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, 1993 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
-----------
Central Illinois Public Service Company 1-3672
CIPSCO Incorporated 1-10628
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
EMPLOYEE LONG-TERM SAVINGS PLAN,
EMPLOYEE LONG-TERM SAVINGS PLAN-IUOE NO. 148 AND
EMPLOYEE LONG-TERM SAVINGS PLAN-IBEW No. 702
(the "Plans")
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
(the "Company")
CIPSCO INCORPORATED
("CIPSCO")
607 East Adams Street
Springfield, Illinois 62739
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
TABLE OF CONTENTS
Report of Independent Public Accountants 1
Statements of Net Assets Available for Benefits 2
Statements of Changes in Net Assets Available for Benefits 3
Notes to Comparative Financial Statements 4- 9
Allocation of Changes in Net Assets Available for Benefits 10-16
Supplemental Schedules 17-20
Signature 21
Consent of Independent Public Accountants 22
i
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
----------------------------------------
To the Central Illinois Public
Service Company:
We have audited the accompanying statements of net assets available for
benefits of the CENTRAL ILLINOIS PUBLIC SERVICE COMPANY MASTER LONG-TERM
SAVINGS TRUST (which includes the Central Illinois Public Service Company
Employee Long-Term Savings Plan and the Central Illinois Public Service Company
Employee Long-Term Savings Plans, IUOE No. 148 and IBEW No. 702) as of December
31, 1993 and 1992, and the related statements of changes in net assets avail-
able for benefits for each of the three years in the period ended December 31,
1993. These financial statements and the schedules referred to below are the
responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements and the 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 Central
Illinois Public Service Company Master Long-Term Savings Trust as of December
31, 1993 and 1992, and the changes in net assets available for benefits for
each of the three years in the period ended December 31, 1993, 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 schedule of allocation
of changes in net assets available for benefits is presented for purposes of
additional analysis and is not a required part of the basic financial
statements. The supplemental schedule of reportable transactions and schedule
of assets held for investment purposes 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 audit of the basic financial statements and,
in our opinion, are fairly stated, in all material respects, in relation to the
basic financial statements taken as a whole.
ARTHUR ANDERSEN & Co.
Chicago, Illinois,
June 23, 1994
1
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1993 AND 1992
1993 1992
____ ____
Investments, at market (Notes 1 and 2):
CIPSCO Common Stock Fund $ 17,612,460 $ 15,516,246
Bond Index Fund 4,401,091 3,292,030
Standard & Poor's (S&P's) 500 Equity
Index Fund 9,756,921 7,482,736
Money Market Fund 6,713,613 7,450,338
Growth Equity Fund 12,375,722 9,224,621
Participant Loans Fund 1,574,891 1,453,003
___________ ___________
Total investments 52,434,698 44,418,974
Receivables:
Securities Sold 72,633 -
Payroll withholdings (Note 2) 76,611 77,610
Interest and Dividends 34,864 31,829
___________ ___________
Total assets 52,618,806 44,528,413
___________ ___________
Liabilities:
Securities Purchased 750,015 650,435
___________ ___________
Net assets available for benefits $ 51,868,791 $ 43,877,978
=========== ===========
The accompanying notes to comparative financial statements are an integral part
of these statements.
2
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1993, 1992 AND 1991
1993 1992 1991
____ ____ ____
Additions:
Employee contributions $ 6,406,315 $ 5,451,857 $ 4,703,981
Investment income 2,083,025 1,813,565 1,702,211
Realized gains (losses) on sales
of investments (Note 2) (321,431) (219,222) 270,476
Change in unrealized
appreciation (depreciation)
on investments (Note 2) 1,794,518 2,216,231 5,321,236
___________ ___________ ___________
9,962,427 9,262,431 11,997,904
Deductions:
Distributions to former
participants (Note 1) 1,971,614 1,715,376 1,388,312
___________ ___________ ___________
Net increase 7,990,813 7,547,055 10,609,592
Net assets available for benefits
Beginning of period 43,877,978 36,330,923 25,721,331
___________ ___________ ___________
End of period $ 51,868,791 $ 43,877,978 $ 36,330,923
=========== =========== ===========
The accompanying notes to comparative financial statements are an integral part
of these statements.
