PAGE
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
ANNUAL REPORT
[X] Annual report pursuant to Section 15(d) of the Securities Exchange Act
of 1934
For the fiscal year ended December 31, 1996
------------------------------------------
Commission File Number 1-9936
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
(Full Title of the Plan)
EDISON INTERNATIONAL
(Name of Issuer)
2244 WALNUT GROVE AVENUE (P.O. Box 800), ROSEMEAD, CALIFORNIA 91770
(Address of principal executive office)
PAGE
<PAGE>
INDEX
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
FINANCIAL STATEMENTS
Statement of Financial Condition as of December 31, 1996
Statement of Financial Condition as of December 31, 1995
Statement of Income and Changes in Plan Equity for the
Year Ended December 31, 1996
Statement of Income and Changes in Plan Equity for the
Year Ended December 31, 1995
NOTES TO FINANCIAL STATEMENTS
SCHEDULES
SCHEDULE I
Line 27a - Schedule of Assets Held for Investment Purposes
as of December 31, 1996
SCHEDULE II
Line 27d - Schedule of Reportable Transactions for the Year
Ended December 31, 1996
NOTE: All other schedules have been omitted since the information is either
disclosed elsewhere in the financial statements or not required by
29 CFR 2520.103-10 of the Department of Labor Rules and Regulations
for Reporting and Disclosure under the Employee Retirement Income
Security Act of 1974.
PAGE
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Participants in the Southern California Edison Company Stock
Savings Plus Plan and the Employee Benefits/Health Care Committee:
We have audited the accompanying statements of financial condition
of the Southern California Edison Company Stock Savings Plus Plan (the
Plan) as of December 31, 1996, and 1995, and the related statements of
income and changes in plan equity 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 financial condition of the Plan as
of December 31, 1996, and 1995, and the income and changes in plan equity
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 basic financial statements taken as a whole. The supplemental
schedule of assets held for investment purposes and schedule of reportable
transactions 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 Rules and
Regulations for Reporting and Disclosure under the Employee Retirement
Income Security Act of 1974. The supplemental schedules have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as
a whole.
ARTHUR ANDERSEN LLP
ARTHUR ANDERSEN LLP
Los Angeles, California
March 24, 1997
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
STATEMENT OF FINANCIAL CONDITION
DECEMBER 31, 1996
<TABLE>
<CAPTION>
Edison
Int'l Common Money
Stock Stock Market Balanced Bond Global
Total Fund Fund Fund Fund Fund Fund Loans
------- ------- ------ ------- ------- ----- ------ -----
(Dollars in thousands)
Assets
Interest and dividend
<S> <C> <C> <C> <C> <C> <C> <C> <C>
receivable . . . . . . . . $ 9,362 $ 8,801 $ -- $ 561 $ -- $ -- $ -- $ --
---------- -------- -------- ------- ------- ------- -------- --------
Loan receivable . . . . . . . 59,619 -- -- -- -- -- -- 59,619
---------- -------- -------- ------- ------- ------- -------- --------
Receivable from
trustee. . . . . . . . . . 46,302 6,994 15,081 -- 8,427 1,341 14,459 --
---------- -------- ------- ------- ------- ------- ------- --------
Investments, at market
value:
Edison International
common stock --
34,921,286 shares
(cost -- $571,887) . . . . 694,060 694,060 -- -- -- -- -- --
Collective funds:
Common stock
investments (cost --
$139,952) . . . . . . . 222,282 -- 222,282 -- -- -- -- --
Short-term income
investments,
at cost . . . . . . . . 146,667 11,186 -- 135,481 -- -- -- --
Balanced fund (cost --
$78,947). . . . . . . . 107,224 -- -- -- 107,224 -- -- --
Bond fund (cost --
$20,010). . . . . . . . 23,178 -- -- -- -- 23,178 -- --
Global fund (cost --
$118,882) . . . . . . . 163,575 -- -- -- -- -- 163,575 --
---------- -------- -------- -------- -------- ------- -------- -------
Total
investments . . . . . . 1,356,986 705,246 222,282 135,481 107,224 23,178 163,575 --
---------- -------- -------- -------- -------- ------- -------- -------
Total assets . . . . . . . $1,472,269 $721,041 $237,363 $136,042 $115,651 $24,519 $178,034 $59,619
========== ======== ======== ======== ======== ======= ======== =======
Liabilities and Plan equity
Payable to brokers
and others . . . . . . . . $ 451 $ -- $ -- $ -- $ 152 $ 27 $ 272 $ --
Plan equity . . . . . . . . . 1,471,818 721,041 237,363 136,042 115,499 24,492 177,762 59,619
---------- -------- -------- -------- -------- ------- -------- -------
Total liabilities
and Plan
equity. . . . . . . . . $1,472,269 $721,041 $237,363 $136,042 $115,651 $24,519 $178,034 $59,619
