-----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, A/CM+V/8Kfg/gP5nc8yuR2dG7/5HVk+Q5iWDRtUnm36IFUcmnZfQMCgapyaFLeTr 9Unql9uBXhGFI6WucKpVBg== 0001047469-99-025771.txt : 19990630 0001047469-99-025771.hdr.sgml : 19990630 ACCESSION NUMBER: 0001047469-99-025771 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981231 FILED AS OF DATE: 19990629 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LG&E ENERGY CORP CENTRAL INDEX KEY: 0000861388 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 611174555 STATE OF INCORPORATION: KY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-10568 FILM NUMBER: 99655033 BUSINESS ADDRESS: STREET 1: 220 W MAIN ST STREET 2: P O BOX 32030 CITY: LOUISVILLE STATE: KY ZIP: 40232 BUSINESS PHONE: 5026272000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: KENTUCKY UTILITIES CO CENTRAL INDEX KEY: 0000055387 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 610247570 STATE OF INCORPORATION: KY FISCAL YEAR END: 1229 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-03464 FILM NUMBER: 99655034 BUSINESS ADDRESS: STREET 1: ONE QUALITY ST CITY: LEXINGTON STATE: KY ZIP: 40507 BUSINESS PHONE: 6062552100 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LOUISVILLE GAS & ELECTRIC CO /KY/ CENTRAL INDEX KEY: 0000060549 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 610264150 STATE OF INCORPORATION: KY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: SEC FILE NUMBER: 001-02893 FILM NUMBER: 99655035 BUSINESS ADDRESS: STREET 1: 220 W MAIN ST STREET 2: P O BOX 32030 CITY: LOUISVILLE STATE: KY ZIP: 40232 BUSINESS PHONE: 5026272000 MAIL ADDRESS: STREET 1: 220 WEST MAIN ST CITY: LUUISVILLE STATE: KY ZIP: 40232 11-K 1 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 11-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 1998 or [ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED) Commission File No. 1-10568 (LG&E Energy Corp.) Commission File No. 2-26720 (Louisville Gas and Electric Company) Commission File No. 1-10568 (Kentucky Utilities Company) A. Full Title of the Plan: LG&E ENERGY CORP. SAVINGS PLAN B. Name of issuer of the securities held pursuant to the Plan and the address of its principal executive office: LG&E ENERGY CORP. 220 West Main Street P. O. Box 32030 Louisville, Kentucky 40232 LG&E ENERGY CORP. SAVINGS PLAN E.I.N. 61-1174555 (PLAN NUMBER 005) FOR THE YEAR ENDED DECEMBER 31, 1998 INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
FINANCIAL STATEMENTS AND SCHEDULES REFERENCE - ---------------------------------- --------- Report of Independent Public Accountants.........................................................Page 1 Statements of Net Assets Available for Benefits with Fund Information as of December 31, 1998 and 1997................................Page 2 Statement of Changes in Net Assets Available for Benefits with Fund Information for the Year Ended December 31, 1998........................Page 3 Notes to Financial Statements and Schedules for the Year Ended December 31, 1998......................................................................Page 4-7 Item 27a - Schedule I - Schedule of Assets Held for Investment Purposes As of December 31,1998.........................................................................Page 8 Item 27d - Schedule II - Schedule of Reportable Transactions for the Year Ended December 31, 1998..............................................................................Page 9
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS To the Trustees of the LG&E Energy Corp. Savings Plan: We have audited the accompanying statements of net assets available for benefits of the LG&E Energy Corp. Savings Plan (the Plan) as of December 31, 1998 and 1997, and the related statement of changes in net assets available for benefits for the year ended December 31, 1998. These financial statements and the supplemental schedules referred to below are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements and supplemental 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 net assets available for benefits of the Plan as of December 31, 1998 and 1997, and the changes in its net assets available for benefits for the year ended December 31, 1998, 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 