<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the Plan year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _________________ to ___________________
Commission file number
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
Protection One Employee Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
WESTERN RESOURCES, INC.
818 Kansas Avenue
Topeka, KS 66612
PROTECTION ONE, INC.
6011 Bristol Parkway
Culver City, CA 90230
<PAGE> 2
PROTECTION ONE EMPLOYEE SAVINGS PLAN
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page(s)
-------
<S> <C>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Plan Benefits as of
December 31, 1997 and 1996 2
Statement of Changes in Net Assets Available for Plan Benefits
for the Year Ended December 31, 1997 3
NOTES TO FINANCIAL STATEMENTS 4-8
SUPPLEMENTAL SCHEDULES:
Schedule I - Item 27a - Supplemental Schedule of Assets Held For Investment Purposes
as of December 31, 1997 9
Schedule II - Item 27d - Supplemental Schedule of Reportable Transactions for the
Year Ended December 31, 1997 10
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS 11
</TABLE>
<PAGE> 3
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Board of Trustees of the
Protection One Employee Savings Plan:
We have audited the accompanying statement of net assets available for benefits
of Protection One Employee Savings Plan (the "Plan") as of December 31, 1997,
and the related statement of changes in net assets available for benefits for
the year ended December 31, 1997. These financial statements, and the
supplemental schedules referred to below, are the responsibility of the Plan's
management. Our responsibility is to express an opinion on these financial
statements and schedules based on our audit. The financial statements of the
Plan as of and for the year ended December 31, 1996, were audited by other
auditors whose report dated June 11, 1997, expressed an unqualified opinion on
those statements and schedules.
We conducted our audit 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 audit provides 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, 1997, and the changes in its net assets available for benefits
for the year then ended, in conformity with generally accepted accounting
principles.
Our audit was made for the purpose of forming an opinion on the basic financial
statements taken as a whole. The supplemental schedules, Item 27a - Supplemental
Schedule of Assets Held for Investment Purposes and Item 27d - Supplemental
Schedule of Reportable Transactions, are presented for purposes 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 Fund Information in the statement of net assets
available for benefits and the statement of changes in net assets available for
benefits is presented for purposes of additional analysis rather than to present
the net assets available for plan benefits and changes in net assets available
for plan benefits of each fund. The supplemental schedules and Fund Information
have been subjected to the auditing procedures applied in the audit 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
Dallas, Texas,
June 26, 1998
<PAGE> 4
PROTECTION ONE EMPLOYEE SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS WITH FUND INFORMATION
AS OF DECEMBER 31, 1997 AND 1996
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------------------------------------------
Growth Fund
Capital Global For Investment Special Retirement Cash
Investment Allocation and Value Preservation Management
Fund Fund Retirement Fund Trust Account
----------- ----------- ----------- ----------- ----------- ----------
<S> <C> <C> <C> <C> <C> <C>
ASSETS:
Investments-
At fair value (Note 3)-
Common trust funds-
Stock funds $ -- $ -- $ 539,695 $ 255,803 $ -- $ --
Stock/bond/money market funds 318,217 248,583 -- -- -- --
Money Market fund -- -- -- -- $ 191,740 --
Protection One, Inc. common stock -- -- -- -- -- --
Participant loans -- -- -- -- -- --
----------- ----------- ----------- ----------- ----------- --------
Total investments 318,217 248,583 539,695 255,803 191,740 --
Contributions receivable-
Participant -- -- -- -- -- --
Employer -- -- -- -- -- --
----------- ----------- ----------- ----------- ----------- --------
Total contributions receivable -- -- -- -- -- --
----------- ----------- ----------- ----------- ----------- --------
Total assets 318,217 248,583 539,695 255,803 191,740 --
LIABILITIES:
Refunds payable -- -- -- -- -- --
----------- ----------- ----------- ----------- ----------- --------
Total liabilities -- -- -- -- -- --
----------- ----------- ----------- ----------- ----------- --------
NET ASSET AVAILABLE FOR PLAN BENEFITS $ 318,217 $ 248,583 $ 539,695 $ 255,803 $ 191,740 $ --
=========== =========== =========== =========== =========== ========
<CAPTION>
Participant Directed
