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Previous: TASTY BAKING CO, 11-K, 1998-06-26 |
Next: TEREX CORP, 11-K, 1998-06-26 |
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 [NO FEE REQUIRED], FOR THE FISCAL YEAR ENDED DECEMBER
31, 1997
OR
_ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED] for the transition period
from ____________to _____________
COMMISSION FILE NUMBER 0-14120
A. Full title of the plan and the address of the plan, if different
from that of the issuer named below:
Advanta Corp. Employee Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Advanta Corp.
Welsh and McKean Roads
P.O. Box 844
Spring House, PA 19477-0844
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Committee which administers the Plan has duly caused this
annual report to be signed by the undersigned thereunto duly
authorized.
Advanta Corp.
Employee Savings Plan
Dated: June 24, 1998 By: /s/ _________________________________
Elizabeth Mai
Member of the Committee Administering
the Plan
<PAGE>
Advanta Corp.
Employee Savings Plan
Index to Financial Statements and Schedules
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
FINANCIAL STATEMENTS:
Statements of Assets Available for Benefits
as of December 31, 1997 and 1996
Statements of Changes in Assets Available for Benefits for the Years
Ended December 31, 1997, 1996 and 1995
Notes to Financial Statements
SCHEDULES:
I - Schedule of Assets Held for Investment Purposes as of
December 31, 1997.
II - Schedule of Reportable Transactions for the Year
Ended December 31, 1997.
<PAGE>
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Advanta Corp. Employee Savings Plan
Compensation Committee:
We have audited the accompanying statements of assets available for
benefits of Advanta Corp. Employee Savings Plan as of December 31,
1997 and 1996, and the related statements of changes in assets
available for benefits for each of the three years in the period 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 audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the assets available for benefits of
Advanta Corp. Employee Savings Plan as of December 31, 1997 and 1996,
and the changes in assets available for benefits for each of the three
years in the period ended December 31, 1997, in conformity with
generally accepted accounting principles.
Our audits were made 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 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's Rules
and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. The supplemental schedules
have been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly
stated in all material respects in relation to the basic financial
statements taken as a whole.
Philadelphia, PA
June 24, 1998
<PAGE>
Advanta Corp.
Employee Savings Plan
Statements of Assets Available for Benefits
December 31,
1997 1996
Assets
Cash $ 8,192 $ 330,491
Investments (Note 8):
Managed Investment Funds
GIC - 3,285,782
Strategic Balanced - 3,915,136
Growth/Value - 4,578,709
International Equity - 2,462,285
Strategic Growth - 6,405,667
T.Rowe Price Stable Value 6,334,571 -
Western Asset Management Core 462,288 -
Dodge and Cox Balanced 3,655,425 -
Vanguard Index Trust 500 6,580,109 -
Dodge and Cox Stock 4,165,892 -
Vanguard International Growth 2,339,159 -
Hancock Special Equities 2,468,575 -
Putnam New Opportunities 3,374,212 -
Common Stock Fund (Advanta Corp.
Common Stock, Class A and B) 12,387,483 20,878,353
Employer Contribution Receivable 1,810,744 1,321,636
Participant Loans Receivable
(Note 2) 2,020,290 1,484,178
Total Assets Available for
Benefits $45,606,940 $44,662,237
The accompanying notes are an integral part of these statements.
<PAGE>
Advanta Corp.
Employee Savings Plan
Statements of Changes in Assets Available for Benefits
For the Year Ended December 31,
1997 1996 1995
Increases:
Interest and Dividend Income $ 1,387,291 $ 347,389 $ 248,383
Employee Contributions 6,509,310 4,882,761 3,614,587
Employer Contributions 3,496,542 2,545,390 1,974,929
Realized Gains on Investments 4,595,929 333,596 537,769
Net (Decrease) Increase in Fair
Market Value of Investments (9,561,030) 4,116,079 7,115,383
6,428,042 12,225,215 13,491,051
Decreases:
Distributions to Participants 5,274,753 1,512,188 1,614,172
Investor Advisory and Trustee Fee 208,586 229,190 177,457
5,483,339 1,741,378 1,791,629
Net Increases 944,703 10,483,837 11,699,422
Assets Available for Benefits,
beginning of year 44,662,237 34,178,400 22,478,978
Assets Available for Benefits,
end of year $45,606,940 $44,662,237 $34,178,400
The accompanying notes are an integral part of these statements.
