================================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
FORM 11-K
ANNUAL REPORT
----------fc
Pursuant to Section 15 (d)
of the Securities Exchange Act of 1934
for the year ended December 31, 1997
TRUMP CASINO SERVICES SAVINGS PLAN
(Full title of the Plan)
TRUMP HOTELS AND CASINO RESORTS, INC.
(Name of Issuer of the securities held pursuant to the Plan)
2500 Boardwalk
Atlantic City, New Jersey 08401
(Address of principal executive office)
================================================================================
<PAGE>
TRUMP CASINO SERVICES SAVINGS PLAN
FINANCIAL STATEMENTS AS OF DECEMBER 31, 1997
TOGETHER WITH
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
<PAGE>
TRUMP CASINO SERVICES SAVINGS PLAN
DECEMBER 31, 1997
INDEX
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
FINANCIAL STATEMENTS:
Statement of Net Assets Applicable to Participants' Equity as of December 31,
1997
Statement of Changes in Net Assets Applicable to Participants' Equity for the
Year Ended December 31, 1997
Notes to Financial Statements
SUPPLEMENTAL SCHEDULES:
I -- Item 27a - Schedule of Assets Held for Investment Purposes as of
December 31, 1997
II -- Item 27d - Schedule of Reportable Transactions for the Year Ended
December 31, 1997
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Benefits Committee of the
Trump Casino Services Savings Plan:
We have audited the accompanying statement of net assets applicable to
participants' equity of the Trump Casino Services Savings Plan (the "Plan") as
of December 31, 1997, and the related statement of changes in net assets
applicable to participants' equity for the year ended December 31, 1997. These
financial statements and the 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.
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 applicable to participants' equity as of
December 31, 1997, and the changes in net assets applicable to participants'
equity for the year ended December 31, 1997, in conformity with generally
accepted accounting principles.
Our audit was performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment purposes and 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's 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 applicable to participants' equity and the statement of
changes in net assets applicable to participants' equity is presented for
purposes of additional analysis rather than to present the net assets applicable
to participants' equity and the changes in net assets applicable to
participants' equity 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
Roseland, New Jersey
June 29, 1998
<PAGE>
TRUMP CASINO SERVICES SAVINGS PLAN
STATEMENT OF NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY
AS OF DECEMBER 31, 1997
ASSETS:
Cash $1,860
Investments at market value (Notes 1 and 3)-
The Chicago Trust Company Stated Principal Value
Investment Trust Fund 520,722
SoGen International Fund 288,022
Massachusetts Investors Trust Fund 924,268
Oppenheimer Quest Value Fund 330,701
Oppenheimer Quest Opportunity Value Fund 796,886
Montag & Caldwell Growth Fund 1,273,393
AIM Constellation Fund 589,282
Templeton Foreign Fund 581,584
Oppenheimer Quest Capital Value Fund 743,705
Trump Hotels and Casino Resorts, Inc. Common Stock 61,611
Participants' Loans Receivable 483,764
Contributions Receivable from Participants 30,311
----------
NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY $6,626,109
==========
The accompanying notes to financial statements
are an integral part of this statement.