3
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
NOTES TO COMPARATIVE FINANCIAL STATEMENTS
(1) Summary of Plans' Provisions
____________________________
- Description of Plans
The Central Illinois Public Service Company Master Long-Term Savings
Trust (the "Master Trust") was established April 1, 1985 to serve as
the funding medium for the Central Illinois Public Service Company
Employee Long-Term Savings Plan (the "Executive and Wage and Salary
Plan"), the Central Illinois Public Service Company Employee Long-
Term Savings Plan - IUOE No. 148 (the "IUOE Plan") and the Central
Illinois Public Service Company Employee Long-Term Savings Plan -
IBEW No. 702 (the "IBEW Plan") (collectively, the "Plans"). The
Plans, defined contribution plans subject to the Employee Retirement
Income Security Act of 1974 (ERISA), were adopted to provide a
systematic means by which certain eligible employees of Central
Illinois Public Service Company (an Illinois corporation and a
subsidiary of CIPSCO Incorporated) (CIPS or the "Company") and
affiliated employers adopting a Plan (collectively, the "Employers")
may adopt a regular savings program and to provide federal income tax
benefits resulting from participation in the Plans. Except for
eligibility requirements and Participants' ability to make rollover
contributions under the Executive and Wage and Salary Plan effective
January 1, 1993, the Plans are substantially identical. Participants
should refer to the appropriate plan agreement for a more complete
description of the plans' provisions.
- Plan Administration
The Plans are administered by separate committees (the "Committees"),
which currently consist of five members approved by the Company. The
Committees have the power to adopt rules and regulations as deemed
necessary or advisable to carry out the Plans in accordance with
their terms. No member of the Committees who is an employee of the
Company may receive any remuneration for services in the capacity as
a member of the Committees. The Boston Safe Deposit and Trust
Company, (the "Trustee") acts as trustee under the Master Trust.
4
All expenses to administer the Plans, including the fees and expenses
of the Trustee, are paid by the Company, except as provided in the
Plans. All transaction fees of an investment fund are paid from the
assets of that investment fund.
- Investment Funds
The Plans provide for the following Investment Funds (the "Funds"):
The CIPSCO Common Stock Fund invests in CIPSCO common stock which it
purchases on the open market from time to time. The Boston Safe
Deposit and Trust Company, as Trustee, handles the purchases and
sales of CIPSCO common stock.
The Bond Index Fund invests in the Wells Fargo Bank Bond Index Fund,
which is a stratified sample of bonds from the Lehman Brothers
Government/Corporate Bond Index (the "Bond Index"). The Bond Index
is comprised primarily of U.S. Government, U.S. Agency and corporate
bonds.
The S&P's 500 Equity Index Fund invests in the Wells Fargo Equity
Index Fund. The objective of this fund is to match returns of the
Standard & Poor's 500 Composite Index with a high degree of accuracy.
The Money Market Fund invests in the Boston Safe Deposit and Trust
Company's Daily Income Fund, which provides for investment and
reinvestment in short-term marketable, fixed-income obligations.
Investments consist primarily of repurchase agreements backed by U.S.
Government guaranteed collateral, high grade commercial paper,
certificates of deposit, bankers' acceptances and U.S. Treasury and
Government Agency short-term obligations.
The Growth Equity Fund invests in a separately managed portfolio
consisting primarily of diversified stocks and cash equivalents
managed by Investment Advisers, Inc.
The Participant Loan Fund consists of amounts loaned to participants
as provided for in the Plans.
- Employee Eligibility
Each employee of the Employers receiving regular salary or wages who
has completed one year of service (defined as a twelve month period
during which an employee has completed at least 1,000 hours of
service) and has attained the age of 21 is eligible to become a
Participant. Eligible employees who are part of the Local 148 or
Local 702 bargaining unit may participate in the IUOE Plan or IBEW
Plan, respectively, and all other eligible employees may participate
in the Executive and Wage and Salary Plan.
5
As of December 31, 1993 (1992 and 1991), each fund had the following
number of participants: CIPSCO Common Stock - 1,656 (1,579 and
1,052), Bond Index - 686 (621 and 429), S&P's 500 Equity Index -
1,214 (1,129 and 803), Money Market - 710 (765 and 737), Growth
Equity - 1,303 (1,196 and 754).
