-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, A4xnHdK+IquYjA1AOF3ODh10/Z6Cv/ffQc2+MeCKRKC9vxQjqebWNUFD4nCQvtJ+ Ltj6kqoZfpLIGGdwgLxGLg== 0000054476-97-000014.txt : 19970624 0000054476-97-000014.hdr.sgml : 19970624 ACCESSION NUMBER: 0000054476-97-000014 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970623 SROS: CSX SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: KANSAS CITY POWER & LIGHT CO CENTRAL INDEX KEY: 0000054476 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 440308720 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00707 FILM NUMBER: 97628346 BUSINESS ADDRESS: STREET 1: 1201 BALTIMORE AVE CITY: KANSAS CITY STATE: MO ZIP: 64106 BUSINESS PHONE: 8165562200 MAIL ADDRESS: STREET 1: PO BOX 418679 CITY: KANSAS CITY STATE: MO ZIP: 64141-9679 11-K 1 SECURITIES AND EXCHANGE COMMISSION Washington D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (FEE REQUIRED) For the fiscal year ended December 31, 1996 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 1-707 A. Full title of the Plan: Kansas City Power & Light Company Cash or Deferred Arrangement (Employee Savings Plus Plan) (hereinafter referred to as "Plan") B. Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office: Kansas City Power & Light Company 1201 Walnut Kansas City, Missouri 64106-2124 TABLE OF CONTENTS FINANCIAL STATEMENTS Page Report of Independent Accountants 1 Statements of Financial Condition, With Fund Information December 31, 1996 2 December 31, 1995 4 Statements of Income and Changes in Plan Equity, With Fund Information for the Year Ended December 31, 1996 6 December 31, 1995 8 December 31, 1994 10 Notes to Financial Statements 12 Signatures 18 Consent of Independent Accountants 19 REPORT OF INDEPENDENT ACCOUNTANTS To the Administrative Committee, Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan We have audited the accompanying statements of financial condition of Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan as of December 31, 1996 and 1995, and the related statements of income and changes in Plan equity for each of the three years in the period ended December 31, 1996. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements 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 financial condition of the Plan as of December 31, 1996 and 1995, and the income and changes in Plan equity for each of the three years in the period ended December 31, 1996, in conformity with generally accepted accounting principles. Our audits were performed for the purpose of forming an opinion on the basic financial statements taken as a whole. The fund information in the statement of financial condition and the statement of income and changes in Plan equity is presented for purposes of additional analysis rather than to present the financial condition and the income and changes in Plan equity of each fund. The fund information has 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. /s/ COOPERS & LYBRAND L.L.P. COOPERS & LYBRAND L.L.P. Kansas City, Missouri June 6, 1997 Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Financial Condition, With Fund Information December 31, 1996 Fidelity Investment Funds Asset OTC ASSETS MIP Puritan Magellan Manager Portfolio Overseas Investments, at market: Short term money market $ - $ - $ 159,103 $ - $ - $ - Kansas City Power & Light Co. Stock 2,679,331.3966 shares (cost $57,271,426) - - - - - - - Fidelity Managed Income Portfolio (MIP) (cost $7,492,939) 7,492,939 - - - - - - Fidelity Puritan Fund 726,829.5399 shares (cost $11,183,328) - 12,530,541 - - - - - Fidelity Magellan Fund 341,712.9438 shares (cost $23,746,811) - - 27,559,149 - - - Fidelity Asset Manager Fund 45,883.8316 shares (cost $705,044) - - - 755,707 - - - Fidelity OTC Portfolio Fund 55,985.2874 shares (cost $1,717,316) - - - - 1,831,279 - Fidelity Overseas Fund 48,895.7508 shares (cost $1,427,865) - - - - - 1,507,945 Loans to participants - - - - - - Total investments 7,492,939 12,530,541 27,718,252 755,707 1,831,279 1,507,945 Receivables: Investment income 37,621 - - - - - - Money market interest 26 50 100 6 33 10 Commission reimbursement - - - - - - - Total receivables 37,647 50 100 6 33 10 TOTAL ASSETS $7,530,586 $12,530,591 $27,718,352 $755,713 $1,831,312 $1,507,955 LIABILITIES AND PLAN EQUITY Liabilities: Benefits payable to participants $ 284,742 $ 246,498 $ 421,322 $ - $ 1,519 $ - Plan Equity 