<PAGE>
The Chicago
Trust Company
Stated Principal
Value Investment
Trust Fund
----------------
NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY,
beginning of year $0
--------
Contributions-
Participants 57,558
Plan Sponsor 29,677
Participants Rollovers 0
--------
Total contributions 87,235
Dividend income 0
Realized/unrealized appreciation (depreciation)
of investments 27,336
Distributions to participants (14,030)
Loans issued to participants (32,725)
Loan principal and interest repayments 25,125
Administrative expenses (1,257)
Interfund transfers (net) (456,118)
Transfers from other related plans 885,156
--------
Increase in net assets 520,722
--------
NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY, end of year $520,722
========
<PAGE>
TRUMP CASINO SERVICES SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY
FOR THE YEAR ENDED DECEMBER 31, 1997
<TABLE>
<CAPTION>
Oppenheimer
SoGen Massachusetts Oppenheimer Quest Montag & AIM
International Investors Quest Value Opportunity Caldwell Constellation
Fund Trust Fund Fund Value Fund Growth Fund Fund
------------- ------------ ------------ ----------- ----------- -------------
$0 $0 $0 $0 $0 $0
-------- ---------- --------- --------- ---------- --------
<S> <C> <C> <C> <C> <C>
36,597 82,789 41,879 94,347 130,091 51,531
12,311 32,672 15,753 35,263 49,159 21,974
16,963 18,160 779 2,351 21,788 577
-------- ---------- --------- --------- ---------- --------
65,871 133,621 58,411 131,961 201,038 74,082
28,393 67,915 14,967 25,978 11,414 42,275
(9,816) 170,208 29,348 79,811 247,921 29,135
(2,566) (9,959) (1,859) (3,166) (14,090) (5,172)
(9,851) (30,545) (15,794) (35,049) (57,239) (44,967)
9,440 27,938 11,470 22,293 39,529 13,159
(124) (406) (169) (261) (493) (183)
(1,827) (456,810) 223,999 450,109 140,725 368,979
208,502 1,022,306 10,328 125,230 704,588 111,974
-------- ---------- --------- --------- ---------- --------
288,022 924,268 330,701 796,886 1,273,393 589,282
-------- ---------- --------- --------- ---------- --------
$288,022 $ 924,268 $330,701 $796,886 $1,273,393 $589,282
======== ========== ========= ========= ========== ========
<CAPTION>
Trump Hotels
Templeton Oppenheimer and Casino Participants'
Foreign Quest Capital Resorts, Inc. Loans
Fund Value Fund Common Stock Receivable Other Total
--------- ------------- -------------- ------------ -------- ----------
$0 $0 $0 $0 $0 $0
-------- -------- ------- -------- ------- ----------
<S> <C> <C> <C> <C> <C>
70,805 72,651 10,351 0 32,662 681,261
28,835 28,792 4,553 0 180 259,169
577 22,682 8,611 0 0 92,488
-------- -------- ------- -------- ------- ----------
100,217 124,125 23,515 0 32,842 1,032,918
61,719 238,208 0 0 0 490,869
(41,243) (96,450) (32,863) 0 143 403,530
(8,685) (14,646) 0 (16,105) 0 (90,278)
(25,417) (36,405) (4,966) 292,957 0 (1)
19,123 26,070 4,569 (166,638) (32) 32,026
(253) (402) 0 0 0 (3,548)
49,855 (389,007) 71,356 (479) (782) 0
426,268 892,212 0 374,029 0 4,760,593
--------, -------- ------- -------- ------- ----------
581,584 743,705 61,611 483,764 32,171 6,626,109
------- -------- ------- -------- ------- ----------
$581,584 $743,705 $61,611 $483,764 $32,171 $6,626,109
======== ======== ======= ======== ======= ==========
</TABLE>
The accompanying notes to financial statements are an integral part of this
statement.
<PAGE>
TRUMP CASINO SERVICES SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(1) SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES:
Basis of Accounting-
The accompanying financial statements of the Trump Casino Services
Savings Plan (the "Plan") have been prepared on the accrual basis of
accounting.
Plan Expenses-
Expenses related to the administration of the Plan have been paid by
Trump Casino Services, L.L.C. (the "Plan Sponsor"). These costs
represent trustee fees and professional services and amounted to
approximately $21,000 in 1997.
Investments-
The investments included in the statement of net assets applicable
to participants' equity are stated at market value. Market value,
which is equivalent to current value, is the unit valuation of the
security at the plan year-end as determined by The Chicago Trust
Company, the trustee of the Plan (the "Trustee"). Accounting records
are maintained on the accrual basis, investment transactions are
recorded on the trade date basis and gains and losses are calculated
based upon an aggregate participant cost that is maintained on an
average unit cost basis.
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 amount of net assets 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.
(2) PLAN DESCRIPTION:
The following description of the Plan provides only general information.
Participants should refer to the Plan document for a more complete
description of the Plan's provisions.
General-
The Plan is a 401(k) Savings Plan, which was established by the Plan
Sponsor and became effective on January 1, 1997. All full or part-time
nonunion employees become eligible for participation in the Plan on the
enrollment date immediately following the completion of 6 months of
service (effective January 1, 1998, 12 months of service) and the
attainment of age 18.
<PAGE>
-2-
The Plan is administered by a committee appointed by the Plan Sponsor (the
"Plan Administrator"). The Chicago Trust Company was appointed as the
trustee of the Plan by the Plan Administrator.
