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 Plan year ended December 31, 1994
OR
[ ]TRANSITION REPORT PURSUANT TO SECTION 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Transition Period from _________________ to _________________
Commission file number 1-7324
A. Full title of the Plan:
KANSAS GAS AND ELECTRIC COMPANY
401(K) PLAN
B. Name of issuer of the securities held
pursuant to the plan and the address
of its principal executive office:
KANSAS GAS AND ELECTRIC COMPANY
P.O. Box 208
Wichita, Kansas 67201
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EIN: 48-1093840
PN: 003
KANSAS GAS AND ELECTRIC COMPANY
401(K) PLAN
FINANCIAL STATEMENTS AS OF DECEMBER 31, 1994 AND 1993
TOGETHER WITH REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
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REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Investment and Benefits Committee of
Kansas Gas and Electric Company 401(k) Plan:
We have audited the accompanying statements of net assets available for
benefits of the KANSAS GAS AND ELECTRIC COMPANY 401(K) PLAN as of December 31,
1994 and 1993, and the related statements of changes in net assets available
for benefits for the years then ended. These financial statements and the
schedule referred to below are the responsibility of the Plan's management.
Our responsibility is to express an opinion on these financial statements and
schedule 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, 1994 and 1993, and the changes in net assets available for
benefits for the years then ended 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 schedule of
reportable transactions for the year ended December 31, 1994, is presented for
the purpose of additional analysis and is not a required part of the basic
financial statements but is 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
schedule has been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, is fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
As discussed further in Notes 1 and 4, effective December 31, 1994, the Plan
was merged into the Western Resources, Inc. Employees' 401(k) Savings Plan.
Kansas City, Missouri, Arthur Andersen LLP
June 16, 1995
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EIN: 48-1093840
PN: 003
KANSAS GAS AND ELECTRIC COMPANY
401(K) PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1994 AND 1993
1994 1993
ASSETS
INVESTMENTS:
Fixed Income Fund $ - $20,556,410
Equity-Income Fund - 6,462,104
Magellan Fund - 15,008,747
Company Common Stock Fund - 7,807,715
Balanced Fund - -
Loan Fund - 2,549,039
Total Investments - 52,384,015
INTEREST AND DIVIDENDS RECEIVABLE - 210,372
Total Assets - 52,594,387
LIABILITIES
ACCOUNTS AND OTHER PAYABLES - 13,166
Total Liabilities - 13,166
NET ASSETS AVAILABLE FOR BENEFITS $ - $52,581,221
The accompanying notes to financial statements
are an integral part of these statements.
<page4>
EIN: 48-1093840
PN: 003
KANSAS GAS AND ELECTRIC COMPANY
401(K) PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
1994 1993
NET ASSETS AVAILABLE FOR
BENEFITS, beginning of year $52,581,221 $43,691,848
INVESTMENT INCOME:
Interest 1,374,001 1,381,565
Dividends 1,735,637 2,029,188
Net Appreciation (Depreciation)
in Fair Value of Investments (2,937,242) 2,989,460
Total Investment Income 172,396 6,400,213
CONTRIBUTIONS:
Participant and Rollover 3,237,204 2,915,438
Employer 1,017,978 1,288,853
Total Contributions 4,255,182 4,204,291
OTHER (12,055) (3,683)
BENEFITS PAID (1,579,968) (1,711,448)
TRANSFER TO WRI 401(K) PLAN (55,416,776) -
NET INCREASE (DECREASE) (52,581,221) 8,889,373
NET ASSETS AVAILABLE FOR
BENEFITS, end of year $ - $52,581,221
The accompanying notes to financial statements
are an integral part of these statements.
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KANSAS GAS AND ELECTRIC COMPANY
401(K) PLAN
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1994 AND 1993
(1) PLAN DESCRIPTION:
The following brief description of the Kansas Gas and Electric Company 401(k)
Plan (the Plan) is provided for general information purposes only.
