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, 1999
---------------------------------------------
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>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
Financial Statements and Supplemental Schedule
As of December 31, 1999 and 1998
Together with Auditors' Report
<PAGE>
INDEX
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Plan Benefits as of December 31, 1999
and 1998
Statement of Changes in Net Assets Available for Plan Benefits for the Year
Ended December 31, 1999
NOTES TO FINANCIAL STATEMENTS
SCHEDULE I:
Schedule of Assets Held for Investment Purposes as of December 31, 1999
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>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Southern California Edison Company
Benefits Committee:
We have audited the accompanying statements of net assets available for plan
benefits of the SOUTHERN CALIFORNIA EDISON COMPANY STOCK SAVINGS PLUS PLAN (the
Plan) as of December 31, 1999 and 1998, and the related statement of changes in
net assets available for plan benefits for the year ended December 31, 1999.
These financial statements and the schedule referred to below are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements and the schedule based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. 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 made by
management, as well as evaluating the overall financial statement presentation.
An audit also includes assessing the accounting principles used and significant
estimates made by management. 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 net assets available for plan benefits of the Plan as
of December 31, 1999 and 1998, and the changes in its net assets available for
plan benefits for the year ended December 31, 1999, in conformity with
accounting principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. Schedule I listed in the accompanying
index is presented for the purpose of additional analysis and is not a required
part of the basic financial statements but is 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. The supplemental
schedule has been subjected to the auditing procedures applied in the audits of
the basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
ARTHUR ANDERSEN LLP
ARTHUR ANDERSEN LLP
Los Angeles, California
June 26, 2000
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
Statements of Net Assets Available for Plan Benefits
As of December 31, 1999 and 1998
(in 000's)
<TABLE>
<CAPTION>
1999 1998
----------------- -----------------
Assets
<S> <C> <C>
Investments, at fair value $ 2,039,254 $ 1,853,478
Receivables:
Interest receivable 969 550
Dividend receivable - 7,513
Receivable from brokers 2,963 3,582
----------------- -----------------
Total receivables 3,932 11,645
----------------- -----------------
Total assets 2,043,186 1,865,123
----------------- -----------------
Liabilities
Payable to brokers and others 2,414 544
----------------- -----------------
Total liabilities 2,414 544
----------------- -----------------
Net assets available for plan benefits $ 2,040,772 $ 1,864,579
================= =================
</TABLE>
The accompanying notes are an integral part of this statement.
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
Statement of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1999
(in 000's)
Additions
Investment income:
Dividend $ 22,384
Interest 16,244
Net appreciation in fair value of investments 149,204
-----------------
187,832
Less: management fees 468
-----------------
Net investment income 187,364
Contributions:
Employer contributions, net of forfeitures 30,502
Participant contributions 79,410
-----------------
Total contributions 109,912
-----------------
Total additions 297,276
-----------------
Deductions
Distributions to participants 121,083
-----------------
Total deductions 121,083
-----------------
Net increase 176,193
-----------------
Net assets available for plan benefits:
Beginning of year 1,864,579
-----------------
End of year $2,040,772
=================
The accompanying notes are an integral part of this statement.
<PAGE>
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
Notes to Financial Statements
December 31, 1999
Note 1. Nature of Plan
The following description of the Southern California Edison Company (the Plan
Sponsor) Stock Savings Plus Plan (the Plan) provides only general information.
Participants should refer to the Plan document, as amended, for a more complete
description of the Plan's provisions.
Nature of Plan
Eligibility
The Plan is a defined-contribution plan with a 401(k) feature, in which
qualifying full-time or part-time employees of Edison International
(the Company) and substantially all of its subsidiary companies are
eligible to participate. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA). An employee,
as defined by the Plan document, is eligible to participate in the Plan
immediately upon employment.