supplemental schedules of assets held for investment purposes as of December 31, 1998 and reportable transactions for the year ended December 31, 1998 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 statements of net assets available for benefits as of December 31, 1998 and 1997 and the statement of changes in net assets available for benefits for the year ended December 31, 1998 is presented for purposes of additional analysis rather than to present the net assets available for plan benefits and changes in net assets available for plan benefits of each fund. The supplemental schedules and fund information have been subjected to the auditing procedures applied in the 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. Louisville, Kentucky June 18, 1999 Page 1 LG&E ENERGY CORP. SAVINGS PLAN E.I.N. 61-1174555 (PLAN NUMBER 005) STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION AS OF DECEMBER 31, 1998 AND 1997
1998 1997 ---- ---- ASSETS Investments - at Fair Value (Notes 1 and 2) Participant - directed Shares of Registered Investment Companies: Fidelity Magellan Fund $ 35,746,977 $ 17,428,564 Spartan U.S. Equity Index Portfolio 55,540,475 16,072,528 Fidelity Puritan Fund 20,089,560 11,013,351 Fidelity Ginnie Mae Portfolio 1,986,739 2,180,379 Fidelity Ret. Gov't Money Mkt. Portfolio 19,599,826 7,201,656 Templeton Foreign Fund I 1,543,170 882,910 Warburg Pincus Emerging Growth Fund 2,294,644 1,175,895 Fidelity Contrafund 21,278,033 1,885,053 Fidelity Intermediate Bond Fund 2,434,897 778,876 Fidelity Equity Income II Fund 2,615,122 1,253,351 Janus Worldwide Fund 3,459,714 - LG&E Energy Stock Fund 137,041,017 - Other (Note 1) - 45,529,666 Participant Loans 6,840,466 2,339,615 --------------- --------------- Total Investments $ 310,470,640 $ 107,741,844 --------------- --------------- Total net assets available for plan benefits $ 310,470,640 $ 107,741,844 --------------- --------------- --------------- ---------------
The accompanying notes to financial statements and schedules are an integral part of these statements. Page 2 LG&E ENERGY CORP. SAVINGS PLAN E.I.N. 61-1174555 (PLAN NUMBER 005) STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION FOR THE YEAR ENDED DECEMBER 31, 1998
FIDELITY SPARTAN FIDELITY FIDELITY FIDELITY MAGELLAN U.S. EQUITY INDEX PURITAN GINNIE MAE RET. GOV'T MONEY MKT. FUND PORTFOLIO FUND PORTFOLIO PORTFOLIO ----------- ----------------- ----------- ---------- --------------------- ADDITIONS: Contributions: Employer $ 933,288 $ 841,738 $ 534,772 $ - $ 278,801 Participant 2,289,559 2,287,526 1,258,024 - 809,561 ----------- ----------------- ----------- ---------- -------------------- 3,222,847 3,129,264 1,792,796 - 1,088,362 Interest and dividends 1,779,773 743,070 2,058,076 138,908 801,162 Net realized and unrealized gains (loss) 7,417,941 8,680,715 676,162 (700) - ----------- ----------------- ----------- ---------- -------------------- TOTAL ADDITIONS 12,420,561 12,553,049 4,527,034 138,208 1,889,524 DEDUCTIONS: Benefit payments 3,616,415 3,295,061 1,953,435 319,365 5,580,005 ----------- ----------------- ----------- ---------- -------------------- Net increase(decrease) prior to interfund transfers 8,804,146 9,257,988 2,573,599 (181,157) (3,690,481) Net interfund transfers to (from) investment options including participants loan transactions (1,413,832) (987,972) (883,437) (317,979) 4,582,823 Other (Note 1) 10,935,610 31,198,891 7,395,428 305,816 11,552,893 Less: Administrative Fees 1,225 175 4,060 140 280 Forfeiture (Credit)/Debit 6,286 785 5,321 180 46,785 ----------- ----------------- ----------- ---------- -------------------- Net Increase (decrease) 18,318,413 39,467,947 9,076,209 (193,640) 12,398,170 Net assets at beginning of year 17,428,564 16,072,528 11,013,351 2,180,379 7,201,656 ----------- ----------------- ----------- ---------- -------------------- Net assets at end of year $35,746,977 $ 55,540,475 $20,089,560 $1,986,739 $ 19,599,826 ----------- ----------------- ----------- ---------- -------------------- ----------- ----------------- ----------- ---------- -------------------- WARBURG PINCUS FIDELITY TEMPLETON FOREIGN EMERGING GROWTH FIDELITY INTERMEDIATE FUND I FUND CONTRAFUND BOND FUND ----------------- --------------- ----------- ------------ ADDITIONS: Contributions: Employer $ 110,725 $ 142,412 $ 419,987 $ 173,611 Participant 266,701 387,665 1,397,060 393,635 ----------------- --------------- ----------- ------------ 377,426 530,077 1,817,047 567,246 Interest and dividends 156,187 4,470 1,573,318 124,746 Net realized and unrealized gains (loss) (239,604) 117,036 1,744,603 18,029 ----------------- --------------- ----------- ------------ TOTAL ADDITIONS 294,009 651,583 5,134,968 710,021 DEDUCTIONS: Benefit payments 164,024 99,946 929,820 201,022 ----------------- --------------- ------------ ------------ Net increase(decrease) prior to interfund transfers 129,985 551,637 4,205,148 508,999 Net interfund transfers to (from) investment options including participants loan transactions (332,197) (20,906) (306,248) 775,991 Other (Note 1) 866,263 589,582 15,494,730 371,274 Less: Administrative Fees 770 560 - - Forfeiture (Credit)/Debit 3,021 1,004 650 243 ----------------- --------------- ----------- ------------ Net Increase (decrease) 660,260 1,118,749 19,392,980 1,656,021 Net assets at beginning of year 882,910 1,175,895 1,885,053 778,876 ----------------- --------------- ----------- ------------ Net assets at end of year $ 1,543,170 $ 2,294,644 $21,278,033 $ 2,434,897 ----------------- --------------- ----------- ------------ ----------------- --------------- ----------- ------------ FIDELITY EQUITY INCOME II JANUS WORLDWIDE LG&E ENERGY FUND FUND STOCK FUND OTHER ---------------- --------------- ------------ ----------- ADDITIONS: Contributions: Employer $ 156,683 $ 56,811 $ 737,430 $ - Participant 416,706 3,435,163 1,389,034 - ---------------- --------------- ------------ ----------- 573,389 3,491,974 2,126,464 - Interest and dividends 259,812 17,522 2,401,850 - Net realized and unrealized gains (loss) 220,993 103,866 68,252,649 - ---------------- --------------- ------------ ----------- TOTAL ADDITIONS 1,054,194 3,613,362 72,780,963 - DEDUCTIONS: Benefit payments 267,681 64,866 15,587,078 - ---------------- --------------- ------------ ----------- Net increase(decrease) prior to interfund transfers 786,513 3,548,496 57,193,885 - Net interfund transfers to (from) investment options including participants loan transactions 213,602 (88,782) (2,792,122) - Other (Note 1) 361,980 - 82,577,735 (45,529,666) Less: Administrative Fees - - 3,080 - Forfeiture (Credit)/Debit 324 - (64,599) - ---------------- --------------- ------------ ----------- Net Increase (decrease) 1,361,771 3,459,714 137,041,017 (45,529,666) Net assets at beginning of year 1,253,351 - - 45,529,666 ---------------- --------------- ------------ ----------- Net assets at end of year $ 2,615,122 $ 3,459,714 $137,041,017 $ - ---------------- --------------- ------------ ----------- ---------------- --------------- ------------ ----------- PARTICIPANT LOANS TOTAL ----------- ------------ ADDITIONS: Contributions: Employer $ - $ 4,386,258 Participant - 14,330,634 ----------- ------------ - 18,716,892 Interest and dividends - 10,058,894 Net realized and unrealized gains (loss) - 86,991,690 ----------- ------------ TOTAL ADDITIONS - 115,767,476 DEDUCTIONS: Benefit payments - 32,078,718 ----------- ------------ Net increase(decrease) prior to interfund transfers - 83,688,758 Net interfund transfers to (from) investment options including participants loan transactions 1,571,059 - Other (Note 1) 2,929,792 119,050,328 Less: Administrative Fees - 10,290 Forfeiture (Credit)/Debit - - ----------- ------------ Net Increase (decrease) 4,500,851 202,728,796 Net assets at beginning of year 2,339,615 107,741,844 ----------- ------------ Net assets at end of year $ 6,840,466 $310,470,640 ----------- ------------ ----------- ------------