- Plan Contributions
The Plans permit a Participant to make contributions to the
applicable Plan through payroll reductions from 1% to 15% of the
Participant's compensation (as defined) from the Employers. The Tax
Reform Act of 1986 limited the maximum annual amount that may be
contributed by a Participant to $8,994 in 1993. In 1994 the maximum
amount will be $9,240. The Employers transfer to the Master Trust
the amount designated by the Participant as the payroll reduction
from compensation. The amount so designated is credited to an
account established for the Participant (the "Participant's Account")
and is invested as directed by the Participant in one or more
investment funds. Contributions made are transferred at least semi-
monthly to the trustee. The Plans have no provisions for matching
funds from the Employers. Effective January 1, 1993, employees
eligible to participate in the Executive and Wage and Salary Plan may
make qualifying rollover contributions of amounts received as a
distribution from a prior employer's plan. Such contributions are
also credited to the Participant's account and invested in accordance
with the Participant's directions.
The amounts in a Participant's Account are fully vested at all times.
By filing written instructions semi-annually (quarterly effective
April 1, 1993) with the respective Committees in accordance with the
Plans, a Participant may suspend contributions to the Plan, change
the percentage of payroll reductions, or change investment elections
among the Funds for amounts already contributed to or on deposit in
the Participant's Account and/or for future contributions.
- Plan Withdrawals/Loans
No withdrawals from a Participant's Account are permitted while the
Participant continues to be employed by the Employers except that,
upon compliance with the provisions of the Plan, one withdrawal may
be made each year in limited cases of financial hardship. In
addition, Participants in the Executive and Wage and Salary Plan may
make quarterly withdrawals of their rollover contributions and
earnings thereon.
Upon the application of a Participant, the applicable Committee may,
in its discretion and in compliance with the Plan, direct the Trustee
to make a loan to the Participant from the Participant's Account upon
such terms as the Committee shall specify. Participant loans are
maintained in the Participant Loan Fund. As of December 31, 1993
(1992 and 1991), 328 (311 and 243) Participants had loans
outstanding.
6
- Participant Distributions
Upon termination of employment for any reason, a Participant will be
entitled to receive the balance in the Participant's Account less the
unpaid amount of any loan to the Participant (including accrued
interest). Generally, distributions will be made in a lump sum.
Certain qualifying Participants may receive their distribution in
installments. Certain distributions may be deferred until the
Participant reaches age 70 1/2, dies, or requests earlier
distribution (whichever occurs first).
Amounts to be withdrawn by participants, but not yet paid by the Plan
are included in net assets available for benefits. Amounts to be
withdrawn by participants, but not yet paid by the plan as of
December 31, 1993 and 1992 are as follows:
1993 1992
____ ____
CIPSCO Common Stock Fund $ 46,471 $211,117
Bond Index Fund 15,909 33,983
S&P's 500 Equity Index Fund 21,385 26,321
Money Market Fund 76,143 302,168
Growth Equity Fund 21,312 36,339
_______ _______
Total $181,220 $609,928
======= =======
(2) Summary of Significant Accounting Policies
__________________________________________
The financial statements of the Master Trust are prepared on the accrual
basis of accounting.
Payroll withholdings represent contributions and employee loan repayments
which are owed to the Plans as of December 31 resulting from accrued
payroll.
Investments in the CIPSCO Common Stock Fund are valued at the year-end
published market prices. Investments in the Equity Funds and Bond Index
Fund are valued at net asset market value including accrued income on the
last business day of each month. Investments in the Money Market Fund are
valued at cost plus accrued income.
The change in unrealized appreciation (depreciation) on investments
represents the difference between market value as of the valuation date as
compared to the value of the assets at the beginning of the plan year or
at time of purchase during the year; no actual sales have taken place.
Realized gains (losses) result from actual sales of investments in excess
of or below the value of the assets at the beginning of the plan year or
at time of purchase during the year.
7
(3) Tax Status of the Plans
_______________________
The Plans are intended to qualify as deferred compensation plans under
sections 401(a) and 401(k) of the Internal Revenue Code of 1986.