Contributions
Subject to statutory limits, prior to March 11, 1999, participants may
annually contribute up to 15 percent of their eligible pay, as defined
by the Plan document. Effective March 11, 1999, subject to statutory
limits, all participants but Southern California Edison Company
International Brotherhood of Electrical Workers, Utility Workers Union
of America, and San Onofre Firefighters Association-represented
participants (collectively, Certain Represented Participants) may elect
to defer up to 19 percent of their eligible pay, as defined by the Plan
document. Certain Represented Participants continue to be able to defer
up to 15 percent of eligible pay, as defined by the Plan. Participating
employers provide matching contributions from 0 percent to 100 percent
of up to 6 percent of a participant's eligible pay. Certain
participating subsidiaries also provide a fixed profit sharing
contribution of 3 percent of eligible pay each pay period and a
variable profit sharing contribution annually to eligible employees.
The Plan also accepts rollovers from other qualified plans.
Vesting
Participants immediately vest in their contributions plus actual
earnings thereon. Effective March 11, 1999, for all but Certain
Represented Participants, employer contributions plus actual earnings
thereon vest at a rate of 20 percent per year. Certain Represented
Participants do not vest in employer contributions until they have
achieved 5 years of service, at which time they fully vest. Once fully
vested, all future employer contributions and earnings thereon are
immediately vested. Prior to March 11, 1999, employer contributions
plus actual earnings vested upon completion of five years of service as
defined in the Plan document.
Forfeitures
At December 31, 1999 and 1998, forfeited non-vested accounts totaled
$6,227 and $8,729, respectively. These accounts are used to reduce
employer contributions. During 1999, employer contributions were
reduced by $194,701 for forfeited nonvested accounts.
<PAGE>
Plan Trust
Plan assets are held in trust with State Street Bank and Trust Company
(the Trustee) for the benefit of participants and their beneficiaries.
The mutual covenants to which the Company and the Trustee agree are
disclosed in the Stock Savings Plus Plan Trust Agreement (the Trust
Agreement).
Plan Administration
The Plan is administered by the Southern California Edison Company
Employee Benefits Committee (the Plan Administrator). Hewitt &
Associates is the Plan's recordkeeper. Frank Russell Trust Company and
BZW Barclay's Global Investors were the Plan's investment managers for
the six funds that were available prior to March 11, 1999 (see Note 4).
Effective March 11, 1999 the investment choices increased to 50
investment funds. The increase in investment choices increased the
number of investment managers. The Plan's prospectus provides a
detailed description of each investment fund choice and the respective
investment manager.
Administrative and Investment Expenses
The Plan Sponsor pays the cost of administering the Plan, including
certain fees and expenses of the Trustee and recordkeeper. The fees,
taxes and other expenses incurred by the Trustee or investment managers
are paid out of the applicable fund. This includes brokerage fees for
sales or purchases of Edison International Common Stock on the open
market. No additional costs are incurred in connection with sales of
Edison International Common Stock within the Trust or the transfer of
assets between funds.
Mutual funds pay fees to the Plan recordkeeper for administrative
services to participants that would otherwise have to be provided by
the fund. The majority of fees received by the Plan recordkeeper are
used to reduce the recordkeeping and communication expenses of the
Plan.
Participant Accounts
Each participant account is credited with the participant's
contribution, the employer's contribution, if applicable, and
allocations of Plan earnings. Allocation of earnings and expenses are
based on account balances, as defined. The benefit to which a
participant is entitled is the benefit that can be provided from the
vested portion of the participant's account.
Participant Loans Receivable
Participants may borrow from their accounts a minimum of $1,000 up to
the lesser of $50,000 reduced by the highest loan balance during the
prior 12 months or 50 percent of their vested account balance. Loan
transactions are treated as a transfer (from) to the investment fund to
(from) Participant Loans. Loan terms range from one to four years for
general purpose loans or up to 15 years for the purchase of a primary
residence. Loans bear interest at Prime Rate plus one percent. Interest
rates range from 7.0 percent to 9.5 percent. Principal and interest is
paid ratably through payroll deductions. Some separated participants
may repay loan obligations by manual checks, rather than through
payroll deductions.
Payment of Benefits
Distribution of account balances of $5,000 or less ($3,500 or less for
Certain Represented Participants) occur after a participant terminates
employment, dies, or becomes permanently and totally disabled.
Participants terminating employment having account balances greater
than $5,000 and retirees, may: a) elect to receive their distributions
at any time before turning age 70 1/2, and b) choose between a lump sum
or an installment form of payment.