Contributions-
Participants-
Non-highly compensated participants, as defined, are eligible to
voluntarily contribute to the Plan up to 15% of their annual
compensation, as defined. Highly compensated employees, as defined, are
eligible to voluntarily contribute to the Plan up to 9% of their annual
compensation, as defined. Tax deferred contributions are subject to a
limit by the Internal Revenue Code. The 1997 limit was $9,500 per
participant. Contributions to the Plan are invested by the Trustee,
as designated by the participant, in increments of 5%.
Plan Sponsor-
The Plan Sponsor contributes to the Plan 50% of each participant's
contributions, not to exceed 2.5% of the participant's annual
compensation, as defined (effective January 1, 1998, 3%).
Participant Rollovers-
The Plan permits eligible participants, as defined, to rollover cash or
other property acceptable to the Plan Administrator from another
qualified plan in addition to qualified voluntary participant
contributions.
Distributions to Participants-
Each participant has a fully vested interest in the amount of his or her
contribution together with the allocable Plan earnings. Contributions
from the Plan Sponsor vest based on the vesting schedule described
below. The full value of the participant's vested interest in his or her
account in the Plan will be distributed upon termination of the
participant's employment. The normal form of payment is by lump sum;
however, if a participant's vested benefit from all contributions
exceeds $3,500, a participant has the right to receive payment in equal
periodic monthly, quarterly, semi-annual or annual installments over a
period not to exceed ten years.
A participant may also withdraw all or part of his or her account upon
attainment of age 59-1/2 or financial hardship, as defined in the Plan.
Upon termination of employment prior to eligibility for retirement, a
participant is eligible to receive the vested balance in his or her
account. There were no payments due to participants who have requested
to withdraw their funds prior to December 31, 1997.
<PAGE>
-3-
Vesting-
Voluntary contributions are fully vested at all times and are not
subject to forfeiture.
The Plan Sponsor's contributions vest based upon the participant's years
of continuous service as follows-
Years of Continuous Service Percentage Vested
--------------------------- -----------------
Less than two years 0%
Two years 25
Three years 50
Four years 75
Five years or more 100
Forfeitures-
The portion of a former participant's account which is not distributed
because of the vesting provision will reduce the amount of the Plan
Sponsor's future contributions. During 1997, no forfeitures were used to
reduce Plan Sponsor contributions. As of December 31, 1997, $3,695 was
available to reduce future Plan Sponsor contributions.
Loans-
The Plan permits participants to borrow from their accounts at terms
established by the Plan Administrator. Participants may borrow up to the
lesser of $50,000 or 50% of their vested account balance for specific
reasons, as defined by the Plan. Each loan is secured by the borrower's
vested interest in the Plan and is subject to other requirements, as
defined. Interest on loans is charged at a rate that is comparable to
similar loans made by commercial lenders. Loans outstanding as of
December 31, 1997 had interest rates ranging from 9.25% to 9.50%. Loan
repayment terms range up to five years (fifteen years if the loan was
used to purchase a primary residence). A small administrative fee is
required to process all loans.
(3) INVESTMENTS:
Participants can invest their funds in ten available investment vehicles as
described below-
Money Market Fund-
THE CHICAGO TRUST COMPANY STATED PRINCIPAL VALUE INVESTMENT TRUST FUND -
A money market equivalent account. This fund invests in
short-term high quality financial instruments issued by insurance
companies and banks.
Mutual Funds-
SOGEN INTERNATIONAL FUND - A multi-asset global mutual fund. The
investment objective and style of this fund is to provide long-term
growth of capital by investing primarily in common stocks of U. S. and
foreign companies.
<PAGE>
-4-
MASSACHUSETTS INVESTORS TRUST FUND - A growth and income mutual fund.
The investment objective of this fund is to provide reasonable current
income and long-term growth of capital and income.
OPPENHEIMER QUEST VALUE FUND - An equity mutual fund. The investment
objective of this fund is to seek capital appreciation by investing
primarily in equity securities believed to be undervalued in relation to
factors such as the companies' asset, earnings, or growth potential.
OPPENHEIMER QUEST OPPORTUNITY VALUE FUND - An asset allocation mutual
fund. The investment objective and style of this fund is to seek
long-term capital appreciation by investing in stocks, bonds and cash
equivalents.
MONTAG & CALDWELL GROWTH FUND - An equity growth mutual fund. The
investment objective of this fund is to seek long-term capital
appreciation consistent primarily with investments in a combination of
equity, convertible, fixed-income and short-term securities.
