load, open-ended investment
company or mutual fund. The prospectus for the WPG Government Securities
Fund indicates that such fund invests primarily in debt obligations
issued or guaranteed by the U.S.Government, its agencies or
instrumentalities which have remaining maturities of one year or more.
<PAGE>19
b. ESOP Fund
Shares of Enterprise Common Stock held as assets of the Plan's ESOP Fund were
transferred to the Plan in 1988 as a result of the spin-off and merger with the
Plan of the non-bargaining unit portions of the PSE&G's former TRASOP and
PAYSOP. No additional contributions in or transfers into the ESOP Fund are
presently permitted or were allowed during 1993.
c. PARTICIPANTS
Participants
As of December 31,
------------------
1993 1992 1991
---- ---- ----
Total Plan Participants 5,909 5,429 5,374
Participants by Fund
Equities Fund A (1) - - 245
Equities Fund B (1) - - 302
Equities Growth Fund A (2) 1,222 1,032 -
Balanced Fund B (2) 950 742 -
Fixed Income Fund C 4,568 4,657 4,802
Enterprise Common Stock Fund D 3,167 3,092 3,068
Stock Index Equities Fund E 1,908 1,815 1,650
Utilities Equities Fund F (2) 1,026 734 -
Government Securities Fund G (2) 867 800 -
ESOP Fund 777 841 934
- ---------------------------------
(1) Investment option discontinued in 1991. Balances remaining at year end
were transferred to Government Securities Fund G.
(2) New investment option in 1992.
4. UNIT VALUE INFORMATION - THRIFT ACCOUNT INVESTMENT FUNDS
Unit values of the Investment Funds are determined the last business day of
each month, and starting February 1, 1994 will be determined at the end of each
business day (Valuation Date) by dividing the market value of net assets
available for benefits by the number of units allocated to all Participants as
of the respective Valuation Date.
New units are allocated to each Participant's Thrift Account monthly and
starting February 1, 1994 will be allocated at the end of each business day,
by dividing Deposits made by, or on behalf of, such Participant for the month
and starting February 1, 1994 for each business day, the related Employer
Contributions, if any, together with repayment of the principal amount of any
loan to the Participant's Thrift Account including interest earned thereon
during the month or business day, respectively, by the unit value determined
as of the Valuation Date. If a Participant makes a transfer between Investment
Funds, makes a withdrawal, receives a distribution or a loan, or makes a
rollover contribution, the amount so transferred, withdrawn, distributed,
loaned, or rolled over is also determined by the unit value of each Investment
Fund as of the applicable Valuation Date for such transaction.
<PAGE>20
The Investment Fund unit information as of the last business day of each year
is as follows:
Investment Fund Year Unit Value* Number of Units
- --------------- ---- ---------- ---------------
(Dollars)
---------
Equities Fund A (1) 1993 - -
1992 - -
1991 3.388109 352,809.301
Equities Fund B (1) 1993 - -
1992 - -
1991 4.607621 428,636.514
Equities Growth Fund A (2) 1993 10.000000 1,032,668.832
1992 1.004332 7,623,531.474
Balanced Fund B (2) 1993 10.000000 705,705.202
1992 1.073954 4,317,433.730
Fixed Income Fund C 1993 10.000000 19,954,177.882
1992 3.628257 50,474,442.711
1991 3.361205 51,044,152.397
Enterprise Common Stock Fund D 1993 10.000000 6,517,479.127
1992 6.956667 8,535,404.995
1991 6.129180 9,227,951.761
Stock Index Equities Fund E 1993 10.000000 2,936,964.917
1992 1.965397 12,587,696.874
1991 1.819931 11,943,577.707
Utilities Equities Fund F (2) 1993 9.697310 1,012,537.574
1992 1.090748 4,772,385.797
Government Securities Fund G (2) 1993 10.000000 661,622.960
1992 1.078720 5,321,072.072
- -------------------------------
* 1993 Unit Values changed from 1992 as a result of a change in record
keeper in 1993.
(1) Investment option discontinued in 1991. Balances remaining at year end
were transferred to Government Securities Fund G.
(2) New investment option in 1992
ESOP ACCOUNT VALUATION
Enterprise Common Stock share value is determined by using the closing market
price on the New York Stock Exchange as reported in the Wall Street Journal as
Composite Transactions. If a Participant withdraws shares, the shares are, at
Participant's election, either distributed to such Participant or sold by the
Trustee and the proceeds, net of commissions and taxes, are distributed to the
Participant.