2
<PAGE>
Note 2. Summary of Significant Accounting Policies
Basis of Accounting
The financial statements are presented on the accrual basis of
accounting and in conformity with accepted accounting principles
applicable to employee benefit plans in the United States.
Use of Estimates
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States requires management
to make estimates and assumptions that affect the reported amounts of
assets, liabilities, and changes therein, and disclosure of contingent
assets and liabilities. Actual results could differ from those
estimates.
Investment Valuation and Income Recognition
The Plan's investments are stated at fair value. Investments in the
collective funds are valued at quoted market prices, which represent
the net asset value of shares held by the Plan at year end. Edison
International Common Stock is valued at its quoted market price.
Participant loans are valued at cost, which approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis. Dividends are
recorded on the ex-dividend date.
Net Appreciation (Depreciation) in Fair Value of Investments
Realized and unrealized appreciation (depreciation) in the fair value
of investments is based on the difference between the fair value of the
assets at the beginning of the year, or at the time of purchase for
assets purchased during the year, and the related fair value on the day
investments are sold with respect to realized appreciation
(depreciation), or on the last day of the year for unrealized
appreciation (depreciation).
New Pronouncement
During 1999, the Plan implemented Statement of Position 99-3,
Accounting For and Reporting of Certain Defined Contribution Plan
Investments and Other Disclosure Matters, which eliminates the
requirement for a defined contribution plan to individually disclose
participant directed investment programs.
Distributions to Participants
Distributions to participants are recorded when paid.
Note 3. Investment Elections
The Trustee invests all contributions in accordance with participant
instructions.
All participants, except for Certain Represented Participants, may elect to
change their investment mix effective each business day. Certain Represented
Participants continue to be able to make such changes monthly. All participants,
except for Certain Represented Participants, may elect changes to their deferral
percentages and deferral investment elections coincident with their pay
frequency. Certain Represented Participants continue to be able to make such
changes monthly.
3
<PAGE>
Note 4. Investment Options
Prior to March 11, 1999, all participants' investment elections were limited to
the following six funds:
o Edison International Common Stock Fund
o Common Stock Fund
o Money Market Fund
o Balanced Fund
o Bond Fund
o Global Fund
The transfer of the participants' investment from the Edison International
Common Stock Fund to all other funds is valued at the closing market price on
the date of the transfer, for all but Certain Represented Participants. The
transfer of the participants' investment from the Edison International Common
Stock Fund to all other funds is valued at the month-end closing price for
Certain Represented Participants. The transfer of the participants' investment
from all other funds to the Edison International Common 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.
Effective March 11, 1999, all but Certain Represented Participants can choose
investments from among 50 investment fund offerings. These investment funds
consist of the following:
o Three Pre-mixed Portfolios - Funds are invested in portfolios which include
U.S. stocks, non U.S. stocks and corporate and government bonds.
o Seven Core Funds - Funds are invested in a broad selection of asset classes;
large and small U.S. stocks, non-U.S. stocks and fixed income instruments.
o Forty Mutual Funds - Funds are invested in a variety of retail mutual funds
from multiple asset classes.
Participants should refer to the Summary Plan document for a more complete
description of the various investment options.