Qualification of the Plans means that a Participant will not be subject to
federal income taxes on amounts contributed to the Participant's Account,
or the earnings or appreciation thereon, until such amounts either are
withdrawn by the Participant or are distributed to the Participant or a
beneficiary in the event of the Participant's death. Contributions to a
Participant's Account reduce the gross income of the Participant for
federal income tax purposes to the extent of the contributions. The
Company received favorable determination letters from the Internal Revenue
Service dated March 7, 1986 concerning qualification of the Plans
(Executive and Wage and Salary Plan and the IUOE Plan) under federal
income tax regulations. In addition, the Company also received a
favorable determination letter from the Internal Revenue Service dated
December 8, 1986 concerning qualification of the Master Long-Term Savings
Trust under federal income tax regulations. The Company will apply for a
determination letter from the Internal Revenue Service concerning
qualification of the IBEW Plan under federal income tax laws and
regulations by December 31, 1994. The Company will also apply for new
determination letters by December 31, 1994 for the other plans due to plan
amendments required by changes in the law. However, management believes
that the plans are currently designed and being operated in compliance
with requirements of the Internal Revenue Code and that the trust is tax
exempt as of the financial statement date.
Discussions of the federal income tax consequences of the Plans, including
consequences on distribution of a Participant's Account, are contained in
the Company's Employee Long-Term Savings Plan Prospectus (dated August 24,
1992).
(4) Investments
___________
The following table presents investments. Investments that represent 5
percent or more of the plan's net assets available for benefits at year
end are identified separately.
8
December 31,
1993 1992
____ ____
Investments at Fair Value as
Determined by Quoted Market Price
Common Stocks:
CIPSCO Inc. $ 17,068,802 $ 14,982,795
Other Companies 11,212,041 8,488,925
___________ ___________
Total Corporate Stock - Common 28,280,843 23,471,720
___________ ___________
Common/Collective Trusts:
WFB Equity Index Fund 9,601,582 7,416,403
WFB Govt/Corp Bond Index Fund 4,334,817 2,849,792
TBC Inc. Pooled Employee Funds
Daily Liquidity Fund 8,479,314 8,666,932
Other 163,251 424,732
___________ ___________
Total Common/Collective Trusts 22,578,964 19,357,859
___________ ___________
Cash - 136,437
401(k) CIPS Employee Loans to
Various Participants 1,574,891 1,452,958
___________ ___________
Total Investments $ 52,434,698 $ 44,418,974
=========== ===========
(5) Supplemental Schedules
______________________
The supplemental "Schedule of Reportable Transactions" and "Schedule of
Assets Held for Investment Purposes" are presented for purposes of
complying with the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act
of 1974. The "Schedule of Reportable Transactions" discloses any
transaction or series of transactions in excess of 5% of the current value
of plan assets at the beginning of year and the "Schedule of Assets Held
for Investment Purposes" is a detailed listing of investments held at
year-end.
9
(1 of 7)
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
TWELVE MONTHS ENDED DECEMBER 31,
CIPSCO Common Stock Fund
__________________________________
1993 1992 1991
____ ____ ____
Additions:
Employee contributions $ 2,110,858 $ 1,798,226 $ 1,403,603
Loans to employees (250,611) (300,224) (301,300)
Investment income 1,014,955 880,345 751,654
Realized gains on sale of
investments (Note 2) 263,824 100,149 147,365
Change in unrealized
appreciation (depreciation)
on investments (Note 2) (138,783) 875,264 2,412,152
Net transfers between funds (620,271) (66,670) 123,217
___________ ___________ ___________
2,379,972 3,287,090 4,536,691
___________ ___________ ___________
Deductions:
Loan repayments from employees (252,549) (213,332) (119,835)
Distributions to former
participants (Note 1) 683,386 708,499 597,747
___________ ___________ ___________
430,837 495,167 477,912
___________ ___________ ___________
Net increase 1,949,135 2,791,923 4,058,779
Net assets available for benefits
Beginning of period 15,011,376 12,219,453 8,160,674
___________ ___________ __________
End of period $ 16,960,511 $ 15,011,376 $ 12,219,453
=========== =========== ===========
The accompanying notes to comparative financial statements are an integral part
of this schedule.