========== ======== ======== ======== ======== ======= ======== =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
STATEMENT OF FINANCIAL CONDITION
DECEMBER 31, 1995
<TABLE>
<CAPTION>
Edison Guaranteed
Int'l Income Common Money
Stock Fund-- Stock Market Balanced Bond Global
Total Fund 3 Yrs. Fund Fund Fund Fund Fund Loans
----- ------- ------- ------ ------- ------- ----- ------ -----
(Dollars in thousands)
Assets
Interest
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
receivable . . . . . $ 525 $ 30 $ -- $ -- $ 495 $ -- $ -- $ -- $ --
---------- ------- ------- ------ ------ ------ ------ ------ -------
Loan receivable . . . . 65,507 -- -- -- -- -- -- -- 65,507
---------- ------- ------- ------ ------ ------ ------ ------ -------
Investments, at market
value:
Edison International
common stock --
48,501,813 shares
(cost -- $778,822) . 854,845 854,845 -- -- -- -- -- -- --
Guaranteed income
contracts, at cost
plus reinvested
income . . . . . . . 1,924 -- 1,924 -- -- -- -- -- --
Collective funds:
Common stock
investments (cost --
$158,844) . . . . 208,391 -- -- 208,391 -- -- -- -- --
Short-term income
investments,
at cost . . . . . 130,238 24,633 1,549 534 102,787 254 60 421 --
Balanced fund (cost --
$95,018). . . . . 115,301 -- -- -- -- 115,301 -- -- --
Bond fund (cost --
$25,414). . . . . 28,199 -- -- -- -- -- 28,199 -- --
Global fund (cost --
$128,434) . . . . 156,695 -- -- -- -- -- -- 156,695 --
---------- -------- ------ -------- -------- -------- ------- -------- -------
Total
investments . . . 1,495,593 879,478 3,473 208,925 102,787 115,555 28,259 157,116 --
---------- -------- ------ -------- -------- -------- ------- -------- -------
Total assets $1,561,625 $879,508 $3,473 $208,925 $103,282 $115,555 $28,259 $157,116 $65,507
========== ======== ====== ======== ======== ======== ======= ======== =======
Liabilities and Plan equity
Payable to brokers
and others . . . . . $ 18,875 $ -- $ -- $ 8,566 $ -- $ 4,055 $ 768 $ 5,486 $ --
Plan equity . . . . . . 1,542,750 879,508 3,473 200,359 103,282 111,500 27,491 151,630 65,507
---------- -------- ------ -------- -------- -------- ------- -------- -------
Total liabilities
and Plan
equity. . . . . . $1,561,625 $879,508 $3,473 $208,925 $103,282 $115,555 $28,259 $157,116 $65,507
========== ======== ====== ======== ======== ======== ======= ======== =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
Edison Guaranteed
Int'l Income Common Money
Stock Fund-- Stock Market Balanced Bond Global
Total Fund 3 Yrs. Fund Fund Fund Fund Fund Loans
----- -------- ---------- ------ ------ -------- ---- ------ -----
(In thousands)
Investment income:
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Cash dividends . . . $ 54,060 $54,060 $ -- $ -- $ -- $ -- $ -- $ -- $ --
Interest from:
Participant loans. 5,149 3,315 -- 696 226 285 63 564 --
Investments. . . . 6,855 584 14 66 6,103 32 7 49 --
---------- -------- ------- ------- ------- ------- ------- -------- -------
66,064 57,959 14 762 6,329 317 70 613 --
---------- -------- ------- ------- ------- ------- ------- -------- -------
Management fee. . . . (1,869) -- -- -- -- (643) (117) (1,109) --
---------- -------- ------- ------- ------- ------- ------- -------- -------
Net investment
income (loss). . 64,195 57,959 14 762 6,329 (326) (47) (496) --
---------- -------- ------- ------- ------- ------- ------- -------- -------
Change in value of
investments:
Realized gain. . . . 70,632 35,387 -- 13,177 -- 8,205 1,040 12,823 --
Unrealized gain. . . 103,742 46,150 -- 32,783 -- 7,994 383 16,432 --
---------- -------- ------- ------- ------- ------- ------- -------- -------
174,374 81,537 -- 45,960 -- 16,199 1,423 29,255 --
---------- -------- ------- ------- ------- ------- ------- -------- -------
Contributions:
Employer, including
forfeitures. . . . 25,104 10,039 -- 3,002 8,112 1,334 310 2,307 --
Participants . . . . 104,360 31,326 -- 10,190 49,557 4,442 994 7,851 --
--------- -------- ------ ------- ------- ------- ------- -------- -------
129,464 41,365 -- 13,192 57,669 5,776 1,304 10,158 --
--------- -------- ------ ------- ------- ------- ------- -------- -------
Total net investment
income, change
in value of
investments, and
contributions. . 368,033 180,861 14 59,914 63,998 21,649 2,680 38,917 --
--------- -------- ------ ------- ------- ------- ------- -------- -------
Deductions:
Distributions to Par-
ticipants or their
beneficiaries. . . 433,289 207,566 8 60,799 70,492 35,968 8,313 50,143 --
Employer contributions
and earnings
forfeited. . . . . 171 53 -- 51 4 23 6 34 --
Loans to Participants
net of repayments
and loan defaults
of $5,505. . . . . 5,505 (101) -- 28 15 (108) (20) (197) 5,888
--------- -------- ------ ------- ------- ------- ------- -------- --------