Note 5. Investments
The following presents investments that represent 5 percent or more of the
Plan's net assets:
<TABLE>
<CAPTION>
December 31,
------------------------
1999 1998
-------- -------
(in 000's)
Edison International Common Stock Fund, 27,047,300 and
<S> <C> <C>
28,896,508 shares, respectively (See Note 7) $708,301 $805,490
BZW Barclay's Global Investors (U.S. Stock Index Fund),
11,784,689 and 14,208,753 units, respectively 479,189 440,742
Frank Russell Trust Company (Balanced Fund),
6,025,414 and 7,090,327 units, respectively 151,268 154,821
Frank RusselI Trust Company (Global Fund)
1,689,695 and 8,606,786 units, respectively 53,685 204,711
State Street Bank (Money Market Fund),
211,083,762 units 211,084 -
Wells Fargo Bank, N.A. (Short-Term Income Fund),
126,433,837 units - 126,434
</TABLE>
4
<PAGE>
During 1999, the Plan's investments (including gains and losses on investments
bought and sold, as well as held during the year) appreciated (depreciated) in
value as follows (in 000's):
Edison International Common Stock Fund (Note 7) $ (45,957)
Bond Intermediate Term Fund (37)
U.S. Large Company Stock Fund 3,206
U.S. Small Company Stock Fund 1,408
Conservative Growth Fund 314
Aggressive Growth Fund 5,150
Europacific Fund 7,354
Mutual Funds 50,902
US Stock Index Fund 91,576
Balanced Fund 22,040
Bond Short-Term Fund 401
Global Fund 12,847
--------
Total $149,204
========
Note 6. Reconciliation of Financial Statements to Form 5500
---------------------------------------------------
The following is a reconciliation of net assets available for plan benefits per
the financial statements to the Form 5500:
<TABLE>
<CAPTION>
December 31,
----------------------------------------
1999 1998
---------------- --------------
(in 000's)
Net assets available for plan benefits per the financial
<S> <C> <C>
statements $2,040,772 $1,864,579
Amounts allocated to withdrawing participants 3,922 9,139
---------- ----------
Net assets available for plan benefits per the Form 5500 $2,036,850 $1,855,440
========== ==========
</TABLE>
The following is a reconciliation of plan benefits paid to participants per the
financial statements to the Form 5500:
Year ended
December 31, 1999
-----------------
(in 000's)
Plan benefits paid to participants per the financial
statements $121,083
Add: Amounts allocated to withdrawing participants
at December 31, 1999 3,922
Less: Amounts allocated to withdrawing participants
at December 31, 1998 9,139
--------
Plan benefits paid to participants per the Form 5500 $115,866
========
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31 but not yet paid as of that date.
5
<PAGE>
Note 7. Related Party Transactions
The Money Market Fund was managed by State Street Bank and Trust Company, 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 $285,104 for 1999. Such fees are
reported net of interest income on the statement of changes in net assets
available for plan benefits. The investment options include the Company's Common
Stock as a fund option (see Note 5). State Street Global Advisors, an affiliate
of State Street Bank and Trust Company, is the investment manager of the Edison
International Common Stock Fund. As such, transactions in the Edison
International Common Stock Fund qualify as party-in-interest transactions. Fees
earned by State Street Global Advisors, in its capacity as the investment
manager of the Edison International Common Stock Fund, were $70,230 for 1999.
Note 8. Plan Termination
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 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.
Note 9. Tax Status
The Internal Revenue Service has determined and informed the Plan Sponsor by a
letter dated March 4, 1999, that the Plan and related trust are qualified under
applicable sections of the Internal Revenue Code (IRC). The Plan has been
amended since receiving the determination letter. However, the Plan
Administrator and the Plan's tax counsel believe that the Plan is designed and
is currently operated in compliance with the applicable requirements of the IRC.
Note 10. Employee Stock Ownership Plan
Effective February 23, 1998, the Plan was amended to convert the Edison
International Stock Fund into an employee stock ownership plan allowing for the
current distribution of dividends to all participants but Certain Represented
Participants not electing to reinvest all or a portion of such dividends. For
the year ended December 31, 1999, such distributions totaled $6,171,020.
Note 11. Subsequent Events
Effective February 1, 2000, participation in the new investment options was
expanded to include the Certain Represented Participants previously limited to
the older choices (see Note 4). Effective February 1, 2000, Certain Represented
Participants were awarded enhanced Plan terms. The enhanced Plan terms include,
but are not limited to: allowing contributions up to 19 percent of pay;
receiving graded vesting at the rate of 20 percent per year; allowing daily
transactions; receiving distribution of account balances of $5,000 or less if
they terminate employment, die or become permanently and totally disabled; and a
matching contribution rate increased to 75 percent of up to 6 percent of the
participants' eligible pay.