---------------------------------------------------------------------
Protection
One Participant 1997 1996
Stock Loans Other Total Total
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments-
At fair value (Note 3)-
Common trust funds-
Stock funds $ -- $ -- $ -- $ 795,498 $ 457,742
Stock/bond/money market funds -- -- -- 566,800 290,798
Money Market fund -- -- -- 191,740 194,291
Protection One, Inc. common stock 128,192 -- -- 128,192 27,117
Participant loans -- 53,033 -- 53,033 20,383
----------- ----------- ----------- ----------- -----------
Total investments 128,192 53,033 -- 1,735,263 990,331
Contributions receivable-
Participant -- -- 72,196 72,196 29,241
Employer -- -- 34,098 34,098 23,207
----------- ----------- ----------- ----------- -----------
Total contributions receivable -- -- 106,294 106,294 52,448
----------- ----------- ----------- ----------- -----------
Total assets 128,192 53,033 106,294 1,841,557 1,042,779
LIABILITIES:
Refunds payable -- -- (14,325) (14,325) (10,902)
----------- ----------- ----------- ----------- -----------
Total liabilities -- -- (14,325) (14,325) (10,902)
----------- ----------- ----------- ----------- -----------
NET ASSET AVAILABLE FOR PLAN BENEFITS $ 128,192 $ 53,033 $ 91,969 $ 1,827,232 $ 1,031,877
=========== =========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
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<PAGE> 5
PROTECTION ONE EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN
BENEFITS WITH FUND INFORMATION
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Participant Directed
-----------------------------------------------------------------------
Growth Fund
Capital Global For Investment Special Retirement
Investment Allocation and Value Preservation
Fund Fund Retirement Fund Trust
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Interest and dividend income $ 21,037 $ 28,474 $ 41,222 $ 31,529 $ 8,571
Participant contributions 97,035 81,450 149,468 76,011 63,761
Employer contributions 23,024 19,324 35,311 18,043 14,550
Loan repayments 4,146 5,540 10,423 5,570 1,716
Rollovers 18,156 17,878 25,235 18,065 31,846
Net appreciation (depreciation) in
fair market value of investments 21,050 (9,940) 29,886 14,549 --
Transfers in (out) 13,358 18,188 34,129 (1,649) 47,979
----------- ----------- ----------- ----------- -----------
Total additions 197,806 160,914 325,674 162,118 168,423
DEDUCTIONS FROM NET ASSETS:
Disbursements to participants (21,015) (35,777) (79,038) (41,385) (26,114)
Loan withdrawal (10,083) (11,554) (21,320) (11,751) (2,565)
Excess contributions -- -- -- -- --
Other (4,691) 402 971 2,487 (13,376)
----------- ----------- ----------- ----------- -----------
Total deductions (35,789) (46,929) (99,387) (50,649) (42,055)
----------- ----------- ----------- ----------- -----------
NET INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS 162,017 113,985 226,287 111,469 126,368
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 156,200 134,598 313,408 144,334 65,372
----------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ 318,217 $ 248,583 $ 539,695 $ 255,803 $ 191,740
=========== =========== =========== =========== ===========
<CAPTION>
Participant Directed
-----------------------------------------
Cash Protection
Management One Participant
Account Stock Loans Other Total
----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
ADDITIONS TO NET ASSETS:
Interest and dividend income $ 2,590 $ 49,126 $ -- $ -- $ 182,549
Participant contributions 69 36,595 -- 72,196 576,585
Employer contributions -- 8,898 -- 34,098 153,248
Loan repayments -- 2,716 (30,111) -- --
Rollovers -- 4,743 -- -- 115,923
Net appreciation (depreciation) in
fair market value of investments -- (9,516) -- -- 46,029
Transfers in (out) (125,855) 13,850 -- -- --
----------- ----------- ----------- ----------- -----------
Total additions (123,196) 106,412 (30,111) 106,294 1,074,334
DEDUCTIONS FROM NET ASSETS:
Disbursements to participants -- (7,225) -- (41,546) (252,100)
Loan withdrawal -- (5,488) 62,761 -- --
Excess contributions -- -- -- (14,325) (14,325)
Other (5,723) 7,376 -- -- (12,554)
----------- ----------- ----------- ----------- -----------
Total deductions (5,723) (5,337) 62,761 (55,871) (278,979)
----------- ----------- ----------- ----------- -----------
NET INCREASE (DECREASE) IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS (128,919) 101,075 32,650 50,423 795,355
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
beginning of year 128,919 27,117 20,383 41,546 1,031,877
----------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE FOR PLAN BENEFITS,
end of year $ -- $ 128,192 $ 53,033 $ 91,969 $ 1,827,232
=========== =========== =========== =========== ===========
</TABLE>
The accompanying notes are an integral part of this financial statement.
