===================================================================
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997 Commission File
Number 1-973
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
80 PARK PLAZA
NEWARK, NEW JERSEY 07101
MAILING ADDRESS: P.O. Box 570
NEWARK, NEW JERSEY 07101-0570
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
See page 2.
===================================================================
Stable Value Fund PROVIDENT NATIONAL ASSURANCE
PRIMCO CAPITAL MANAGEMENT COMPANY
101 SOUTH FIFTH STREET, SUITE 2150 FOUNTAIN SQUARE
LOUSIVILLE, KY 40202 CHATTANOOGA, TENNESSEE 37402
PRINCIPAL MUTUAL LIFE CAISSE des DEPOTS
INSURANCE COMPANY 9 WEST 57th STREET
THE PRINCIPAL FINANCIAL GROUP NEW YORK, NEW YORK 10019
DES MOINES, IOWA 50392-0001
METROPOLITAN LIFE INSURANCE Enterprise Common Stock Fund and ESOP Fund
COMPANY PUBLIC SERVICE ENTERPRISE GROUP
ONE MADISON AVENUE INCORPORATED
NEW YORK, NEW YORK 10010-3690 80 PARK PLAZA
NEWARK, NJ 07101-1171
ALLSTATE LIFE INSURANCE Large Company Stock Index Fund
COMPANY THE VANGUARD GROUP
ALLSTATE PLAZA WEST INSTITUTIONAL DIVISION
3100 SANDERS ROAD P.O. BOX 2900
NORTHBROOK, ILLINOIS 60062 VALLEY FORGE, PA 19482
J.P. MORGAN Intermediate Government Securities Fund
60 WALL STREET DELAWARE MANAGEMENT COMPANY INC.
NEW YORK, NEW YORK 10260 ONE COMMERCE SQUARE
2005 MARKET STREET
PHILADELPHIA, PA 19103
NEW YORK LIFE INSURANCE International Stock Fund
COMPANY T. ROWE PRICE INC.
501 MADISON AVENUE 100 EAST PRATT STREET
NEW YORK, NEW YORK 10010 BALTIMORE, MARYLAND 02120
THE CHASE MANHATTAN BANK Mid/Small Company Stock Fund
270 PARK AVENUE PUTNAM INVESTMENTS
NEW YORK, NEW YORK 10017 P.O. BOX 41203
PROVIDENCE, RHODE ISLAND 02940
FIRST ALLMERICA FINANCIAL LIFE
INSURANCE COMPANY
440 LINCOLN STREET
WORCESTER, MASSACHUSETTS 01653
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
---------------------------------------
THRIFT AND TAX-DEFERRED SAVINGS PLAN
INDEX
PAGE
INDEPENDENT AUDITORS' REPORT........................................... 4
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1997 AND 1996..................................... 5-8
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED DECEMBER 31, 1997 and 1996....................... 9-12
NOTES TO FINANCIAL STATEMENTS.......................................... 13-25
SIGNATURES............................................................. 26
EXHIBIT INDEX.......................................................... 27
INDEPENDENT AUDITORS' REPORT
Employee Benefits Committee of
Public Service Electric and Gas Company:
We have audited the accompanying statements of net assets available for benefits
of the Public Service Electric and Gas Company Thrift and Tax- Deferred Savings
Plan (the "Plan") as of December 31, 1997 and 1996, 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 plans 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, 1997
and 1996, 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 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. This
information is the responsibility of the Plan's management. Such information has
been subjected to the auditing procedures applied in our audits of the basic
financial statements and, in our opinion, is fairly stated in all material
respects when considered in relation to the basic financial statements taken as
a whole.
DELOITTE & TOUCHE LLP
Parsippany, New Jersey
June 5, 1998
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
As of December 31, 1997
Supplemental Information by Fund
---------------------------------------------------------------------
Large
Enterprise Company Interm.
Stable Common Stock Government International
Value Stock Index Securities Stock
Total Fund Fund Fund Fund Fund
-----------------------------------------------------------------------------------
ASSETS
Investments, at fair value
Plan interest in Master Employee
Benefit Plan Trust $502,663,165 $210,845,416 $48,490,434 $108,715,029 $5,504,992 $19,090,410
Receivables-Investments Sold 302,668 - 302,668 - - -
Receivables-Interest and Dividends 1,101,111 1,097,432 3,679 - - -
-----------------------------------------------------------------------------------
Total Assets $504,066,944 $211,942,848 $48,796,781 $108,715,029 $5,504,992 $19,090,410
===================================================================================
LIABILITIES
Accounts Payable $ 840,741 $ (798,775) $ 202,534 $ 445,596 $ 2,354 $ 490,588
Transfer to/from Employee Savings Plan (1,943) (1,943) - - - -
Forfeitures 10,429 - 6,753 1,660 321 356
-----------------------------------------------------------------------------------
Total Liabilities 849,227 (800,718) 209,287 447,256 2,675 490,944
-----------------------------------------------------------------------------------
Net Assets Available for Benefits $503,217,717 $212,743,566 $48,587,494 $108,267,773 $5,502,317 $18,599,466
===================================================================================
SEE NOTES TO FINANCIAL STATEMENTS.
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
As of December 31, 1997
Supplemental Information by Fund (Concluded)
-----------------------------------------------------------------------------------------
Mid/Small Conserv. Moderate Aggressive
Company Pre-Mix Pre-Mix Pre-Mix ESOP Holding Trust
Stock Fund Portfolio Portfolio Portfolio Fund Account Loan Fund
-----------------------------------------------------------------------------------------
ASSETS
Investments, at fair value
Plan interest in Master Employee
Benefit Plan Trust $29,445,972 $13,370,272 $27,710,916 $22,548,413 $5,292,291 $554,186 $11,094,834
Receivables-Investments Sold - - - - - - -
Receivables-Interest and Dividends - - - - - - -
-----------------------------------------------------------------------------------------
Total Assets $29,445,972 $13,370,272 $27,710,916 $22,548,413 $5,292,291 $554,186 $11,094,834
=========================================================================================
LIABILITIES
Accounts Payable $ 83,943 $ (82,013) $ 88,155 $ 47,558 $ 423 $409,814 $(49,436)
Transfer to/from Employee Savings Plan - - - - - - -
Forfeitures 446 102 109 682 - - -
-----------------------------------------------------------------------------------------
Total Liabilities 84,389 (81,911) 88,264 48,240 423 409,814 (49,436)
-----------------------------------------------------------------------------------------
Net Assets Available for Benefits $29,361,583 $ 13,452,183 $27,622,652 $22,500,173 $5,291,868 $144,372 $11,144,270
=========================================================================================
SEE NOTES TO FINANCIAL STATEMENTS.