<PAGE>
Advanta Corp.
Employee Savings Plan
Notes to Financial Statements
December 31, 1997
(1) Description of Plan:
The Advanta Corp. Employee Savings Plan (the "Plan"), as amended, was
adopted effective July 1, 1983 and is a defined contribution plan available
to all employees of Advanta Corp. (the "Company") and certain of its
subsidiaries and affiliates who have reached age 21 with one year of
service. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974, as amended (ERISA).
Participants may elect to defer a portion of their compensation before
certain taxes are deducted. The Company may elect to limit the maximum
percentage a participant may contribute to the extent it determines that
such limitation is necessary in order to comply with the rules for plan
qualification under Sections 401(a) and (k) of the Internal Revenue Code.
An eligible participant may elect to contribute up to 15% of his salary
subject to the limits under Section 401 of the Internal Revenue Code. The
Company also makes matching contributions to the Plan, a portion of which
are made on a per pay period basis, and the balance of which are made as of
the end of the Plan Year. Such employer contributions are equal to 50% of
each employee's contributions up to 5% of the employee's compensation (as
defined in the Plan). The Company may make an additional matching
contribution for the benefit of participants who are employed as of the last
day of the Plan Year. Total employer contributions in each of the Plan
years 1997, 1996, and 1995 were 100% of the first 5% of employees'
compensation contributed to the Plan.
The Plan is subject to certain non-discrimination standards under Section
401(k) of the Internal Revenue Code. In order to comply with these
standards, certain participants who are "highly compensated employees" (as
defined in the Internal Revenue Code) may have a portion of their
contributions refunded to them after the end of the Plan Year.
Because contributions made under Section 401 can not be included in the
income of participants when made, they are fully taxable when distributed
unless rolled over into another qualified plan or Individual Retirement
Account (IRA). Participants are fully vested as to employer and employee
contribution accounts at all times.
The Plan participants may invest their contributions in the following
managed investment funds and in shares of the Company's Class A and Class B
common stock.
o T. Rowe Price Stable Value Fund: This fund invests primarily in
insurance contracts with a portion of the funds' assets in synthetic
investment contracts. The contract value of the investment contracts
approximates market value.
o Western Asset Management Core Fund: This fund seeks to provide
moderate long-term return with moderate short-term volatility by investing
in high-quality bonds backed by the U.S. government or its agencies, or by
corporations with high credit ratings.
o Dodge and Cox Balanced Fund: This fund offers the benefit of asset
allocation and invests primarily in common stocks, convertible securities,
and corporate and government bonds.
<PAGE>
o Vanguard Index Trust 500 Fund: This fund seeks to duplicate the
return of the Standard and Poor's 500 composite Stock Price Index by
investing in the stocks that make up the S&P 500.
o Dodge and Cox Stock Fund: This fund invests primarily in stocks of
large companies representing different market sectors. In addition to
stocks, this fund may also invest in convertible securities and cash
equivalents.
o Vanguard International Growth Fund: This fund invests primarily in
common stocks and securities convertible to common stocks of large
companies with international franchises located outside the United States
with above average growth potential.
o Hancock Special Equities Fund: This fund seeks to invest primarily in
U.S. common stocks in a diversified group of emerging growth companies
focusing on companies with above-average long-term capital growth
potential.
o Putnam New Opportunities Fund: This fund seeks larger high-growth
companies investing primarily in U.S. common stocks but also may purchase
foreign securities, convertible securities, and warrants.
While it is the Company's intention to continue the Plan in operation
indefinitely, any termination of the Plan or discontinuance of contributions
will not result in the use or diversion of Plan assets for any purposes
other than the exclusive benefit of Plan participants and their
beneficiaries.