7,245,844 12,284,093 27,297,030 755,713 $1,829,793 $1,507,955 TOTAL LIABILITIES AND PLAN EQUITY $7,530,586 $12,530,591 $27,718,352 $755,713 $1,831,312 $1,507,955 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Financial Condition, With Fund Information December 31, 1996 KCPL Loans to Total of ASSETS Stock Fund Participants All Funds Investments at Market: Short term money market $ - $ 237,500 $ 396,603 Kansas City Power & Light Co. Stock 2,679,331.3966 (cost $57,271,426) 76,360,945 - 76,360,945 Fidelity Managed Income Portfolio (MIP) (cost $7,492,939) - - 7,492,939 Fidelity Puritan Fund 726,829.5399 shares (cost $11,183,328) - - 12,530,541 Fidelity Magellan Fund 341,712.9438 shares (cost $23,746,811) - - 27,559,149 Fidelity Asset Manager Fund 45,883.8316 shares (cost $705,044) - - 755,707 Fidelity OTC Portfolio Fund 55,985.2874 shares (cost $1,717,316) - - 1,831,279 Fidelity Overseas Fund 48,895.7508 shares (cost $1,427,865) - - 1,507,945 Loans to participants - 5,606,288 5,606,288 Total investments 76,360,945 5,843,788 134,041,396 Receivables: Investment income - - 37,621 Money market interest 614 - 839 Commission reimbursement 391 - 391 Total receivables 1,005 - 38,851 TOTAL ASSETS $76,361,950 $5,843,788 $134,080,247 LIABILITIES AND PLAN EQUITY Liabilities: Benefits payable to participants $ 1,560,754 $ 41,141 $ 2,555,976 Plan Equity 74,801,196 5,802,647 131,524,271 TOTAL LIABILITIES AND PLAN EQUITY $76,361,950 $5,843,788 $134,080,247 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Financial Condition, With Fund Information December 31, 1995 Fidelity Investment Funds Asset OTC ASSETS MIP Puritan Magellan Manager Portfolio Overseas Investments, at market: Short term money market $ - $ - $ - $ - $ - $ - Kansas City Power & Light Co. Stock 2,404,607.7374 shares (cost $48,447,967) - - - - - - - Fidelity Managed Income Portfolio (MIP) (cost $6,777,831) 6,777,831 - - - - - - Fidelity Puritan Fund 619,232.7959 shares (cost $9,242,390) - 10,533,150 - - - - - Fidelity Magellan Fund 290,249.1863 shares (cost $19,449,421) - - 24,955,625 - - - Fidelity Asset Manager Fund 35,613.1852 shares (cost $527,945) - - - 564,469 - - - Fidelity OTC Portfolio Fund 21,852.0095 shares (cost $599,894) - - - - 662,771 - - Fidelity Overseas Fund 33,581.6574 shares (cost $947,624) - - - - - 976,219 Loans to participants - - - - - - Total investments 6,777,831 10,533,150 24,955,625 564,469 662,771 976,219 Receivables: Investment income 34,800 - - - - - - Money market interest - 37 72 7 8 10 Commission reimbursement - - - - - - - Total receivables 34,800 37 72 7 8 10 TOTAL ASSETS $6,812,631 $10,533,187 $24,955,697 $564,476 $662,779 $976,229 LIABILITIES AND PLAN EQUITY Liabilities: Benefits payable to participants $ 155,230 $ 175,234 $ 296,722 $ 1 $ 8 $ 2,528 Plan Equity 6,657,401 10,357,953 24,658,975 564,475 662,771 973,701 TOTAL LIABILITIES AND PLAN EQUITY $6,812,631 $10,533,187 $24,955,697 $564,476 $662,779 $976,229 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Financial Condition, With Fund Information December 31, 1995 KCPL Loans to Total of ASSETS Stock Fund Participants All Funds Investments at Market: Short term money market $ 2,472 $ 234,371 $ 236,843 Kansas City Power & Light Co. Stock 2,404,607.7374 (cost $48,447,967) 63,120,953 - 63,120,953 Fidelity Managed Income Portfolio (MIP) (cost $6,777,831) - - 6,777,831 Fidelity Puritan Fund 619,232.7959 shares (cost $9,242,390) - - 10,533,150 Fidelity Magellan Fund 290,249.1863 shares (cost $19,449,421) - - 24,955,625 Fidelity Asset Manager Fund 35,613.1852 shares (cost $527,945) - - 564,469 Fidelity OTC Portfolio Fund 21,852.0095 shares (cost $599,894) - - 662,771 Fidelity Overseas Fund 33,581.6574 shares (cost $947,624) - - 976,219 Loans to participants - 4,929,010 4,929,010 Total investments 63,123,425 5,163,381 112,756,871 Receivables: Investment income - - 34,800 Money market interest 305 - 439 Commission reimbursement 339 - 339 Total receivables 644 - 35,578 TOTAL ASSETS $63,124,069 $5,163,381 $112,792,449 LIABILITIES AND PLAN EQUITY Liabilities: Benefits payable to participants $ 1,034,580 $ 34,629 $ 1,698,932 Plan Equity 62,089,489 5,128,752 111,093,517 TOTAL LIABILITIES AND PLAN EQUITY $63,124,069 $5,163,381 $112,792,449 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Income and Changes in Plan Equity, With Fund Information for the Year Ended December 31, 1996 Fidelity