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
As of December 31, 1996
Supplemental Information by Fund
-------------------------------------------------------------------------
Large
Enterprise Company Interm.
Equities Stable Common Stock Utilities Government
Growth Balanced Value Stock Index Equities Securities
Total Fund Fund Fund Fund Fund Fund Fund
--------------------------------------------------------------------------------------
ASSETS
Investments, at fair value
Plan interest in Master Employee
Benefit Plan Trust $449,181,673 $- $- $231,052,943 $42,281,519 $75,429,866 $ - $5,411,340
Receivables-Interest and Dividends 1,273,044 - - 1,258,680 13,873 - - -
--------------------------------------------------------------------------------------
Total Assets $450,454,717 $- $- $232,311,623 $42,295,392 $75,429,866 $ - $5,411,340
======================================================================================
LIABILITIES
Accounts Payable $ 195,199 $- $- $ 143,307 $ 38,569 $ 90,219 $ - $ 2,804
Transfer to/(from) Employee
Savings Plan 181,176 - - 168,771 - - - -
Forfeitures 4,303 - - - 598 1,885 - 21
--------------------------------------------------------------------------------------
Total Liabilities 380,678 - - 312,078 39,167 92,104 - 2,825
--------------------------------------------------------------------------------------
Net Assets Available for Benefits $450,074,039 $- $- $231,999,545 $ 42,256,225 $75,337,762 $ - $5,408,515
======================================================================================
SEE NOTES TO FINANCIAL STATEMENTS.
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
As of December 31, 1996
Supplemental Information by Fund (Concluded)
--------------------------------------------------------------------------------------------
International Mid/Small Conserv. Moderate Aggressive
Stock Company Pre-Mix Pre-Mix Pre-Mix ESOP Holding Trust
Fund Stock Fund Portfolio Portfolio Portfolio Fund Account Loan Fund
-------------------------------------------------------------------------------------------
ASSETS
Investments, at fair value
Plan interest in Master Employee
Benefit Plan Trust $ 19,716,058 $15,217,008 $8,453,723 $20,189,441 $14,165,616 $5,339,552 $89,921 $11,834,686
Receivables-Interest and Dividends - - - - - 93 398 -
-------------------------------------------------------------------------------------------
Total Assets $ 19,716,058 $15,217,008 $8,453,723 $20,189,441 $14,165,616 $5,339,645 $90,319 $11,834,686
===========================================================================================
LIABILITIES
Accounts Payable $ (12,800) $ (151,503) $ 9,114 $ 75,319 $(16,376) $ 9,686 $43,210 $ (36,350)
Transfer to/(from) Employee
Savings Plan - - 6,190 6,215 - - - -
Forfeitures 304 1,091 43 87 274 - - -
-------------------------------------------------------------------------------------------
Total Liabilities (12,496) (150,412) 15,347 81,621 (16,102) 9,686 43,210 (36,350)
-------------------------------------------------------------------------------------------
Net Assets Available for Benefits $ 19,728,554 $15,367,420 $8,438,376 $20,107,820 $14,181,718 $5,329,959 $47,109 $11,871,036
===========================================================================================
SEE NOTES TO FINANCIAL STATEMENTS.
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
For the Year Ended December 31, 1997
Supplemental Information by Fund
-------------------------------------------------------------------
Enterprise Large Intermediate
Common Company Government International
Stable Value Stock Stock Index Securities Stock
ADDITIONS Total Fund Fund Fund Fund Fund
---------------------------------------------------------------------------------
Participant Deposits $ 29,994,074 $ 9,898,808 $ 3,373,229 $ 5,856,382 $ 425,075 $ 2,086,826
Employers Contributions 7,838,936 2,914,900 509,513 1,545,771 120,656 547,793
Interfund Transfers - net - (18,391,914) (4,310,890) 8,169,060 (448,913) (2,438,528)
---------------------------------------------------------------------------------
Total Deposits and Contributions 37,833,010 (5,578,206) (428,148) 15,571,213 96,818 196,091
---------------------------------------------------------------------------------
Plan Interest in Master
Trust Investment Income 65,619,099 14,250,996 10,812,598 25,575,566 479,157 987,310
---------------------------------------------------------------------------------
Total Additions 103,452,109 8,672,790 10,384,450 41,146,779 575,975 1,183,401
---------------------------------------------------------------------------------
DEDUCTIONS
Withdrawals 51,255,662 28,230,956 4,038,661 8,351,977 481,424 2,415,781
Forfeitures 340,335 97,171 32,201 88,570 9,305 31,606
Administrative Expenses 998,056 542,304 87,402 164,637 9,895 37,730
Transfer to/(from) Employee
Savings Plan (2,285,625) (941,662) (105,083) (388,416) (18,451) (172,631)
---------------------------------------------------------------------------------
Total Deductions 50,308,428 27,928,769 4,053,181 8,216,768 482,173 2,312,486
---------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET
ASSETS AVAILABLE FOR BENEFITS 53,143,681 (19,255,979) 6,331,269 32,930,011 93,802 (1,129,085)
NET ASSETS AVAILABLE FOR
BENEFITS - BEGINNING OF YEAR 450,074,036 231,999,545 42,256,225 75,337,762 5,408,515 19,728,551
---------------------------------------------------------------------------------
NET ASSETS AVAILABLE
FOR BENEFITS - END OF YEAR $503,217,717 $212,743,566 $48,587,494 $108,267,773 $5,502,317 $18,599,466
=================================================================================
SEE NOTES TO FINANCIAL STATEMENTS.
