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 (FEE REQUIRED)
For the fiscal year ended December 31, 1995
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 1-3183
ENSERCH CORPORATION EMPLOYEE STOCK PURCHASE AND SAVINGS PLAN
(Full Title of Plan)
ENSERCH CORPORATION
(Name of Issuer of Securities Held Pursuant to the Plan)
ENSERCH Center, 300 South St. Paul Street, Dallas, Texas 75201
(Address of Plan and Principal Executive Office of Issuer)
REQUIRED INFORMATION
The required financial statements and other information required by Form
11-K are set forth under the headings listed below at the page numbers
indicated.
Page No.
Independent Auditors' Report . . . . . . . . . . . . . . . . . . . . . 2
Statements of Net Assets Available for Benefits. . . . . . . . . . . . 3
Statements of Changes in Net Assets Available
for Benefits. . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Notes to Financial Statements. . . . . . . . . . . . . . . . . . . . . 6
Supplemental Schedules:
Item 27a - Schedule of Assets Held for
Investment at December 31, 1995. . . . . . . . . . . . . . . . .12
Item 27d - Schedule of Reportable Transactions
for the Year Ended December 31, 1995 . . . . . . . . . . . . . .13
Exhibit 23 - Independent Auditors' Consent . . . . . . . . . . . . . .15
INDEPENDENT AUDITORS' REPORT
ENSERCH Corporation Employee Stock Purchase and Savings Plan Committee
We have audited the accompanying statements of net assets available for
benefits of the ENSERCH Corporation Employee Stock Purchase and Savings Plan
(formerly the Employee Stock Purchase Plan of ENSERCH Corporation and
Participating Subsidiary Companies) as of December 31, 1995 and 1994, and the
related statements of changes in net assets available for benefits for the
years then ended. 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan at
December 31, 1995 and 1994, and the changes in net assets available for
benefits for the years then ended, in conformity with generally accepted
accounting principles.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The accompanying supplemental
schedules of (1) assets held for investment at December 31, 1995, and
(2) reportable transactions for the year ended December 31, 1995, 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
supplemental information by fund is presented for the purpose of additional
analysis of the basic financial statements rather than to present information
regarding the net assets available for benefits and changes in net assets
available for benefits of the individual funds, and is not a required part of
the basic financial statements. These schedules and this supplemental
information are the responsibility of the Plan's management. Such schedules
and supplemental information by fund have been subjected to the auditing
procedures applied in our audit of the basic financial statements and, in our
opinion, are fairly stated in all material respects when considered in
relation to the basic financial statements taken as a whole.
DELOITTE & TOUCHE LLP
Dallas, Texas
June 27, 1996
2
ENSERCH CORPORATION EMPLOYEE STOCK PURCHASE AND SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1995 AND 1994
ASSETS 1995 1994
- ------ ----------- -----------
Cash and Short-term investments $ 232,266 $ 150,254
Investments:
ENSERCH Corporation Common Stock 44,410,600 40,208,214
Enserch Exploration, Inc. Common Stock 65,995
Fidelity Mutual Funds:
Equity Funds:
Magellan 7,039,928
Puritan 5,664,094
U.S. Bond Index 1,690,232
Retirement Government Money Market
Portfolio 2,183,798
Receivables:
Employer Contributions 176,607 28,828
Participant Contributions 120,403
Dividends and Interest 4,130 19,598
Participant Loans 851,000 278,041
----------- -----------
Total Assets 62,318,650 40,805,338
----------- -----------
LIABILITIES
- -----------
Administrative Expense Payable 176,607 9,765
----------- -----------
NET ASSETS AVAILABLE FOR BENEFITS $62,142,043 $40,795,573
=========== ===========
<FN>
See notes to financial statements.
