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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------
FORM 11-K
ANNUAL REPORT
----------
Pursuant to Section 15 (d)
of the Securities Exchange Act of 1934
for the year ended December 31, 1997
TRUMP INDIANA 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 INDIANA SAVINGS PLAN
FINANCIAL STATEMENTS AS OF DECEMBER 31, 1997
TOGETHER WITH
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
<PAGE>
TRUMP INDIANA 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 Indiana Savings Plan:
We have audited the accompanying statement of net assets applicable to
participants' equity of the Trump Indiana 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 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
Roseland, New Jersey
June 29, 1998
<PAGE>
TRUMP INDIANA SAVINGS PLAN
STATEMENT OF NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY
AS OF DECEMBER 31, 1997
ASSETS:
Cash $662
Investments at market value (Notes 1 and 3)-
The Chicago Trust Company Stated Principal Value Investment
Trust Fund 76,925
SoGen International Fund 82,395
Massachusetts Investors Trust Fund 146,429
Oppenheimer Quest Value Fund 198,488
Oppenheimer Quest Opportunity Value Fund 266,292
Montag & Caldwell Growth Fund 204,386
AIM Constellation Fund 222,118
Templeton Foreign Fund 116,164
Trump Hotels and Casino Resorts, Inc. Common Stock 13,123
Participants' Loans Receivable 80,197
Receivables-
Contributions Receivable from Plan Sponsor 122,434
Contributions Receivable from Participants 78,023
----------
NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY $1,607,636
==========
The accompanying notes to financial statements are an integral part of this
statement.
<PAGE>
NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY, beginning of year
CONTRIBUTIONS:
Participants
Plan Sponsor
Participant Rollovers
Total contributions
Dividend income
Interest income
Realized/unrealized appreciation (depreciation) of investments
Distributions
Loans issued to participants
Loan principal repayments
Administrative expenses
Interfund transfers (net)
INCREASE IN NET ASSETS
NET ASSETS APPLICABLE TO PARTICIPANTS EQUITY, end of year
<PAGE>
<TABLE>
<CAPTION>
TRUMP INDIANA SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS APPLICABLE TO PARTICIPANTS' EQUITY
FOR THE YEAR ENDED DECEMBER 31, 1997
The Chicago
Trust
Company Stated Oppenheimer
Principal Value SoGen Massachusetts Oppenheimer Quest Montag & AIM Templeton
Investment International Investors Quest Value Opportunity Caldwell Constellation Foreign
Trust Fund Fund Trust Fund Fund Value Fund Growth Fund Fund Fund
- ----------------- --------------- -------------- --------------- ------------- ------------ -------------- -------------
<S> <C> <C> <C> <C> <C> <C> <C>
$0 $0 $0 $0 $0 $0 $0 $0
------- ------- -------- -------- -------- -------- -------- --------
45,367 61,353 102,124 $141,234 199,807 140,505 159,806 95,859
31,150 13,810 22,611 31,218 44,142 32,438 34,417 20,813
6,144 14,113 12,930 34,203 38,550 37,112 40,699 12,961
------- ------- -------- -------- --------- -------- -------- --------
82,661 89,276 137,665 206,655 282,499 210,055 234,922 129,633
0 7,640 10,787 8,538 8,212 1,743 14,956 10,519
0 0 0 0 0 0 0 0
1,996 (6,818) 8,520 16,541 16,114 26,208 1,590 (11,064)
(6,767) (2,830) (8,158) (14,285) (17,191) (12,898) (12,447) (8,948)
(888) (2,524) (3,535) (18,170) (22,561) (19,260) (16,729) (6,530)
0 0 0 0 0 0 0 0
(33) (108) (147) (259) (390) (288) (207) (168)
(44) (2,241) 1,297 (532) (391) (1,174) 33 2,722
------- ------- -------- -------- -------- -------- -------- --------
76,925 82,395 146,429 198,488 266,292 204,386 222,118 116,164
------- ------- -------- -------- -------- -------- -------- --------
$76,925 $82,395 $146,429 $198,488 $266,292 $204,386 $222,118 $116,164
======= ======= ======== ======== ======== ======== ======== ========
<CAPTION>
Trump
Hotels and
Casino
Resorts,
Inc. Participants'
Common Loans
Stock Receivable Other Total
- ------------ ------------- ----------- ---------
<S> <C> <C> <C>
$0 $0 $0 $0
------- ------- -------- ----------
13,040 0 78,023 1,037,118
3,044 0 122,434 356,077
0 0 0 196,712
------- ------- -------- ----------
16,084 0 200,457 1,589,907
0 0 0 62,395
57 0 903 960
(3,096) 0 0 49,991
(252) (10,000) 0 (93,776)
0 90,197 0 0
0 0 0 0
0 0 (241) (1,841)
330 0 0 0
------- ------- -------- ----------
13,123 80,197 201,119 1,607,636
------- ------- -------- ----------
$13,123 $80,197 $201,119 $1,607,636
======= ======= ======== ==========
</TABLE>
The accompanying notes to financial statements are an integral part of this
statement.