Investment Funds Asset OTC MIP Puritan Magellan Manager Portfolio Overseas ADDITIONS Investment income: Net appreciation (depreciation) in the fair value of investments $ - $ 199,817 $(1,219,051) $ 20,769 $ 69,080 $ 63,352 Dividends - 1,406,226 4,103,553 56,890 184,733 90,771 Interest: Investments 407,767 - - - - - - Money market 360 668 1,326 63 310 144 Loans - - - - - - - Other - (120) 186 (1) 37 (4) Net investment income 408,127 1,606,591 2,886,014 77,721 254,160 154,263 Contributions: Employee 653,474 1,044,750 2,188,816 104,159 242.728 213.324 Employer - 265 2,180 - - - Rollover 1,686 27,038 74,862 6,963 24,591 739 Reimbursed commissions - - - - - - Forfeiture credits - - - - - - Total contributions 655,160 1,072,053 2,265,858 111.122 267,319 214,063 TOTAL ADDITIONS 1,063,287 2,678,644 5,151,872 188,843 521,479 368,326 DEDUCTIONS Distributions to participants (427,468) (586,695) (1,056,057) (326) (2,175) (106) Forfeited benefits - - - - - - - TOTAL DEDUCTIONS (427,468) (586,695) (1,056,057) (326) (2,175) (106) TRANSFERS Due to participant elections (73,157) (91,188) (1,377,381) 939 628,499 169,778 Due to participant loans 25,781 (74,621) (80,379) 1,782 19,219 (3,744) TOTAL TRANSFERS (47,376) (165,809) (1,457,760) 2,721 647,718 166,034 NET CHANGE IN PLAN EQUITY 588,443 1,926,140 2,638,055 191,238 1,167,022 534,254 PLAN EQUITY, beginning of year 6,657,401 10,357,953 24,658,975 564,475 662,771 973,701 PLAN EQUITY, end of year $7,245,844 $12,284,093 $27,297,030 $755,713 $1,829,793 $1,507,955 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Income and Changes in Plan Equity, With Fund Information for the Year Ended December 31, 1996 KCPL Loans to Total of Stock Fund Participants All Funds ADDITIONS Investment income: Net appreciation in the fair value of investments $ 5,291,582 $ - $ 4,425,549 Dividends 4,033,672 - 9,875,845 Interest: Investments - - 407,767 Money market 2,152 - 5,023 Loans - 533,818 533,818 Other 418 - 516 Net investment income 9,327,824 533,818 15,248,518 Contributions: Employee 2,617,686 - 7,064,937 Employer 2,607,428 - 2,609,873 Rollover 13,009 - 148,888 Reimbursed commissions 44,193 - 44,193 Forfeiture credits 3,284 - 3,284 Total contributions 5,285,600 - 9,871,175 TOTAL ADDITIONS 14,613,424 533,818 25,119,693 DEDUCTIONS Distributions to participants (2,517,196) (95,647) (4,685,670) Forfeited benefits (3,269) - (3,269) TOTAL DEDUCTIONS (2,520,465) (95,647) (4,688,939) TRANSFERS Due to participant elections 742,510 - - Due to participant loans (123,762) 235,724 - TOTAL TRANSFERS 618,748 235,724 - NET CHANGE IN PLAN EQUITY 12,711,707 673,895 20,430,754 PLAN EQUITY, beginning of year 62,089,489 5,128,752 111,093,517 PLAN EQUITY, end of year $74,801,196 $5,802,647 $131,524,271 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Income and Changes in Plan Equity, With Fund Information for the Year Ended December 31, 1995 Fidelity Investment Funds Asset OTC MIP Puritan Magellan Manager Portfolio Overseas ADDITIONS Investment income: Net appreciation in the fair value of investments $ - $ 1,250,219 $ 5,356,260 $ 64,495 $ 88,298 $ 52,833 Dividends - 547,145 1,447,394 14,860 34,872 21,681 Interest: Investments 369,126 - - - - - - Money market 8 388 725 57 104 99 Loans - - - - - - - Other - 2 (60) 2 - - Net investment income 369,134 1,797,754 6,804,319 79,414 123,274 74,613 Contributions: Employee 655,886 993,120 2,158,252 101,883 133,448 226,330 Employer - - - - - - Rollover - 8,796 11,945 2,124 1,345 7,139 Reimbursed commissions - - - - - - Forfeiture credits - - - - - - Total contributions 655,886 1,001,916 2,170,197 104,007 134,793 233,469 TOTAL ADDITIONS 1,025,020 2,799,670 8,974,516 183,421 258,067 308,082 DEDUCTIONS Distributions to participants (594,334) (345,139) (800,329) (19,377) (17,637) (11,194) Forfeited benefits - - - - - - - TOTAL DEDUCTIONS (594,334) (345,139) (800,329) (19,377) (17,637) (11,194) TRANSFERS Due to participant elections 782,883 27,745 (1,834,727) 26,100 157,510 37,459 Due to participant loans (52,414) (20,156) (169,554) 8,179 16,653 18,573 TOTAL TRANSFERS 730,469 7,589 (2,004,281) 34,279 174,163 56,032 NET CHANGE IN PLAN EQUITY 1,161,155 2,462,120 6,169,906 198,323 414,593 352,920 PLAN EQUITY, beginning of year 5,496,246 7,895,833 18,489,069 366,152 248,178 620,781 PLAN EQUITY, end of year $6,657,401 $10,357,953 $24,658,975 $564,475 $662,771 $973,701 