AIM CONSTELLATION FUND -- An aggressive equity mutual fund. The
investment objective of this fund is to seek capital appreciation
through investments in common stocks, with emphasis on medium-sized and
smaller emerging growth companies.
TEMPLETON FOREIGN FUND - A foreign mutual fund. The investment objective
of this fund is to seek long-term growth of capita by investing in
foreign securities.
OPPENHEIMER QUEST CAPITAL VALUE FUND - An equity mutual fund. The
investment objective of this fund is to seek capital appreciation by
investing primarily in equity securities believed to be undervalued in
relation to factors such as the companies' assets, earnings, or growth
potential or cash flows. This fund also may invest in high-yield,
noninvestment grade bonds.
Common Stock-
TRUMP HOTEL & CASINO RESORTS, INC. ("THCR") COMMON STOCK - This is the
common stock of the holding company that owns Trump Plaza Hotel &
Casino, Trump Taj Mahal Hotel & Casino, Trump Marina Hotel & Casino and
Trump Indiana Inc.
(4) TAX STATUS:
The Plan has yet to receive a determination letter from the Internal
Revenue Service stating whether the Plan, as designed, is in
compliance with the applicable requirements of the Internal Revenue
Code. However, the Plan Administrator believe that the Plan is
currently designed and being operated in compliance with the
applicable requirements of the Internal Revenue Code. Therefore,
they believe that the Plan was qualified and the related trust was
tax exempt as of the financial statement date.
(5) PLAN TERMINATION:
While the Plan Sponsor has not expressed any intent to terminate the Plan,
the Plan Sponsor may do so at any time subject to the provisions of the
Employee Retirement Income Security Act of 1974. In the event of
termination, each participant is entitled to the value of his or her
separate account.
<PAGE>
-5-
(6) RELATED PARTY
TRANSACTIONS:
Certain Plan investments include shares of money market funds managed by
The Chicago Trust Company, which is the Trustee as defined by the Plan
and, therefore, these transactions qualify as party-in-interest.
Certain Plan investments include shares of THCR common stock and,
therefore, these transactions qualify as party-in-interest.
The Plan Sponsor has sister companies that also sponsor similar Savings
Plans. Transactions between the Plan and plans sponsored by the sister
companies are as follows-
<TABLE>
<CAPTION>
<S> <C>
Transfers out of the Trump Castle Hotel & Casino Savings Plan, net ($207,611)
Transfers out of the Trump Taj Mahal Hotel & Casino Savings Plan, net (410,240)
Transfers out of Trump Plaza Hotel & Casino Savings Plan, net (4,142,742)
Transfers to the Trump Casino Services Savings Plan 4,760,593
----------
Net Related Plan Transfers $0
===========
</TABLE>
<PAGE>
TRUMP CASINO SERVICES SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
EMPLOYER IDENTIFICATION #22-3446804, PLAN NUMBER 001
<TABLE>
<CAPTION>
(b) Identity of (c) Description of investment
issuer, borrower, including maturity date,
lessor or rate of interest, collateral, (e) Market
(a) similar party par or maturity value (d) Cost Value
----------------- ---------------------------------------- ---------- ----------
<S> <C> <C> <C>
* The Chicago Trust Stated Principal Value Trust Fund,
Company Money Market Funds 315,570 units of
participation $482,650 $520,722
---------- ----------
SoGen Funds SoGen International Fund, Equity
Securities, 11,326 units of
participation 307,244 288,022
MFS Funds Massachusetts Investors Trust Fund,
Equity Securities, 52,755 units of
participation 829,262 924,268
Oppenheimer Quest Value Fund, Equity Securities,
16,219 units of participation 303,607 330,701
Oppenheimer Quest Opportunity Value Fund, Equity
and Debt Securities, 22,498 units of
participation 727,145 796,886
Montag Montag & Caldwell Growth Fund, Equity
Securities, 54,770 units of
participation 1,086,767 1,273,393
AIM Fund Inc. AIM Constellation Fund, Equity
Securities, 22,338 unit of
participation 572,231 589,282
Templeton Fund, Inc. Templeton Foreign Fund, Equity
Securities, 58,451 units of
participation 634,302 581,584
Oppenheimer Quest Capital Value Fund, Equity and
Debt Securities, 25,452 units of
participation 864,843 743,705
---------- ----------
Total investments in Mutual Funds 5,325,401 5,527,841
---------- ----------
** Trump Hotels & Casino Trump Hotels and Casino Resorts Inc.
Resorts, Inc. Common Stock Fund, Equity Security
9,212 units of participation 93,542 61,611
---------- ----------
Participants' Loans Interest rates ranging from 9.25% to
9.50% and maturities ranging from
1998 through 2002 483,764 483,764
---------- ----------
$6,385,357 $6,593,938
========== ==========
</TABLE>
- ---------- * Denotes party-in-interest
** Denotes related party
The accompanying notes to financial statements are an integral part of
this schedule.