<PAGE>
TRUMP INDIANA SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
(1) SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES:
Basis of Accounting-
The accompanying financial statements of the Trump Indiana 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 Indiana, Inc. (the "Plan Sponsor"). These costs represent trustee
fees and professional services and amounted to approximately $18,000 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 six months of
service (effective January 1, 1998, twelve months of service) and the
attainment of age 18. In addition, union employees covered by a
collective bargaining agreement that provides for participation in the
Plan may enroll upon meeting the same requirements as nonunion
employees.
<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-
Compensated participants, as defined, are eligible to voluntarily
contribute to the Plan up to 15% 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, $21,421 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 nine available investment vehicles as
described below-
Money Market Fund-
The Chicago Trust Company Stated Principal Value Investment Trust Fund -
A money market equivalent account. Stable value funds invest 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' assets, 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 and 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 capital by investing in
foreign securities.
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 not yet received 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 are 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.
<PAGE>
SCHEDULE I
TRUMP INDIANA SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1997
EMPLOYER IDENTIFICATION #22-3216299, PLAN NUMBER 001
<TABLE>
<CAPTION>
(b) Identity of
issuer, (c) Description of investment
(a) borrower, lessor including maturity date, rate of
or interest, collateral, par or (e) Market
similar party maturity value (d) Cost Value
- --- ------------------- ---------------------------------- ----------- ------------
<S> <C> <C> <C> <C>
* The Chicago Trust Stated Principal Value Trust
Company Fund, Money Market Funds,
46,618 units of participation $75,138 $76,925
---------- -----------
SoGen Funds SoGen International Fund, Equity
Securities, 3,240 units of
participation 89,506 82,395
MFS Funds Massachusetts Investors Trust
Fund, Equity Securities, 8,358
units of participation 139,452 146,429
Oppenheimer Quest Value Fund, Equity
Securities, 9,735 units of
participation 185,069 198,488
Oppenheimer Quest Opportunity Value Fund,
Equity and Debt Securities,
7,518 units of participation 253,495 266,292
Montag Montag & Caldwell Growth Fund,
Equity Securities, 8,791 units
of participation 181,877 204,386
AIM Fund Inc. AIM Constellation Fund, Equity
Securities, 8,420 unit of
participation 223,434 222,118
Templeton Fund, Templeton Foreign Fund, Equity
Inc. Securities, 11,675 units of
participation 127,000 116,164
---------- ----------
Total Investment in Mutual Funds 1,199,833 1,236,272
---------- ----------
** Trump Hotels & Trump Hotels and Casino Resorts
Casino Resorts, Inc. Common Stock Fund, Equity
Inc. Security 1,962 units of
participation 15,604 13,123
---------- ----------
Participants' Interest rates ranging from
Loans 9.25% to 9.50% and maturities
ranging from 1998 through 2002 80,197 80,197
---------- ----------
$1,370,772 $1,406,517
========== ==========
</TABLE>
*Denotes party-in-interest
**Denotes related party
The accompanying notes to financial statements
are an integral part of this schedule.