</FN>
3
ENSERCH CORPORATION EMPLOYEE STOCK PURCHASE AND SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1995
Supplemental Information by Fund
------------------------------------------------------------------
Fidelity Mutual Funds
----------------------------------------
Enserch Retirement
ENSERCH Exploration Government
Common Common Money
Stock Stock US Bond Market
Fund Fund Magellan Puritan Index Portfolio Other Total
----------- -------- --------- --------- ---------- --------- ------- -----
NET ASSETS AVAILABLE, BEGINNING
OF YEAR $40,208,214 $ - $ - $ - $ - $ - $587,359 $ 40,795,573
MERGER OF ENSERCH CORPORATION EMPLOYEE
INVESTMENT PLAN 3,494,346 2,687,895 1,085,977 1,041,428 65,378 8,375,024
ADDITIONS:
Contributions:
Participants' payroll deductions 1,395,625 10,892 1,951,953 2,064,794 500,080 716,912 13,881 6,654,137
Participants' rollover transfers 88,124 6,940 522,434 532,265 51,518 386,429 50,778 1,638,488
Employer's matching contributions 1,762,096 39,478 186,444 1,988,018
---------- ------ --------- --------- --------- --------- --------- -----------
Total contributions 3,245,845 57,310 2,474,387 2,597,059 551,598 1,103,341 251,103 10,280,643
---------- ------ --------- --------- --------- --------- --------- -----------
Investment income:
Interest and dividends 662,845 38,485 166,964 90,789 90,205 46,087 1,095,375
Net unrealized and realized
appreciation in fair value
of investments 9,811,602 2,577 1,402,085 610,695 127,020 11,953,979
---------- ------ --------- --------- --------- --------- --------- -----------
Total investment income 10,474,447 2,577 1,440,570 777,659 217,809 90,205 46,087 13,049,354
---------- ------ --------- --------- --------- --------- --------- -----------
Total additions 13,720,292 59,887 3,914,957 3,374,718 769,407 1,193,546 297,190 23,329,997
---------- ------ --------- --------- --------- --------- --------- -----------
DEDUCTIONS:
Benefits paid to participants (9,251,054) (1,055) (312,633) (317,025) (129,659) (121,365) (25,979) (10,158,770)
Administrative expenses (19,108) (10) (1,831) (1,546) (594) (902) (178,173) (202,164)
---------- ------ --------- --------- --------- --------- --------- -----------
Total deductions (9,270,162) (1,065) (314,464) (318,571) (130,253) (122,267) (204,152) (10,360,934)
---------- ------ --------- --------- --------- --------- --------- -----------
TRANSFERS WITHIN FUNDS (263,228) 7,165 118,475 19,970 (9,425) 97,016 30,027 0
OTHER ACTIVITY 15,484 8 (173,386) (99,918) (25,474) (25,925) 311,594 2,383
---------- ------ --------- -------- --------- --------- --------- -----------
Net additions 4,202,386 65,995 3,545,582 2,976,199 604,255 1,142,370 434,659 12,971,446
---------- ------ --------- --------- --------- --------- --------- -----------
NET ASSETS AVAILABLE, END OF YEAR $44,410,600 $65,995 $7,039,928 $5,664,094 $1,690,232 $2,183,798 $1,087,396 $ 62,142,043
========== ====== ========= ========= ========= ========= ========= ===========
<FN>
See notes to financial statements.
</FN>
4
ENSERCH CORPORATION EMPLOYEE STOCK PURCHASE AND SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1994
1994
------------
NET ASSETS AVAILABLE, BEGINNING OF YEAR $ 73,742,698
------------
ADDITIONS:
Contributions:
Participants' payroll deductions and rollover
transfers 4,394,247
Employer's matching contributions (decreased
by forfeitures of $44,685) 1,879,909
------------
Total contributions 6,274,156
------------
Investment income (loss):
Interest and dividends 786,332
Unrealized depreciation of
ENSERCH Corporation Common Stock (10,172,726)
------------
Total investment loss (9,386,394)
------------
DEDUCTIONS:
Benefits paid to participants (29,783,665)
Administrative expenses (48,770)
Other (2,452)
------------
Total deductions (29,834,887)
------------
Net deductions (32,947,125)
------------
NET ASSETS AVAILABLE, END OF YEAR $ 40,795,573
============
<FN>
See notes to financial statements.