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
For the Year Ended December 31, 1997
Supplemental Information by Fund (Concluded)
---------------------------------------------------------------------------------------------
Mid/Small Conservative Moderate Aggressive
Company Pre-Mix Pre-Mix Pre-Mix ESOP Holding Trust
ADDITIONS Stock Fund Portfolio Portfolio Portfolio Fund Account Loan Fund
---------------------------------------------------------------------------------------------
Participant Deposits $ 2,409,279 $ 771,133 $ 2,321,616 $ 2,851,726 $ - $ - $ -
Employers Contributions 595,904 211,280 648,635 744,484 - - -
Interfund Transfers - net 7,934,575 3,970,786 2,758,025 2,814,808 (232,439) - 175,430
---------------------------------------------------------------------------------------------
Total Deposits and Contributions 10,939,758 4,953,199 5,728,276 6,411,018 (232,439) - 175,430
---------------------------------------------------------------------------------------------
Plan Interest in Master
Trust Investment Income 4,410,891 1,396,726 3,420,292 3,091,544 1,096,756 97,263 -
---------------------------------------------------------------------------------------------
Total Additions 15,350,649 6,349,925 9,148,568 9,502,562 864,317 97,263 175,430
---------------------------------------------------------------------------------------------
DEDUCTIONS
Withdrawals 1,473,238 1,383,574 1,664,525 1,288,256 902,358 - 1,024,912
Forfeitures 23,423 3,546 18,345 36,168 - - -
Administrative Expenses 41,808 20,560 45,651 42,036 6,033 - -
Transfer to/(from) Employee
Savings Plan (181,983) (71,562) (94,785) (182,353) (5,983) - (122,716)
---------------------------------------------------------------------------------------------
Total Deductions 1,356,486 1,336,118 1,633,736 1,184,107 902,408 - 902,196
---------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET
ASSETS AVAILABLE FOR BENEFITS 13,994,163 5,013,807 7,514,832 8,318,455 (38,091) 97,263 (726,766)
NET ASSETS AVAILABLE FOR
BENEFITS - BEGINNING OF YEAR 15,367,420 8,438,376 20,107,820 14,181,718 5,329,959 47,109 11,871,036
---------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE
FOR BENEFITS - END OF YEAR $ 29,361,583 $13,452,183 $27,622,652 $ 22,500,173 $5,291,868 $ 144,372 $11,144,270
=============================================================================================
SEE NOTES TO FINANCIAL STATEMENTS.
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
For the Year Ended December 31, 1996
Supplemental Information by Fund
---------------------------------------------------------------------------------------
Enterprise Large Interm.
Equities Stable Common Company Utilities Government
Growth Balanced Value Stock Stock Index Equities Securities
ADDITIONS Total Fund Fund Fund Fund Fund Fund Fund
---------------------------------------------------------------------------------------------------
Participant Deposits $ 28,928,457 $ 2,934,890 $1,318,684 $11,817,518 $2,769,588 $5,247,928 $1,009,102 $568,171
Employers Contributions 7,724,863 742,012 335,692 3,280,090 798,778 1,334,628 256,733 149,824
Interfund Transfers - net - (29,036,498) (13,312,480) 862,747 (12,640,657) 8,094,861 (13,211,523) (1,356,553)
---------------------------------------------------------------------------------------------------
Total Deposits and Contributions 36,653,320 (25,359,596) (11,658,104) 15,960,355 (9,072,291) 14,677,417 (11,945,688) (638,558)
---------------------------------------------------------------------------------------------------
Plan Interest in Master Trust
Investment Income 34,518,823 3,544,014 776,735 15,263,104 (2,279,879) 13,410,802 479,587 133,502
---------------------------------------------------------------------------------------------------
Total Additions 71,172,143 (21,815,582) (10,881,369) 31,223,459 (11,352,170) 28,088,219 (11,466,101) (505,056)
---------------------------------------------------------------------------------------------------
DEDUCTIONS
Withdrawals 48,892,615 1,593,537 1,232,029 30,536,100 4,567,152 5,410,105 1,077,617 625,992
Dividends Paid 460,678 - - - - - - -
Forfeitures 145,221 24,050 7,723 26,591 14,901 34,030 8,440 8,581
Transfer to/(from) Employee
Savings Plan (10,686) (70,049) (21,641) 350,283 29,940 (185,980) (25,763) (1,878)
----------------------------------------------------------------------------------------------------
Total Deductions 49,487,828 1,547,538 1,218,111 30,912,974 4,611,993 5,258,155 1,060,294 632,695
----------------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET
ASSETS AVAILABLE FOR BENEFITS 21,684,315 (23,363,120) (12,099,480) 310,485 (15,964,163) 22,830,064 (12,526,395) (1,137,751)
NET ASSETS AVAILABLE FOR
BENEFITS - BEGINNING OF YEAR 428,389,724 23,363,120 12,099,480 231,689,060 58,220,388 52,507,698 12,526,395 6,546,266
---------------------------------------------------------------------------------------------------
NET ASSETS AVAILABLE
FOR BENEFITS - END OF YEAR $450,074,039 $ - $ - $231,999,545 $42,256,225 $75,337,762 $ - $5,408,515
====================================================================================================
SEE NOTES TO FINANCIAL STATEMENTS.