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Income and Changes in Plan Equity, With Fund Information for the Year Ended December 31, 1995 KCPL Loans to Total of Stock Fund Participants All Funds ADDITIONS Investment income: Net appreciation in the fair value of investments $ 6,292,588 $ - $ 13,104,693 Dividends 3,502,951 - 5,568,903 Interest: Investments - - 369,126 Money market 2,056 - 3,437 Loans - 436,646 436,646 Other (85) - (141) Net investment income 9,797,510 436,646 19,482,664 Contributions: Employee 2,392,233 - 6,661,152 Employer 2,524,326 - 2,524,326 Rollovers 13,023 - 44,372 Reimbursed commissions 46,713 - 46,713 Forfeiture credits 4,118 - 4,118 Total contributions 4,980,413 - 9,280,681 TOTAL ADDITIONS 14,777,923 436,646 28,763,345 DEDUCTIONS Distributions to participants (2,406,800) (145,975) (4,340,785) Forfeited benefits (4,118) - (4,118) TOTAL DEDUCTIONS (2,410,918) (145,975) (4,344,903) TRANSFERS Due to participant elections 803,030 - - Due to participant loans (230,542) 429,261 - TOTAL TRANSFERS 572,488 429,261 - NET CHANGE IN PLAN EQUITY 12,939,493 719,932 24,418,442 PLAN EQUITY, beginning of year 49,149,996 4,408,820 86,675,075 PLAN EQUITY, end of year $62,089,489 $5,128,752 $111,093,517 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Income and Changes in Plan Equity, With Fund Information for the Year Ended December 31, 1994 Fidelity Investment Funds Asset OTC MIP Puritan Magellan Manager Portfolio Overseas ADDITIONS Investment income: Net depreciation in the fair value of investments $ - $ (516,284) $(1,102,236) $(32,159) $ (5,169) $(22,666) Dividends - 646,039 758,758 12,035 1,963 9,773 Interest: Investments 338,676 - - - - - - Money market 221 366 1,199 47 29 67 Loans - - - - - - - Other - 1,488 (1,504) (1) - 2 Net investment income (loss) 338,897 131,609 (343,783) (20,078) (3,177) (12,824) Contributions: Employee 738,913 1,011,049 2,310,016 93,693 86,493 177,998 Employer - - - - - - - Rollover 6,407 981 981 - - 14,951 Reimbursed commissions - - - - - - Forfeiture credits - - - - - - - Total contributions 745,320 1,012,030 2,310,997 93,693 86,493 192,949 TOTAL ADDITIONS 1,084,217 1,143,639 1,967,214 73,615 83,316 180,125 DEDUCTIONS Distributions to participants (1,348,692) (1,175,832) (1,926,499) (57,286) (20,310) (20,136) Forfeited benefits - - - - - - - TOTAL DEDUCTIONS (1,348,692) (1,175,832) (1,926,499) (57,286) (20,310) (20,136) TRANSFERS Due to participant elections (227,974) (6,188) (483,042) 142,660 100,084 322,192 Due to participant loans (81,888) (9,492) (111,316) 11,574 8,889 33,392 TOTAL TRANSFERS (309,862) (15,680) (594,358) 154,234 108,973 355,584 NET CHANGE IN PLAN EQUITY (574,337) (47,873) (553,643) 170,563 171,979 515,573 PLAN EQUITY, beginning of year 6,070,583 7,943,706 19,042,712 195,589 76,199 105,208 PLAN EQUITY, end of year $5,496,246 $7,895,833 $18,489,069 $366,152 $248,178 $620,781 The accompanying Notes to Financial Statements are an integral part of these statements.
Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan Statement of Income and Changes in Plan Equity, With Fund Information for the Year Ended December 31, 1994 KCPL Loans to Total of Stock Fund Participants All Funds ADDITIONS Investment income: Net depreciation in the fair value of investments $ (237,684) $ - $(1,916,198) Dividends 3,201,956 - 4,630,524 Interest: Investments - - 338,676 Money market 1,997 - 3,926 Loans - 354,178 354,178 Other (4) - (19) Net investment income 2,966,265 354,178 3,411,087 Contributions: Employee 2,592,423 - 7,010,585 Employer 2,658,993 - 2,658,993 Rollover 3,196 - 26,516 Reimbursed commissions 45,999 - 45,999 Forfeiture credits 4,637 - 4,637 Total contributions 5,305,248 - 9,746,730 TOTAL ADDITIONS 8,271,513 354,178 13,157,817 DEDUCTIONS Distributions to participants (7,319,343) (168,471) (12,036,569) Forfeited benefits (4,637) - (4,637) TOTAL DEDUCTIONS (7,323,980) (168,471) (12,041,206) TRANSFERS Due to participant elections 152,268 - - Due to participant loans (13,297) 162,138 - TOTAL TRANSFERS 138,971 162,138 - NET CHANGE IN PLAN EQUITY 1,086,504 347,845 1,116,611 PLAN EQUITY, beginning of year 48,063,492 4,060,975 85,558,464 PLAN EQUITY, end of year $49,149,996 $4,408,820 $86,675,075 The accompanying Notes to Financial Statements are an integral part of these statements.