<PAGE>21
The ESOP Fund information as of the last business day of each year is as
follows:
Year Price per share Number of shares
---- --------------- ----------------
ESOP Fund 1993 $32.000 291,483
1992 $30.875 318,736
1991 $29.375 359,197
5. FEDERAL INCOME TAXES
The Internal Revenue Service determined that the Plan and its related Trust,
including the portions of the former TRASOP and PAYSOP applicable to non-
bargaining unit Participants, which portions were spun-off and merged with the
Plan effective January 1, 1988, qualified under Sections 401(a) and 501(a) of
the IRC and, as such, the Plan is exempt from taxation on its earnings.
Participants are not taxed either on Employer Contributions or on the earnings
credited to their Thrift Account Fund, until distribution of such Thrift
Account Fund.
6. COMPLIANCE WITH ERISA
The Plan is generally subject to the provisions of Titles I and II of ERISA,
including the provisions with respect to reporting, disclosure, participation,
vesting and fiduciary responsibility. However it is not subject to the funding
requirements of Title I, and benefits under the Plan are not guaranteed by the
Pension Benefit Guarantee Corporation under Title IV of ERISA.
7. SUBSEQUENT EVENTS
The assets of Fixed Income Fund C will be invested after December 31, 1993 in
GICs with the following insurance companies which contractually provide for a
return of principal and a fixed interest rate for the contract period:
Effective January 3, 1994, a five year contract with Provident National
Assurance Company which will expire December 31, 1998, net effective rate
of 5.85%.
Effective January 3, 1994, a five year contract with State Mutual Life
Insurance Company with split maturities of June 30, 1998 and January 31,
1999, respectively, net effective rate of 5.66%.
Starting February 1, 1994 three new investment funds will become available:
(1) The assets of Stock Index Equities Fund E will be switched form the BT
Pyramid Equity Index Fund to the BT Institutional Equity 500 Index Fund,
a fund with similar investment objectives, that will enable the
recordkeeper to provide Participants with daily valuations.
(2) The assets of Utilities Equities Fund F will be switched from Fidelity
Select Portfolios Fund's Utilities Portfolio to the Fidelity Utilities
Income Fund, a fund with similar investment objectives, that will enable
the recordkeeper to provide Participants with daily valuations.
(3) The assets of International Stock Fund H will be invested in the capital
stock of T. Rowe Price International Funds Inc. (the "T. Rowe Price
International Stock Fund"), a no-load open-ended investment company or
mutual fund. The prospectus for the T. Rowe Price International Stock
Fund indicates that such fund invests primarily in common stocks of
established, non-U.S. companies.
<PAGE>22
<TABLE>
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
SCHEDULE OF ASSETS HELD FOR INVESTMENT - ITEM 27a
DECEMBER 31, 1993
<CAPTION>
Identity of Issue Units/Shares Historical Cost Market Value
- ----------------- ------------ --------------- ------------
<S> <C> <C> <C>
Equities Growth Fund A 465,465 $11,104,110 $10,426,417
------- ---------- ----------
Balanced Fund B 440,269 $7,008,033 $7,057,512
-------- ---------- ----------
Fixed Income Fund C (Insurance
Annuity Contracts-GICs)
Provident National Assurance Company
8.60%, four-year contract expiring
1/1/94 12,793,514 $12,793,514 $12,793,514
6.67%, four and one half-year contract
expiring 6/30/97 15,912,993 $15,912,993 $15,912,993
6.81%, five-year contract expiring
12/31/97 19,976,194 $19,976,194 $19,976,194
Metropolitan Life Insurance Company
8.39%, four-year contract expiring
1/1/94 18,314,358 $18,314,358 $18,314,358
5.70%, five-year contract expiring
6/30/98 14,780,530 $14,780,530 $14,780,530
Prudential Life Insurance Company
9.11%, four and one half-year contract
expiring 6/30/95 14,511,524 $14,511,524 $14,511,524
Pacific Mutual Life Insurance Company
8.95%, four-year contract expiring