PUBLIC SERVICE ELECTRIC AND GAS COMPANY
THRIFT AND TAX-DEFERRED SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS
AVAILABLE FOR BENEFITS
For the Year Ended December 31, 1996
Supplemental Information by Fund (Concluded)
----------------------------------------------------------------------------------------
International Mid/Small Conserv. Moderate Aggressive
Stock Company Pre-Mix Pre-Mix Pre-Mix ESOP Holding Trust
ADDITIONS Fund Stock Fund Portfolio Portfolio Portfolio Fund Account Loan Fund
----------------------------------------------------------------------------------------
Participant Deposits $ 1,911,492 $ 364,252 $ 117,400 $ 450,068 $ 419,364 $ -$ - $ -
Employers Contributions 460,294 100,243 33,228 110,232 123,109 - - -
Interfund Transfers - net 6,103,664 14,945,307 8,213,054 19,092,946 13,270,165 (704,973) - (320,060)
----------------------------------------------------------------------------------------
Total Deposits and Contributions 8,475,450 15,409,802 8,363,682 19,653,246 13,812,638 (704,973) - (320,060)
----------------------------------------------------------------------------------------
Plan Interest in Master
Trust Investment Income 2,462,033 2,161 183,442 541,475 435,380 (451,671) (3,774) 21,912
----------------------------------------------------------------------------------------
Total Additions 10,937,483 15,411,963 8,547,124 20,194,721 14,248,018(1,156,644) (3,774) (298,148)
----------------------------------------------------------------------------------------
DEDUCTIONS
Withdrawals 2,127,678 42,832 108,705 86,814 63,729 376,876 - 1,043,449
Dividends Paid - - - - - 460,678 - -
Forfeitures 16,493 1,711 43 87 2,571 - - -
Transfer to/(from) Employee
Savings Plan (22,112) - - - - (4,954) - (58,532)
---------------------------------------------------------------------------------------
Total Deductions 2,122,059 44,543 108,748 86,901 66,300 832,600 - 984,917
----------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET
ASSETS AVAILABLE FOR BENEFITS 8,815,424 15,367,420 8,438,376 20,107,820 14,181,718(1,989,244) (3,774) (1,283,065)
NET ASSETS AVAILABLE FOR
BENEFITS - BEGINNING OF YEAR 10,913,130 - - - - 7,319,203 50,883 13,154,101
----------------------------------------------------------------------------------------
NET ASSETS AVAILABLE
FOR BENEFITS - END OF YEAR $ 19,728,554$15,367,420$8,438,376$20,107,820 $14,181,718$5,329,959 $47,109 $11,871,036
========================================================================================
SEE NOTES TO FINANCIAL STATEMENTS.
NOTES TO FINANCIAL STATEMENTS
1. SUMMARY OF THE PLAN
The Board of Directors of Public Service Electric and Gas Company (PSE&G or the
Company) adopted the PSE&G Thrift and Tax-Deferred Savings Plan (Plan) to
encourage thrift and savings by eligible employees (Eligible Employees). It was
first offered to Eligible Employees in 1981. Effective January 1, 1996, the
trust that holds the Plan assets was converted into the Public Service Electric
& Gas Master Employee Benefit Plan Trust, (Master Trust), a master trust
covering all of the Company's qualified retirement plans including the Plan and
the Public Service Electric & Gas Company Employee Savings Plan (Savings Plan)
(See Note 4. Investment of the Plan and Savings Plan in the Master Trust.) The
Plan was last amended August 11, 1997, effective August 11, 1997, except for
changes listed below, which are effective subsequent to December 31, 1997. The
Plan amendments made during 1997 provide for the following: an automatic
rebalancing of investment funds; administrative and wording changes made,
including the transfer of age and service credits and availability of
transferred amounts from the Cash Balance Plan; partial withdrawals of
nondeferred deposits and related earnings permitted after termination of
employment and prior to age 70 1/2.
An employee may participate in the Plan from the date of hire. Matching Company
Contributions begin when an employee has completed one Year of Service. At the
time any employee who is a Participant in the Savings Plan becomes an Eligible
Employee for the Plan, that employee will automatically be enrolled in the Plan,
all balances in the Savings Plan will be transferred to the Plan and all
contributions and investment elections in effect for the Savings Plan will
remain in effect. Participation in the Plan is entirely voluntary, except with
respect to those employees who participated in the Employee Stock Ownership Plan
(ESOP) Fund as a result of their participation in the PSE&G Tax Reduction Act
Employee Stock Ownership Plan (TRASOP) and/or the PSE&G Payroll-Based Employee
Stock Ownership Plan (PAYSOP), which plans were merged into this Plan in 1988.
Eligible Employees are those employees not covered by a collective bargaining
agreement and who were hired by PSE&G or any affiliate of PSE&G participating in
the Plan (together hereafter each called an "Employer" or collectively
"Employers"). Certain Eligible Employees may also elect to have a distribution
from another qualified corporate plan contributed as a rollover contribution
with the approval of the Employee Benefits Committee of PSE&G (Committee), the
Plan Administrator.
Under the Plan, each participating Employee (Participant) may elect to make
basic deposits to Investment Funds of such Participant's choosing within the
Thrift Account Fund of 1% - 8% of his/her compensation (Basic Deposits), and
his/her respective Employer will contribute an amount equal to 50% thereof,
subject to certain exceptions and limitations (Employer Contributions). Employer
Contributions with respect to Basic Deposits in excess of 6% and up to 8% of
Compensation are made in shares of the Common Stock of Public Service Enterprise
Group Incorporated (Enterprise), the parent of the Company, and are not
available for transfer to any other Fund or withdrawal from the Plan prior to
the Participant's termination of employment. In addition, a Participant may
elect to make supplemental deposits to such Funds in increments of 1% of
Compensation up to an additional 17% of Compensation (Supplemental Deposits),
subject to certain limitations, without any corresponding matching Employer
Contribution.
Participants may designate such Basic and/or Supplemental Deposits as
Nondeferred (post-income tax contributions) or Deferred (pre-income tax
contributions).
Each Participant may, within any Plan Year, make one or more Additional Lump Sum
Deposits on a Nondeferred basis in minimum amounts of $250 and in such total
amounts which, when aggregated with such Participant's Basic Deposits and
Supplemental Deposits, do not exceed 25% of his or her Compensation for that
Plan Year.