438,965 207,518 8 60,878 70,511 35,883 8,299 49,980 5,888
--------- -------- ------ ------- ------- ------- ------- -------- -------
Interfund
conversions. . . . . -- (131,810) (3,479) 37,968 39,273 18,233 2,620 37,195 --
--------- -------- ------- ------- ------- ------- ------- -------- -------
Increase (Decrease)
in Plan equity
for the year . . . . (70,932) (158,467) (3,473) 37,004 32,760 3,999 (2,999) 26,132 (5,888)
Plan equity, at market
value, beginning
of year. . . . . . . 1,542,750 879,508 3,473 200,359 103,282 111,500 27,491 151,630 65,507
---------- -------- ------- -------- ------- -------- ------- -------- -------
Plan equity, at
market value,
end of year. . . . . $1,471,818 $721,041 $ -- $237,363 $136,042 $115,499 $24,492 $177,762 $59,619
========== ======== ====== ======== ======== ======== ======= ======== =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
STATEMENT OF INCOME AND CHANGES IN PLAN EQUITY
FOR THE YEAR ENDED DECEMBER 31, 1995
<TABLE>
<CAPTION>
Edison Guaranteed
Int'l Income Common Money
Stock Fund-- Stock Market Balanced Bond Global
Total Fund 3 Yrs. Fund Fund Fund Fund Fund Loans
----- -------- ---------- ------ ------ -------- ---- ------ -----
(In thousands)
Investment income:
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Cash dividends . . . $ 54,937 $54,937 $ -- $ -- $ -- $ -- $ -- $ -- $ --
Interest from:
Participant loans. 4,952 3,727 -- 415 202 199 49 360 --
Investments. . . . 6,169 236 388 21 5,494 12 3 15 --
---------- -------- ------- ------- ------- ------- ------- -------- -------
66,058 58,900 388 436 5,696 211 52 375 --
---------- -------- ------- ------- ------- ------- ------- -------- -------
Management fee. . . . (1,306) -- -- -- -- (459) (100) (747) --
---------- -------- ------- ------- ------- ------- ------- -------- -------
Net investment
income (loss). . 64,752 58,900 388 436 5,696 (248) (48) (372) --
---------- -------- ------- ------- ------- ------- ------- -------- -------
Change in value of
investments:
Realized gain. . . . 10,363 8,871 -- 253 -- 395 48 796 --
Unrealized gain. . . 233,959 145,194 -- 44,294 -- 17,511 2,237 24,723 --
---------- -------- ------- ------- ------- ------- ------- -------- -------
244,322 154,065 -- 44,547 -- 17,906 2,285 25,519 --
---------- -------- ------- ------- ------- ------- ------- -------- -------
Contributions:
Employer, including
forfeitures. . . . 19,904 13,409 -- 2,168 1,139 1,073 295 1,820 --
Participants . . . . 64,019 42,771 -- 7,116 3,658 3,471 923 6,080 --
--------- -------- ------ ------- ------- ------- ------- -------- -------
83,923 56,180 -- 9,284 4,797 4,544 1,218 7,900 --
--------- -------- ------ ------- ------- ------- ------- -------- -------
Total net investment
income, change
in value of
investments, and
contributions. . 392,997 269,145 388 54,267 10,493 22,202 3,455 33,047 --
--------- -------- ------ ------- ------- ------- ------- -------- -------
Deductions:
Distributions to Par-
ticipants or their
beneficiaries. . . 106,794 65,518 660 9,171 16,129 6,473 1,774 7,069 --
Employer contributions
and earnings
forfeited. . . . . 331 169 -- 62 20 32 5 43 --
Loans to Participants
net of repayments
and loan defaults
of $3,073. . . . . 3,073 2,257 -- 166 625 (50) 20 (237) 292
--------- -------- ------ ------- ------- ------- ------- -------- --------
110,198 67,944 660 9,399 16,774 6,455 1,799 6,875 292
--------- -------- ------ ------- ------- ------- ------- -------- -------
Interfund
conversions. . . . . -- (127,312) (10,692) 43,592 29,004 27,721 8,141 29,546 --
--------- -------- ------- ------- ------- ------- ------- -------- -------
Increase (Decrease)
in Plan equity
for the year . . . . 282,799 73,889 (10,964) 88,460 22,723 43,468 9,797 55,718 (292)
Plan equity, at market
value, beginning
of year. . . . . . . 1,259,951 805,619 14,437 111,899 80,559 68,032 17,694 95,912 65,799
---------- -------- ------- -------- -------- -------- ------- -------- -------
Plan equity, at
market value,
end of year. . . . . $1,542,750 $879,508 $3,473 $200,359 $103,282 $111,500 $27,491 $151,630 $65,507
========== ======== ====== ======== ======== ======== ======= ======== =======
</TABLE>
The accompanying notes are an integral part of these financial statements.
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS
Note 1. Nature of Plan and Summary of Significant Accounting Policies
Nature of Plan
Eligibility
The Southern California Edison Company Stock Savings Plus Plan (the
Plan) is a defined-contribution plan with a 401(k) feature established for
the benefit of qualifying employees (Participants) of Edison International
and its subsidiary companies including Southern California Edison Company
(Plan Sponsor).