(2) Participant Loans:
As provided for in the Plan document, loans are available to participants
under certain specified conditions. The principal amount of Plan loans to
participants may not exceed the lesser of $50,000 (reduced by the maximum
amount of such loans outstanding anytime during the preceding year) or 50%
of a participant's accrued equity in the Plan. Plan loans are generally
limited to a term of five years (or, in the case of a loan used to finance
the acquisition of a principal residence, fifteen years) and bear an
interest rate charged by commercial lenders for a comparable loan on the
date the loan request is approved. Plan loans are collateralized by the
participant's accrued benefit in the Plan.
(3) Basis of Accounting:
The accompanying financial statements have been prepared using the accrual
basis of accounting.
(4) Use of Estimates:
The preparation of financial statements in accordance with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets available for
benefits and changes therein. Actual results could differ from those
estimates.
<PAGE>
(5) Valuation of Assets:
Effective July 1, 1997, the Plan was amended. Pursuant to the amendments to
the Plan, the investment options that existed at December 31, 1996 were
replaced with new investment options. Plan participants may invest their
contributions and Employer contributions in one or more of the following
investment options: any of eight investment portfolios managed by
investment advisory firms (See Note 1) and the Common Stock Fund. In
addition, Wilmington Trust Company replaced PW Trust Company as Trustee of
the Plan.
Separate accounts are maintained for each participant in each investment
fund. Investment gains and losses in each of the funds described above were
allocated to the participants in the ratio of each participant's account
balance (including employee contributions and Company matching
contributions) to the total account balance in each fund.
(6) Administrative Expenses:
Prior to July 1, 1997, all expenses of administration of the Plan and other
fees incident to the management of the Plan were paid for by the Company,
except for brokerage commissions, investment advisory fees, trustee fee and
transfer taxes. Effective July 1, 1997 all expenses of administration of
the Plan and other fees incident to management of the Plan are paid for by
the Company, except for brokerage commissions, investment advisory fees and
transfer taxes.
<PAGE>
(7) Realized/Unrealized Gains and Losses:
Unrealized investment gains and losses, which are reported as the net
increase/decrease in the fair market value of investments in the
accompanying financial statements, represent the net change in the
unrealized appreciation/depreciation in the investment portfolio from the
beginning to the end of the year.
(8) Investments:
Investments held by the Plan at December 31, 1997 are summarized in
Schedule 1. The carrying values of individual investments that represent
more than 5% of the Plan's net assets as of December 31, 1997 and 1996 are
as follows:
1997 1996
GIC - $ 3,285,782
Strategic Balanced - $ 3,915,136
Growth/Value - $ 4,578,709
International Equity - $ 2,462,285
Strategic Growth - $ 6,405,667
T. Rowe Price Stable Value $ 6,334,571 -
Dodge and Cox Balanced Fund $ 3,655,425 -
Vanguard Index Trust 500 Fund $ 6,580,109 -
Dodge and Cox Stock Fund $ 4,165,892 -
Vanguard International Growth $ 2,339,159 -
Fund
Hancock Special Equities Fund $ 2,468,575 -
Putnam New Opportunities Fund $ 3,374,212 -
Common Stock Fund $12,387,483 $20,878,353
All investments are stated at fair market value on the statement of net
assets. Fair market value for the investments is based on quoted market
prices or dealer quotes. If a quoted market price is not available, fair
value is estimated using quoted market prices for similar securities.
(9) Federal Income Taxes:
The Internal Revenue Service issued a determination letter dated December
30, 1994 stating that the Plan was designed in accordance with applicable
Internal Revenue Code requirements as of that date. The Plan has been
amended since receiving the determination letter. However, the Plan
administrator and management 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 for the years ended December 31, 1997
and 1996.
(10) Distributions To Participants:
Distributions payable as of year-end 1997, 1996 and 1995 were $0, $291,689
and $179,716 respectively.
<PAGE>
(11) Subsequent Events:
The Common Stock Fund which consists of shares of Advanta Corp.'s Class A
Common Stock and Class B Common Stock shares decreased from a market value
per share of $26.25 and $25.375, respectively at December 31, 1997 to a
market value per share of $20.78 and $19 respectively at June 24, 1998.