DESCRIPTION OF THE PLAN The following description of the Kansas City Power & Light Company's Cash or Deferred Arrangement, alternatively known as Employee Savings Plus Plan (the Plan) provides only general information regarding the Plan. Participants should refer to the Plan Agreement for more complete information. The Plan is designed to encourage and assist employees of Kansas City Power & Light Company and Subsidiary (Company) to adopt a regular savings and investment program for long term needs, especially retirement. The Company is the Plan Administrator and UMB Bank, n.a. (UMB) is the Trustee. The Administrative Committee is the fiduciary of the Plan and has the responsibility of establishing the rules under which the Plan is run. I. Eligibility and Employee Contributions - Employees become eligible to participate on the first day of each month coincident with or following their completion of one year of service. Participants may change the amount of their elective contribution effective the first day of each month. A participant may cease elective contributions at any time. Effective February 1, 1996, employees are immediately eligible to make elective contributions to the Plan. If the employee begins employment during the first 15 days of a month, they can begin participating in the Plan the first day of the following month. If an employee's first day of employment is after the 15th of the month, they are eligible to participate in the Plan the first day of the next following month. Participants can contribute any whole percentage of their base pay from 2% to 12% (prior to April 1, 1997, the maximum percentage was 10%) to the Plan, except that contributions may not exceed the maximum allowable under the law. The maximum individual contribution allowed for 1996 was $9,500; and for 1995 and 1994 was $9,240. Other special limitations may reduce the participant elective and Company matching maximum contribution amounts for highly compensated employees. II. Company Matching Contributions - The Company contributes an amount equal to 50% of the employee's elective contribution, not to exceed three percent of base pay as defined in the Plan. Company contributions may be made in cash, Company stock, or a combination thereof. Company contributions will at all times be invested in the common stock of the Company. The Company will begin matching employee contributions when the employee completes one year of service. III. Rollovers - Participants may elect to transfer funds from another qualified retirement plan to the Plan, with permission from the Administrative Committee. IV. Vesting and Forfeitures A. Elective Contribution and Rollover Accounts - Participants are at all times 100% vested in their elective contribution and rollover accounts. B. Company Match Account - Participants who retire after age 55, die, or become totally and permanently disabled while an employee of the Company are considered 100% vested in the Company Match Account, regardless of their length of service with the Company. Vesting of the Company Match Account for participants who leave the Company for a reason other than death, disability, or retirement is based upon Years of Service for Vesting. A year of service for Plan purposes is defined as any year in which an employee completes at least 1,000 hours of service with the Company. Generally, all years of service with the Company are taken into account in computing Years of Service for Vesting. Participants who accrue two years of service prior to termination of employment are 20% vested. Participants are credited with 20% additional vesting each year thereafter, with full vesting after six years of service. The portion of Company Match Accounts that is not vested is forfeited by terminating participants. Forfeitures are used to reduce future Company matching contributions. The 1996, 1995 and 1994 forfeited benefits were $3,269, $4,118, and $4,637, respectively. The Company used forfeiture credits of $3,284, $4,118, and $4,637 for 1996, 1995 and 1994, respectively, to reduce the matching contributions. V. Investment of Accounts A. Investment of Elective Contribution and Rollover Accounts Participants may direct (in 5% increments) the investment of their elective contribution and rollover accounts in one or more of the following seven investment funds: 1. KCPL Stock Fund - a fund designed to invest solely in the Company's common stock. 