Contributions
The Plan is funded by Participant pre-tax contributions of up to 15% of
their base pay, subject to statutory limits, which are matched by employer
contributions of one-half of the Participant's contributions up to 6%.
Vesting
All Participant contributions and the related investment income are
fully owned by the Participants. Participants are fully vested in
employer matching contributions and the related investment income upon
completing five years of service with Edison International or its
subsidiary companies.
Plan Trust
Plan assets are held in trust with Wells Fargo Bank, N.A. (Trustee) for
the benefit of Participants and their beneficiaries. The mutual covenants
to which Southern California Edison and the Trustee agree are disclosed
in the Stock Savings Plus Plan and Trust Agreement (Trust Agreement).
Prior to 1996, the Trustee was First Interstate Bank of California.
During 1996, First Interstate Bank of California was acquired by Wells
Fargo Bank, N.A.
Administration and Administrative Expenses
The Plan is administered by the Southern California Edison Company
Employee Benefits/Health Care Committee (Plan Administrator). The cost
of Plan administration is paid by the Plan Sponsor. The fees, taxes and
other expenses incurred by the Trustee in making investments are paid out
of the Investment Funds for which the investments are made as part of the
cost of the investment.
Transfers Between Funds
Participants may direct the investment of their contributions, the
employer's matching contributions, and the earnings on those contributions
into any of six investment funds on a monthly basis, at 1% increments.
One additional fund (the Guaranteed Income Fund) has been phased out and
accepts no further investments.
Participant Accounts
One of the investment funds holds stock of the Plan Sponsor's parent
holding company (Edison International). Participants investing in that
fund are entitled to exercise voting rights attributable to the shares
allocated to their account, and are notified by the Trustee prior to the
time such rights are to be exercised. The Trustee may vote any shares for
which instructions have not been given by the Participant.
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 1. Nature of Plan and Summary of Significant Accounting Policies
(Continued)
Tax Status
The Plan is designed to comply with Section 401(a) of the Internal
Revenue Code of 1986 (IRC) and applicable regulations thereunder. The
Plan is exempt from taxation under Section 501(a) of the IRC and meets
the requirements applicable to qualified cash or deferral compensation
arrangements under Section 401(k) of the IRC. The Internal Revenue
Service has determined and informed the Plan Sponsor, by letter dated
June 5, 1995, that the Plan and related Trust are designed in accordance
with applicable sections of the IRC. Although the Plan has been amended
since receiving the determination letter, the Plan Administrator and the
Plan's tax counsel believe that the Plan continues to be designed and
operated in compliance with the applicable requirements of the IRC, and
the related trust was tax exempt as of the financial statement date.
Distributions from qualified plans are taxable to recipients under the
provisions of Section 402 of the IRC.
Plan Continuation
Although it has not expressed an intent to do so, the Plan Sponsor has
the right under the Plan to discontinue its contributions at any time and
to terminate the Plan subject to the provisions of the Employee Retirement
Income Security Act of 1974 (ERISA). In the event of Plan termination,
Participants will become fully vested in their accounts. The Trust will
continue after termination until all Trust assets have been distributed
to Participants and their beneficiaries.
Summary of Significant Accounting Policies
Basis of Accounting
The financial statements are presented on the accrual basis of
accounting and in conformity with generally accepted accounting principles
as they pertain to employee benefit plans.
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenue and expenses
during the reporting period. Actual results could differ from those
estimates.
Investment Valuation and Income Recognition
The Plan's investments are stated at fair value except for its
guaranteed income contract, which is stated at the value of the contract
with an insurance company.
Purchases and sales of Edison International common stock are recorded
on a trade-date basis. Both realized and unrealized gains and losses are
measured at historical cost.
Interest income is recorded on the accrual basis. Dividends are
recorded on the ex-dividend date.
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 1. Nature of Plan and Summary of Significant Accounting Policies
(Continued)
Derivatives
To the extent permitted by the Trust Agreement, fund managers may
participate in various derivative-based transactions. Derivative
securities are instruments or agreements whose value is derived from an
underlying security or index. They include but are not limited to
options, futures, swaps, forwards, structured notes and stripped
securities. These instruments offer unique characteristics and risks that
assist the fund managers to meet their investment strategies.
Fund managers typically use derivatives in three ways: cash
equitization; hedging; and return enhancements. Cash equitization is a
technique that may be used by certain funds through options and futures
to earn "market-like" returns with excess and liquidity reserve cash
balances. Hedging is used in some funds to limit or control risks, such
as adverse movements in exchange rates and interest rates. Return
enhancement may be achieved by purchasing certain instruments which more
effectively achieve the desired portfolio characteristics that allow the
fund to meet its investment objectives. Depending on how the derivatives
are utilized and their structure, the risks associated with them may vary
widely. These risks are generally categorized as market risk, liquidity
risk and counterparty or credit risk.
None of the Plan's investment funds are considered to be utilizing
derivatives to a material degree.
Payment of Benefits
Benefits are recorded when paid.
Note 2. Investment Program
The Trustee has invested all contributions in accordance with
Participant instructions. Funds not immediately allocated to investment
funds are invested by the Trustee in certain short-term investments.