The maximum amount of Deferred Deposits to a Participant's Thrift Account may
have to be limited to less than 25% of Compensation to meet requirements of the
Internal Revenue Code of 1986, as amended (IRC). The extent of any such
limitation will be determined from time to time by the Committee based on the
actual pattern of Deferred Deposits by all Participants. If the maximum
permitted percentage of Compensation for Thrift Account Deferred Deposits is
reduced, then all Deferred Deposits in excess of such percentage will
automatically be treated as Nondeferred Deposits. This will result in taxable
income to the affected Participants for Deferred Deposits in excess of any limit
so established. The Committee will attempt to assure that any such limitation
will apply only to future contributions, but it is possible that, in order to
meet requirements of the IRC, the limitation will, in some circumstances, have
to be applied retroactively. Deferred Deposits may not generally be withdrawn
until age 59-1/2. Nondeferred Deposits, on the other hand, may be withdrawn at
any time, subject to certain penalties and restrictions.
Thrift Account Deposits are made through payroll deductions by the Participant's
Employer, rollover contributions from other qualified plans and Additional Lump
Sum Deposits. Deposits by Participants and contributions by their respective
Employers are transferred to the Trustee and separately held in the Plan's
Thrift Account Fund of the Trust Fund for investment and other transactions, as
directed by Participants. Each Participant is entitled to choose the investment
Funds in which his/her Deposits and Employer Contributions will be invested from
among the investment Funds offered under the Plan, except for Employer
Contributions with respect to Basic Deposits in excess of 6%.
Bankers Trust Company is the Trustee of the Master Trust established pursuant to
the Plan.
The following Plan change was effective March 31, 1998:
1.The merger, for investment management purposes, of the Stable Value Funds
and the Conservative and Moderate Pre-Mixed Portfolios in the Plan and
Savings Plan.
Loan Provisions
The Trustee may, subject to the approval of PSE&G's Director, Performance and
Rewards, lend a Participant who is employed by an Employer an amount up to 50%
of the value of the vested portion of such Participant's Thrift Account and ESOP
Fund, but no more than the aggregate value of such Participant's Thrift Account
or $50,000, whichever is less. Any Participant loan must be for a principal
amount of $1,000 or more and no Participant may have more than two loans
outstanding at any time. All loans, including interest thereon, must be repaid
by payroll deductions in equal monthly installments over a period of 12 to 60
months as selected by the Participant. However, a Participant may prepay any
such loan in full or in part in a lump sum in accordance with such rules as are
prescribed by the Committee. A Participant may not apply for more than one loan
in any calendar year. A loan to a Participant is considered an investment of
such Participant's Thrift Account and repayments of principal of any loan
together with interest thereon, are invested in the Thrift Account Investment
Funds of the Plan in accordance with the Participant's then-current investment
direction for Deposits and Employer Contributions.
Each loan bears interest at a rate fixed from time to time by the Committee
taking into consideration the then-current interest rates being charged by other
lenders. The rate of interest applicable to any loan at its inception remains in
effect for the duration of such loan. During 1997, the rate of interest on loans
granted to Participants, by quarter and starting with the first quarter, was
8-1/4%, 8-1/2%, 8-1/2% and 8-1/2% (See Note 2. SIGNIFICANT ACCOUNTING POLICIES -
Loans.)
2. SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
The financial statements of the Plan have been prepared in accordance with
generally accepted accounting principles.
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 revenues and expenses during the reporting period.
Actual results could differ from those estimates.
Dividends and Interest
Dividends, interest and other income attributable to each Investment Fund of the
Plan are reinvested in that Investment Fund to the extent not used to pay direct
expenses of that investment Fund (See Expenses of Plan, below.)
All Deposits and Employer Contributions in the Stable Value Fund are invested in
either traditional Guaranteed Investment Contracts issued by insurance companies
or other financial intermediaries (Traditional GICs) or Benefit Responsive
Agreements (Synthetic GICs) which are similar to Traditional GICs in terms of
their ability to preserve principal and provide a stable rate of return.
Synthetic GICs are different in that they are backed or secured by a separate
portfolio of high-quality fixed income securities that are directly owned by the
Plan. The portfolio is wrapped by a "book value wrapper", usually a financial
institution other than the investment manager of the Synthetic GIC, which
provides a crediting rate and which guarantees that benefit repayments will be
made at book value. Deposits and Employer Contributions earn interest at the
composite rate of all GICs in which the assets of the Stable Value Fund are then
invested. Such rate varies as such Traditional and Synthetic GICs mature or are
entered into, and as Deposits and Employer Contributions are made to and
withdrawn from such contracts. Under the contracts in effect during 1997, the
composite rate of interest earned by such assets so invested was not less than
6.33%.
ESOP Fund Participants receive quarterly payments directly from the Trustee
equal to the dividends paid to the Trustee on the shares of Enterprise Common
Stock held for their ESOP Fund.
Valuation of Investments
The value of the Enterprise Common Stock Fund, the Large Company Stock Index
Fund, the Intermediate Government Securities Fund, the International Stock Fund,
the Mid/Small Company Stock Fund and the shares of Enterprise Common Stock held
by the ESOP Fund is based upon quoted market values. The value of the Stable
Value Fund is based on the contract value of all GICs in which the assets of the
Stable Value Fund are invested. These contracts are included in the financial
statements at contract value, which approximates fair value. Temporary
investments are valued at cost, which approximates fair market value. Securities
transactions are accounted for on the trade date.
The Plan's financial statements have been prepared in accordance with the
financial reporting requirements of the Employee Retirement Income Security Act
of 1974, as amended (ERISA), as permitted by applicable rules. Under such
requirements, realized gains and losses from securities transactions are
computed using an adjusted cost basis as prescribed by the Department of Labor's
(DOL) Rules and Regulations for Reporting and Disclosure. The adjusted cost is
the fair value of the security at the beginning of the Plan Year, or cost if
acquired since that date. Unrealized gains and losses on securities held for
investment are computed on the basis of the change in fair value between the
beginning and end of the Plan Year.
Expenses of Plan
Effective January 1, 1997, all expenses incurred with the administration of the
Plan, including taxes and brokerage costs, are deducted from the Trust Fund.