Participants should refer to the Plan document for more complete information.
(a) General--The Plan was a defined contribution plan, established
January 1, 1987, to assist eligible employees of Kansas Gas and Electric
Company (KG&E). KG&E became a wholly-owned subsidiary of Western
Resources, Inc. (the Company) effective March 31, 1992. The Plan has
continued to operate as a distinct and separate plan for those partici-
pants who were employees of KG&E as of March 31, 1992. Employees were
eligible to participate after one year of service. Effective December
31, 1994, this Plan was merged into the Western Resources, Inc.
Employees' 401(k) Savings Plan (the WRI 401(k) Plan). See Note 4 for
more information. The Plan was subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA), as amended.
(b) Contributions--Participants were allowed to make tax deferred
contributions between 1% and 14% of earnings subject to certain Internal
Revenue Code limits. Prior to April 1, 1993, the Company matched
participant contributions at its discretion. Beginning April 1, 1993,
pretax contributions up to the first 6% of a participant's earnings were
matched 50% by the Company. The Plan allows rollover contributions.
(c) Vesting--Participants were fully vested in their contributions and
earnings thereon. Participants who were eligible to participate in the
Plan prior to April 1, 1994, were also fully vested in the Company's
matching contributions. Employees who become eligible to participate in
the Plan after April 1, 1994, have a nonforfeitable right to the Company
contributions after three years of service. Forfeitures were used to
reduce Company contributions.
(d) Investment Funds--Participants could elect to have their
contributions and the Company's matching contributions invested in funds
listed below, excluding the Loan Fund. Allocations between the funds
were to have been made in 10% increments. Participants could also elect
to transfer their interests between funds.
Fixed Income Fund was invested in the Fidelity U.S. Government Reserves,
Fidelity Management Trust Company Managed Income Portfolio and also
various other contracts which purchase high-quality, short- and long-
term guaranteed investment contracts (GICs), bank investment contracts
(BICs), and short-term money market instruments.
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Equity-Income Fund was invested entirely in the Fidelity Equity-Income
Fund. The fund invests primarily in income-producing equity securities
which offer a combination of share price appreciation and income
earnings.
Magellan Fund was invested entirely in the Fidelity Magellan Fund, a
diversified equity fund invested in equity securities providing long-
term capital appreciation.
Company Common Stock Fund was invested in the Company's common stock.
Dividends from stock held in the fund were used to purchase additional
shares of Company stock.
The Balanced Fund was invested in the Fidelity Balanced Fund, a broadly
diversified portfolio of high yielding securities, including common and
preferred stocks and bonds.
Loan Fund was a conduit for the distribution and repayment of loan
proceeds. The investments in the fund represent loans due from
participants.
The investments in Fixed Income Fund were valued at contract value. The
investments in Equity-Income Fund, Magellan Fund, Balanced Fund and
Company Common Stock Fund were stated at quoted market values.
Investments in Loan Fund were stated at face value.
(e) Loans to Participants--After participating in the Plan for 18
months, participants were permitted to borrow a specified portion of the
vested balances in their individual accounts in accordance with the Plan
provisions. Loan interest rates and terms were established by the
Investment and Benefits Committee and all loans were approved by that
committee.
(f) Administrative Expenses--Administrative expenses of the Plan
were paid by the Company.
(g) Withdrawals While Employed--Participants may withdraw all or a
portion of their pre-tax employee contributions once they have attained
the age of 59 1/2 or in the case of a financial hardship. Financial
hardship is defined as an immediate and heavy financial need resulting
from medical expenses, payment of tuition for post-secondary education,
the purchase of a principal residence, or to prevent eviction from a
principal residence.
(h) Termination Payments--Upon retirement, death, disability or
termination of employment, all balances were paid to the participant or
his beneficiaries in accordance with Plan terms.
(i) Participant Accounts--A separate account is maintained for each
participant. Allocations to participant accounts for the net of
investment income, and realized and unrealized changes in investment
market value were made when such amounts were earned or incurred.