10
(2 of 7)
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
TWELVE MONTHS ENDED DECEMBER 31,
Bond Index Fund
__________________________________
1993 1992 1991
____ ____ ____
Additions:
Employee contributions $ 551,033 $ 411,987 $ 349,595
Loans to employees (69,213) (58,521) (59,978)
Investment income 263,520 205,438 196,884
Realized gains (losses) on sale
of investments (Note 2) - (4,002) 2,233
Change in unrealized
appreciation (depreciation)
on investments (Note 2) 114,490 (5,408) 165,206
Net transfers between funds 267,788 102,826 (102,269)
___________ ___________ ___________
1,127,618 652,320 551,671
___________ ___________ ___________
Deductions:
Loan repayments from employees (67,883) (39,319) (23,322)
Distributions to former
participants (Note 1) 88,933 55,873 86,099
___________ ___________ ___________
21,050 16,554 62,777
___________ ___________ ___________
Net increase 1,106,568 635,766 488,894
Net assets available for benefits
Beginning of period 3,289,716 2,653,950 2,165,056
___________ ___________ __________
End of period $ 4,396,284 $ 3,289,716 $ 2,653,950
=========== =========== ===========
The accompanying notes to comparative financial statements are an integral part
of this schedule.
11
(3 of 7)
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
TWELVE MONTHS ENDED DECEMBER 31,
S&P's 500 Equity Index Fund
__________________________________
1993 1992 1991
____ ____ ____
Additions:
Employee contributions $ 1,291,848 $ 1,037,871 $ 919,365
Loans to employees (156,865) (176,014) (98,391)
Investment income 244,228 205,103 179,407
Realized gains on sale of
investments (Note 2) - 639 27,757
Change in unrealized
appreciation on investments
(Note 2) 577,769 321,181 1,214,514
Net transfers between funds 316,280 (265,408) (389,642)
___________ ___________ ___________
2,273,260 1,123,372 1,853,010
___________ ___________ ___________
Deductions:
Loan repayments from employees (148,141) (112,100) (80,140)
Distributions to former
participants (Note 1) 150,181 129,951 111,896
___________ ___________ ___________
2,040 17,851 31,756
___________ ___________ ___________
Net increase 2,271,220 1,105,521 1,821,254
Net assets available for benefits
Beginning of period 7,459,646 6,354,125 4,532,871
___________ ___________ __________
End of period $ 9,730,866 $ 7,459,646 $ 6,354,125
=========== =========== ===========
The accompanying notes to comparative financial statements are an integral part
of this schedule.
12
(4 of 7)
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
TWELVE MONTHS ENDED DECEMBER 31,
Money Market Fund
__________________________________
1993 1992 1991
____ ____ ____
Additions:
Employee contributions $ 670,408 $ 832,668 $ 956,214
Loans to employees (100,584) (351,046) (178,269)
Investment income 216,905 256,116 368,534
Net transfers between funds (708,455) 300,860 562,485
___________ ___________ ___________
78,274 1,038,598 1,708,964
___________ ___________ ___________
Deductions:
Loan repayments from employees (156,950) (124,359) (93,460)
Distributions to former
participants (Note 1) 847,362 633,818 429,178
___________ ___________ ___________
690,412 509,459 335,718
___________ ___________ ___________
Net increase (decrease) (612,138) 529,139 1,373,246
Net assets available for benefits
Beginning of period 7,337,332 6,808,193 5,434,947
___________ ___________ __________
End of period $ 6,725,194 $ 7,337,332 $ 6,808,193
=========== =========== ===========
The accompanying notes to comparative financial statements are an integral part
of this schedule.
13
(5 of 7)
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
TWELVE MONTHS ENDED DECEMBER 31,
Growth Equity Fund
__________________________________
1993 1992 1991
____ ____ ____
Additions:
Employee contributions $ 1,782,168 $ 1,371,105 $ 1,075,204
Loans to employees (156,427) (186,995) (93,662)
Investment income 187,537 131,254 116,692
Realized gains (losses) on sale
of investments (Note 2) (585,255) (316,008) 93,121
Change in unrealized
appreciation on investments
(Note 2) 1,241,042 1,025,194 1,529,364
Net transfers between funds 744,658 (71,608) (193,791)
___________ ___________ ___________
3,213,723 1,952,942 2,526,928
___________ ___________ ___________
Deductions:
Loan repayments from employees (190,989) (124,865) (73,962)
Distributions to former
participants (Note 1) 179,063 184,051 144,706
___________ ___________ ___________
(11,926) 59,186 70,744
___________ ___________ ___________
Net increase 3,225,649 1,893,756 2,456,184
Net assets available for benefits
Beginning of period 9,008,542 7,114,786 4,658,602
___________ ___________ __________
End of period $ 12,234,191 $ 9,008,542 $ 7,114,786
=========== =========== ===========
The accompanying notes to comparative financial statements are an integral part
of this schedule.