The accompanying notes to financial statements and schedules are an integral part of this statement. Page 3 LG&E ENERGY CORP. SAVINGS PLAN NOTES TO FINANCIAL STATEMENTS AND SCHEDULES (1) DESCRIPTION OF PLAN The following description of the LG&E Energy Corp. Savings Plan ("Plan") provides only general information. Participants should refer to the Plan document for a more complete description of the Plan's provisions. A. GENERAL The Plan was established April 1, 1987. All regular full-time and part-time salaried employees of Louisville Gas and Electric Company and LG&E Energy Corp. are eligible to participate in the Plan on the first of the month on or following three months of continuous employment. Effective 7/17/98, salaried employees of Western Kentucky Energy Corp. were elgible to participate in the Plan. Effective August 1, 1998, salaried and union employees of Kentucky Utilities were eligible to participate in the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). B. Plan Merger On September 3, 1997, the Board of Directors approved the merger of the LG&E Natural, Inc. 401(k) Savings Plan, LG&E Power, Inc. 401(k) Savings Plan, and the Louisville Gas and Electric Company Employees' Stock Ownership Plan for the non-union employees into the Plan. On January 1, 1998, the transfers totaling approximately $45.5 million were allocated to the applicable funds and the Plan was renamed the LG&E Energy Corp. Savings Plan. On June 3, 1998, the Board of Directors approved the merger of Kentucky Utilities Company Employee Savings Plan and the Kentucky Utilities Company Employees' Stock Ownership Plan into the Plan, effective August 1, 1998. Approximately $119.1 million was transferred into the Plan. The activity relating to these Plan mergers is reflected as "Other" on the accompanying financial statements. C. CONTRIBUTIONS AND VESTING Employees choosing to participate may elect to contribute an amount equal to an integral percentage from one percent (1%) to sixteen percent (16%) of base pay and incentive compensation. The Company in turn will match fifty percent (50%) of the employees' contribution on the first six percent (6%) of eligible compensation. Employee and Company contributions, plus actual earnings thereon, are vested immediately. D. PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contribution and allocations of (a) the Company's contribution and, (b) Plan earnings, and charged with an allocation of certain administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. E. INVESTMENT OPTIONS Page 4 Participants direct the investment of all contributions (employee and employer). The Plan offers twelve mutual fund investment options, detailed below. An employee may invest in one or all twelve investment options in 1% increments. Participants may choose from the following twelve mutual fund investment options: - Fidelity Retirement Government Money Market Portfolio Invests in obligation issued or guaranteed as to timely payment of principal and interest by the U.S. government, it agencies or instrumentalities. - Fidelity Ginnie Mae Portfolio At least 65% of the portfolio's total assets will be invested in Ginnie Mae under normal market conditions. The portfolio also invests in other obligations backed by the full faith and credit of the U.S. government, including U.S. Treasury bonds, notes and bills, and in repurchase agreements involving those obligations. This fund was frozen as of October 1, 1996. Participants may transfer money out of this fund into one of the other investment options at any time, however, no "new" money will be invested in this investment option. - Fidelity Puritan Fund Diversifies investments among a variety of companies, industries and types of securities. - Spartan U.S. Equity Index Portfolio Attempts to duplicate the composition and total return of the Standard & Poor's 500 Index. - Fidelity Magellan Fund Invests in common stocks, and securities convertible to common stock, issued by companies operating in the U.S. and/or abroad as well as foreign companies. Investments are made in large corporations as well as smaller, less well-known companies. The Fund also diversifies investments among a variety of industries and sectors within the market. - Fidelity Intermediate Bond Fund Invests in all types of medium to high quality U.S. and foreign bonds, including corporate or U.S. government issues. - Fidelity Equity Income II Fund, effective October 1, 1996 Invests in stocks of domestic and foreign companies with potential for capital growth. - Fidelity Contrafund, effective October 1, 1996 Invests in common stocks believed to be undervalued and in companies that are currently out of public favor but show potential for capital growth. - Warburg Pincus Emerging Growth Fund, effective October 1, 1996 Invests primarily