Pursuant to the terms of a contribution agreement (the "Agreement") dated as
of October 28, 1997, as amended February 20, 1998, by and between the
Company and Fleet Financial Group, Inc. ("Fleet"), on February 20, 1998 the
Company and certain of its subsidiaries and Fleet and certain of its
subsidiaries each contributed certain assets and liabilities of their
respective consumer credit card businesses in exchange for an ownership
interest in a newly formed Rhode Island limited liability company, Fleet
Credit Card LLC (the "Fleet Transaction").
Concurrent with the Fleet Transaction, the Company purchased 7,882,750
shares of Class A Common Stock and 12,482,850 of its Class B Common Stock at
$40 per share net. Participants who invested in Advanta Corp.'s Class A
Common Stock or Class B Common Stock in the Plan were eligible to tender
their respective shares at $40 per share, net. Participants reinvested the
proceeds, from shares purchased by the Company, into investment options
currently available under the Plan.
In connection with the Fleet Transaction, 1,405 participants were
transferred to Fleet Credit Card LLC. As a result, approximately $16.6
million of Plan assets as of March 31, 1998, will be transferred to Fleet's
defined contribution plan. The completion of this transfer will take place
on June 30, 1998.
(12) Reconciliation to Form 5500:
The following reconciles the net assets available for benefits to the net
assets reported on the 1997 Form 5500.
1997 1996
Total Asset Available for Benefits $45,606,940 $44,662,237
Distributions Payable 0 (291,689)
Net Assets Per Line 31(L) Form $45,606,940 $44,370,548
5500
<PAGE>
(13) The schedules of allocation of assets available for benefits to
investment funds as of December 31, 1997 and 1996 are as follows:
For the Year Ended December 31, 1997
T. Rowe Western
Price Management Dodge and
Assets Cash Stable Asset Cox
Value Core Balanced
Cash $ 8,192 $ - $ - $ -
Investments:
Managed Investment Funds
T. Rowe Price Stable Value - 6,334,571 - -
Western Asset Management Core - - 462,288 -
Dodge and Cox Balanced Fund - - - 3,655,425
Vanguard Index Trust 500 - - - -
Dodge and Cox Stock - - - -
Vanguard International Growth - - - -
Hancock Special Equities - - - -
Putnam New Opportunities - - - -
Common Stock Fund
(Advanta Corp. Common
Stock Class A and B) - - - -
Employer Contribution
Receivable - 345,395 26,223 136,768
Participant Loans
Receivable - - - -
Total Assets Available
For Benefits $ 8,192 $6,679,966 $ 488,511 $ 3,792,193
<PAGE>
(13) Continued
For the Year Ended December 31, 1997
Vanguard Vanguard Hancock
Index Dodge and International Special
Assets Trust 500 Cox Stock Growth Equities
Cash $ - $ - $ - $ -
Investments:
Managed Investment Funds
T. Rowe Price Stable Value - - - -
Western Asset Management Core - - - -
Dodge and Cox Balanced Fund - - - -
Vanguard Index Trust 6,580,109 - - -
500
Dodge and Cox Stock - 4,165,892 - -
Vanguard International
Growth - - 2,339,159 -
Hancock Special Equities - - - 2,468,575
Putnam New Opportunities - - - -
Common Stock Fund
(Advanta Corp. Common
Stock Class A and B) - - - -
Employer Contribution
Receivable 338,784 200,200 152,474 130,714
Participant Loans
Receivable - - - -
Total Assets Available