However, prior to January 1, 1997, all expenses incurred in connection with the
administration of the Plan, including expenses of the Trustee, but excluding
brokerage commissions and taxes relating to the sale of shares of Enterprise
Common Stock at the direction of Participants, were paid directly by the
Employers.
The assets of the Common Stock Fund and the ESOP Fund are invested in shares of
Enterprise Common Stock. Shares of Enterprise Common Stock required for the
Common Stock Fund are purchased by the Trustee either directly from Enterprise,
at its sole discretion, on the open market through a broker or from the ESOP
Fund. In situations where the ESOP Fund is in a "sell" position and the Common
Stock Fund is in a "buy" position, the Common Stock Fund will buy from the ESOP
Fund at the closing price on the New York Stock Exchange for that day. In such
case, no brokerage commissions are charged on the transaction. Otherwise, all
shares sold for the Common Stock Fund and the ESOP Fund are sold by the Trustee
on the open market through a broker. The proceeds, net of brokerage commissions
and transfer taxes, are distributed to the Participant.
Loans
A loan to a Participant is considered an investment in such Participant's Thrift
Account and the principal amount of the loan is treated as a separate investment
within the various sub-accounts of the Participant's Thrift Account. Repayments
of the principal amount of the loan are credited to each such sub-account and
repayments of principal along with any accrued interest thereon are invested in
the Plan's Investment Funds in the same manner as the Participant's then-current
investment direction for Deposits and Employer Contributions.
Loan amounts are taken from sub-accounts of a Participant's Thrift Account in
the following order:
(a) Deferred Deposits
(b) Unmatured Vested Employer Contributions
(c) Matured Vested Employer Contributions
(d) Rollover Contributions
(e) Unmatured Post-1986 Nondeferred Deposits
(f) Matured Post-1986 Nondeferred Deposits
(g) Pre-1987 Nondeferred Deposits
Each loan is secured by an assignment of the Participant's entire
right, title and interest in and to the Trust Fund to the extent of
the loan and accrued interest thereon (See Note 1. SUMMARY OF THE
PLAN - Loan Provisions).
Interfund Transfers -- ESOP Fund to Thrift Account
Participants are permitted to transfer all, but not less than all, shares of
Enterprise Common Stock from their ESOP Funds to their Thrift Accounts. To
effect such transfers, the Trustee will sell the shares of Enterprise Common
Stock held in the ESOP Fund and invest the proceeds in the Thrift Account Funds
designated by the Participant. The cash value of each share of Enterprise Common
Stock transferred will be equal to the price per share of Enterprise Common
Stock actually received by the Trustee. Any such transfer is treated as a
rollover contribution.
Holding Account
The Holding Account is a vehicle to record the transactions either from one
investment Fund to another investment Fund or from an investment Fund to an
outside source. Daily balances which remain in the Holding Account are
temporarily invested in short-term, liquid investments until disbursement.
Activity within the Holding Account includes inflows and outflows of cash
related to investment Fund transfers, Deposits, Employer Contributions,
withdrawals, receipts of dividends and interest, expenses incurred in connection
with the administration of the Plan, benefit payments and loan transactions.
Vesting
Employer Contributions to a Participant's Thrift Account are immediately vested
upon a Participant's completion of five years of service with the Employer or
when a Participant is eligible for retirement, disabled, laid off or dies. A
Participant who was formerly a participant in the U.S. Energy Partners 401 (K)
Plan (which was merged into the Plan in 1996), will become vested in the value
of his or her U.S. Energy Partners Employer Contribution Sub-account according
to the following schedule:
Years of Service Vested Percentage
---------------- -----------------
Less than one 0%
One 20%
Two 40%
Three 60%
Four 80%
Five or More 100%
All amounts credited to a Participant's ESOP Fund are fully vested.
Penalties Upon Withdrawal
If a Participant withdraws vested Employer Contributions and/or Deposits before
they have been in the Plan for twenty-four months, such Participant will lose
the matching Employer Contributions on Deposits made during the subsequent three
months. Distributions to Participants electing to withdraw Nondeferred Deposits
and Employer Contributions are made as soon as practicable after such elections
are received by the Plan's Record Keeper. Nondeferred Deposits may be withdrawn
at any time but certain penalties may apply. Deferred Deposits may not be
withdrawn during employment prior to age 59-1/2 except for reasons of
extraordinary financial hardship and to the extent permitted by the IRC
(hardship withdrawals). Distributions to Participants of approved hardship
withdrawals are made as soon as practicable after such approval.
Rights Upon Termination
The Company expects and intends to continue the Plan indefinitely, but has
reserved the right to amend, suspend or terminate the Plan at any time. In the
event of termination of the Plan, the net assets of the Plan would be
distributed to the Participants based on the balances in their individual
accounts at the date of termination.
3. INVESTMENTS
The financial statements of the Plan include the following:
A. Thrift Account Investment Funds
(1) The assets of the Stable Value Fund are invested in GICs and similar
investment instruments issued by insurance companies or other financial
institutions which contractually provide for a guarantee of principal
and interest for the respective contract periods. Effective October
1997, PRIMCO Capital Management was hired to manage the assets of the
Stable Value Fund. All contract values approximate fair values.
The following Traditional GICs are continuing in effect:
(i)A five year contract with Provident National Assurance Company, with
an additional guarantee on the timely payment of principal and
interest issued by MBIA, expiring December 31, 1998, effective
interest rate of 5.63%, contract value of $19,969,859;
(ii) A five year and a four and one-half year contract with Metropolitan
Life Insurance Company, expiring June 30, 1998 and December 31, 1999,
respectively, effective interest rates of 5.70% and 8.17%,
respectively, contract values of $6,179,241 and $14,905,431,
respectively;
(iii) A five year contract with Allstate Life Insurance Company,
expiring June 30, 1998, effective interest rate of 6.00%, contract
value of $19,473,824;
(iv) A five year contract with the Principal Mutual Life Insurance
Company, expiring on December 31, 1999, effective interest rate of
8.15%, contract value of $16,437,546;
(v)A five year contract with First Allmerica Financial Life Insurance
Company, formerly known as State Mutual Life Insurance Company,
expiring January 4, 1999, effective interest rate of 5.66%, contract
value of $19,932,689; and
(vi) A five year contract with New York Life Insurance Company, expiring
June 30, 1999, effective interest rate of 7.07%, contract value of
$33,528,128.
