1
Exhibit (99)-2
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
REPRESENTED 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
REPRESENTED 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
Represented 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 Represented 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
REPRESENTED 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 $22,087,186
Mutual and pooled funds $59,016,986 $8,195,567 $5,205,920 $3,813,841 $1,868,325
Receivables:
Loans receivable from
RESP participants
Cash 1,637,122 567,722
----------- ----------- ---------- ---------- ---------- ----------
Net assets available
for benefits $23,724,308 $59,584,708 $8,195,567 $5,205,920 $3,813,841 $1,868,325
=========== =========== ========== ========== ========== ==========
<FN>
The accompanying notes are an integral part of the financial statements.
- 4 -
5
WISCONSIN ELECTRIC POWER COMPANY
REPRESENTED 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 $22,087,186
Mutual and pooled funds 1,646,744 683,867 2,458,163 82,889,413
Receivables:
Loans receivable from
RESP participants $2,156,652 2,156,652
Cash 2,204,844
---------- --------- ---------- ---------- -----------
Net assets available
for benefits $1,646,744 $683,867 $2,458,163 $2,156,652 $109,338,095
========== ========= ========== ========== ===========
<FN>
The accompanying notes are an integral part of the financial statements.
- 5 -
6
WISCONSIN ELECTRIC POWER COMPANY
REPRESENTED 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 $16,944,264
Mutual and pooled funds $14,080,618 $7,090,703 $4,038,528 $3,826,450 $1,322,107
Receivables:
Loans receivable from
RESP participants
Cash 3,385,444 226,439
----------- ----------- ---------- ---------- ---------- ----------
Net assets available
for benefits $20,329,708 $14,307,057 $7,090,703 $4,038,528 $3,826,450 $1,322,107
=========== =========== ========== ========== ========== ==========
<FN>
The accompanying notes are an integral part of the financial statements.
- 6 -
7
WISCONSIN ELECTRIC POWER COMPANY
REPRESENTED 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 $16,944,264
Mutual and pooled funds $766,903 $683,246 $1,101,114 32,909,669
Receivables:
Loans receivable from
RESP participants $1,828,009 1,828,009
Cash 3,611,883
---------- --------- ---------- ---------- -----------
Net assets available
for benefits $766,903 $683,246 $1,101,114 $1,828,009 $55,293,825
========== ========= ========== ========== ===========
<FN>
The accompanying notes are an integral part of the financial statements.
- 7 -
8
WISCONSIN ELECTRIC POWER COMPANY
REPRESENTED 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 $1,482,906 $598,121 $765,065 $206,968 $52,243
Net realized gain (loss)
on dispositions (211,526) (41,940) (25,663) $(5,261) (12,574)
Unrealized appreciation
(depreciation) 102,963 (712,992) (278,992) 50,635 (126,277)
Contributions:
Employee 2,190,550 2,440,799 1,081,474 1,056,025 508,828 373,417
Employer matching 1,328,517
Plan transfers in 16,054 45,042,604 63,799 67,535 9,467 67,359
Loans repaid (principal
and interest) 289,109 254,811 125,056 108,223 61,601 37,773
----------- ----------- ------------ ---------- ------------ ----------
3,978,619 49,556,289 1,280,462 1,134,096 625,270 391,941
----------- ----------- ------------ ---------- ------------ ----------
Application of net assets:
Participant withdrawals (990,217) (695,438) (325,058) (111,819) (132,058) (36,420)
Plan transfers out (144,634) (204,250) (101,996) (78,518) (55,403) (16,958)
Loans issued (412,931) (368,885) (143,907) (92,632) (82,462) (25,242)
----------- ----------- ------------ ---------- ------------ ----------
(1,547,782) (1,268,573) (570,961) (282,969) (269,923) (78,620)
----------- ----------- ------------ ---------- ------------ ----------
Participant reallocations 963,763 (3,010,065) 395,363 316,265 (367,956) 232,897
----------- ----------- ------------ ---------- ------------ ----------
Increase (decrease) in net
assets during the year 3,394,600 45,277,651 1,104,864 1,167,392 (12,609) 546,218
Net assets available for
benefits, beginning
of the year 20,329,708 14,307,057 7,090,703 4,038,528 3,826,450 1,322,107
----------- ----------- ------------ ---------- ------------ ----------
Net assets available for
benefits, end of the year $23,724,308 $59,584,708 $8,195,567 $5,205,920 $3,813,841 $1,868,325
=========== =========== ============ ========== ============ ==========
<FN>
The accompanying notes are an integral part of the financial statements.