For Benefits $6,918,893 $4,366,092 $ 2,491,633 $2,599,289
<PAGE>
(13) Continued
For the Year Ended December 31, 1997
Common Participant
Putnam New Stock Loans
Assets Opportunities Funds Receivable Total
Cash $ - $ - $ - $ 8,192
Investments:
Managed Investment
Funds
T. Rowe Price Stable Value - - - 6,334,571
Western Asset Management Core - - - 462,288
Dodge and Cox Balanced Fund - - - 3,655,425
Vanguard Index Trust - - - 6,580,109
500
Dodge and Cox Stock - - - 4,165,892
Vanguard International - - - 2,339,159
Growth
Hancock Special Equities - - - 2,468,575
Putnam New Opportunities 3,374,212 - - 3,374,212
Common Stock Fund
(Advanta Corp. Common
Stock Class A and B) - 12,387,483 - 12,387,483
Employer Contribution
Receivable 194,517 285,669 - 1,810,744
Participant Loans
Receivable - - 2,020,290 2,020,290
Total Assets Available
For Benefits $ 3,568,729 $12,673,152 $2,020,290 $45,606,940
<PAGE>
(13) Continued
For the Year Ended December 31, 1996
Strategic
Balanced Growth/
Assets Cash GIC Portfolio Value
Cash $330,491 $ - $ - $ -
Investments:
Managed Investment
Funds
GIC - 3,285,782 - -
Strategic Balanced - - 3,915,136 -
Growth/Value - - - 4,578,709 -
International Equity - - - -
Strategic Growth - - - -
Common Stock Fund
(Advanta Corp. Common
Stock Class A and B) - - - -
Employer Contribution
Receivable - 102,781 159,100 181,204
Participant Loans
Receivable - - - -
Total Assets Available
For Benefits $330,491 $ 3,388,563 $4,074,236 $4,759,913
<PAGE>
(13) Continued
For the Year Ended December 31, 1996
International Strategic Common
Assets Equity Growth Stock Funds
Cash $ - $ - $ -
Investments:
Managed Investment
Funds - - -
GIC - - -
Strategic Balanced - - -
Growth/Value - - -
International Equity 2,462,285 - -
Strategic Growth - 6,405,667 -
Common Stock Fund
(Advanta Corp. Common
Stock Class A and B) - - 20,878,353
Employer Contribution
Receivable 110,936 281,640 485,975
Participant Loans
Receivable - - -
Total Assets Available
For Benefits $2,573,221 $6,687,307 $21,364,328
<PAGE>
(13) Continued
For the Year Ended December 31, 1996
Participant
Loans
Assets Receivable Total
Cash $ - $ 330,491
Investments:
Managed Investment
Funds
GIC - 3,285,782
Strategic Balanced - 3,915,136
Growth/Value - 4,578,709
International Equity - 2,462,285
Strategic Growth - 6,405,667
Common Stock Fund
(Advanta Corp. Common
Stock Class A and B) - 20,878,353
Employer Contribution - 1,321,636
Receivable
Participant Loans
Receivable 1,484,178 1,484,178
Total Assets Available
For Benefits $ 1,484,178 $ 44,662,237
<PAGE>
(14) The schedules of allocation of plan income and changes in assets
available for benefits to investment funds for the years ended
December 31, 1997 and 1996 are as follows:
For the Year Ended December 31, 1997
Strategic
Balanced Growth/
Cash GIC Portfolio Value
Increases:
Interest and
Dividend Income $ 27,999 $ 150 $ 173 $ 243
Employee
Contributions - 342,045 413,153 561,968
Employer
Contributions - 66,712 100,901 130,025
Realized Gains
(Losses) on
Investments - 158,785 947,230 1,424,943
Net (Decrease)
Increase in
Fair Market Value
of Investments - (1,779) (4,546) 573
27,999 565,913 1,456,911 2,117,752
Decreases:
Distributions to
Participants 407,367 224,666 172,473 276,044
Investor Advisory
and Trustee Fees - 12,537 39,191 50,169