Participants with an accumulated balance in the Plan have the ability
each month to allocate their account balances among various investment
options in addition to the common stock of Edison International (Edison
International Stock Fund).
Collective investment in the Edison International Stock Fund consisted
of 81,007,702 units at a unit value of $8.9009 as of December 31, 1996.
Actual shares held by the fund were 34,921,286, at a market price of
$19.875 per share at December 31, 1996; additionally, the Edison
International Stock Fund held $11,186,000 in cash and cash equivalents.
The other investment options available as of December 31, 1996, were:
(a) Common Stock Fund -- Collective investment in the BZW Barclay's Global
Investors Equity Index Fund consisting of 13,123,861 units at a unit
value of $18.0863 as of December 31, 1996. As of December 31, 1995,
management of the Common Stock Fund was transferred from Wells Fargo
Bank, which managed the Wells Fargo Bank Equity Index Fund, to
Barclay's Bank, which manages the current fund. Fees earned for
managing the Common Stock Fund during 1996 and 1995 were $153,000 and
$109,000, respectively. These management fees are reflected in the
net asset value of the fund.
<PAGE>
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 2. Investment Program (Continued)
Interim unit participation and net asset value per unit were as
follows:
Date Units participating Unit Value
---- ------------------- ----------
March 31, 1996 15,052,314 $15.5069
June 30, 1996 15,296,077 $16.1987
September 30, 1996 13,862,762 $16.6968
(b) Money Market Fund -- Collective investment is in the Wells Fargo Bank,
N.A. Short-Term Income Fund consisting of 11,409,872 units at a unit
value of $11.9231 as of December 31, 1996.
Interim unit participation and net asset value per unit were as
follows:
Date Units participating Unit Value
---- ------------------- ----------
March 31, 1996 8,788,904 $11.4539
June 30, 1996 10,022,462 $11.6032
September 30, 1996 10,400,120 $11.7616
(c) Balanced fund -- Collective investment is in the Frank Russell Trust
Company Funds consisting of 7,340,118 units at a unit value of
$15.7358 as of December 31, 1996.
Interim unit participation and net asset value per unit were as
follows:
Date Units participating Unit Value
---- ------------------- ----------
March 31, 1996 8,838,373 $14.1616
June 30, 1996 8,833,688 $14.5602
September 30, 1996 7,891,107 $14.8929
(d) Bond Fund -- Collective investment is in the Frank Russell Trust
Company Short-Term Bond Fund consisting of 1,973,749 units at a unit
value of $12.4087 as of December 31, 1996.
Interim unit participation and net asset value per unit were as
follows:
Date Units participating Unit Value
---- ------------------- ----------
March 31, 1996 2,523,937 $11.7903
June 30, 1996 2,270,308 $11.9114
September 30, 1996 2,041,831 $12.1259
(e) Global Fund -- Collective investment is in three Frank Russell Trust
Company Equity-Based Funds consisting of 10,641,093 units at a unit
value of $16.7052 as of December 31, 1996.
Interim unit participation and net asset value per unit were as
follows:
Date Units participating Unit Value
---- ------------------- ----------
March 31, 1996 11,770,149 $14.8736
June 30, 1996 12,652,787 $15.4724
September 30, 1996 11,461,840 $15.7438
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 2. Investment Program (Continued)
The number of Participant accounts in each fund was as follows:
<TABLE>
<CAPTION>
December 31,
--------------------
1996 1995
------ ------
<S> <C> <C>
Edison International Stock Fund . . . . . . . . . . . . . . . . . . . . 12,302 15,471
Guaranteed Income Fund - 3 years. . . . . . . . . . . . . . . . . . . . -- 547
Common Stock Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,755 6,702
Money Market Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,903 3,804
Balanced Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,118 4,236
Bond Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,524 1,709
Global Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,820 5,582
</TABLE>
The transfer of the Participants' investment from the Edison
International Stock Fund to all other funds is valued at the month-end
closing price. The transfer of the Participants' investment from all
other funds to the Edison International Stock Fund, or to any other fund,
is based on the actual market value balance (including earnings and market
adjustments) in each Participant's account, as of the date of transfer.
As of January 1, 1997, Plan Participants elected to reallocate their
investment fund balances as indicated in the table below. In order to
reflect year-end market values for the January 1, 1997, transfer, the
Trustee converted securities necessary to reflect "post-allocation"
investment distribution prior to December 31, 1996. The post-allocation
amounts are not allocated to Plan Participants until January 1, 1997.
<TABLE>
<CAPTION>
January 1, 1997
--------------------------------
Pre- Post-
Allocation Allocation
---------- ----------
(In thousands)
Fund balances, at market value:
<S> <C> <C>
Edison International Stock Fund . . . . . . . . . . . . . . . . . . . $ 705,246 $ 703,572
Common Stock Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 222,282 220,868
Money Market Fund . . . . . . . . . . . . . . . . . . . . . . . . . . 135,481 141,495
Balanced Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . 107,224 106,533
Bond Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23,178 23,866
Global Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 163,575 160,652
---------- ----------
$1,356,986 $1,356,986
========== ==========
</TABLE>
As of December 31, 1996, 6,399 Participants had loans outstanding.