</FN>
5
ENSERCH CORPORATION EMPLOYEE STOCK PURCHASE AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. PLAN DESCRIPTION
On May 10, 1994, the ENSERCH Corporation Board of Directors approved the
merger of the ENSERCH Corporation Employee Investment Plan ("Investment
Plan") into the Employee Stock Purchase Plan of ENSERCH Corporation and
Participating Subsidiary Companies ("ESPP"), as well as several
amendments applicable to the ESPP. The merger became effective
January 1, 1995. The merged and amended ESPP plan, renamed the ENSERCH
Corporation Employee Stock Purchase and Savings Plan ("the Plan"), is
conditioned upon its qualification as a combination profit sharing and
employee stock ownership plan under Sections 401(a), 401(k), 401(m) and
4975(e)(7) of the Internal Revenue Code. The Plan is subject to the
applicable provisions of the Employee Retirement Income Security Act of
1974 ("ERISA").
The financial statements as of and for the year ended December 31, 1994
presented herein represent the net assets and changes therein of the
ESPP prior to the merger. The presentation of the 1994 amounts has been
revised to conform with the current year presentation.
The Investment Plan was a profit sharing plan established under Section
401(a) of the Internal Revenue Code and was subject to the provisions
of ERISA. Fidelity Management Trust Company, a state chartered bank,
served as trustee ("Prior Trustee") and managed the assets of the
Investment Plan.
The following description reflects the status of the Plan after the
merger and is provided for general information only. Participants
should refer to the Plan document for more complete information.
General - The Plan is a participant-directed defined contribution
combination employee stock ownership and profit sharing plan established
by ENSERCH Corporation and its divisions and participating subsidiary
companies ("ENSERCH" or "the Corporation") to encourage and assist
employees in establishing an individual savings and investment program.
All full time employees of ENSERCH and its participating subsidiaries
are eligible to participate in the Plan. Participation is voluntary.
The number of participants in the Plan as of December 31, 1995 and 1994,
were 4,741 and 4,002 respectively.
A committee appointed by the ENSERCH Board of Directors is responsible
for the general administration, management and operation of the Plan.
Texas Commerce Bank ("the Trustee"), a federally chartered bank, has
served as trustee since January 1, 1995 and manages the assets of the
Plan.
6
Participants' Contributions - Under the Plan, a participant may invest
pre-tax and/or after-tax dollars through payroll deductions each pay
period in increments of one percent up to a maximum of 16 percent of
regular monthly salary or wages ("base pay"). The Omnibus Budget Recon-
ciliation Act of 1993 placed an annual limitation of $150,000 of the
base pay which can be used in computing benefits for participants under
the Plan. The maximum contribution for certain highly compensated
participants is subject to reduction pursuant to limitations under the
Internal Revenue Code.
Eligible employees can rollover to the Plan any distributions received
from other qualified retirement plans. Individual Retirement Account
("IRA") distributions are not eligible for rollover into the Plan.
Each participant is entitled to direct the allocation of his or her
account among the common stock of ENSERCH or EEX or four mutual fund
investment options: the Fidelity Puritan Fund and Fidelity Magellan
Fund, which invest in equity securities; the Fidelity U.S. Bond Index
Fund, which invests in fixed income bond securities; and the Fidelity
Retirement Government Money Market Portfolio, which invests in short-
term U.S. Government securities. A participant can change investment
elections for future contributions and can transfer (or exchange) any
existing mutual fund balances among the offered investment elections at
any time, in accordance with committee guidelines. Investments in
ENSERCH common stock under the ESPP may not be transferred to other
investment choices unless the participant has attained age 55, after
which the pre-tax employee contribution portion may be transferred to
another investment option within the Plan. (See Note 5 - Subsequent
Events.) Included in the common stock funds' net assets available for
benefits as of December 31, 1995 and 1994 were $37,888,817 and
$40,208,214, respectively, of non-participant directed investments.