<PAGE>
SCHEDULE II
TRUMP CASINO SERVICES SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997 (A)
EMPLOYER IDENTIFICATION #22-3446804 PLAN NUMBER 001
<TABLE>
<CAPTION>
(h) Current
Value of
Asset on (i) Net
(a) Identity of (c) Purchase (d) Selling (g) Cost Transaction Gain
Party Involved (b) Description of Asset Price Price of Asset Date (Loss)
- ------------------ ------------------------------ ------------ ----------- ---------- ----------- --------
<S> <C> <C> <C> <C> <C> <C>
The Chicago Trust Stated Principal Value
Company Trust Fund-
79 Purchases $2,310,271 N/A $2,310,271 $2,310,271 N/A
39 Sales N/A 1,816,884 1,827,621 1,816,884 (10,737)
SoGen Funds SoGen International Fund-
97 Purchases 480,867 N/A 480,867 480,867 N/A
41 Sales N/A 183,029 173,623 183,029 9,406
MFS Funds Massachusetts Investors
Trust Fund-
113 Purchases 1,509,359 N/A 1,509,359 1,509,359 N/A
67 Sales N/A 755,299 680,097 755,299 75,202
Oppenheimer Quest Value Fund-
97 Purchases 330,326 N/A 330,326 330,326 N/A
43 Sales N/A 28,973 26,719 28,973 2,254
Oppenheimer Quest Opportunity Value Fund-
103 Purchases 823,462 N/A 823,462 823,462 N/A
64 Sales N/A 106,386 96,317 106,386 10,069
Montag Montag & Caldwell Growth Fund
115 Purchases 1,492,259 N/A 1,492,259 1,492,259 N/A
82 Sales N/A 466,787 405,492 466,787 61,295
AIM Funds, Inc. AIM Constellation Fund-
99 Purchases 691,971 N/A 691,971 691,971 N/A
49 Sales N/A 131,824 119,740 131,824 12,084
Templeton Funds, Inc. Templeton Foreign Fund-
408 Purchases 885,331 N/A 885,331 885,331 N/A
75 Sales N/A 262,504 251,029 262,504 11,475
</TABLE>
<PAGE>
-2-
<TABLE>
<CAPTION>
SCHEDULE II
(Continued)
(h) Current
Value of
(c) (d) (g) Asset on (i)
Purchase Selling Cost Transaction Net Gain
(a) Identity of Party Involved (b) Description of Asset Price (Price of Asset Date (Loss)
- ------------------------------ ------------------------------- ---------- -------- ---------- ----------- -------
<S> <C> <C> <C> <C> <C> <C>
Oppenheimer Quest Capital Value Fund-
103 Purchases $1,489,706 N/A $1,489,706 $1,489,706 N/A
75 Sales N/A $649,550 624,863 649,550 $24,687
Trump Hotels & Casino Trump Hotels and Casino Resorts
Resorts, Inc. Inc. Common Stock Fund-
162 Purchases 240,371 N/A 240,371 240,371 N/A
65 Sales N/A 145,739 146,829 145,739 (1,090)
The Chicago Trust Company Loan Fund-
21 Purchases 292,993 N/A 292,993 292,993 N/A
5 Sales N/A 182,779 182,779 182,779 0
</TABLE>
(A) Reportable transactions are those purchases and sales of the same security
which, individually or in the aggregate, exceed 5% of Plan assets at
January 1, 1997.
The accompanying notes to financial statements
are an integral part of this schedule.
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the incorporation of our
report included in this Form 11-K into the Trump Hotel & Casino Resorts, Inc.
previously filed Form S-8 Registration Statement No. 333-2201.
ARTHUR ANDERSEN LLP
Roseland, New Jersey
June 29, 1998