407,367 237,203 211,664 326,213
Net (Decrease)
Increase (379,368) 328,710 1,245,247 1,791,539
Interfund Transfers 56,954 (3,642,255) (5,262,847) (6,509,460)
Net Loans Issued 115 (75,018) (56,636) (41,992)
Assets Available
for Benefits,
beginning of year 330,491 3,388,563 $4,074,236 $4,759,913
Assets Available
for Benefits, end
of year $ 8,192 $ - $ - $ -
<PAGE>
(14) Continued
For the Year Ended December 31, 1997
Western
T. Rowe Asset
International Strategic Price Stable Management
Equity Growth Value Core
Increases:
Interest and
Dividend Income $ 126 $ 311 $ 165,376 $ 23,884
Employee
Contributions 305,349 540,307 629,244 39,375
Employer
Contributions 72,326 183,884 574,282 37,882
Realized Gains
(Losses) on
Investments 443,122 1,781,212 - (31)
Net (Decrease)
Increase in
Fair Market
Value of Investments 11,850 36,906 - (1,399)
832,773 2,542,620 1,368,902 99,711
Decreases:
Distributions to
Participants 89,631 349,702 1,517,119 (1,123)
Investor Advisory
and Trustee Fees 23,107 65,997 - -
112,738 415,699 1,517,119 (1,123)
Net (Decrease)
Increase 720,035 2,126,921 (148,217) 100,834
Interfund (3,253,549) (8,742,251) 6,834,093 399,825
Transfers
Net Loans Issued (39,707) (71,977) (5,910) (12,148)
Assets Available
for Benefits,
beginning of 2,573,221 6,687,307 - -
year
Assets Available
for Benefits,
end of year $ - $ - $6,679,966 $488,511
<PAGE>
(14) Continued
For the Year Ended December 31, 1997
Dodge and Vanguard Dodge and Vanguard
Cox Index Trust Cox Stock International
Balanced 500 Growth
Increases:
Interest and
Dividend Income $ 216,906 $ 94,707 $ 265,857 $ 99,522
Employee 320,992 562,225 367,542 318,929
Contributions
Employer 200,407 470,524 288,332 222,925
Contributions
Realized Gains
(Losses) on
Investments 1,935 9,103 2,773 (24,082)
Net (Decrease)
Increase in Fair
Market Value of
Investments (118,215) 235,571 (207,479) (360,558)
622,025 1,372,130 717,025 256,736
Decreases:
Distributions to
Participants 26,287 419,481 172,862 167,853
Investor Advisory
and Trustee Fees - - - -
26,287 419,481 172,862 167,853
Net (Decrease)
Increase 595,738 952,649 544,163 88,883
Interfund Transfers 3,214,495 5,969,570 3,840,979 2,425,432
Net Loans Issued (18,040) (3,326) (19,050) (22,682)
Assets Available
for Benefits,
beginning of year - - - -
Assets Available
for Benefits,
end of year $ 3,792,193 $6,918,893 $ 4,366,092 $2,491,633
<PAGE>
(14) Continued
For the Year Ended December 31, 1997
Hancock
Special Putnam New Common
Equities Opportunities Stock Fund
Increases:
Interest and
Dividend Income $ - $ 73,101 $ 254,796
Employee 254,940 338,533 1,514,708
Contributions
Employer 192,187 284,161 671,994
Contributions
Realized Gains
(Losses) on
Investments 18,954 11,819 (179,834)
Net (Decrease)
Increase in
Fair Market Value
of Investments 94,083 128,358 (9,374,395)
560,164 835,972 (7,112,731)
Decreases:
Distributions to
Participants 165,478 126,316 974,958
Investor Advisory
and Trustee Fees - - 17,585
165,478 126,316 992,543
Net (Decrease)
Increase 394,686 709,656 (8,105,274)
Interfund 2,233,765 2,882,821 (447,572)
Transfers
Net Loans Issued (29,162) (23,748) (138,330)
Assets Available
for Benefits,
beginning of year - - 21,364,328
Assets Available
for Benefits,
end of year $2,599,289 $ 3,568,729 $ 12,673,152
<PAGE>
(14) Continued