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(j) Income Taxes--The Plan obtained its latest determination letter on
October 21, 1987, in which the Internal Revenue Service stated that the
Plan, as then designed, was in compliance with the applicable
requirements of the Internal Revenue Code. The Plan has been amended
since receiving the determination letter. However, the Plan
Administrator believes that the Plan is currently designed and being
operated in compliance with the applicable requirements of the Internal
Revenue Code. Therefore, no provision for income taxes has been
included in these financial statements.
(2) SIGNIFICANT ACCOUNTING POLICIES:
(a) Basis of Accounting--The Plan's financial statements were maintained
on the accrual basis. Employer and employee contributions were accrued
as the employees' salaries were earned.
(b) Reclassifications--Certain amounts in prior years have been
reclassified to conform with classifications used in the current year.
(3) INVESTMENTS:
The following investments represented over 5% of net assets available for
benefits at December 31, 1993:
1993
Fidelity Management Trust Company -
Managed Income Portfolio $ 2,669,785
Fidelity Equity-Income Fund 6,462,104
Fidelity Magellan Fund 15,008,747
Western Resources, Inc. Common Stock 7,807,715
Metropolitan Life Insurance Company,
Group Annuity Contract #12651,
general account 15,695,725
(4) MERGED PLAN CHANGES:
Effective December 31, 1994, the Plan was merged into the Western Resources,
Inc. Employees' 401(k) Savings Plan. The following features have changed as a
result of the Plan merger: after-tax contributions of 4% of eligible
contributions are allowed, investment choices increased to eight, the minimum
loan amount increased to $1,000, other withdrawals are allowed with a penalty
of a 6-month suspension of Company match, all contributions will be
immediately vested, and maximum terms of a home loan changed to 30 years not
to exceed age 70.
(5) FUND INFORMATION:
The following tables present changes in net assets available for benefits in
fund detail.
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EIN: 48-1093840
PN: 003
Year Ended December 31, 1994
Company
Fixed Equity- Common
Income Income Magellan Stock Balanced Loan
Fund Fund Fund Fund Fund Fund Other Total
ADDITIONS
Investment Income:
Net depreciation
in fair value
of invest-
ments $ - $ (617,394) $ (872,861) $(1,400,381) $(46,606) $ - $ - $(2,937,242)
Interest 1,240,844 27,126 80,340 12,891 12,800 - - 1,374,001
Dividends - 632,807 601,809 355,558 17,802 - 127,661 1,735,637
1,240,844 42,539 (190,712) (1,031,932) (16,004) - 127,661 172,396
Contributions:
Participant and
rollover 735,067 464,203 1,487,110 218,672 332,152 - - 3,237,204
Employer 243,217 147,875 460,178 69,551 97,157 - - 1,017,978
978,284 612,078 1,947,288 288,223 429,309 - - 4,255,182
Total
additions 2,219,128 654,617 1,756,576 (743,709) 413,305 - 127,661 4,427,578
DEDUCTIONS
Benefits paid (753,437) (244,653) (313,380) (240,749) (2,796) (24,953) - (1,579,968)
Other (8,148) (1,688) (2,108) - (111) - - (12,055)
Total
deductions (761,585) (246,341) (315,488) (240,749) (2,907) (24,953) - (1,592,023)
Net increase
(decrease)
prior to
transfers 1,457,543 408,276 1,441,088 (984,458) 410,398 (24,953) 127,661 2,835,555
Interfund
transfers (1,265,525) (307,367) 181,332 549,936 450,016 588,814 (197,206) -
Transfer to
WRI 401(k)
plan (20,748,428) (6,563,013) (16,631,167) (7,373,193) (860,414) (3,112,900) (127,661) (55,416,776)
