1
Exhibit (99)-1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
------------------------
Financial statements and schedules furnished in lieu of the
FORM 11-K
Annual Report
Pursuant to Rule 15d-21 under the
Securities Exchange Act of 1934
------------------------
For the fiscal year ended December 31, 1994
A. Full title of the Plan and the address of the Plan, if different
from that of the issuer named below:
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
B. Name of issuer of the securities held pursuant to the Plan and
the address of its principal executive office:
WISCONSIN ENERGY CORPORATION
231 West Michigan Street
P.O. Box 2949
Milwaukee, Wisconsin 53201
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Administrator has duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
--------------------------------
Name of Plan
June 23, 1995 By /s/ J. H. Goetsch
--------------------------------
J. H. Goetsch, Administrator
- 2 -
3
REPORT OF INDEPENDENT ACCOUNTANTS
---------------------------------
To the Participants and
Plan Administrator of the
Wisconsin Electric Power Company
Management Employee Savings Plan
In our opinion, the accompanying statements of net assets available for
benefits and the related statements of changes in net assets available for
benefits present fairly, in all material respects, the net assets available for
benefits of the Wisconsin Electric Power Company Management Employee Savings
Plan (the "Plan") at 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. These financial statements are the
responsibility of the plan's administrator; our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with generally accepted auditing
standards which 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, assessing
the accounting principles used and significant estimates made by the plan
administrator, and evaluating the overall financial statement presentation. We
believe that our audits provide a reasonable basis for the opinion expressed
above.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The additional information included in
Schedule I and Schedule II 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 fund information in the statements of net assets
available for benefits and the statements of changes in net assets available
for benefits is presented for purposes of additional analysis rather than to
present the net assets available for plan benefits and changes in net assets
available for plan benefits of each fund. The supplemental schedules and fund
information have been subjected to the auditing procedures applied in the audit
of the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
/s/ Price Waterhouse LLP
- ------------------------
PRICE WATERHOUSE LLP
Milwaukee, Wisconsin
June 23, 1995
- 3 -
4
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1994
(Page 1 of 2)
--------------------------------------------------------------------------------
Fidelity
WEC Fidelity Fidelity U.S. Equity
Blended Rate Common Equity Growth Index Fidelity
Income Stock Income Company Commingled Balanced
Fund Fund Fund Fund Pool Fund
------------ ----------- ----------- ---------- ----------- ----------
Investments, at market
(Note 1):
Group annuity contracts $30,423,831
Mutual and pooled funds $44,450,365 $14,297,291 $8,733,480 $6,677,743 $2,852,760
Receivables:
Loans receivable from
MESP participants
Cash 579,745 427,596
----------- ----------- ----------- ---------- ---------- ----------
Net assets available
for benefits $31,003,576 $44,877,961 $14,297,291 $8,733,480 $6,677,743 $2,852,760
=========== =========== =========== ========== ========== ==========
<FN>
The accompanying notes are an integral part of the financial statements.
- 4 -
5
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
(Continued)
December 31, 1994
(Page 2 of 2)
-----------------------------------------------------------------
Fidelity
Retirement
Government Fidelity
Money U.S. Bond Fidelity Fidelity
Market Index Overseas Loan
Portfolio Portfolio Fund Fund Total
------------- --------- ---------- ------------ -----------
Investments, at market
(Note 1):
Group annuity contracts $ 30,423,831
Mutual and pooled funds $ 1,150,988 $903,584 $3,183,746 82,249,957
Receivables:
Loans receivable from
MESP participants $2,322,706 2,322,706
Cash 1,007,341
----------- --------- ---------- ------------ ------------
Net assets available
for benefits $1,150,988 $903,584 $3,183,746 $2,322,706 $116,003,835
=========== ========= ========== ============ ============
<FN>
The accompanying notes are an integral part of the financial statements.
- 5 -
6
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, 1993
(Page 1 of 2)
--------------------------------------------------------------------------------
Fidelity
WEC Fidelity Fidelity U.S. Equity
Blended Rate Common Equity Growth Index Fidelity
Income Stock Income Company Commingled Balanced
Fund Fund Fund Fund Pool Fund
------------ ----------- ----------- ---------- ----------- ----------
Investments, at market
(Note 1):
Group annuity contracts $23,278,396
Mutual and pooled funds $11,210,627 $12,532,069 $7,648,712 $6,653,930 $2,304,836
Receivables:
Loans receivable from
MESP participants
Cash 3,924,933 180,285
----------- ----------- ----------- ---------- ---------- ----------
Net assets available
for benefits $27,203,329 $11,390,912 $12,532,069 $7,648,712 $6,653,930 $2,304,836
=========== =========== =========== ========== ========== ==========
<FN>
The accompanying notes are an integral part of the financial statements.