For the Year Ended December 31, 1997
Participant
Loans Total
Receivable
Increases:
Interest and
Dividend Income $ 164,140 $ 1,387,291
Employee
Contributions - 6,509,310
Employer
Contributions - 3,496,542
Realized Gains
(Losses) on
Investments - 4,595,929
Net (Decrease)
Increase in
Fair Market Value
of Investments - (9,561,030)
164,140 6,428,042
Decreases:
Distributions to
Participants 185,639 5,274,753
Investor Advisory
and Trustee Fees - 208,586
185,639 5,483,339
Net (Decrease)
Increase (21,499) 944,703
Interfund - -
Transfers
Net Loans Issued 557,611 -
Assets Available
for Benefits,
beginning of year 1,484,178 44,662,237
Assets Available
for Benefits,
end of year $2,020,290 $45,606,940
<PAGE>
(14) Continued
For the Year Ended December 31, 1996
Strategic
Balanced Growth/
Cash GIC Portfolio Value
Increases:
Interest and $ 9,110 $ 110 $ 163 $ 174
Dividend Income
Employee
Contributions - 405,330 620,088 643,633
Employer
Contributions - 203,875 310,456 331,954
Realized Gains
(Losses) on
Investments - 4,035 (1,068) 19,534
Net Increase in
Fair Market Value
of Investments - 162,772 305,258 710,759
9,110 776,122 1,234,897 1,706,054
Decreases:
Distributions to
Participants 371,358 184,829 131,636 161,922
Investor Advisory
and Trustee Fees - 14,333 51,263 51,883
371,358 199,162 182,899 213,805
Net (Decrease)
Increase (362,248) 576,960 1,051,998 1,492,249
Interfund Transfers 444,851 119,270 (321,515) 386,831
Net Loans Issued 244,101 (30,159) (26,557) (67,853)
Assets Available
for Benefits,
beginning of year 3,787 2,722,492 3,370,310 2,948,686
Assets Available
for Benefits, end
of year $330,491 $3,388,563 $4,074,236 $4,759,913
<PAGE>
(14) Continued
For the Year Ended December 31, 1996
Common
International Strategic Stock
Equity Growth Fund
Increases:
Interest and $ 133 $ 276 $ 219,473
Dividend Income
Employee
Contributions 433,976 1,092,924 1,686,810
Employer
Contributions 211,750 527,377 959,978
Realized Gains
(Losses) on
Investments 9,198 864 301,033
Net Increase in
Fair Market Value
of Investments 69,677 1,051,315 1,816,298
724,734 2,672,756 4,983,592
Decreases:
Distributions to
Participants 109,310 167,259 370,633
Investor Advisory
and Trustee Fees 28,472 74,843 8,396
137,782 242,102 379,029
Net (Decrease)
Increase 586,952 2,430,654 4,604,563
Interfund Transfers 379,421 52,371 (1,061,229)
Net Loans Issued (39,380) (57,072) (218,717)
Assets Available
for Benefits,
beginning of year 1,646,228 4,261,354 18,039,711
Assets Available
for Benefits,
end of year $2,573,221 $6,687,307 $21,364,328
<PAGE>
(14) Continued
For the Year Ended December 31, 1996
Participant
Loans
Receivable Total
Increases:
Interest and
Dividend Income $ 117,950 $ 347,389
Employee
Contributions - 4,882,761
Employer
Contributions - 2,545,390
Realized Gains
(Losses) on
Investments - 333,596
Net Increase in
Fair Market Value
of Investments - 4,116,079
117,950 12,225,215
Decreases:
Distributions to
Participants 15,241 1,512,188
Investor Advisory
and Trustee Fees - 229,190
15,241 1,741,378
Net (Decrease)
Increase 102,709 10,483,837
Interfund Transfers - -
Net Loans Issued 195,637 -
Assets Available
for Benefits,
beginning of year 1,185,832 34,178,400
Assets Available
for Benefits,
end of year $1,484,178 $44,662,237
<PAGE>
SCHEDULE I
Advanta Corp.