14
(6 of 7)
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
TWELVE MONTHS ENDED DECEMBER 31,
Participant Loan Fund
__________________________________
1993 1992 1991
____ ____ ____
Additions:
Loans to employees $ 733,700 $ 1,072,800 $ 731,600
Investment income 155,880 135,309 89,040
___________ ___________ ___________
889,580 1,208,109 820,640
___________ ___________ ___________
Deductions:
Loan repayments from employees 816,512 613,975 390,719
Distributions to former
participants (Note 1) 22,689 3,184 18,686
___________ ___________ ___________
839,201 617,159 409,405
___________ ___________ ___________
Net increase 50,379 590,950 411,235
Net assets available for benefits
Beginning of period 1,771,366 1,180,416 769,181
___________ ___________ __________
End of period $ 1,821,745 $ 1,771,366 $ 1,180,416
=========== =========== ===========
The accompanying notes to comparative financial statements are an integral part
of this schedule.
15
(7 of 7)
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER LONG-TERM SAVINGS TRUST
ALLOCATION OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
TWELVE MONTHS ENDED DECEMBER 31,
Total of Funds
__________________________________
1993 1992 1991
____ ____ ____
Additions:
Employee contributions $ 6,406,315 $ 5,451,857 $ 4,703,981
Investment income 2,083,025 1,813,565 1,702,211
Realized gains (losses) on sale
of investments (Note 2) (321,431) (219,222) 270,476
Change in unrealized
appreciation on investments
(Note 2) 1,794,518 2,216,231 5,321,236
___________ ___________ ___________
9,962,427 9,262,431 11,997,904
___________ ___________ ___________
Deductions:
Distributions to former
participants (Note 1) 1,971,614 1,715,376 1,388,312
___________ ___________ ___________
Net increase 7,990,813 7,547,055 10,609,592
Net assets available for benefits
Beginning of period 43,877,978 36,330,923 25,721,331
___________ ___________ ___________
End of period $ 51,868,791 $ 43,877,978 $ 36,330,923
=========== =========== ===========
The accompanying notes to comparative financial statements are an integral part
of this schedule.
16
Page 1 of 3
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER TRUST
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
FOR THE YEAR ENDED DECEMBER 31, 1993
SECURITY DESCRIPTION SHARES COST MARKET
____________________ _____________ ___________ _____________
Corporate Stock - Common
------------------------
Panamerican Beverage Inc Shs A 13,000.0000 $ 331,500.00 $ 497,250.00
Alliedsignal Inc 2,600.0000 181,548.81 205,400.00
American Express Co 5,800.0000 195,964.51 179,075.00
American Greetings Corp Cl A 10,000.0000 254,135.00 340,000.00
Automotive Inds Hlds Inc 10,000.0000 286,000.00 291,250.00
Baker Hughes Inc 4,000.0000 111,770.00 80,000.00
Banc One Corp 4,125.0000 176,741.40 161,390.63
Block H & R Inc 5,400.0000 213,730.77 220,050.00
Burlington Res Inc 3,500.0000 154,508.02 148,312.50
* CIPSCO Inc 555,083.0000 17,293,858.57 17,068,802.25
CUC Intl Inc 5,000.0000 99,700.00 180,000.00
Carnival Cruise Lines Inc Cl A 5,000.0000 163,750.00 236,875.00
Chrysler Corp 5,300.0000 190,699.30 282,225.00
Dean Witter Discover & Co 6,800.0000 277,580.64 235,450.00
Dresser Inds Inc 5,100.0000 117,228.30 105,825.00
Enron Corp 10,200.0000 246,610.00 295,800.00
Federal Express Corp 800.0000 46,889.84 56,700.00
Federal Natl Mtg Assn 3,100.0000 241,970.50 243,350.00
Franklin Res Inc 2,500.0000 87,500.00 114,687.50