- 6 -
7
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
(Continued)
December 31, 1993
(Page 2 of 2)
---------------------------------------------------------------
Fidelity
Retirement
Government Fidelity
Money U.S. Bond Fidelity Fidelity
Market Index Overseas Loan
Portfolio Portfolio Fund Fund Total
------------- --------- ---------- ------------ -----------
Investments, at market
(Note 1):
Group annuity contracts $23,278,396
Mutual and pooled funds $956,575 $979,994 $1,608,917 43,895,660
Receivables:
Loans receivable from
MESP participants $2,431,122 2,431,122
Cash 4,105,218
----------- --------- ---------- ------------ -----------
Net assets available
for benefits $956,575 $979,994 $1,608,917 $2,431,122 $73,710,396
=========== ========= ========== ============ ===========
<FN>
The accompanying notes are an integral part of the financial statements.
- 7 -
8
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
For the Year Ended December 31, 1994
(Page 1 of 2)
--------------------------------------------------------------------------------------------
Fidelity
WEC Fidelity Fidelity U.S. Equity
Blended Rate Common Equity Growth Index Fidelity
Income Stock Income Company Commingled Balanced
Fund Fund Fund Fund Pool Fund
------------ ------------ ------------- ---------- ------------ ----------
Sources of net assets:
Investment income:
Interest and dividends $1,967,034 $435,136 $1,318,986 $339,386 $ 84,367
Net realized gain (loss)
on dispositions (205,032) (40,762) (38,580) $ 6,213 (24,677)
Unrealized appreciation
(depreciation) 236,813 (1,236,757) (473,836) 95,091 (205,535)
Contributions:
Employee 1,590,801 1,033,342 1,206,768 1,138,713 599,418 383,895
Employer matching 2,143,773
Plan transfers in 189,840 33,088,127 217,743 179,146 75,517 99,732
Loans repaid (principal
and interest) 434,422 235,161 251,361 178,639 138,679 41,462
----------- ----------- ------------ ---------- ---------- ----------
4,182,097 36,967,320 1,717,339 1,323,468 914,918 379,244
----------- ----------- ------------ ---------- ---------- ----------
Application of net assets:
Participant withdrawals (824,222) (588,786) (486,956) (286,154) (295,503) (110,138)
Loans issued (398,344) (209,342) (225,038) (137,153) (103,788) (32,341)
----------- ----------- ------------ ---------- ---------- ----------
(1,222,566) (798,128) (711,994) (423,307) (399,291) (142,479)
----------- ----------- ------------ ---------- ---------- ----------
Participant reallocations 840,716 (2,682,143) 759,877 184,607 (491,814) 311,159
----------- ----------- ------------ ---------- ---------- ----------
Increase (decrease) in net
assets during the year 3,800,247 33,487,049 1,765,222 1,084,768 23,813 547,924
Net assets available for
benefits, beginning
of the year 27,203,329 11,390,912 12,532,069 7,648,712 6,653,930 2,304,836
----------- ----------- ------------ ---------- ---------- ----------
Net assets available for
benefits, end of the year $31,003,576 $44,877,961 $14,297,291 $8,733,480 $6,677,743 $2,852,760
=========== =========== ============ ========== ========== ==========
<FN>
The accompanying notes are an integral part of the financial statements.