Employee Savings Plan
EIN 23-1462070
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1997
Market
Cost Value
Cash $ 8,192 $ 8,192
Managed Investment Funds
T. Rowe Price Stable Value:6,334,571.31 shares, 6,334,571 6,334,571
Market value per share $1.00
Western Asset Core: 4,050.89 shares, 463,687 462,288
Market value per share $114.12
Dodge and Cox Balanced: 54,738.32 shares, 3,773,633 3,655,425
Market value per share $66.78
Vanguard Index Trust 500: 73,039.28 shares, 6,344,538 6,580,109
Market value per share $90.09
Dodge and Cox Stock: 44,050.88 shares, 4,373,352 4,165,892
Market value per share $94.57
Vanguard International Growth: 142,718.69 2,699,766 2,339,159
shares, Market value per share $16.39
Hancock Special Equities: 93,294.58 shares, 2,374,485 2,468,575
Market value per share $26.46
Putnam New Opportunities: 69,356.88 shares, 3,245,854 3,374,212
Market value per share $48.65
*Advanta Corp. Common Stock Fund 15,909,454 12,387,483
Class A: 93,452 shares,
market value $26.25 per share
Class B: 391,425 shares,
market value $25.38 per share
Participant Loans Receivable,
Bearing interest from 9 3/4% to 10% 2,020,290 2,020,290
$47,547,822 $43,796,196
* Party-in-interest to the Plan
<PAGE>
<TABLE>
Schedule II
Advanta Corp.
Employee Savings Plan
EIN 23-1462070
Item 27d- Schedule of Reportable Transactions
For The Year Ended December 31, 1997
Transactions set forth below are those which involve an amount in excess of 5%
of the market value of the Plan's assets at the beginning of the year.
<CAPTION>
Identity Description Purchase Selling Cost Net Gain Number of
of Party of Price Price of Asset or Transactions
Asset (loss)
<S> <C> <C> <C> <C> <C> <C>
T. Rowe Price Mutual $ 8,949,892 $ - $ 8,949,892 $ - 41
Stable Value Fund
Fund
Dodge and Cox Mutual 3,896,395 - 3,896,395 - 64
Balanced Fund Fund
Vanguard Index Mutual 6,863,377 - 6,863,377 - 70
500 Fund
Dodge and Cox Mutual 4,608,791 - 4,608,791 - 69
Stock Fund Fund
Vanguard Mutual 2,986,524 - 2,986,524 - 64
International Fund
Growth
John Hancock Mutual 2,621,499 - 2,621,499 - 54
Special Equity Fund
Equity
Putnam New Mutual 3,449,260 - 3,449,260 62
Opportunities Fund
Total $33,375,738 $ - $33,375,738 $ -
T. Rowe Price
Stable Value Mutual
Fund Fund $ 2,615,321 $2,615,321 $ 2,615,321 $ - 65
GIC Mutual 4,444,061 4,285,276 4,444,061 158,785 16
Fund
Strategic Mutual 5,570,616 4,623,386 5,570,616 947,230 16
Balances Fund
Growth/Value Mutual 7,241,958 5,817,015 7,241,958 1,424,943 15
Fund
International Mutual 3,477,267 3,034,145 3,477,267 443,122 16
Equity Fund
Strategic Mutual 9,650,243 7,869,031 9,650,243 1,781,212 17
Growth Fund
Total $32,999,466 $28,244,174 $32,999,466 $4,755,292
</TABLE>
Schedule II
(Continued)
Advanta Corp.
Employee Savings Plan
Item 27d - Schedule of Reportable Transactions
For Year Ended December 31, 1997
Transactions set forth below are those which involve an amount in excess of 5%
of the market value of the Plan's assets at the beginning of the year.
Number of Cost
Transactions of Assets
Purchases:
T. Rowe Price Stable Value Fund 41 8,949,892
Dodge and Cox Balanced Fund 64 3,896,395
Vanguard Index Trust 500 70 6,863,377
Dodge and Cox Stock Fund 69 4,608,791
Vanguard International Growth 64 2,986,524
John Hancock Special Equity 54 2,621,499
Putnam New Opportunities 62 3,449,260
Sales:
T. Rowe Price Stable Value Fund 65 2,615,321
GIC 16 4,444,061
Strategic Balanced 16 5,570,616
Growth/Value 15 7,241,958
International Equity 16 3,477,267
Strategic Growth 17 9,650,243
<PAGE>
EXHIBIT INDEX
Exhibit No. Document
1 Consent of Independent Public
Accountants
<PAGE>
EXHIBIT I
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
Company's previously filed Form S-8 Registration Statements File Nos.
33-10790, 33-47308, 33-50209, 333-01681 and 333-04471.
Philadelphia, PA
June 24, 1998
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