in common stocks of rapidly growing small and medium sized companies which generally will benefit from new products or services, technology, or changes in management. The stocks are diversified among a variety of industries. - Templeton Foreign Fund I , effective October 1, 1996 Invests primarily in common stocks and it can purchase securities in any foreign country, Page 5 developed or developing. - LG&E Energy Corp. Common Stock Fund, effective January 1, 1998 Invests primarily in the stock of LG&E Energy Corp. as well as short term investments. - Janus Wordwide Fund, effective August 1, 1998 Invests primarily in common stocks of foreign and domestic companies. The fund normally invests in issuers from at least five different countries, including the US; however the fund may at times may invest in fewer than five countries or even a single country. F. PARTICIPANTS LOANS Participants may borrow from their fund accounts a minimum of $1,000 up to a maximum equal to the lesser of $50,000 or 50 percent of their account balance. Loan transactions are treated as a transfer to (from) the investment fund from (to) the Participant Loans fund. Loan terms are for a period not exceeding five years. A participant can have up to four (4) loans. The loans are secured by the balance in the participant's account and bear interest at an agreed upon rate commensurate with local prevailing rates. Interest rates range from 6 percent to 9 percent. Principal and interest is paid ratably through monthly payroll deductions. G. PAYMENT OF BENEFITS On termination of service due to death, disability or retirement, a participant may elect to receive a lump-sum amount equal to the value of the participant's vested interest in his or her account, periodic installments over a ten year period, or any combination of lump-sum and periodic installments. For termination of service due to other reasons, a participant may receive the value of the vested interest in his or her account as a lump-sum distribution, periodic installments over a ten year period, or any combination of lump-sum and periodic installments. H. ESOP DIVIDENDS Effective January 1, 1998, Plan participants who have dividends paid on LG&E Energy Corp. Common Stock were given a salary redirection in an amount equal to distributed Common Stock dividends. Deferrals made under this program are made to the Participant's Plan account and may offset the Participant's elected salary deferral percentage. (2) SUMMARY OF ACCOUNTING POLICIES A. BASIS OF ACCOUNTING The financial statements of the Plan are prepared under the accrual method of accounting in accordance with generally accepted accounting principles. B. USE OF ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of changes in net assets during the reporting period. Actual results could differ from those estimates. Page 6 C. INVESTMENT VALUATION AND INCOME RECOGNITION The Plan's investments are stated at fair value. Shares of registered investment companies are valued at quoted market prices which represent the net asset value of shares held by the Plan at year end. Participant loans receivable are valued at cost which approximates fair value. Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded on the accrual basis. D. PAYMENT OF BENEFITS Benefits are recorded when paid. (3) RELATED PARTY TRANSACTIONS Certain Plan investments are shares of mutual funds managed by subsidiaries of Fidelity Management Research Corp. Fidelity Management Trust Company (a subsidiary of Fidelity Management Research Corp.) is the trustee as defined by the Plan, and therefore, these transactions qualify as party-in-interest. (4) PLAN TERMINATION Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions of ERISA. (5) ADMINISTRATIVE COSTS Certain expenses incurred for the administration of this Plan as well as the Company's various other plans totaled approximately $144,000 and are paid by the Company. (6) RECONCILIATION TO FORM 5500 Interest and dividends shown on the accompanying financial statements include $6,855,882 of interest and dividends from registered investment companies. This amount, together with the net realized and unrealized gains of $18,739,041 associated with registered investment companies is shown as net investment gain from registered investment companies on the Plan's 5500. (7) TAX STATUS The Internal Revenue Service has determined and informed the Company by a letter dated June 29, 1998, that the Plan and related trust are designed in accordance with applicable sections of the Internal Revenue Code (IRC). The Plan has been amended since receiving the determination letter. However, management believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC. Page 7 LG&E ENERGY CORP. SAVINGS PLAN E.I.N. 61-1174555 (PLAN 005) SCHEDULE I ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES AS OF DECEMBER 31, 1998