Employers' Matching Contributions - ENSERCH makes matching contributions
in common stock of either ENSERCH Corporation or Enserch Exploration,
Inc. ("EEX", a majority-owned subsidiary that is publicly traded) based
on the participant's contribution. The maximum participant contribution
eligible for matching ranges from 3% to 6%, depending on length of
service. The matching contributions as a percentage of participant
contributions range from 30% to 60%, depending on length of service.
Within certain limitations, the participant may select the percentages
of the matching contribution to be invested in ENSERCH or EEX common
stock. Employees are 100% vested in the matching contributions. The
matching contributions may not be diversified. (See Note 5 - Subsequent
Events.)
Investment of Funds - All assets of the Plan are held by the Trustee for
the exclusive benefit of participants and their beneficiaries. Separate
account records for each participant are maintained by the Trustee. The
Trustee provides a summary of financial performance by investment fund
directly to Plan participants.
7
Participant Loans - Participants may borrow up to 50% of the market
value of their pre-tax employee contribution account; however, the loan
can not exceed $50,000 less the maximum outstanding loan balance in the
previous one-year period. The interest rate on the loan is equal to the
prime interest rate of the Trustee that is in effect on the date the
loan is made. The interest rate on loans outstanding at the end of the
year ranged from 6% to 10%. Loans are made from withdrawals from the
individuals' funds determined by the plan committee. The maximum term
of a loan can not exceed 5 years or, if earlier, severance from service
or withdrawal of the participant at age 59-1/2. A participant may have
a maximum of two concurrent loans.
Withdrawal from the Plan - Withdrawals from the Plan are governed by
applicable IRS regulations and provisions of ERISA. Penalties may apply
in certain instances.
A participant who terminates employment and has an account balance of
more than $3,500 can retain the funds in the Plan or withdraw them at
any time. Participants that terminate with balances of less than $3,500
are required to receive a lump-sum distribution after termination. To
avoid taxation, the taxable portion of any withdrawal made after
termination can be rolled into an IRA or a qualified retirement plan
sponsored by another employer.
The IRS has established rules governing distributions from the Plan
after the participant has attained 70 1/2 years of age.
Unclaimed Terminated Participants' Accounts - The plan has a segregated
account of amounts payable to terminated participants of the Tax
Reduction Act Stock Ownership Plan ("TRASOP") whom the Plan administra-
tors have been unable to locate for more than one year from the date of
termination. Included in net assets available for benefits as of
December 31, 1995, and 1994, were $1,144,132 and $988,704 respectively,
of TRASOP unclaimed terminated participants' benefits. As of
December 31, 1995, there was $209 thousand invested in a short-term
investment fund, representing unclaimed dividends payable to terminated
participants of the TRASOP. The Texas Commerce Bank Short Term
Investment Fund is an employee benefit commingled fixed income fund
whose objective is to achieve a high level of income through investments
in a fixed income portfolio with an average maturity of 5 to 75 days.
The rate in effect as of December 31, 1995 was 5.79%. The Plan remains
contingently liable to terminated participants for unclaimed cash and
shares.
Termination of Plan - The Board of Directors of the Corporation has the
right under the Plan to amend or modify the Plan at any time and may
terminate the Plan in its entirety, subject to the provisions of ERISA.
Participants are 100% vested in their accounts at all times.
Expenses - All charges and expenses incurred in the administration of
the Plan and fees and expenses of the Trustee are paid by the Corpora-
tion. Recordkeeping fees are deducted from participants' accounts.
8
2. SUMMARY OF ACCOUNTING POLICIES
Basis of Accounting - The financial statements of the Plan are prepared
under the accrual method of accounting.