The following Synthetic GICs are continuing in effect:
(i)An open-ended contract with J.P. Morgan as the book value wrapper
and Pacific Investment Management Company managing the underlying
portfolio providing an effective crediting rate, as of December 31,
1997, of 7.19% and a contract value of $38,140,916. The crediting
rate for the Synthetic GIC effective January 1, 1998 through March
31, 1998 was 7.32%.
(ii) An open-ended contract with The Chase Manhattan Bank as the book
value wrapper and Seix Investment Advisors managing the underlying
portfolio providing an effective crediting rate as of December 31,
1997 of 6.94% and a contract value of $16,507,633. The crediting rate
effective March 31, 1998 was 7.03%.
(iii) A five year floating-rate contract with Caisse des Depots,
expiring November 26, 2002, effective crediting rate as of December
31, 1997 of 5.95%, contract value of $2,020,012. The crediting rate
effective March 31, 1998 was 5.62%.
(2) The assets of the Enterprise Common Stock Fund are invested in
Enterprise Common Stock.
(3) Effective September 1997, the assets of the Large Company Stock Index
Fund are invested in the capital stock of Vanguard Institutional Index
Fund ("Stock Index Equities Fund"), a no-load mutual fund managed by The
Vanguard Group, Inc. The prospectus for the Stock Equities Index Fund
indicates that such fund seeks to replicate the investment performance
of the Standard and Poor's 500 Composite Stock Price Index. Prior to
September 1997, the assets of the Large Company Stock Index Fund were
invested in the Bankers Trust Institutional Equity 500 Index Fund
managed by Bankers Trust Company.
(4) The assets of the Intermediate Government Securities Fund are invested
in the capital stock of the Delaware-Voyageur U.S. Government Securities
Fund ("Delaware-Voyageur U.S. Government Securities Fund"), an open-end
diversified mutual fund managed by the Delaware Management Company, Inc.
The prospectus for the Delaware-Voyageur U.S. Government Securities Fund
indicates that such fund invests primarily in U.S. Treasury bills,
notes, bonds and other obligations issued or unconditionally guaranteed
by the U.S. Government, or otherwise backed by the full faith and credit
of the U.S. Government, and repurchase agreements fully secured by such
obligations.
(5) The assets of the International Stock Fund are invested in the capital
stock of T. Rowe Price International Funds Inc. ("T. Rowe Price
International Stock Fund"), a no-load, open-ended investment company or
mutual fund managed by Rowe Price-Fleming International, Inc. The
prospectus for the T. Rowe Price International Stock Fund indicates that
such fund invests primarily in common stocks of established, non-U.S.
companies.
(6) The assets of the Mid/Small Company Stock Fund are invested in the
capital stock of the Putnam Vista Fund, an open-ended, investment
company managed by Putnam Investment Management, Inc. The prospectus for
the Putnam Vista Fund indicates that such fund invests in a diversified
portfolio of common stocks which may include widely-traded common stocks
of larger companies as well as common stocks of smaller, less well-known
companies.
(7) The assets of the Conservative Pre-Mix Portfolio are invested in
specific percentages within a mix of five existing Plan investment
Funds: 40% Stable Value Fund, 20% Intermediate Government Securities
Fund, 20% Large Company Stock Index Fund, 10% International Stock Fund,
and 10% Mid/Small Company Stock Fund. Every quarter the Trustee
re-aligns this portfolio to match its conservative (risk and return)
investment strategy of 60% in bonds and 40% in stocks.
(8) The assets of the Moderate Pre-Mix Portfolio are invested in specific
percentages within a mix of five existing Plan investment Funds: 25%
Large Company Stock Index Fund, 20% Stable Value Fund, 20% International
Stock Fund, 20% Intermediate Government Securities Fund, and 15%
Mid/Small Company Stock Fund. Every quarter the trustee re-aligns this
portfolio to match its moderate (risk and return) investment strategy of
60% in stocks and 40% in bonds.
(9) The assets of the Aggressive Pre-Mix Portfolio are invested in
specific percentages within a mix of four existing Plan investment
Funds: 30% Large Company Stock Index Fund, 25% International Stock Fund,
25% Mid/Small Company Stock Fund, and 20% Intermediate Government
Securities Fund. Every quarter the Trustee re-aligns this portfolio to
match its aggressive (risk and return) investment strategy of 80% in
stocks and 20% in bonds.
B. ESOP Fund
Shares of Enterprise Common Stock held as assets of the Plan's ESOP Fund
were transferred to the Plan in 1988 as a result of the spin-off and
merger with the Plan of the non-bargaining unit portions of PSE&G's former
TRASOP and PAYSOP. No additional contributions to or transfers into the
ESOP Fund are presently permitted or were allowed during 1997.
C. PARTICIPANTS
Participants
As of December 31,
------------------
1997 1996
----- -----
Total Plan Participants 6,231 6,156
Participants by Fund
Stable Value Fund 3,471 3,914
Enterprise Common Stock Fund 3,900 2,099
Large Company Stock Index Fund 2,886 2,622
Intermediate Government Securities Fund 677 749
International Stock Fund 1,473 1,495
Mid/Small Company Stock Fund (1) 1,543 1,091
Conservative Pre-Mix Portfolio (1) 570 435
Moderate Pre-Mix Portfolio (1) 1,138 930
Aggressive Pre-Mix Portfolio (1) 1,374 1,045
ESOP Fund 482 559
- -------------------------------------------
(1) New Investment Option in 1996.