2. Fidelity Managed Income Portfolio (MIP) Fund - a fund that seeks to preserve capital and provide a competitive level of income over time. 3. Fidelity Puritan Fund - a growth and income fund that seeks income consistent with preservation of capital by investing in a broadly diversified portfolio of common stocks, preferred stocks, and bonds, including lower-quality, high-yield debt securities. 4. Fidelity Magellan Fund - a growth fund that seeks long term capital appreciation by investing in stocks of companies with potentially above average growth potential and a corresponding higher level of risk. 5. Fidelity Asset Manager Fund - an asset allocation fund that seeks high total return with reduced risk over the long term by investing in domestic and foreign equities, bonds and short term instruments. 6. Fidelity OTC Portfolio Fund - a growth fund that seeks long term capital appreciation by investing in securities traded on the over-the-counter securities market. 7. Fidelity Overseas Fund - an international growth fund that seeks long term capital growth by investing in foreign securities that includes common stock, securities convertible into common stock and debt instruments. B. Investment of Company Match Account - This account will at all times be invested in the common stock of the Company. As of December 31, 1996, 1,853 employees were participating in the Plan, 1,044 of whom were investing their elective contributions in more than one of the available options of the Plan. There were 82 employees contributing only to the Fidelity MIP Fund, 34 employees contributing only to the Fidelity Puritan Fund, 168 employees contributing only to the Fidelity Magellan Fund, 2 employees contributing only to the Fidelity Asset Manager Fund, 30 employees contributing only to the Fidelity OTC Portfolio Fund, 16 employees contributing only to the Fidelity Overseas Fund, and 477 employees contributing only to the KCPL Stock Fund. Participants also have the opportunity to change how their past savings in their elective and rollover accounts are invested. Participants can make such changes on a daily basis. Participants making such elections will have their fund shares sold, and the proceeds transferred and fund shares purchased per their request. The non-participant directed portion of the KCPL Stock Fund consisted of 1,164,914.9967 shares valued at $33,200,077 and 1,036,648.4941 shares valued at $27,212,023 at December 31, 1996 and 1995, respectively. VI. Allocation of Investment Income - The Trustee allocates investment income based on the shares held by participants in their individual accounts. Individual accounts are valued on each business day of the Trustee to reflect the current market value of the investments. If contributions or participant transfers received by the Trustee cannot be immediately invested in the investment funds, the moneys are held in an interest bearing UMB Money Market Fund. Some distributions may also be invested in the money market fund prior to payment to the participant. Any interest earned is allocated back to the investment accounts based on the amounts originally transferred. The money market interest receivable represents interest earned in the money market accounts for December 1996 and 1995. VII. Termination Payments - Participants who leave the Company as a result of termination, retirement, or permanent disability may receive the entire amount of their account in one lump-sum payment, rollover their account to another trustee, or elect to defer distribution until age 62 or retirement, whichever is later. Upon death, distributions will be made to beneficiaries in a lump sum or in installment payments over a period of no more than three years. Payment will commence no later than 60 days after the December 31 coinciding with or next following the date of the participant's death. Benefits Payable to Participants represents an accrual for those participants who had terminated service during the year and had not received their distribution by December 31. This amount, however, does not include an accrual for those terminated employees that elected to defer their distribution until age 62, except for those that will reach age 62 during 1996 and 1995. The deferred to age 62 totals for participants not required to receive distributions in the next calendar year are $8,015,135 and $9,583,307 for December 31, 1996 and 1995, respectively. VIII. Loans to Participants - The Plan allows participants to borrow against their vested account balance to obtain either an installment or residential loan. Other than by obtaining a loan, the Plan does not provide for in-service withdrawals from elective accounts, rollover accounts, or Company Match accounts. Distributions are made only upon retirement, disability, termination of employment, or death. An installment loan may be used for any purpose, whereas a residential loan must be used for the purchase of the participant's primary residence. The maximum loan terms for installment and residential loans are 5 and 15 years, respectively. A participant may have no more than one of each type of loan outstanding at the same time. For all loans issued through October 1989, if the participant's account balance was $20,000 or less, then a maximum of 80% of the vested account balance, not to exceed $10,000, could be borrowed. If the account balance was more than $20,000, then 50% of the vested account balance, not to exceed $50,000 could be borrowed. The interest rate for these loans was based on the Fidelity GIC Group Trust interest rate of 8.31%. For loans issued after November 1, 1989, the maximum amount that a participant can borrow is 50% of their vested account balance, not to exceed $50,000. The interest rate for these loans is UMB's prime rate plus 2%. The minimum amount a participant can borrow is $1,000. Principal and interest on all loans is repaid to the participant's individual accounts based on their current contribution allocation election. All loans are repaid by payroll deduction except when paid in full in advance or the unpaid principal is deducted from a total distribution which results from a death, disability, retirement, or termination. Loans to Participants represents the total of the outstanding loans issued from the investment funds. The 1996 Loans to Participants total of $5,606,288 was comprised of $804,508 of residential and $4,801,780 of installment loans. The 1995 Loans to Participants total of $4,929,010 was comprised of $718,046 of residential and $4,210,964 of installment loans. IX. Commissions and Administrative Expenses - Total 1996, 1995 and 1994 commissions were $44,193, $46,713, and $45,999, respectively, of which the Company owed the Plan $391 at December 31, 1996, and $339 at December 31, 1995. Commissions paid by the Plan for purchases and sales of Company common stock are reimbursed by the Company. Administrative expenses are also paid by the Company. During the year ended December 31, 1996, a net of $26,030 in costs for the administration of the Plan were billed to the Company by the Trustee after deducting plan expense reimbursements from Fidelity Investments. The total administrative costs billed to the Company for 1995 and 1994 were $53,085 and $55,516, respectively. X. Voluntary Early Retirement Program - On March 8, 1994, the Board of Directors of the Company authorized the Company to offer a Voluntary Early Retirement Program. Of the 411 eligible employees, 312 employees with a Plan account elected to participate in the program and retired from the Company on June 30, 1994. Retiring employees who participated in the Plan could elect any of the termination payment options described in Note 7. XI. Related Party and Party-In-Interest Transactions - The Trustee is authorized under contract provisions and ERISA regulations, to invest in funds under its control and in securities of the Company. In 1996 there were 473,425 shares purchased and 152,278 shares sold in the KCPL Stock Fund under the Trustee's control totaling $12,826,028 and $4,063,353 respectively. In 1995 there were 483,086 shares purchased and 184,534 shares sold totaling $11,426,866 and $4,296,353, respectively. Temporary cash balances are invested on a daily basis in short-term investment funds under the Trustee's control. Although those temporary cash balances are not material to the Plan's financial statements, there were 540 purchases and 474 sales in the UMB Money Market Fund totaling $16,855,503 and $16,808,414, respectively in 1996. In 1995 there were 505 purchases and 503 sales totaling $15,939,033 and $16,009,474, respectively. XII. Agreement and Plan of Merger with Western Resources - On February 7, 1997, KCPL and Western Resources entered into an Agreement and Plan of Merger to form a strategic business combination. The effective time