- 8 -
9
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(Continued)
For the Year Ended December 31, 1994
(Page 2 of 2)
--------------------------------------------------------------------------
Fidelity
Retirement
Government Fidelity
Money U.S. Bond Fidelity Fidelity
Market Index Overseas Loan
Portfolio Portfolio Fund Fund Total
---------- ----------- --------- ---------- ------------
Sources of net assets:
Investment income:
Interest and dividends $ 41,508 $ 69,311 $ 52,975 $ 150,824 $4,459,527
Net realized gain (loss)
on dispositions (23,200) 29,820 (296,218)
Unrealized appreciation
(depreciation) (72,286) (100,054) (1,756,564)
Contributions:
Employee 99,916 152,027 390,178 6,595,058
Employer matching 2,143,773
Plan transfers in 31,921 64,524 111,010 18,000 34,075,560
Loans repaid (principal
and interest) 19,876 13,133 64,639 (1,377,372) 0
---------- ----------- ---------- ---------- ------------
193,221 203,509 548,568 (1,208,548) 45,221,136
---------- ----------- ---------- ---------- ------------
Application of net assets:
Participant withdrawals (53,293) (80,075) (91,238) (111,332) (2,927,697)
Loans issued (12,865) (19,694) (72,899) 1,211,464 0
---------- ----------- ---------- ---------- ------------
(66,158) (99,769) (164,137) 1,100,132 (2,927,697)
---------- ----------- ---------- ---------- ------------
Participant reallocations 67,350 (180,150) 1,190,398 0
---------- ----------- ---------- ---------- ------------
Increase (decrease) in net
assets during the year 194,413 (76,410) 1,574,829 (108,416) 42,293,439
Net assets available for
benefits, beginning
of the year 956,575 979,994 1,608,917 2,431,122 73,710,396
---------- ----------- ---------- ---------- ------------
Net assets available for
benefits, end of the year $1,150,988 $903,584 $3,183,746 $2,322,706 $116,003,835
=========== =========== ========== ========== ============
<FN>
The accompanying notes are an integral part of the financial statements.
- 9 -
10
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
For the Year Ended December 31, 1993
(Page 1 of 2)
--------------------------------------------------------------------------------------------
Fidelity
WEC Fidelity Fidelity U.S. Equity
Blended Rate Common Equity Growth Index Fidelity
Income Stock Income Company Commingled Balanced
Fund Fund Fund Fund Pool Fund
------------ ------------ ------------- ---------- ------------ ----------
Sources of net assets:
Investment income:
Interest and dividends $1,914,011 $481,926 $430,928 $680,464 $153,192
Net realized gain (loss)
on dispositions 163,425 123,789 47,753 $63,142 2,954
Unrealized appreciation
(depreciation) 194,005 1,436,466 28,609 551,331 529
Contributions:
Employee 2,181,857 1,346,964 1,232,340 954,788 766,408 261,212
Employer matching 2,410,028
Plan transfers in 140,322 60,253 23,744 14,703 17,100 1,061
Loans repaid (principal
and interest) 447,661 246,337 176,222 102,963 107,240 48,620
Other 10,294 8,937 16,271 24,161 10,169 5,738
----------- ----------- ------------ ---------- ---------- ----------
4,694,145 4,911,875 3,439,760 1,853,441 1,515,390 473,306
----------- ----------- ------------ ---------- ---------- ----------
Application of net assets:
Participant withdrawals (703,900) (257,650) (100,554) (8,845) (20,736) (24,154)
Loans issued (617,056) (339,404) (264,758) (99,673) (137,138) (31,687)
----------- ----------- ------------ ---------- ---------- ----------
(1,320,956) (597,054) (365,312) (108,518) (157,874) (55,841)
----------- ----------- ------------ ---------- ---------- ----------
Participant reallocations (2,082,638) (1,358,317) 979,489 4,409,988 (1,334,858) 1,887,371
----------- ----------- ------------ ---------- ---------- ----------
Increase (decrease) in net
assets during the year 1,290,551 2,956,504 4,053,937 6,154,911 22,658 2,304,836
Net assets available for
benefits, beginning
of the year 25,912,778 8,434,408 8,478,132 1,493,801 6,631,272 0
----------- ----------- ------------ ---------- ---------- ----------
Net assets available for
benefits, end of the year $27,203,329 $11,390,912 $12,532,069 $7,648,712 $6,653,930 $2,304,836
=========== =========== ============ ========== ========== ==========
<FN>
The accompanying notes are an integral part of the financial statements.