General Elec Co. 2,300.0000 226,385.88 241,212.50
General Instr Corp New 3,000.0000 148,246.11 169,500.00
Goodyear Tire & Rubr Co 4,400.0000 151,132.19 201,300.00
Great Lakes Chem Corp 1,400.0000 105,986.74 104,475.00
Haemonetics Corp Mass 7,000.0000 183,312.50 194,250.00
Halliburton Co 3,000.0000 107,283.35 95,625.00
Home Depot Inc. 4,100.0000 159,701.27 161,950.00
*Party-In-Interest Transaction
17
Page 2 of 3
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER TRUST
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
FOR THE YEAR ENDED DECEMBER 31, 1993
SECURITY DESCRIPTION SHARES COST MARKET
____________________ _____________ ___________ ___________
Corporate Stock - Common
------------------------
Intel Corp 3,500.0000 $ 195,295.02 $ 217,000.00
Lennar Corp 3,000.0000 88,500.00 102,375.00
Louisiana Pac Corp 2,000.0000 80,500.35 82,500.00
MCI Communications Corp 5,000.0000 121,657.50 141,250.00
MGIC Invt Corp Wis 4,800.0000 126,910.00 140,400.00
Magna Intl Class A 4,800.0000 180,297.10 238,800.00
Marriott Intl Inc 1,500.0000 42,590.00 43,500.00
Mattel Inc 4,800.0000 118,836.00 132,600.00
McDonalds Corp 6,000.0000 293,713.70 342,000.00
Medtronic Inc 1,300.0000 111,290.92 106,762.50
Microsoft Corp 2,700.0000 216,017.23 217,687.50
Minerais Technologies Inc 7,000.0000 152,250.00 203,000.00
Morton Intl Inc Ind 2,300.0000 188,573.60 215,050.00
Motorola Inc 2,000.0000 104,500.00 184,500.00
Mutual Risk Mgmt Ltd 7,500.0000 202,500.00 224,062.50
Nationsbank Corp 3,000.0000 158,450.75 147,000.00
Navistar Intl Corp New 9,300.0000 229,860.39 219,712.50
Norwest Corp 9,000.0000 201,565.71 219,375.00
Nucor Corp 2,200.0000 90,566.86 116,600.00
Pepsico Inc 5,300.0000 209,389.85 216,637.50
Pioneer Hi Bred Intl 7,900.0000 213,720.05 308,100.00
Progressive Corp Ohio 4,400.0000 166,623.04 178,200.00
Scherer R P Corp Del 7,000.0000 200,461.90 264,250.00
Schlumberger Ltd 5,200.0000 317,278.76 307,450.00
Sensormatic Electrs Corp 7,500.0000 163,750.00 259,687.50
Sonat Offshore Drilling Inc 4,000.0000 88,059.40 64,000.00
TJX Cos Inc New 7,400.0000 214,951.86 215,525.00
Tandy Corp 3,400.0000 158,867.27 168,300.00
18
Page 3 of 3
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER TRUST
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
FOR THE YEAR ENDED DECEMBER 31, 1993
SECURITY DESCRIPTION SHARES COST MARKET
____________________ ____________ ______________ ___________
Corporate Stock - Common
------------------------
Tele Communications Inc Cl A 1,100.0000 $ 24,932.60 $ 33,275.00
Texas Instrs Inc 2,600.0000 193,313.20 165,100.00
Time Warner Inc 4,800.0000 172,180.80 212,400.00
Ual Corp 1,100.0000 166,215.72 160,600.00
U S Healthcare Inc 1,800.0000 103,111.80 103,725.00
Weyerhaeuser Co 4,900.0000 214,392.10 218,662.50
_____________ _____________
TOTAL CORPORATE STOCK - COMMON 27,264,857.18 28,280,842.88
Common/Collective Trusts
------------------------
WFB Equity Index Fund 93,251.0000 9,023,812.50 9,601,582.03
Wells Fargo Money Mkt Fund 165,719.0000 165,719.00 165,719.00
WFB Govt/Corp Bond Index Fund 40,334.0000 4,220,326.39 4,334,816.67
* TBC Inc Pooled Employee Funds 8,476,846.6400 8,476,846.64 8,476,846.64
Daily Liquidity Fund
_____________ _____________
TOTAL COMMON/COLLECTIVE TRUSTS 21,886,704.53 22,578,964.34
Employee Loans
--------------
401K CIPS Employee Loans to 1,574,890.7700 1,574,890.77 1,574,890.77
Various Participants
_____________ _____________
TOTAL INVESTMENT $50,726,452.48 $52,434,697.99