4. INVESTMENT OF THE PLAN AND SAVINGS PLAN IN THE MASTER TRUST
Since January 1, 1996, the Plan's investments have been included in the Master
Trust which was established for the investment of assets of all of the Company's
qualified retirement plans including the Plan and the Savings Plan. The
following tables present the fair values of and the investment income recognized
by the investments of the Plan and Savings Plan in the Master Trust as of and
for the periods ending December 31, 1997 and 1996. As of December 31, 1997 and
1996, the Plan's interest in such assets of the Master Trust were approximately
65% and 63%, respectively.
December 31,
------------
1997 1996
---- ----
Investments at fair value:
Participant Loans $ 23,576,663 $ 22,451,539
Cash and Cash equivalents 47,743,519 41,413,758
Common Stock of Public
Service Enterprise Group 92,087,265 75,274,227
Mutual Funds 326,616,013 218,696,575
Guaranteed Insurance Contracts 279,675,584 308,079,794
------------ -------------
$769,699,044 $665,915,893
============ =============
December 31,
------------
1997 1996
---- ----
Investment income recognized:
Net appreciation in fair value of
Mutual Funds* $ 57,823,392 $32,523,112
Net appreciation/(depreciation) in
fair value of Common Stock
of Enterprise 14,876,883 (11,569,069)
Interest from Mutual Funds 864,144 45,265
Interest from Common Stock of
Enterprise Funds 319,066 154,745
Interest from Guaranteed Insurance
Contracts 20,956,370 20,845,795
Dividends from Common Stock of
Enterprise 5,268,123 6,676,501
------------ ------------
$100,107,978 $48,676,349
============ ============
* Includes Dividends earned from Mutual Funds.
5. UNIT VALUE INFORMATION -- THRIFT ACCOUNT INVESTMENT FUNDS
Unit values of the Investment Funds are determined at the end of each business
day (Valuation Date) by dividing the market value of net assets available for
benefits by the number of units allocated to all Participants as of the
respective Valuation Date.
New units are allocated to each Participant's Thrift Account at the end of each
business day by dividing Deposits made by, or on behalf of, such Participant for
such business day and the related Employer Contributions, if any, together with
repayment of the principal amount of any loan to the Participant's Thrift
Account, including interest paid thereon, by the unit value determined as of the
end of the Valuation Date. If a Participant makes a transfer between Investment
Funds, makes a withdrawal, receives a distribution or a loan or makes a rollover
contribution, the amount so transferred, withdrawn, distributed, loaned or
rolled over is also determined by the unit value of each Investment Fund as of
the applicable Valuation Date for such transaction. The unit information of
investments by Investment Fund as of the last business day of each year is as
follows:
Unit Value
Investment Fund Year (Dollars) Number of Units
--------------- ---- ----------- ---------------
Stable Value Fund 1997 $12.924276 16,460,772.072
1996 $12.154370 19,100,248.073
Enterprise Common Stock 1997 $11.554155 4,205,196.717
Fund 1996 $ 9.916231 4,264,794.978
Large Company Stock Index 1997 $15.509003 6,980,962.781
Fund 1996 $11.659470 6,461,508.254
Intermediate Govt. 1997 $11.443806 480,811.817
Securities Fund 1996 $10.507339 514,736.944
International Stock Fund 1997 $11.238976 1,654,907.492
1996 $10.966759 1,798,940.875
Mid/Small Company Stock 1997 $12.276519 2,391,686.365
Fund (1) 1996 $ 9.984863 1,539,071.772
Conservative Pre-Mix 1997 $11.704520 1,149,315.207
Portfolio (1) 1996 $10.316256 817,968.831
Moderate Pre-Mix 1997 $11.945299 2,312,428.641
Portfolio (1) 1996 $10.369822 1,939,070.825
Aggressive Pre-Mix 1997 $12.264464 1,834,582.656
Portfolio (1) 1996 $10.399420 1,364,886.881
- -----------------------------
(1) New Investment Option in 1996.
ESOP FUND VALUATION
Enterprise Common Stock share value is determined by using the closing market
price on the New York Stock Exchange as reported in the Wall Street Journal as
Composite Transactions. If a Participant withdraws shares, the shares are, at
the Participant's election, either distributed to such Participant or sold by
the Trustee and the proceeds, net of commissions and taxes, are distributed to
the Participant.
The ESOP Fund information as of the last business day of each year is as
follows:
Year Price per share Number of shares
---- --------------- ----------------
1997 $31.6875 167,002
1996 $27.2500 195,947
6. FEDERAL INCOME TAXES
The Company believes that the Plan and its related Trust including the portions
of the former TRASOP and PAYSOP applicable to non-bargaining unit Participants,
which portions were spun-off and merged with the Plan effective January 1, 1988,
are qualified under Sections 401(a) and 501(a) of the IRC and, as such, the Plan
is exempt from taxation on its earnings. A determination letter to such effect,
dated April 8, 1998, was obtained from the Internal Revenue Service.
Participants are not taxed on Deferred Deposits, Employer Contributions or on
the earnings credited to their Thrift Account Fund, until distribution of such
amounts from the Plan.
7. COMPLIANCE WITH ERISA
The Plan is generally subject to the provisions of Titles I and II of ERISA,
including the provisions with respect to reporting, disclosure, participation,
vesting and fiduciary responsibility. However, it is not subject to the funding
requirements of Title I and benefits under the Plan are not guaranteed by the
Pension Benefit Guarantee Corporation under Title IV of ERISA.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the Plan) have duly caused this annual
report to be signed by the undersigned thereunto duly authorized.
Public Service Electric and Gas Company
Thrift and Tax-Deferred Savings Plan
-----------------------------------------
(Name of Plan)
By: M. PETER MELLETT
-----------------------------
M. Peter Mellett
Chairman of Employee
Benefits Committee
Date: June 23, 1998
EXHIBIT INDEX
Exhibit Number
1 Public Service Electric and Gas Company Thrift and Tax-Deferred Savings
Plan, amended effective August 11, 1997.
2 Independent Auditors' Consent