Net
decrease (20,556,410) (6,462,104) (15,008,747) (7,807,715) - (2,549,039) (197,206) (52,581,221)
Net assets
available for
benefits:
Beginning
of year 20,556,410 6,462,104 15,008,747 7,807,715 - 2,549,039 197,206 52,581,221
End of
year $ - $ - $ - $ - $ - $ - $ - $ -
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EIN: 48-1093840
PN: 003
Year Ended December 31, 1993
Company
Fixed Equity Common
Income Income Magellan Stock Loan
Fund Fund Fund Fund Fund Other Total
ADDITIONS
Investment Income:
Net appreciation in fair
value of investment $ - $ 841,404 $ 1,399,695 $ 748,361 $ - $ - $2,989,460
Interest 1,106,573 - - - 174,192 100,800 1,381,565
Dividends - 228,448 1,377,567 313,601 - 109,572 2,029,188
1,106,573 1,069,852 2,777,262 1,061,962 174,192 210,372 6,400,213
Contributions:
Participant and
rollover 1,305,777 472,945 1,010,079 126,637 - - 2,915,438
Employer 610,789 200,864 442,054 35,146 - - 1,288,853
1,916,566 673,809 1,452,133 161,783 - - 4,204,291
Total additions 3,023,139 1,743,661 4,229,395 1,223,745 174,192 210,372 10,604,504
DEDUCTIONS
Benefits paid (939,626) (147,534) (304,376) (283,692) (23,054) (13,166) (1,711,448)
Other (1,260) (1,565) (858) - - - (3,683)
Total deductions (940,886) (149,099) (305,234) (283,692) (23,054) (13,166) (1,715,131)
Net increase prior to
interfund transfers 2,082,253 1,594,562 3,924,161 940,053 151,138 197,206 8,889,373
Interfund transfers (1,022,907) 336,168 460,051 (31,828) 543,785 (285,269) -
Net increase (decrease) 1,059,346 1,930,730 4,384,212 908,225 694,923 (88,063) 8,889,373
Net assets available for
benefits:
Beginning of year 19,497,064 4,531,374 10,624,535 6,899,490 1,854,116 285,269 43,691,848
End of year $20,556,410 $6,462,104 $15,008,747 $7,807,715 $2,549,039 $197,206 $52,581,221
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EIN: 48-1093840
PN: 003
KANSAS GAS AND ELECTRIC COMPANY
401(K) PLAN
LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1994
TYPE OF NUMBER OF NET GAIN
INVESTMENT TRANSACTION TRANSACTIONS DOLLAR VALUE (LOSS)
(1)
Fidelity Magellan Fund Purchases 153 3,977,944 -
Sales 71 1,482,663 48,380
Fidelity Management Trust
Company Managed Income Purchases 109 1,870,000 -
Portfolio Sales 128 808,955 -
Fidelity U.S. Government Purchases 109 4,945,057 -
Reserves Sales 128 5,179,645 -
Fidelity Equity-Income Fund Purchases 112 1,775,465 -
Sales 60 1,057,161 132,354
1) Amounts shown in this column are costs of purchases or proceeds from sales.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Investment and Benefits Committee for the Kansas Gas and Electric Company
401(k) Plan has duly caused this annual report to be signed on its behalf by
the undersigned hereunto duly authorized.
KANSAS GAS AND ELECTRIC COMPANY
401(K) PLAN
By:
Signature Title Date
S. L. Kitchen Chairman June 28, 1995
Ira W. McKee, Jr. Member June 28, 1995
John K. Rosenberg Member June 28, 1995
William B. Moore Member June 28, 1995
David E. Roth Member June 28, 1995
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EXHIBIT INDEX
All exhibits marked "I" under the Page column are incorporated herein by
reference.
Exhibit
Number Description of Documents Page
23 Consent of Independent Public Accountants (filed
electronically)
99 Summary Plan Description for The Kansas Power and I
Light Company Employees' Savings Plan. (filed as
Exhibit 28 (a) to Registration Statement No. 33-47344).
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