IDENTITY OF ISSUE DESCRIPTION OF ASSET COST FAIR VALUE ----------------- -------------------- ---- ---------- * Fidelity Magellan Fund $ 26,165,491 $ 35,746,977 Spartan U.S. Equity Index Portfolio 41,674,140 55,540,475 * Fidelity Puritan Fund 18,233,954 20,089,560 * Fidelity Ginnie Mae Portfolio 1,961,086 1,986,739 * Fidelity Retirement Government Money Market Portfolio 19,599,826 19,599,826 Templeton Foreign Fund I 1,817,801 1,543,170 Warburg Pincus Emerging Growth Fund 2,089,465 2,294,644 * Fidelity Contrafund 19,549,029 21,278,033 * Fidelity Intermediate Bond Fund 2,415,521 2,434,897 * Fidelity Equity Income II Fund 2,395,719 2,615,122 Janus Janus Worldwide Fund 3,319,630 3,459,714 * LG&E Energy Corp. LG&E Energy Stock Fund 66,974,189 137,041,017 * Participants Loans ** 6,840,466 6,840,466 ------------- ------------- TOTAL $ 213,036,317 $ 310,470,640 ------------- ------------- ------------- -------------
* Party-in-interest ** Rates of Interest ranging from 6% to 9% The accompanying notes to financial statements and schedules are an integral part of this schedule. Page 8 LG&E ENERGY CORP. SAVINGS PLAN E.I.N. 61-1174555 (PLAN 005) SCHEDULE II ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 31, 1998
Fair Value Identity of Party Purchase Selling Cost of of Asset on Net Gain Involved Description of Asset Price Price Asset Transaction Date or (Loss) - ---------------------- -------------------------------- ----------- ------------ ----------- ---------------- ---------- Fidelity Magellan Fund Purchases $ 7,992,783 - $ 7,992,783 $ 7,992,783 - Sales - $ 8,016,126 $ 7,109,151 $ 8,016,126 $ 906,975 Spartan U.S. Equity Index Portfolio Purchases $37,037,015 - $37,037,015 $37,037,015 - Sales - $ 8,187,655 $ 6,811,544 $ 8,187,655 $1,376,111 Fidelity Retirement Government Money Market Portfolio Purchases $18,510,132 - $18,510,132 $18,510,132 - Sales - $10,202,652 $10,202,652 $10,202,652 - Fidelity Contrafund Purchases $19,811,513 - $19,811,513 $19,811,513 - LG&E Energy Corp. LG&E Energy Stock Purchases $66,296,402 - $66,296,402 $66,296,402 - Sales - $18,686,704 $ 9,338,672 $18,686,704 $9,348,032
The accompanying notes to financial statements and schedules are an integral part of this schedule. Page 9 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, all members of the Committee having responsibility for the administration of the LG&E Energy Corp. Savings Plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. LG&E Energy Corp. Savings Plan - ------------------------------ Name of Plan June 29, 1999 /s/ Victor A. Staffieri --------------------------- Victor A. Staffieri /s/ Charles A. Markel --------------------------- Charles A. Markel /s/ S. Bradford Rives --------------------------- S. Bradford Rives /s/ Frederick J. Newton III --------------------------- Frederick J. Newton III /s/ R. Foster Duncan --------------------------- R. Foster Duncan EXHIBIT INDEX LG&E ENERGY CORP. SAVINGS PLAN (Plan) LG&E ENERGY CORP. (Issuer) Annual Report on Form 11-K For Fiscal Year Ended December 31, 1998 EXHIBITS
EXHIBIT NO. DESCRIPTION 23 Consent of Independent Public Accountants
EX-23 2 EXHIBIT 23 EXHIBIT 23 CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS As independent public accountants, we hereby consent to the incorporation by reference of our report dated June 18, 1999, included in this Annual Report on Form 11-K of the LG&E Energy Corp. Savings Plan for the year ended December 31, 1998 in the previously filed Form S-8 Registration Statement of LG&E Energy Corp. (File No. 333-43985). /s/ Arthur Andersen LLP ARTHUR ANDERSEN LLP Louisville, Kentucky June 18, 1999 -----END PRIVACY-ENHANCED MESSAGE-----