-3-
<PAGE> 6
PROTECTION ONE EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1997
1. DESCRIPTION OF THE PLAN:
General
The Protection One Employee Savings Plan (the "Plan"), created on January 1,
1989, and effective January 1, 1989, was adopted to provide eligible employees
of Protection One, Inc. (the "Employer") a method to provide for retirement and
other related benefits. The Plan is administered by the retirement committee
(the "Committee") appointed by the Employer. The Plan's assets are governed by a
trust agreement with Merrill Lynch Trust Company (the "Trustee"). As of December
31, 1997, 100% of the Plan's assets were held by the Trustee. The following
summary description of the Plan is for general information purposes only.
Participants should refer to the Plan agreement for more complete information.
The Plan is a defined contribution, contributory employee benefit plan
established in accordance with Section 401(a) of the Internal Revenue Code (IRC)
and is subject to the provisions of the Employee Retirement Income Security Act
of 1974 (ERISA). All Protection One, Inc. employees become eligible to
participate after attaining age 21 and completion of six months of service.
Contributions
During each plan year, contributions include the total amount of the salary
reductions elected by the participants (not to exceed 16% of the participant's
individual compensation), subject to certain limits, and a discretionary match
of the participant contributions, determined each year by the Employer. Such
matching contributions will be allocated to the participants' accounts in the
same ratio as participant contributions. At the Employer's discretion,
additional matching contributions may be provided at a rate of 25% of the
participant's contribution. During 1997, the Employer made matching
contributions in the amount of $153,248.
Vesting and Forfeitures
Each participant has a fully vested and nonforfeitable interest in all amounts
attributable to voluntary contributions, rollover contributions, and income
earned thereon.
Participants who terminate service for reasons other than retirement, death, or
full and permanent disability prior to the completion of six years of service,
will forfeit the nonvested portion of Employer contributions, to their account
according to the following schedule:
Years of Vesting
Service Percentage
Less than 1 0%
2 20%
3 40%
4 60%
5 80%
6 or more 100%
-4-
<PAGE> 7
Forfeitures of terminated participants' nonvested accounts are used to reduce
future Employer contributions. In 1997, total forfeitures were $4,816.
Participant Loans
Participants may borrow from their fund accounts an amount equal to the lesser
of one-half of the participant's vested account balance or $50,000, reduced by
the excess (if any) of the highest outstanding loan balance in his/her account
during the prior twelve-month period. Loan transactions are treated as transfers
to/(from) mutual fund investments and (from)/to the participant loans fund. All
loans must be repaid in equal installments on not less than a quarterly basis
over a five year period or in excess of five years for the purchase of a primary
residence. The loans are secured by up to 50% of the participant's vested
account balance and bear interest at a reasonable rate determined by the Plan
administrator. Principal and interest are paid through payroll deductions.
Interest rates on participant loans ranged from 4.37% to 4.75% during 1997.