Loans are funded from the Participant's vested balance and repaid through
payroll deductions. The interest rate charged is the Wall-Street-
Journal-published prime rate plus 1%. At December 31, 1996, the loan
interest rate was 9.25%.
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 3. Unrealized Market Appreciation (Depreciation)
Unrealized market appreciation or depreciation of units in the Edison
International Stock Fund, Common Stock Fund, Balanced Fund, Global Fund,
and Bond Fund held by the Plan is the difference between the acquisition
cost and the market value of such investments. Unrealized market
appreciation or depreciation at the beginning of each year is reconciled
to the unrealized market appreciation or depreciation at the end of each
year, by fund, as follows:
<TABLE>
<CAPTION>
Unrealized Realized (Gain)/Loss
Market -------------------------- Unrealized
Appreciation Increase Market
(Depreciation), (Decrease) Withdrawals Appreciation
Beginning of in Value of and Interfund (Depreciation),
Year Investments Forfeitures Conversions End of Year
-------------- ----------- ----------- ----------- ---------------
(In thousands)
Year ended December 31, 1996:
Edison International
<S> <C> <C> <C> <C> <C>
Stock Fund. . . . . . . $ 76,023 $ 81,537 $(22,534) $(12,853) $122,173
Common Stock Fund . . . . 49,547 45,960 (12,512) (665) 82,330
Balanced Fund . . . . . . 20,283 16,199 (8,121) (84) 28,277
Bond Fund . . . . . . . . 2,785 1,423 (606) (434) 3,168
Global Fund . . . . . . . 28,261 29,255 (12,717) (106) 44,693
-------- -------- -------- -------- --------
Total . . . . . . . . . $176,899 $174,374 $(56,490) $(14,142) $280,641
======== ======== ======== ======== ========
Year ended December 31, 1995:
Edison International
Stock Fund. . . . . . . $(69,171) $154,065 $ (3,929) $ (4,942) $ 76,023
Common Stock Fund . . . . 5,253 44,547 (171) (82) 49,547
Balanced Fund . . . . . . 2,772 17,906 (305) (90) 20,283
Bond Fund . . . . . . . . 548 2,285 (53) 5 2,785
Global Fund . . . . . . . 3,538 25,519 (461) (335) 28,261
-------- -------- ------- -------- --------
Total . . . . . . . . . $(57,060) $244,322 $(4,919) $ (5,444) $176,899
======== ======== ======= ======== ========
</TABLE>
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 4. Distributions and Forfeitures
The balance in the accounts of Participants withdrawing from the Plan
during 1996 and 1995, and amounts disbursed to such Participants in
settlement of their accounts, were as follows:
<TABLE>
<CAPTION>
Cash and
Securities Non-Vested
Balances in Disbursed in Portion of
Participants' Settlement of Balances
Accounts Withdrawals Forfeited
------------ ------------- -----------
(In thousands)
Year Ended December 31, 1996:
At average cost:
<S> <C> <C> <C>
Edison International Stock Fund . . . . . . . . . . $185,085 $185,034 $ 51
All other funds . . . . . . . . . . . . . . . . . . 191,885 191,792 93
-------- -------- ----
Total at cost . . . . . . . . . . . . . . . . . . $376,970 $376,826 $144
======== ======== ====
At market value:
Edison International Stock Fund . . . . . . . . . . $207,619 $207,566 $ 53
All other funds . . . . . . . . . . . . . . . . . . 225,841 225,723 118
-------- -------- ----
Total at market value . . . . . . . . . . . . . . $433,460 $433,289 $171
======== ======== ====
Year Ended December 31, 1995:
At average cost:
Edison International Stock Fund . . . . . . . . . . $ 61,758 $ 61,584 $174
All other funds . . . . . . . . . . . . . . . . . . 40,448 40,292 156
-------- -------- ----
Total at cost . . . . . . . . . . . . . . . . . . $102,206 $101,876 $330
======== ======== ====
At market value:
Edison International Stock Fund . . . . . . . . . . $ 65,687 $ 65,518 $169
All other funds . . . . . . . . . . . . . . . . . . 41,438 41,276 162
-------- -------- ----
Total at market value . . . . . . . . . . . . . . $107,125 $106,794 $331
======== ======== ====
</TABLE>
"All other funds" include: the Guaranteed Income Fund -- 3 years, the
Common Stock Fund, the Money Market Fund, the Balanced Fund, the Bond
Fund, and the Global Fund. The detail of the distributions by fund is
reflected, at market, in the accompanying Statements of Income and Changes
in Plan Equity for the years ended December 31, 1996, and 1995.
The cost of funds reflects the increase due to diversification. Each
time the funds are diversified, the market value of the funds invested
becomes the new cost. Thus, the cost basis is adjusted to the market
value of the previous fund prior to transfer.
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 4. Distributions and Forfeitures (Continued)
Employer contributions are reduced by the difference between the
balances of the Participants' accounts (so calculated) and the amounts
disbursed in settlement of the accounts (so calculated). For purposes of
the Plan, this difference is deemed to be the funds forfeited by
withdrawing Participants. Forfeitures used to offset employer
contributions amounted to $171,000 and $331,000 for 1996 and 1995,
respectively.