Investment Valuation and Income Recognition - The Plan's investments are
stated at fair value. Investments in common stock of ENSERCH and EEX
are valued at their quoted market value. Investments in Fidelity mutual
funds are valued at quoted net asset value of the respective funds
reflecting the closing sales price of the underlying securities. Par-
ticipants do not have beneficial ownership in specific underlying
securities or other assets in the various mutual funds, but have an
interest therein represented by units valued as of the last business day
of the period. Generally, contributions to and withdrawals from each
fund are converted to units by dividing the amounts of such transactions
by the unit value as last determined, and the participants' accounts are
charged or credited with the number of units properly attributable to
each participant. Security transactions are recorded on the trade date.
Income and expenses are recognized on the accrual basis of accounting.
Benefits Payable - Benefits are recorded when paid. As of December 31,
1995 and 1994, net assets available for benefits included benefits of
$133,365 and $1,839,787, respectively, due to participants who had
withdrawn from participation in the Plan but who had not yet received
their benefits.
3. TAX STATUS OF THE PLAN
ENSERCH Corporation has been advised by the Internal Revenue Service
that the ESPP, as amended to June 19, 1990, met the requirements of
Section 401(a) of the Internal Revenue Code. The Board of Directors of
ENSERCH Corporation approved amendments to the ESPP, which were
effective November 21, 1990, September 10, 1991, February 11, 1992,
January 1, 1993, January 1, 1994 and to the merged plan (ENSERCH
Corporation Employee Stock Purchase and Savings Plan) January 1, 1995.
The amended Plan was established in a manner to qualify it as a defined
contribution plan under Section 401(a) of the Internal Revenue Code.
Management of the Corporation believes the Plan operates on a tax-exempt
basis; therefore, investment income earned by the Plan is not subject
to federal income taxes. On March 30, 1995 the Corporation applied to
the IRS for a determination letter for the newly merged ENSERCH
Corporation Employee Stock Purchase and Savings Plan as to its continued
qualification under section 401(a) of the Internal Revenue Code.
Participants in the Plan are not subject to federal income taxation on
amounts added to their accounts as a result of their pre-tax or Company
matching contributions or investment income until such time as it is
withdrawn from the Plan. All account withdrawals under the Plan are
made in accordance with IRS regulations.
9
4. MUTUAL FUND VALUATIONS AND COMMON STOCK HOLDINGS
Units in each mutual fund at December 31, 1995 and net asset value per
unit are presented below.
1995
----------------------
Net Asset
Number Value per
of Units Unit
------------ --------
Fidelity Mutual Funds:
Magellan 81,878.664 $85.98
Puritan 332,986.138 $17.01
U. S. bond index 154,359.104 $10.95
Retirement government
money market
portfolio 2,183,797.450 $ 1.00
Shares of common stock of ENSERCH and EEX at December 31, 1995 and 1994
and market value per share are presented below:
1995 1994
----------------------- ----------------------
Market Market
Number of Value Per Number of Value Per
Shares Share Shares Share
--------- ----------- --------- -----------
ENSERCH common stock 2,732,960 $16.250 3,063,483 $13.125
EEX common stock 5,677 $11.625
5. SUBSEQUENT EVENTS
In April 1996, ENSERCH Corporation announced that it had agreed to combine
with Texas Utilities Company ("TXU"). The merger is to be preceded by a
distribution of EEX shares to holders of ENSERCH common stock. Under
terms of the merger agreement, common stock of TXU will be exchanged for
all of the outstanding shares of the Corporation. In May, 1996, an
amendment to the Plan was approved that will allow ENSERCH and EEX stock
currently held in the Plan to be diversified. This applies to stock
purchased with participant contributions or with Company matching
contributions.
After ENSERCH shareholder approval of the ENSERCH merger with TXU, through
the date of the merger closing, employees will be able to diversify all
their ENSERCH and EEX shares into the other investment options of the
plan. Also, during this "window" period, the Company match will be
invested according to the participants' investment elections. After the
merger closing date, the Company match will be in TXU stock and will not
be eligible for diversification.