- 8 -
9
WISCONSIN ELECTRIC POWER COMPANY
REPRESENTED 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 $48,718 $46,269 $40,187 $123,776 $3,364,253
Net realized gain (loss)
on dispositions (10,379) 21,605 (285,738)
Unrealized appreciation
(depreciation) (50,225) (88,030) (1,102,918)
Contributions:
Employee 208,157 136,124 414,069 8,409,443
Employer matching 1,328,517
Plan transfers in 30,901 31,036 54,273 45,383,028
Loans repaid (principal
and interest) 24,730 11,174 54,266 (966,743) 0
---------- ----------- ---------- ---------- -----------
312,506 163,999 496,370 (842,967) 57,096,585
---------- ----------- ---------- ---------- -----------
Application of net assets:
Participant withdrawals (35,284) (947) (35,816) (66,384) (2,429,441)
Plan transfers out (4,249) (2,647) (6,883) (7,336) (622,874)
Loans issued (30,662) (8,772) (79,837) 1,245,330 0
---------- ----------- ---------- ---------- -----------
(70,195) (12,366) (122,536) 1,171,610 (3,052,315)
---------- ----------- ---------- ---------- -----------
Participant reallocations 637,530 (151,012) 983,215 0 0
---------- ----------- ---------- ---------- -----------
Increase (decrease) in net
assets during the year 879,841 621 1,357,049 328,643 54,044,270
Net assets available for
benefits, beginning
of the year 766,903 683,246 1,101,114 1,828,009 55,293,825
---------- ----------- ---------- ---------- -----------
Net assets available for
benefits, end of the year $1,646,744 $683,867 $2,458,163 $2,156,652 $109,338,095
========== =========== ========== ========== ===========
<FN>
The accompanying notes are an integral part of the financial statements.
- 9 -
10
WISCONSIN ELECTRIC POWER COMPANY
REPRESENTED 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 $1,402,441 $605,302 $244,866 $370,287 $91,542
Net realized gain (loss)
on dispositions 105,566 72,780 45,719 $60,886 2,020
Unrealized appreciation
(depreciation) 339,133 800,287 (11,809) 311,245 14,835
Contributions:
Employee 2,437,904 2,663,949 899,944 670,354 622,179 211,142
Employer matching 969,598
Loans repaid (principal
and interest) 273,016 229,366 97,562 67,324 78,384 22,188
Other 8,359 9,150 8,534 16,715 6,046 3,858
----------- ----------- ------------ ---------- ------------ ----------
4,121,720 4,922,064 2,123,973 1,158,590 1,078,740 345,585
----------- ----------- ------------ ---------- ------------ ----------
Application of net assets:
Participant withdrawals (717,998) (235,597) (81,972) (5,277) (62,589) (185)
Plan transfers out (140,322) (60,253) (23,744) (14,703) (17,100) (1,061)
Loans issued (479,786) (441,964) (152,613) (68,382) (129,458) (18,058)
----------- ----------- ------------ ---------- ------------ ----------
(1,338,106) (737,814) (258,329) (88,362) (209,147) (19,304)
----------- ----------- ------------ ---------- ------------ ----------
Participant reallocations (1,075,139) (413,599) 699,282 2,399,300 (1,060,422) 995,826
----------- ----------- ------------ ---------- ------------ ----------
Increase (decrease) in net
assets during the year 1,708,475 3,770,651 2,564,926 3,469,528 (190,829) 1,322,107
Net assets available for
benefits, beginning
of the year 18,621,233 10,536,406 4,525,777 569,000 4,017,279 0
----------- ----------- ------------ ---------- ------------ ----------
Net assets available for
benefits, end of the year $20,329,708 $14,307,057 $7,090,703 $4,038,528 $3,826,450 $1,322,107
=========== =========== ============ ========== ============ ==========
<FN>
The accompanying notes are an integral part of the financial statements.
- 10 -
11
WISCONSIN ELECTRIC POWER COMPANY
REPRESENTED 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 $15,132 $43,151 $16,024 $61,650 $51,657 $2,902,052
Net realized gain (loss)
on dispositions 3,358 4,696 (138,833) 156,192
Unrealized appreciation
(depreciation) 4,421 107,773 1,565,885
Contributions:
Employee 130,771 100,956 109,448 324,158 8,170,805
Employer matching 969,598
Loans repaid (principal
and interest) 15,210 10,173 12,160 (833,416) 28,033 0
Other 5,137 842 2,578 61,219
---------- ----------- ---------- ---------- ----------- -----------
166,250 162,901 252,679 (771,766) 265,015 13,825,751
---------- ----------- ---------- ---------- ----------- -----------
Application of net assets:
Participant withdrawals (28,024) (9,235) (13,156) (23,343) (1,177,376)
Plan transfers out (118) (3,107) (5) (16,780) (277,193)
Loans issued (25,749) (16,465) (13,785) 1,382,357 (36,097) 0
---------- ----------- ---------- ---------- ----------- -----------
(53,891) (28,807) (26,946) 1,382,357 (76,220) (1,454,569)
---------- ----------- ---------- ---------- ----------- -----------
Participant reallocations 654,544 549,152 875,381 0 (3,624,325) 0
---------- ----------- ---------- ---------- ----------- -----------
Increase (decrease) in net
assets during the year 766,903 683,246 1,101,114 610,591 (3,435,530) 12,371,182
Net assets available for
benefits, beginning
of the year 0 0 0 1,217,418 3,435,530 42,922,643
---------- ----------- ---------- ---------- ----------- -----------
Net assets available for
benefits, end of the year $766,903 $683,246 $1,101,114 $1,828,009 $0 $55,293,825
========== =========== ========== ========== =========== ===========
<FN>
The accompanying notes are an integral part of the financial statements.