- 10 -
11
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(Continued)
For the Year Ended December 31, 1993
(Page 2 of 2)
----------------------------------------------------------------------------------------
Fidelity
Retirement
Government Fidelity 20th Century
Money U.S. Bond Fidelity Fidelity Growth
Market Index Overseas Loan Investors
Portfolio Portfolio Fund Fund Fund Total
---------- ----------- --------- ---------- ----------- -----------
Sources of net assets:
Investment income:
Interest and dividends $ 18,652 $ 68,647 $ 22,437 $ 169,029 $ 76,617 $4,015,903
Net realized gain (loss)
on dispositions 5,108 7,143 (207,327) 205,987
Unrealized appreciation
(depreciation) 8,830 156,119 2,375,889
Contributions:
Employee 138,793 164,669 161,231 320,114 7,528,376
Employer matching 2,410,028
Plan transfers in 118 3,107 5 16,780 277,193
Loans repaid (principal
and interest) 48,544 10,241 17,657 (1,255,736) 50,251 0
Other 6,493 1,707 3,686 87,456
---------- ----------- --------- ---------- ----------- -----------
212,600 262,309 368,278 (1,086,707) 256,435 16,900,832
---------- ----------- --------- ---------- ----------- -----------
Application of net assets:
Participant withdrawals (6,695) (26,014) (14,226) (1,162,774)
Loans issued (14,768) (24,143) (11,750) 1,591,495 (51,118) 0
---------- ----------- --------- ---------- ----------- -----------
(21,463) (50,157) (11,750) 1,591,495 (65,344) (1,162,774)
---------- ----------- --------- ---------- ----------- -----------
Participant reallocations 765,438 767,842 1,252,389 (5,286,704) 0
---------- ----------- --------- ---------- ----------- -----------
Increase (decrease) in net
assets during the year 956,575 979,994 1,608,917 504,788 (5,095,613) 15,738,058
Net assets available for
benefits, beginning
of the year 0 0 0 1,926,334 5,095,613 57,972,338
---------- ----------- --------- ---------- ----------- -----------
Net assets available for
benefits, end of the year $956,575 $979,994 $1,608,917 $2,431,122 $0 $73,710,396
=========== =========== ========= ========== =========== ===========
<FN>
The accompanying notes are an integral part of the financial statements.
- 11 -
12
WISCONSIN ELECTRIC POWER COMPANY
MANAGEMENT EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - DESCRIPTION OF THE PLAN
- --------------------------------
Effective January 1, 1984, Wisconsin Electric Power Company ("WE") and
Wisconsin Natural Gas Company ("WN") initiated the Management Employee Savings
Plan ("MESP" or "Plan"). The Plan was amended effective January 1, 1987 to
name Wisconsin Energy Corporation ("WEC") as an affiliated company. This
permitted management employees of WEC and joint employees to participate in the
Plan. Hereinafter, the term "Company" includes, where appropriate, WEC, WE,
and WN. Under the Plan, eligible employees were allowed to save up to 15% of
their base salary during 1994, up to a maximum of $9,420 ($8,994 in 1993),
through regular payroll deductions. These savings contributions were placed
directly into the individuals' MESP accounts as investments rather than paid in
the form of salaries. Savings contributions to the Plan are made on a tax-
deferred basis. In addition, investment earnings on those savings are not
taxed while such amounts accumulate in the Plan. The Plan offers participants
the flexibility of changing savings percentage rates monthly and allocations of
savings between investment funds daily, and the option to suspend savings at
any time.
Effective January 1, 1992, the Company began matching employee contributions at
50% of contributions up to 6% of base salary. The maximum Company matching
contribution is 3% of each participant's base salary. The Company's
contribution is placed directly into the WEC Common Stock Fund. Participants
are immediately vested in the Company contributions.
Fidelity Investments is the investment provider, recordkeeper and trustee for
the Plan.
Following is a description of certain other key aspects of the Plan:
Participation -
- ------------- Company management employees (including those on the biweekly
non-represented payroll) that have reached age 25 and are classified as regular
employees or those having completed one year of service are eligible to
participate in the Plan. A year of service represents a twelve-month period
during which an employee has completed 1,000 hours of service.
Investment Alternatives -
- ----------------------- Participant contributions may be made to one or more
of the following investment funds:
- Blended Rate Income Fund - This fund invests in a series of guaranteed
income contracts from insurance companies or financial institutions in
order to provide a blended rate of return with a low risk to principal.
- 12 -
13
- WEC Common Stock Fund - This fund invests in Wisconsin Energy
Corporation common stock.
- Fidelity Equity Income Fund - This fund invests in securities with
above-average yields and with some potential for future investment
growth.
- Fidelity Growth Company Fund - This fund invests primarily in common
stocks and securities convertible into common stocks seeking long-term
capital appreciation.
- Fidelity U.S. Equity Index Commingled Pool - This fund attempts to
provide results corresponding to the total return performance of a broad
number of common stocks publicly traded in the United States, by
approximating the composition and total return of the Standard & Poor's
500-stock index.
- Fidelity Balanced Fund - This fund invests primarily in investment-grade
or higher bonds, and other high-yielding securities, including foreign
and domestic stocks. The fund seeks as much income as possible while
preserving capital.