Administration
All funds in the Plan are held with the Trustee. The plan administrator is the
Employer and is responsible for administration of the Plan, including the costs
of administering the Plan. Records are maintained in the form of individual
accounts, and credits and charges are made to such accounts. When appropriate, a
participant shall have two separate accounts, an Employer matching contribution
account and a participant contribution account. Each participant's account is
credited with the participant's contribution, the Employer's matching
contribution, and an allocation of plan earnings based on account balances. The
benefit to which a participant is entitled is the vested benefit that can be
provided from the participant's account. Certain administrative expenses of the
Plan are paid by the Employer. Certain investment advisory fees are deducted
from investment fund income and therefore will not be reflected in the statement
of changes in net assets available for plan benefits. These fees are paid to
Merrill Lynch Asset Management L.P., or Fund Asset Management L.P., affiliates
of the Trustee, and range from .40%-.75% of the average daily value of the
fund's net assets for all common trust funds, except the Retirement Preservation
Trust whose fees are .80% of the number of units held by a unitholder.
Investment Options
During the period ended December 31, 1997, participants were able to allocate
their contributions among the following investment options:
Merrill Lynch Capital Investment Fund: Seeks to provide the highest total
investment return consistent with prudent risk by investing in equity, debt,
convertible, and money market securities based on fund management's evaluation
of changes in economic and market trends.
Merrill Lynch Global Allocation Fund: Seeks to provide the highest total
investment return consistent with prudent risk by investing in U.S. and foreign
equities, U.S. and foreign bonds, and money market instruments based on
financial models and analysis to determine the optimal distribution of portfolio
holdings.
Merrill Lynch Growth Fund for Investment and Retirement: Seeks to provide
long-term growth of capital and, secondarily, income by investing in equity
securities with emphasis on issues believed to be undervalued.
Merrill Lynch Special Value Fund: Seeks long-term growth by emphasizing
securities of relatively small market capitalization companies that demonstrate
long-term potential for expanding their size and profitability in upcoming
years.
-5-
<PAGE> 8
Merrill Lynch Retirement Preservation Trust: Seeks high current income
consistent with preservation of capital and liquidity by investing in U.S.
Government Agency Securities, Guaranteed Investment Contracts, and a lessor
portion in high-quality money market instruments. As of and for the year-ended
December 31, 1997, Plan assets invested in this fund consisted of only
high-quality money market instruments.
Cash Management Account: Account was established to invest assets of predecessor
employer plans while participant accounts were established in the Plan in
conjunction with a merger of predecessor employer plans that occurred in prior
periods. Assets were invested in low risk money market securities until
participant accounts were established.
Protection One, Inc. Common Stock Fund: Seeks to provide the potential for
long-term growth through increases in the value of the Employer's stock and
reinvestment of its dividends.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Basis of Accounting
The Plan's financial statements have been prepared on the accrual basis of
accounting.
Reclassification
Certain reclassifications have been made in prior year financial statements to
conform with the current year presentation. These reclassifications have no
impact on changes in net assets available for plan benefits.
Use of Estimates
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 and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
Payment of Benefits
Benefits are recorded when paid. At December 31, 1997, all benefit claims
submitted prior to year-end were paid. On termination of service due to death,
full and permanent disability, or normal retirement, a participant will be
entitled to 100% of the value of his/her account balance. Payment of benefits
may be in the form of lump-sum distributions or an annuity contract payable, and
will begin as soon as practicable following the termination date.
For termination of service due to other reasons, a participant may receive the
value of the vested interest in his/her account as a lump-sum distribution. If
the participant's account has ever exceeded $3,500, the participant (and spouse,
if applicable) must give written consent before the distribution may be made.
Investment Valuation and Income Recognition
Investments of the Plan are presented at fair market value. Shares of common
trust funds are valued at quoted market prices, which represent the net asset
value of shares held by the Plan at year-end. The Protection One, Inc. common
stock is valued at its year-end unit closing price (comprised of year-end market
price plus uninvested cash position). Participant loans are valued at cost,
which approximates fair market value. Purchases and sales of investments are
recorded on the trade date. Interest income is accrued when earned. Dividend
income is recorded on the ex-dividend date. Capital gain distributions are
included in dividend income.
Refunds Payable and Excess Contributions
Refunds payable and excess contributions represent amounts deferred from the
salaries of participants in excess of those allowed by ERISA, as well as the
related matching Employer contributions, that will be returned to the
participants and the Employer.