============= =============
* Party-In-Interest Transaction
19
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
MASTER TRUST
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1993
COST OF ASSETS
FUND NAME SECURITY DESCRIPTION PURCHASES SALES DISPOSED GAIN/(LOSS)
_________ ____________________ _____________ ______________ ______________ ____________
* CIPSCO Common 5% Limit = $753,880.05
Stock Fund
CIPSCO, Inc. $3,210,380.66 $ $ $ -
CIPSCO, Inc. 783,837.47 608,318.68 175,518.79
TBC, Inc. Pooled Employee Funds 3,443,491.00 -
TBC, Inc. Pooled Employee Funds 3,433,285.00 3,433,285.00 -
_____________ ______________ _____________ ____________
6,653,871.66 4,217,122.47 4,041,603.68 175,518.79
Bond Index 5% Limit = $164,611.70
Fund
Wells Fargo Money Market Fund 753,726.00 -
Wells Fargo Money Market Fund 1,111,948.00 1,111,948.00 -
WFD Govt./Corp. BD Index Fund 1,111,948.83 -
TBC, Inc. Pooled Employee Funds 860,629.00 -
TBC, Inc. Pooled Employee Funds 878,251.00 878,251.00 -
Commitment to Purchase WFB
Comingled Fund 616,962.72 -
Commitment to Purchase WFB
Comingled Fund 617,127.07 617,127.07 -
_____________ ______________ ______________ ___________
3,343,266.55 2,607,326.07 2,607,326.07 -
S&P's 500 5% Limit = $374,171.65
Equity
Index Fund WFB Equity Index Fund 1,372,444.72 -
WFB Money Market Fund 1,471,911.00 -
WFB Money Market Fund 1,372,444.00 1,372,444.00 -
TBC, Inc. Pooled Employee Funds 1,703,724.00 -
TBC, Inc. Pooled Employee Funds 1,714,188.00 1,714,188.00 -
Commitment to Purchase WFB
Comingled Fund 1,149,617.49 -
Commitment to Purchase WFB
Comingled Fund 1,149,712.15 1,149,712.15 -
_____________ ______________ _____________ ____________
5,697,697.21 4,236,344.15 4,236,344.15 -
* Money Market 5% Limit = $373,468.20
Fund
TBC, Inc. Pooled Employee Funds 1,350,043.00 -
TBC, Inc. Pooled Employee Funds 2,086,769.00 2,086,769.00 -
_____________ ______________ _____________ ____________
1,350,043.00 2,086,769.00 2,086,769.00 -
Growth Equity 5% Limit = $451,236.60
Fund
Avon Prods. Inc. 250,326.00 -
Avon Prods. Inc. 213,588.83 250,326.00 (36,737.17)
TBC, Inc. Pooled Employee Funds 7,121,613.00 -
TBC, Inc. Pooled Employee Funds 6,554,580.00 6,554,580.00 -
_____________ ______________ _____________ ____________
7,371,939.00 6,768,168.83 6,804,906.00 (36,737.17)
Loan Fund 5% Limit = $72,650.15
Loans to Various Participants 634,678.21 634,678.21 -
_____________ ______________ _____________ ____________
634,678.21 634,678.21 -
<FN>
* Party-In-Interest Transaction
20
SIGNATURE
---------
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Committee has duly caused this Annual Report to be signed by the
undersigned thereunto duly authorized.
CENTRAL ILLINOIS PUBLIC SERVICE
COMPANY
EMPLOYEE LONG-TERM SAVINGS PLAN,
EMPLOYEE LONG-TERM SAVINGS PLAN
- IUOE NO. 148 AND
EMPLOYEE LONG-TERM SAVINGS PLAN,
- IBEW NO. 702
By /s/ C. D. Nelson
__________________________________________
C. D. Nelson
Chairman of the Employee Long-Term
Savings Plan Committee, Employee
Long-Term Savings Plan - IUOE
No. 148 Committee and Employee
Long-Term Savings Plan - IBEW
No. 702 Committee
June 23, 1994
21
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 Central Illinois Public Service
Company's previously filed Registration Statements File Nos. 33-29384, 33-
31475, 33-59674 and 33-50349 and CIPSCO Incorporated's previously filed
Registration Statement File No. 33-32936.
ARTHUR ANDERSEN & CO.
Chicago, Illinois,
June 23, 1994
22