- Fidelity Retirement Government Money Market Portfolio - This fund invests
in obligations issued or guaranteed as to principal and interest by the
U.S. government, its agencies and instrumentalities. The portfolio seeks
a high level of current income while preserving the principal of its
investors.
- Fidelity U.S. Bond Index Portfolio - This fund tries to balance its
investments in U.S. government, corporate, mortgage and income securities
in the same proportion as their representation in the Lehman Brothers
Aggregate Bond Index, a U.S. investment-grade, fixed-income index
comprising approximately 6,500 securities.
- Fidelity Overseas Fund - This fund invests primarily in foreign
securities. The fund seeks long-term capital appreciation.
- 20th Century Growth Investors Fund - This fund invests primarily in
common stocks with an above-average potential for future investment
growth. This fund was discontinued as an investment option as of
July 1, 1993.
The value of participant investments in the Blended Rate Income Fund grows
through interest earnings at negotiated interest rates, while investment growth
in mutual funds results from dividends plus a net increase (decrease) in the
market value of securities in the fund.
Participant Withdrawals and Terminations -
- ---------------------------------------- The full value of a participant's
MESP account is distributed through a lump-sum cash payment to the employee or
his beneficiary upon retirement, termination of employment or death, for
account balances less than $3,500. Distributions of participant account
balances greater than $3,500 are based on participant elections in accordance
with the Plan provisions.
- 13 -
14
As the Plan is primarily designed to meet long-term financial needs, employees
may permanently withdraw amounts from their accounts only under the terms of
the Plan's financial hardship withdrawal guidelines.
Amounts paid from MESP accounts are subject to federal income tax upon
distribution.
Loans -
- ----- Loans may be requested by Plan participants in amounts up to 50% of
their Plan accounts. Loans are repayable monthly over periods not to exceed 5
years. The interest rate charged on participant loans is fixed at the
beginning of each loan at prime rate at Firstar Bank plus 1%.
Duration of the Plan -
- -------------------- The Company expects to continue the Plan indefinitely.
The Company reserves the right to terminate, modify, alter or amend the Plan or
any trust agreement thereunder including any amendment deemed necessary to
qualify or to ensure the continued qualification of the Plan under applicable
Federal and State laws.
Federal Income Tax Status -
- ------------------------- The Internal Revenue Service has issued a favorable
determination letter as to the tax exempt status of both the Plan and the trust
under the Internal Revenue Code (IRC) and accordingly, the Plan and trust are
exempt from federal income taxes. A new determination letter has been
requested for the Plan as currently in effect.
Administration -
- -------------- The MESP is administered by the Vice President and Corporate
Secretary of WEC who is the Plan Administrator.
NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES
- ----------------------------------------
Accounting Method -
- ----------------- The Plan's financial statements are prepared on the accrual
basis of accounting.
Investment Valuation -
- -------------------- Investments are stated at market value based on the
quoted net asset values on the last business day of the Plan year. Guaranteed
income contracts are stated at cost, which approximates market value. Interest
earned is immediately reinvested in the contracts.
Income Recognition -
- ------------------ Assets are shown at market value and the Statement of
Changes in Net Assets Available for Benefits includes recognition of net
unrealized appreciation or depreciation for the year on assets held at year-
end. Net unrealized appreciation or depreciation of investments fluctuates
based upon the market price of investments held.
Realized gains and losses are calculated in accordance with the Department of
Labor regulations. Under these regulations, realized gains and losses are
calculated as sale proceeds less the carrying value of the investment at the
beginning of the year or acquisition cost if acquired during the year. The
carrying value of the investment is calculated at each year-end, whereby the
original cost of the investment is adjusted to market value.
- 14 -
15
Expenses of the Plan -
- -------------------- A trustee is utilized in conjunction with the operations
of the Plan; all related administrative expenses are paid by the Company.
NOTE 3 - BENEFIT OBLIGATIONS PAYABLE
- ------------------------------------
Amounts payable to terminated employees at December 31, 1994 and 1993 were not
significant.
NOTE 4 - PLAN TRANSFERS
- -----------------------
On September 21, 1994, the Wisconsin Energy Corporation Tax Reduction Act Stock
Ownership Plan ("TRASOP") was effectively terminated. Participants were
allowed a number of options with respect to their account balances, including
the rollover of eligible common stock to the MESP. Included within Plan
transfers in on the Statement of Changes in Net Assets Available for Benefits
for the year ended December 31, 1994 is $32,854,902 related to the TRASOP
rollovers. Plan transfers in also include $622,874 from the Wisconsin Electric
Power Company Represented Employee Savings Plan ("RESP"), $538,019 from a
merged Wisconsin Southern Gas Company, Inc. ("Wisconsin Southern") savings plan
and $59,765 in miscellaneous receipts. Wisconsin Southern was merged into WN
effective January 1, 1994.