-6-
<PAGE> 9
3. INVESTMENTS:
The following investments individually represent 5% or more of the net assets
available for plan benefits at December 31, 1997, respectively:
<TABLE>
<CAPTION>
1997 1996
-------- --------
<S> <C> <C>
Common trust funds-
Capital Fund $318,217 $156,200
Global Allocation Fund 248,583 134,598
Growth Fund for Investment and Retirement 539,695 313,408
Special Value Fund 255,803 144,334
Protection One, Inc. common stock 128,192 --
Short-term investments-
Merrill Lynch Cash Management Account
(cash equivalent) -- 128,919
Merrill Lynch Retirement Trust 191,740 65,372
</TABLE>
The net change in realized and unrealized appreciation (depreciation) in fair
value of investments included in the statement of changes in net assets
available for plan benefits for the year ended December 31, 1997, consisted of
the following:
<TABLE>
<S> <C>
Common Trust Funds-
Stock funds $ 44,435
Stock/bond/money market funds 11,110
Money market fund --
Protection One, Inc. common stock (9,516)
Net appreciation in fair value of investments $ 46,029
========
</TABLE>
As of December 31, 1997, the net asset value of investments included in the
financial statement consists of the following:
<TABLE>
<CAPTION>
1997
-----------------------
Net Asset Shares
Value (Units)
---------- ---------
<S> <C> <C>
Capital Investment Fund $ 33.79 9,417
Global Allocation Fund 13.94 17,832
Growth Fund for Investment and Retirement 26.42 20,428
Special Value Fund 18.69 13,687
Retirement Preservation Trust 1.00 191,740
Protection One Stock 11.31 11,264
</TABLE>
4. TAX STATUS:
The Employer received a favorable determination letter dated August 5, 1996,
from the Internal Revenue Service (IRS) stating that the Plan and the related
trust are qualified and exempt from federal income taxes under Sections 401(a)
and 501(a) of the IRC, as amended.
-7-
<PAGE> 10
5. RELATED-PARTY TRANSACTIONS:
The Plan invests in shares of mutual funds managed by an affiliate of the
Trustee. Transactions in such investments qualify as party-in-interest
transactions which are exempt from the prohibited transaction rules.
6. TERMINATION OF THE PLAN:
The Employer has the right to terminate the Plan at any time by delivering to
the Trustee and administrator written notice of such termination. In the event
of Plan termination, participants will become fully vested and assets will be
distributed to participants in a manner consistent with plan provisions and
ERISA regulations. The Employer currently has no intent to terminate the Plan.
7. SUBSEQUENT EVENTS:
In November 1997, the Employer initiated a plan to merge the Plan with the
Westar Security Services 401(k) Plan. This merger, which the Employer intends to
enact sometime in 1998, will merge these plans without interruption into a
single qualified profit sharing plan, to be known as the Protection One 401(k)
Plan, for the continuing benefit of the current participants of the Westar
Security Services 401(k) Plan and the Plan.
-8-
<PAGE> 11
SCHEDULE I
PROTECTION ONE EMPLOYEE SAVINGS PLAN
ITEM 27a - SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
EIN: 93-1064579
PLAN #: 001
<TABLE>
<CAPTION>
(a) (b) (c) (d) (e)
Identity Current
of Issuer Description of Investment Cost Value
- ----------- -------------- ------------------------------------- ------------ ----------
<S> <C> <C> <C> <C>
* Merrill Lynch Merrill Lynch Capital Investment Fund
Trust Company ($.10 par value) $ 297,961 $ 318,217
* Merrill Lynch Merrill Lynch Global Allocation Fund
Trust Company ($.10 par value) 261,616 248,583
* Merrill Lynch Merrill Lynch Growth Fund Investment
Trust Company and Retirement ($.10 par value) 501,735 539,695
* Merrill Lynch Merrill Lynch Special Value Fund
Trust Company ($.10 par value) 249,510 255,803
* Merrill Lynch Merrill Lynch Retirement Preservation
Trust Company Trust ($1.00 par value) 191,729 191,740
* Protection One, Inc. Protection One, Inc. Common Stock Fund
($.10 par value) 152,136 128,192
* Participant Loans Loans to Participants; interest rates
ranging from 4.37% to 4.75% - 53,033
---------- ----------
Total Assets Held For Investment Purposes $1,654,687 $1,735,263
========== ==========
</TABLE>
(*) Column (a) indicates each person/entity known to be a party-in-interest.