6
<PAGE>
SCHEDULE I
SOUTHERN CALIFORNIA EDISON COMPANY
STOCK SAVINGS PLUS PLAN
EIN 95-1240335 - PLAN NO. 002
Schedule of Assets Held For Investment Purposes
As of December 31, 1999
(in 000's)
<TABLE>
<CAPTION>
(a) (b) (c) (d)
DESCRIPTION OF INVESTMENT INCLUDING MATURITY CURRENT
IDENTITY OF ISSUE, BORROWER, DATE, RATE VALUE
LESSOR, OR SIMILAR PARTY OF INTEREST, PAR OR MATURITY VALUE
- ----------------------------- ---------------------------------------------- ------
<S> <C> <C> <C>
* EDISON INTERNATIONAL STOCK FUND COMMON STOCK -NO PAR VALUE $708,301
* BZW BARCLAY'S GLOBAL INVESTORS COMMON STOCK FUND - COLLECTIVE INVESTMENT IN 479,189
THE BZW BARCLAY'S GLOBAL INVESTORS US STOCK
INDEX FUND
* FRANK RUSSELL TRUST COMPANY BALANCED FUND - COLLECTIVE INVESTMENT IN FRANK 151,268
RUSSELL GLOBAL BALANCED FUND
* STATE STREET BANK & TRUST CO. MONEY MARKET FUND - COLLECTIVE INVESTMENT IN 211,084
THE STATE STREET BANK MONEY MARKET FUND
* FRANK RUSSELL TRUST COMPANY BOND FUND - COLLECTIVE INVESTMENT IN FRANK 7,594
RUSSELL SHORT-TERM BOND FUND
* FRANK RUSSELL TRUST COMPANY BOND FUND - COLLECTIVE INVESTMENT IN FRANK 11,871
RUSSELL INTERMEDIATE BOND FUND
* FRANK RUSSELL TRUST COMPANY US LARGE COMPANY - COLLECTIVE INVESTMENT IN 30,167
FRANK RUSSELL US LARGE COMPANY EQUITY I FUND
* FRANK RUSSELL TRUST COMPANY US SMALL COMPANY - COLLECTIVE INVESTMENT IN 8,968
FRANK RUSSELL US SMALL COMPANY EQUITY II FUND
* FRANK RUSSELL TRUST COMPANY CONSERVATIVE GROWTH PORTFOLIO - COLLECTIVE 7,911
INVESTMENT IN FRANK RUSSELL CONSERVATIVE
BALANCED FUND
<PAGE>
* FRANK RUSSELL TRUST COMPANY AGGRESSIVE GROWTH PORTFOLIO - COLLECTIVE 36,926
INVESTMENT IN FRANK RUSSELL AGGRESSIVE BALANCED
FUND
AMERICAN FUNDS EUROPACIFIC GROWTH FUNDS - COLLECTIVE 28,675
INVESTMENT IN THE AMERICAN FUNDS GROUP
EUROPACIFIC GROWTH FUND
* FRANK RUSSELL TRUST COMPANY GLOBAL FUND - COLLECTIVE INVESTMENT IN FRANK 53,685
RUSSELL EQUITY-BASED GLOBAL MIX FUNDS
T. ROWE PRICE COLLECTIVE INVESTMENT IN T. ROWE PRICE SCIENCE 69,590
AND TECHNOLOGY FUNDS
JANUS INVESTMENT FUNDS COLLECTIVE INVESTMENT IN JANUS WORLDWIDE FUNDS 35,545
JANUS INVESTMENT FUNDS COLLECTIVE INVESTMENT IN JANUS BALANCED FUNDS 19,827
PUTNAM COLLECTIVE INVESTMENT IN VOYAGER A FUND 9,514
FRANKLIN STRATEGIC COLLECTIVE INVESTMENT IN FRANKLIN SMALL CAP 8,389
GROWTH FUND A
PUTNAM COLLECTIVE INVESTMENT IN ASIA PACIFIC GROWTH 7,863
FUND A
DREYFUS MANAGEMENT COLLECTIVE INVESTMENT IN APPRECIATION FUND 7,223
TURNER FUNDS COLLECTIVE INVESTMENT IN TURNER SMALL CAP 6,711
GROWTH FUND
FIDELITY FUNDS COLLECTIVE INVESTMENT IN FIDELITY SELECT HEALTH 5,935
CARE FUND
<PAGE>