12/31/94 22,546,759 $22,546,759 $22,546,759
Allstate Life Insurance Company
9.21%, five-year contract expiring
1/2/96 15,760,369 $15,760,369 $15,760,369
6% five-year contract expiring
6/30/98 17,205,517 $17,205,517 $17,205,517
Principal Mutual Life Insurance Company
6.55%, three and one half-year contract
expiring 7/1/96 15,329,706 $15,329,706 $15,329,706
Transamerica Life Insurance Company
6.72%, four and one half-year contract
expiring 1/1/97 15,463,013 $15,463,013 $15,463,013
John Hancock Mutual Life Insurance Company
5.55%, two and one half-year contract
7/1/94 15,051,523 $15,051,523 $15,051,523
----------- ------------ ------------
197,646,000 $197,646,000 $197,646,141
----------- ------------ ------------
Enterprise Common Stock Fund D
(Common Stock of Public Service
Enterprise Group, Inc.) 2,041,203 $56,226,074 $65,318,496
---------- ----------- -----------
Stock Index Equities Fund E
(BT Pyramid Equity Index Fund) 30,109 $21,904,267 $29,767,620
---------- ----------- -----------
Utilities Equities Fund F 263,645 $10,609,634 $9,907,794
---------- ----------- -----------
Government Securities Fund G 651,051 $6,852,903 $6,751,401
---------- ----------- -----------
ESOP Fund (Common Stock of Public
Service Enterprise Group, Inc.) 229,226 $6,621,841 $9,351,232
---------- ----------- -----------
Total Investments $317,972,863 $336,226,472
Loans to Participants $14,091,862 $14,091,862
----------- -----------
Total Assets Held for Investment $332,064,724 $350,318,334
============ =============
<FN>
Required by Department of Labor Regulation 2520.103-10(b)(6).103-6
</TABLE>
<PAGE>23
<TABLE>
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
SCHEDULE OF REPORTABLE CUMULATIVE TRANSACTIONS FOR THE YEAR
ENDED DECEMBER 31, 1993* - Item 27d
<CAPTION>
Number Number Value Value
of of of of Net
Security Purchases Sales Purchases Sales Gain(Loss)
- -------- --------- ------ --------- ---------- ---------
<S> <C> <C> <C> <C> <C>
Investment Contracts:
Allstate Life Insurance
Company 23 6 $19,563,348 $2,357,831 -
Metropolitan Life
Insurance Company 7 9 $649,657 $25,103,983 -
BT Pyramid Directed Account
Cash Fund 270 176 $15,626,321 $12,574,953 -
</TABLE>
SCHEDULE OF REPORTABLE INDIVIDUAL TRANSACTIONS FOR THE YEAR
ENDED DECEMBER 31, 1993*
None
*Reportable transactions as required by ERISA consist of any transaction or
series of transactions within the plan year with the same person or entity
which, when aggregated, involves an amount that is in excess of 5% of the
current value of plan assets at the beginning of the plan year.
<PAGE>24
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the Plan) have duly caused this annual
report to be signed by the undersigned thereunto duly authorized.
Public Service Electric and Gas Company
Thrift and Tax-Deferred Savings Plan
---------------------------------------
(Name of Plan)
By MARTIN P. MELLETT
---------------------------------------
MARTIN P. MELLETT
Chairman of the Employee
Benefits Committee
Date: May 20, 1994
<PAGE>25
EXHIBIT INDEX
- ------------------------------
Exhibit Number
- ------------------------------
1 Public Service Electric and Gas Company
Thrift and Tax-Deferred Savings Plan,
Restated and amended as of November 16, 1993,
effective February 1, 1994.
2 Independent Auditors' Consent
<PAGE>25
EXHIBIT INDEX
- ------------------------------
Exhibit Number
- ------------------------------
1 Public Service Electric and Gas Company
Thrift and Tax-Deferred Savings Plan,
Restated and amended as of November 16, 1993,
effective February 1, 1994.
2 Independent Auditors' Consent
<PAGE>1
Exhibit 2
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statements Nos. 2-
74018, 33-4780 and 33-44581 on Forms S-8 of Public Service Enterprise Group
Incorporated of our report dated May 20, 1994 appearing in this Annual Report
on Form 11-K of the Public Service Electric and Gas Company Thrift and Tax-
Deferred Savings Plan for the year ended December 31, 1993.
DELOITTE & TOUCHE
DELOITTE & TOUCHE
Parsippany, New Jersey
May 20, 1994