Participant withdrawals which are settled in cash are funded through
sales of investments being distributed. Therefore, the market values
reflected in the preceding table represent the proceeds received by the
Plan upon disposition.
Note 5. Plan Equity
Included in Plan equity as of December 31, 1996, and 1995, are
distributions and withdrawals which Participants had elected to receive
but were not yet paid.
The December 31, 1996 distributions and withdrawals reconcile Plan
equity between the Department of Labor Form 5500 (Annual Return/Report of
Employee Benefit Plan) and the financial statements as follows:
<TABLE>
<CAPTION>
(In thousands)
--------------
1996
----
Edison International Stock Fund:
Edison International common stock, at market value
<S> <C>
(1,440,046 shares) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 28,621
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17,407
All other funds. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53,284
----------
Amounts allocated to withdrawing Participants. . . . . . . . . . . . . . . . . . 99,312
Plan equity per Form 5500. . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,372,506
----------
Plan equity per financial statements . . . . . . . . . . . . . . . . . . . . . . $1,471,818
==========
Benefits paid to Participants for the year ended December 31, 1996, per
the financial statements reconciles to the Form 5500 as follows:
(In thousands)
--------------
1996
----
Benefits paid to Participants per the financial
statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 433,289
Amounts allocated to withdrawing Participants at
December 31, 1996. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99,312
----------
Benefits paid to Participants per Form 5500. . . . . . . . . . . . . . . . . . . $ 532,601
==========
</TABLE>
PAGE
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
NOTES TO FINANCIAL STATEMENTS (Continued)
Note 6. Related Party Transactions
The Money Market Fund is managed by Wells Fargo Bank, N.A., which also
serves as the Plan's Trustee. As such, transactions in the Money Market
Fund qualify as party-in-interest transactions. Fees earned by the
Trustee in its capacity as fund manager for the Plan were $222,000 and
$196,000 for 1996 and 1995, respectively. Such fees are reported net of
interest from investments on the Statement of Income and Changes in Plan
Equity.
Note 7. Amendments to the Plan
In 1995, the Plan was amended to provide that a rehired retiree may
participate in the Plan.
During 1996, the Plan was amended: to change the computation period for
purposes of vesting from an anniversary year to a calendar year; to
clarify when a forfeiture occurs upon termination of employment; to allow
continuation of loan amortization for participants after retirement and
for nonrepresented participants who are severed under a severance plan
maintained by Edison International or its subsidiaries; to allow rollover
contributions from a qualified retirement plan maintained by Edison
International or its subsidiaries and, for nonrepresented employees, from
other qualified retirement plans; to allow employees of a merged company
to participate in the Plan immediately; and to allow suspension of loan
amortization in the event of hardship and to invest remedial deposits in
the Money Market Fund to allow for periodic partial distributions.
In 1997, the Plan was amended to permit waiver of the three month
waiting period between payoff of a loan and commencement of a new loan in
the event of financial hardship.
Note 8. Employer Contributions
At the request of the Plan Administrator, an independent accounting
firm conducted an in-depth review of the Plan. Based on the specific
provisions of the Plan, this review determined that certain participants
were due additional benefits based on a complete examination of their
employment records. In 1996, the Plan Sponsor made qualified non-
elective contributions to individual participant accounts to fund the
additional benefits due. Such contributions totaled $7.1 million and are
included in Employer Contributions in the 1996 Statement of Income and
Changes in Plan Equity.
PAGE
<PAGE>
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 on its behalf by the undersigned hereunto
duly authorized.
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
By Lillian R. Gorman
---------------------------------------
Lillian R. Gorman
Chair
Employee Benefits/Health Care Committee
March 24, 1997
PAGE
<PAGE>
SCHEDULE I
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
EIN 95-1240335 - PLAN NO. 002
LINE 27A - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
(a) (b) (c) (d) (e)
Description of Investment Including Current
Identity of Issue, Borrower, Maturity Date, Rate of Interest, Cost Value
Lessor or Similar Party Par or Maturity Value $000 $000
----------------------------- ------------------------------------ --------- ---------
<S> <C> <C>
* Edison International Stock Fund Common Stock - No Par Value $ 571,887 $ 694,060
* BZW Barclay's Global Investors Common Stock Fund - Collective 139,952 222,282
Investment in the BZW Barclay's
Global Investors Equity Index
Fund
* Frank Russell Trust Company Balanced Fund - Collective 78,947 107,224
Investment in Frank Russell
Balanced Fund
* Wells Fargo Bank, N.A. Money Market Fund - Collective 146,667 146,667
Investment in the Wells Fargo Bank,
N.A. Short-Term Income Fund
* Frank Russell Trust Company Bond Fund - Collective Investment 20,010 23,178
in Frank Russell Short-Term Bond
Fund
* Frank Russell Trust Company Global Fund - Collective 118,882 163,575
Investment in Three Frank Russell
Equity-Based Global Funds
Participant Loans Loans with Maturities Varying -- 59,619
From One to Fifteen Years and
Interest Rates From 9.25% to 9.75%
---------- ----------
Total $1,076,345 $1,416,605
========== ==========
</TABLE>
* Party-in-interest
The accompanying notes are an integral part of this schedule.