AMERICAN FUNDS COLLECTIVE INVESTMENT IN WASHINGTON MUTUAL 5,914
INVESTORS FUND
DREYFUS MANAGEMENT COLLECTIVE INVESTMENT IN DREYFUS DISCIPLINED 5,304
STOCK FUND
FOUNDERS FUNDS INC. COLLECTIVE INVESTMENT IN FOUNDERS GROWTH FUND 5,123
T. ROWE PRICE COLLECTIVE INVESTMENT IN MID-CAP GROWTH 5,045
PUTNAM COLLECTIVE INVESTMENT IN INTERNATIONAL GROWTH 4,792
FUND A
FIDELITY INVESTMENTS COLLECTIVE INVESTMENT IN SPARTAN HIGH INCOME 3,257
FUND
MORGAN STANLEY DEAN WITTER COLLECTIVE INVESTMENT IN INST EQUITY GROWTH B 3,083
FUNDS
* HEWITT SERIES COLLECTIVE INVESTMENT IN HEWITT MONEY MARKET 2,689
FUND
PIMCO COLLECTIVE INVESTMENT IN TOTAL RETURN FUND 2,844
ADMIN SHARES
FIDELITY INVESTMENTS COLLECTIVE INVESTMENT IN UTILITIES INCOME FUND 2,827
FIDELITY INVESTMENTS COLLECTIVE INVESTMENT IN SELECT FINANCIAL 2,231
SERVICES FUNDS
BARON ASSET COLLECTIVE INVETSMENT IN BARON ASSET FUND 1,610
AMERICAN CENTURY COLLECTIVE INVESTMENT IN INTERNATIONAL GROWTH 1,501
INVESTOR FUND
PIMCO COLLECTIVE INVESTMENT IN LOW DURATION FUND 1,163
MAS SMALL CAP COLLECTIVE INVESTMENT IN MAS SMALL CAP VALUE 1,148
FUND
<PAGE>
KEMPER-DREMEN COLLECTIVE INVESTMENT IN KEMPER -DREMEN HIGH 1,097
RETURN EQUITY A FUND
PUTNAM COLLECTIVE INVESTMENT IN EUROPE GROWTH A FUND 1,062
PUTNAM COLLECTIVE INVESTMENT IN CAPITAL APPRECIATION A 952
FUND
BERGER COLLECTIVE INVESTMENT IN SMALL CAP VALUE FUND 819
T. ROWE PRICE COLLECTIVE INVESTMENT IN VALUE FUND 758
FIDELITY INVESTMENTS COLLECTIVE INVESTMENT IN DIVERSIFIED 656
INTERNATIONAL FUND
TEMPLETON COLLECTIVE INVESTMENT IN DEVELOPING MARKETS 668
FUND A
INVESCO COLLECTIVE INVESTMENT IN TOTAL RETURN FUND 482
AMERICAN BALANCED COLLECTIVE INVESTMENT IN AMERICAN BALANCE FUND 452
PIMCO COLLECTIVE INVESTMENT IN CAPITAL APPRECIATION 421
ADMIN FUND
PIMCO COLLECTIVE INVESTMENT IN LONG TERM US 418
GOVERNMENT BONDS
T. ROWE PRICE COLLECTIVE INVESTMENT IN SMAL L CAP STOCK FUND 397
HOTCHKISS & WILY COLLECTIVE INVESTMENT IN INTERNATIONAL FUND 291
MAS VALUE ADVISOR COLLECTIVE INVESTMENT IN MEDIUM COMPANY STOCK 230
FUND
FIDELITY INVESTMENTS COLLECTIVE INVESTMENT IN REAL ESTATE SPECIALTY 168
FUND
<PAGE>
* STATE STREET GLOBAL ADVISOR COLLECTIVE INVESTMENT IN SMALL CAP FUND 79
BRINSON GLOBAL COLLECTIVE INVESTMENT IN BALANCED PRE-MIXED FUND 34
PARTICIPANT LOANS LOANS WITH MATURITIES VARYING FROM ONE TO FOUR 75,503
YEARS (OR UP TO 15 YEARS IF FOR PURCHASE OF ---------
PRIMARY RESIDENCE) AND INTEREST RATES OF 7 to
9.5%.
TOTAL $2,039,254
==========
</TABLE>
* Party-in-interest
<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: John H. Kelly
------------------------------------
John H. Kelly
Chair, Benefits Committee