<PAGE>
<TABLE>
<CAPTION>
SCHEDULE II
TRUMP INDIANA SAVINGS PLAN
RETIREMENT SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1997 (A)
EMPLOYER IDENTIFICATION #22-3216299, PLAN NUMBER 001
(c) Purchase
(a) Identity of Party Involved (b) Description of Asset Price (d) Selling Price (g) Cost of Asset
- ---------------------------------- ---------------------------------------- -------------- ----------------- ------------------
<S> <C> <C> <C> <C>
The Chicago Trust Company Stated Principal Value Trust Fund-
35 Purchases $84,698 N/A $84,698
29 Sales N/A $9,769 9,560
SoGen Funds SoGen International Fund-
30 Purchases 98,039 N/A 98,039
80 Sales N/A 8,826 8,533
MFS Funds Massachusetts Investors Trust Fund-
38 Purchases 152,447 N/A 152,447
86 Sales N/A 14,538 12,995
Oppenheimer Quest Value Fund-
39 Purchases 220,178 N/A 220,178
109 Sales N/A 38,230 35,109
Oppenheimer Quest Opportunity Value Fund-
39 Purchases 297,005 N/A 297,005
111 Sales N/A 46,828 43,510
Montag Montag & Caldwell Growth Fund
37 Purchases 216,457 N/A 216,457
104 Sales N/A 38,279 34,580
AIM Funds, Inc. AIM Constellation Fund-
39 Purchases 254,478 N/A 254,478
104 Sales N/A 33,950 31,044
Templeton Funds, Inc. Templeton Foreign Fund-
35 Purchases 146,292 N/A 146,292
103 Sales N/A 19,064 19,292
<CAPTION>
(h) Current Value of Asset (i) Net Gain
(a) Identity of Party Involved (b) Description of Asset on Transaction Date (Loss)
- ---------------------------------- ---------------------------------------- -------------------------- -------------
<S> <C> <C> <C>
The Chicago Trust Company Stated Principal Value Trust Fund-
35 Purchases $84,698 N/A
29 Sales 9,769 $209
SoGen Funds SoGen International Fund-
30 Purchases 98,039 N/A
80 Sales 8,826 293
MFS Funds Massachusetts Investors Trust Fund-
38 Purchases 152,447 N/A
86 Sales 14,538 1,543
Oppenheimer Quest Value Fund-
39 Purchases 220,178 N/A
109 Sales 38,230 3,121
Oppenheimer Quest Opportunity Value Fund-
39 Purchases 297,005 N/A
111 Sales 46,828 3,318
Montag Montag & Caldwell Growth Fund
37 Purchases 216,457 N/A
104 Sales 38,279 3,699
AIM Funds, Inc. AIM Constellation Fund-
39 Purchases 254,478 N/A
104 Sales 33,950 2,906
Templeton Funds, Inc. Templeton Foreign Fund-
35 Purchases 146,292 N/A
103 Sales 19,064 (228)
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
SCHEDULE II
(Continued)
(c) Purchase
(a) Identity of Party Involved (b) Description of Asset Price (d) Selling Price (g) Cost of Asset
- ---------------------------------- ---------------------------------------- -------------- ----------------- ------------------
<S> <C> <C> <C> <C>
Trump Hotels & Casino Resorts, Trump Hotels and Casino Resorts Inc.
Inc. Common Stock
40 Purchases $27,304 N/A $27,304
29 Sales N/A 11,086 11,700
The Chicago Trust Company Loan Fund-
21 Purchases 90,197 N/A 90,197
5 Sales N/A 10,000 10,000
<CAPTION>
(h) Current Value of Asset (i) Net Gain
(a) Identity of Party Involved (b) Description of Asset on Transaction Date (Loss)
- ---------------------------------- ---------------------------------------- -------------------------- -------------
<S> <C> <C> <C>
Trump Hotels & Casino Resorts, Trump Hotels and Casino Resorts Inc.
Inc. Common Stock
40 Purchases $27,304 N/A
29 Sales 11,086 (614)
The Chicago Trust Company Loan Fund-
21 Purchases 90,197 N/A
5 Sales 10,000 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