10
SUPPLEMENTAL SCHEDULES
11
ENSERCH CORPORATION EMPLOYEE STOCK PURCHASE AND SAVINGS PLAN
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT AT DECEMBER 31, 1995
DESCRIPTION OF FAIR
IDENTIFY OF ISSUER INVESTMENT COST VALUE
- ------------------ -------------- ---- -----
ENSERCH CORPORATION
COMMON STOCK * 2,732,960 shares, $49,251,913 $44,410,600
par value of $4.45
per share
ENSERCH EXPLORATION,
INC. COMMON STOCK * 5,677 shares, par 62,496 65,995
value of $1.00
per share
FIDELITY MUTUAL FUNDS MAGELLAN 6,140,126 7,039,928
FIDELITY MUTUAL FUNDS PURITAN 5,195,596 5,664,094
FIDELITY MUTUAL FUNDS U.S. BOND INDEX 1,574,097 1,690,232
FIDELITY MUTUAL FUNDS RETIREMENT
GOVERNMENT
MONEY MARKET
PORTFOLIO 2,183,798 2,183,798
LOANS TO PARTICIPANTS * INTEREST RATE - At
Prime (on date
of loan) which
ranged from 6%
- 10%
Maturity Dates
- Various - from
January 1996 to
December 2000
Term of Loans - Not
less than one year
or more than five
years 851,000 851,000
----------- -----------
TOTAL $65,259,026 $61,905,647
=========== ===========
<FN>
* Party-in-Interest.
</FN>
12
ENSERCH CORPORATION STOCK PURCHASE AND SAVINGS PLAN
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS FOR
THE YEAR ENDED DECEMBER 31, 1995
PURCHASES
---------------------------
IDENTITY OF NUMBER OF
PARTY INVOLVED DESCRIPTION OF ASSET TRANSACTIONS AMOUNT
- ----------------- -------------------- ------------ -----------
TEXAS COMMERCE BANK ENSERCH CORPORATION
COMMON STOCK 157 $4,539,517
TEXAS COMMERCE BANK ENSERCH EXPLORATION,
INC. 16 $ 68,066
FIDELITY MUTUAL FUNDS MAGELLAN 110 $3,402,758
FIDELITY MUTUAL FUNDS PURITAN 94 $3,091,282
FIDELITY MUTUAL FUNDS U.S. BOND
INDEX 74 $ 691,326
FIDELITY MUTUAL FUNDS RETIREMENT
GOVERNMENT
MONEY MARKET
PORTFOLIO 93 $1,698,572
SALES
-----------------------------------------------------------------------
CURRENT
VALUE OF
ASSET ON REALIZED
IDENTITY OF NUMBER OF SELLING COST TRANSACTION GAIN
PARTY INVOLVED DESCRIPTION OF ASSET TRANSACTIONS PRICE OF ASSET DATE (LOSS)
- ----------------- -------------------- ------------ ----------- ----------- ----------- ----------
TEXAS COMMERCE BANK ENSERCH CORPORATION
COMMON STOCK 249 $14,954,844 $12,112,214 $14,954,844 $2,842,630
TEXAS COMMERCE BANK ENSERCH EXPLORATION,
INC. 22 $ 75,679 $ 76,730 $ 75,679 $ (1,051)
FIDELITY MUTUAL FUNDS MAGELLAN 120 $ 906,917 $ 721,029 $ 906,917 $ (185,888)
FIDELITY MUTUAL FUNDS PURITAN 129 $ 629,062 $ 568,202 $ 629,062 $ 60,860
FIDELITY MUTUAL FUNDS U.S. BOND
INDEX 112 $ 214,139 $ 200,680 $ 214,139 $ 13,459
FIDELITY MUTUAL FUNDS RETIREMENT
GOVERNMENT
MONEY MARKET
PORTFOLIO 117 $ 547,204 $ 547,204 $ 547,204 $ -
13
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
EMPLOYEE STOCK PURCHASE PLAN
Date: June 27, 1996 By /s/ D. R. Long
--------------------------------
D. R. Long, Agent for
the ENSERCH Corporation Employee
Stock Purchase and Savings
Plan Committee
14