of the merger is dependent upon all conditions of the Merger Agreement being met or waived. Under the terms of the agreement, KCPL common stock will be exchanged for Western Resources common stock valued at $32.00, subject to a conversion ration limiting the amount of Western Resources common stock that holders of KCPL common stock would receive per share of KCPL common stock to no more than 1.1 shares and no less that 0.917 shares. The transaction is subject to several closing conditions including approval by each company's shareholders, approval by a number of regulatory authorities, and dissenting shares equaling less that 5.5% of KCPL's outstanding shares. The Merger Agreement does not allow KCPL to increase its common stock dividend prior to the effective time or termination. The effect of the merger on the Plan is not known at this time. XIII. Summary of Other Significant Accounting Policies Basis of Accounting - The Plan's financial statements are maintained on the accrual basis. Plan records are maintained on a calendar year basis. Investments are valued at quoted market prices on the last business day of the Plan year. In accordance with the policy of stating investments at fair market value, the Plan presents in the statement of changes in net assets available for Plan benefits, the net appreciation (depreciation) in the fair value of its investments which consists of the realized gains and losses and the unrealized appreciation (depreciation) on those investments. Reclassifications - Certain amounts in the 1994 financial statements were reclassified to conform to the 1996 and 1995 presentations. Tax Status - The Plan has been approved by the Internal Revenue Service as a "qualified" plan under the Internal Revenue Code. The Plan is exempt from Federal taxes on its income, and the participants in the Plan are not subject to taxes on either the income or the Company's contributions until such time as distributions are received. The Plan has been amended since receiving the last tax determination letter from the Internal Revenue Service. However, the Administrative Committee believes the Plan is currently designed and operated in compliance with the applicable requirements of the Code. The Administrative Committee believes the Plan is qualified and tax-exempt, as described above, as of December 31, 1996 and 1995. Amendment and Termination - Although the Company intends to continue the Plan indefinitely, it reserves the right to amend or terminate the Plan or cease Company contributions to it. If the Plan is terminated, participants will receive the amounts credited to their accounts and will automatically be fully vested in the Company Match Account regardless of the participant's years of service for vesting. Management's 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 at the date of the financial statements and the reported amounts of additions to and deductions from the Plan during the reporting period. Actual results could differ from those estimates. XIV. Risks and Uncertainties - The Plan provides for various investment options in any combination of stocks, bonds, fixed income securities, mutual funds, and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants' account balances and the amounts reported in the statement of net assets available for Plan benefits and the statement of changes in net assets available for Plan benefits. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Administrative Committee of the Employee Savings Plus Plan has duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. EMPLOYEE SAVINGS PLUS PLAN ( ( (By: /s/ B. M. Tate ( B. M. Tate, Chairman ( ( ( /s/ S. W. Cattron ( S. W. Cattron, Member ( ( ( /s/ J. S. Latz ( J. S. Latz, Member June 20, 1997 CONSENT OF INDEPENDENT ACCOUNTANTS We consent to the incorporation by reference in the registration statement of Kansas City Power & Light Company on Form S-8 (File No. 33-58917) of our report dated June 6, 1997, on our audit of the financial statements of the Kansas City Power & Light Company Cash or Deferred Arrangement Employee Savings Plus Plan as of December 31, 1996, and 1995, and for the years ended December 31, 1996, 1995, and 1994, which report is included in this Annual Report on Form 11-K. /s/ Coopers & Lybrand L.L.P. COOPERS & LYBRAND L.L.P. Kansas City, Missouri June 19, 1997 -----END PRIVACY-ENHANCED MESSAGE-----