PAGE
<PAGE>
SCHEDULE II
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
EIN 95-1240335 - PLAN NO. 002
LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1996
<TABLE>
<CAPTION>
COST OF
IDENTITY OF PURCHASE SELLING ASSETS NET GAIN
PARTY DESCRIPTION PRICE PRICE SOLD (LOSS)
INVOLVED OF ASSETS $000 $000 $000 $000
----------- ------------- -------- --------- -------- ---------
WELLS 9,194,399 shs.
FARGO Edison
BANK, N.A. International
TRUSTEE Stock
<S> <C> <C> <C> <C>
58 sales -- $162,465 $140,553 $21,912
WELLS Wells Fargo Bank,
FARGO N.A. Short-Term
BANK, N.A. Income Fund
TRUSTEE 281 purchases $806,167
223 sales 795,411 795,411 --
--------- -------- -------- -------
Total purchases $806,167 $957,876 $935,964 $21,912
======== ======== ======== =======
</TABLE>
The accompanying notes are an integral part of this schedule.
PAGE
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description
1 Summary Annual Report of Southern California Edison Company Stock
Savings Plus Plan for the year ended December 31, 1996.
2. Consent of Independent Public Accountants.
PAGE
<PAGE>
EXHIBIT 1
1995 SUMMARY ANNUAL REPORT FOR
STOCK SAVINGS PLUS PLAN (SSPP)
This is a summary of the annual report for the Southern California Edison
Company Stock Savings Plus Plan, EIN 95-1240335, Plan No. 002, for
January 1, 1995, through December 31, 1995. The annual report has been
filed with the Internal Revenue Service, as required under the Employee
Retirement Income Security Act of 1974 (ERISA).
Basic Financial Statement
Benefits under the plan are provided through a trust fund and insurance.
Plan expenses were $121,758,845. These expenses included $1,306,097 in
administrative expenses and $120,452,748 in benefits paid to participants
and beneficiaries. A total of 17,551 persons were participants in or
beneficiaries of the plan at the end of the plan year, although not all of
these persons had yet earned the right to receive benefits.
The value of plan assets, after subtracting liabilities of the plan, was
$1,532,495,522 as of December 31, 1995, compared to $1,259,951,733 as of
January 1, 1995. During the plan year, the plan experienced an increase
in its net assets of $272,543,789. This increase includes unrealized
appreciation and depreciation in the value of plan assets; that is, the
difference between the value of the plan's assets at the end of the year
and the value of the assets at the beginning of the year or the cost of
assets acquired during the year. The plan had total income of
$394,302,634 including employer contributions of $19,903,578, employee
contributions of $64,019,294, realized gains of $10,734,829 from the sale
of assets, and earnings from investments of $299,644,933.
Your Rights to Additional Information
You have the right to receive a copy of the full annual report, or any
part thereof, on request. The items listed below are included in that
report:
1. an accountant's report;
2. assets held for investment; and
3. transactions in excess of five percent of plan assets; and
4. insurance information, including sales commissions paid by
insurance carriers.
To obtain a copy of the full annual report, or any part thereof, write or
call the office of the Employee Benefits/Health Care Committee (the
Committee is the Plan Administrator), 2244 Walnut Grove Avenue, Rosemead,
California 91770, (818) 302-5137.
You also have the right to receive from the plan administrator, on request
and at no charge, a statement of the assets and liabilities of the plan
and accompanying notes, or a statement of income and expenses of the plan
and accompanying notes, or both. If you request a copy of the full annual
report from the plan administrator, these two statements and accompanying
notes will be included as part of that report.
PAGE
<PAGE>
1995 SUMMARY ANNUAL REPORT FOR
STOCK SAVINGS PLUS PLAN (SSPP)
Page 2
You also have the legally protected right to examine the annual report at
the main office of the plan, Southern California Edison Company, 2244
Walnut Grove Avenue, Rosemead, California 91770 and at the U.S. Department
of Labor in Washington, D.C., or to obtain a copy from the U.S. Department
of Labor upon payment of copying costs. Requests to the Department should
be addressed to: Public Disclosure Room N-5638, Pension and Welfare
Benefit Administration, U.S. Department of Labor, 200 Constitution Avenue,
N.W., Washington, D.C. 20210.
PAGE
<PAGE>
Exhibit 2
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the
incorporation by reference of our report dated March 24, 1997 (the Report
of Independent Public Accountants), appearing on page 2 in this report on
Form 11-K for the Stock Savings Plus Plan of Southern California Edison
Company into the previously filed Registration Statements of Edison
International which follow:
Registration Form File No. Effective Date
Form S-3 333-08115 July 15, 1996
Form S-8 333-03913 May 16, 1996
Form S-8 33-32302 June 2, 1993
Form S-8 33-46713 June 2, 1993
Form S-8 33-46714 June 2, 1993
Form S-3 33-44148 September 17, 1993
ARTHUR ANDERSEN LLP
ARTHUR ANDERSEN LLP
Los Angeles, California
March 26, 1997