This supplemental schedule lists assets held for investment purposes as of
December 31, 1997, as required by the Department of Labor Rules and
Regulations for Reporting and Disclosure.
-9-
<PAGE> 12
SCHEDULE II
PROTECTION ONE EMPLOYEE SAVINGS PLAN
ITEM 27d - SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997
EIN: 93-1064579
PLAN #: 001
<TABLE>
<CAPTION>
(a) (b) (c) (d) (g)
Purchase Selling Cost of
Identity of Party Involved Description of Asset Price Price Asset
- -------------------------------------- ------------------------------------- ------------ ----------- ---------
<S> <C> <C> <C> <C>
INDIVIDUAL TRANSACTIONS:
Merrill Lynch Trust Company Cash Management Account Money Fund $ 75,896 $ -- $ 75,896
Merrill Lynch Trust Company Cash Management Account Money Fund 55,489 -- 55,489
Merrill Lynch Trust Company Cash Management Account Money Fund -- 80,415 80,415
SERIES OF TRANSACTIONS:
Protection One, Inc. Protection One, Inc. Common Stock 128,225 -- 128,225
Merrill Lynch Trust Company Merrill Lynch Special Value Fund 159,622 -- 159,622
Merrill Lynch Trust Company Merrill Lynch Capital Investment Fund 187,168 -- 187,168
Merrill Lynch Trust Company Merrill Lynch Global Allocation Fund 186,460 -- 186,460
Merrill Lynch Trust Company Merrill Lynch Growth Fund for Investment
and Retirement 307,269 -- 307,269
Merrill Lynch Trust Company Merrill Lynch Retirement Preservation Trust 185,009 -- 185,009
Merrill Lynch Trust Company Cash Management Account Money Fund 729,182 -- 729,182
Merrill Lynch Trust Company Merrill Lynch Special Value Fund -- 62,820 57,243
Merrill Lynch Trust Company Merrill Lynch Global Allocation Fund -- 62,524 59,638
Merrill Lynch Trust Company Merrill Lynch Growth Fund for Investment
and Retirement -- 110,866 93,647
Merrill Lynch Trust Company Merrill Lynch Retirement Preservation Trust -- 58,652 58,652
Merrill Lynch Trust Company Cash Management Account Money Fund -- 849,333 849,333
</TABLE>
<TABLE>
<CAPTION>
(a) (h) (i)
Current Value of Asset Net
Identity of Party Involved on Transaction Date Gain/(Loss)
- -------------------------------------- -------------------- -----------
<S> <C> <C>
INDIVIDUAL TRANSACTIONS:
Merrill Lynch Trust Company $ 75,896 $ --
Merrill Lynch Trust Company 55,489 --
Merrill Lynch Trust Company 80,415 --
SERIES OF TRANSACTIONS:
Protection One, Inc. 128,225 --
Merrill Lynch Trust Company 159,622 --
Merrill Lynch Trust Company 187,168 --
Merrill Lynch Trust Company 186,460 --
Merrill Lynch Trust Company
307,269 --
Merrill Lynch Trust Company 185,009 --
Merrill Lynch Trust Company 729,182 --
Merrill Lynch Trust Company 62,820 5,577
Merrill Lynch Trust Company 62,524 2,886
Merrill Lynch Trust Company
110,866 17,219
Merrill Lynch Trust Company 58,652 --
Merrill Lynch Trust Company 849,333 --
</TABLE>
Columns (e) Lease Rental and (f) Expense Incurred with Transaction are not
applicable to this Plan and have been omitted accordingly.
This supplemental schedule lists individual and series of
transactions in excess of 5% of the fair market value of Plan
assets at the beginning of the year as required by the
Department of Labor Rules and Regulations for Reporting and Disclosure.
-10-
<PAGE> 13
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
reports included in this Form 11-K, into the Company's previously filed S-8
Registration Statement File No. 333-2828.
Arthur Andersen LLP
Dallas, Texas
June 26, 1998
-11-