Plan transfers in for the year ended December 31, 1993 were comprised entirely
of transfers from the RESP.
- 15 -
16
WISCONSIN ELECTRIC POWER COMPANY
--------------------------------
MANAGEMENT EMPLOYEE SAVINGS PLAN
--------------------------------
I. ITEM 27a - Schedule of Assets Held for Investment
----------------------------------------------------
As of December 31, 1994
-----------------------
(a) (b) (c) (d) (e)
Description of investment including
Identity of issue, borrower, maturity date, rate of interest,
lessor, or similar party collateral, par or maturity value Cost Current Value
- ------ ---------------------------------------------- ------------------------------------- ------------- -------------
Blended Rate Income Fund:
Hartford Life Insurance Company Guaranteed investment contract, 8.44% $ 8,538,388 $ 8,538,388
Metropolitan Life Insurance Company (#12634) Guaranteed investment contract, 8.14% 2,570,611 2,570,611
Metropolitan Life Insurance Company (#12138) Guaranteed investment contract, 8.40% 2,262,364 2,262,364
Provident Life and Accident Insurance Company Guaranteed investment contract, 7.04% 4,818,053 4,818,053
The Prudential Insurance Company Guaranteed investment contract, 5.94% 2,531,880 2,531,880
SunLife of Canada Guaranteed investment contract, 6.60% 2,623,402 2,623,402
Pacific Mutual Life Insurance Company Guaranteed investment contract, 5.07% 3,636,630 3,636,630
Peoples Security Life Insurance Company Guaranteed investment contract, 7.09% 3,442,503 3,442,503
----------- -----------
$30,423,831 $30,423,831
=========== ===========
* WEC Common Stock Fund Mutual/pooled fund $27,177,073 $44,877,961
Fidelity Equity Income Fund Mutual/pooled fund $13,877,238 $14,297,291
Fidelity Growth Company Fund Mutual/pooled fund $ 9,127,414 $ 8,733,480
Fidelity U.S. Equity Index Commingled Pool Mutual/pooled fund $ 5,919,590 $ 6,677,743
Fidelity Balanced Fund Mutual/pooled fund $ 3,058,444 $ 2,852,760
Fidelity Retirement Government Money Market
Portfolio Mutual/pooled fund $ 1,150,988 $ 1,150,988
Fidelity U.S. Bond Index Portfolio Mutual/pooled fund $ 973,489 $ 903,584
Fidelity Overseas Fund Mutual/pooled fund $ 3,130,477 $ 3,183,746
<FN>
* Party in interest to the plan.
- 16 -
17
WISCONSIN ELECTRIC POWER COMPANY
--------------------------------
MANAGEMENT EMPLOYEE SAVINGS PLAN
--------------------------------
II. Item 27d - Schedule of Reportable Transactions
--------------------------------------------------
For the Year Ended December 31, 1994
------------------------------------
(f) (h)
Expense Current value
(a) (b) (c) (d) (e) incurred (g) of asset on (i)
Identity of party Description Purchase Selling Lease with Cost of transaction Net gain
involved of Asset Price Price rental transaction Asset date or (loss)
- ----------------- ------------------------ ---------- ---------- ------ ----------- ---------- ------------- ---------
Wisconsin Energy Blended Rate Income Fund
Corporation
176 purchases $8,929,381 $8,929,381
141 sales $5,129,134 N/A None $5,129,134 5,129,134 $0
Wisconsin Energy WEC Common Stock Fund
Corporation
218 purchases 37,575,661 37,575,661
190 sales 5,463,071 N/A None 4,982,226 5,463,071 480,845
Fidelity Equity Income Fund
175 purchases 4,939,728 4,939,728
84 sales 1,896,987 N/A None 1,778,214 1,896,987 118,773
- 17 -
18
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-34657) of Wisconsin Energy Corporation of our
report dated June 23, 1995 appearing on page 3 of this Exhibit (99)-1 filed
with Amendment No. 1 (on Form 10-K/A) to the Wisconsin Energy Corporation
December 31, 1994 Form 10-K.
/s/ Price Waterhouse LLP
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PRICE WATERHOUSE LLP
Milwaukee, Wisconsin
June 23, 1995
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