- 11 -
12
WISCONSIN ELECTRIC POWER COMPANY
REPRESENTED EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
NOTE 1 - DESCRIPTION OF THE PLAN
- --------------------------------
Effective January 1, 1985, Wisconsin Electric Power Company ("WE") and
Wisconsin Natural Gas Company ("WN") initiated the Represented Employee Savings
Plan ("RESP" or "Plan"). Hereinafter, the term "Company" includes, where
appropriate, WE and WN. Under the Plan, eligible employees were allowed to
save up to 15% of their base wages 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' RESP accounts as
investments rather than being paid in the form of wages. Savings contributions
to the RESP 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
bi-weekly 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
25% of contributions up to 4% of base wages. The maximum Company matching
contribution is 1% of each participant's qualified compensation. The Company's
contribution is placed directly into the WEC Common Stock Fund. Participants
are immediately vested in the Company contributions.
Effective January 1, 1994, the Company began matching employee contributions at
25% of contributions up to 6% of base wages, except as noted below. The
maximum Company matching contribution is 1.5% of each participant's qualified
compensation. The Company's contribution is placed directly into the WEC
Common Stock Fund. Participants are immediately vested in the Company's
contributions.
Also effective January 1, 1994, represented employees of WN who were formerly
employees of Wisconsin Southern Gas Company, Inc. ("Wisconsin Southern"),
became immediately eligible to participate in the RESP as a result of a merger
of the two companies. Under a previous labor agreement, Company matching
contributions for said employees is limited to 25% of the first 4% of base
wages. Eligible pay for said employees on which contributions are determined
includes overtime pay.
Effective January 1, 1995, the Company began matching employee contributions,
including the former employees of Wisconsin Southern, at 50% of contributions
up to 6% of base wages. The maximum Company matching contribution is 3% of
each participant's qualified compensation. 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.
- 12 -
13
Following is a description of certain other key aspects of the Plan:
Participation -
- ------------- Company represented employees (those represented by collective
bargaining agreements) that had completed one year of service were eligible to
participate in the RESP. 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.
- 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 effective
July 1, 1993.
- 13 -
14
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
RESP 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.
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 RESP 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 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 RESP 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.
- 14 -
15
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.
Expenses of the Plan -
- -------------------- A trustee is utilized in conjunction with the operations
of the RESP and all related administrative expenses of the Plan 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 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 RESP. Included within Plan
transfers in on the Statement of Changes in Net Assets Available for Benefits
for the year ended December 31, 1994 is $44,973,783 related to the TRASOP
rollovers. Plan transfers in also include $398,681 from a merged Wisconsin
Southern savings plan and $10,564 in miscellaneous receipts. Wisconsin
Southern was merged into WN effective January 1, 1994.
Plan transfers out for the years ended December 31, 1994 and 1993 were
comprised entirely of transfers to the Wisconsin Electric Power Company
Management Employee Savings Plan.
- 15 -
16
WISCONSIN ELECTRIC POWER COMPANY
--------------------------------
REPRESENTED 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% $ 6,413,893 $ 6,413,893
Metropolitan Life Insurance Company (#12634) Guaranteed investment contract, 8.14% 2,669,376 2,669,376
Metropolitan Life Insurance Company (#12138) Guaranteed investment contract, 8.40% 1,693,430 1,693,430
Provident Life and Accident Insurance Company Guaranteed investment contract, 7.04% 2,428,509 2,428,509
The Prudential Insurance Company Guaranteed investment contract, 5.94% 1,838,102 1,838,102
SunLife of Canada Guaranteed investment contract, 6.60% 1,904,545 1,904,545
Pacific Mutual Life Insurance Company Guaranteed investment contract, 5.07% 2,640,132 2,640,132
Peoples Security Life Insurance Company Guaranteed investment contract, 7.09% 2,499,199 2,499,199
----------- -----------
$22,087,186 $22,087,186
=========== ===========
* WEC Common Stock Fund Mutual/pooled fund $35,644,368 $59,584,708
Fidelity Equity Income Fund Mutual/pooled fund $ 8,020,486 $ 8,195,567
Fidelity Growth Company Fund Mutual/pooled fund $ 5,469,113 $ 5,205,920
Fidelity U.S. Equity Index Commingled Pool Mutual/pooled fund $ 3,399,439 $ 3,813,841
Fidelity Balanced Fund Mutual/pooled fund $ 1,983,714 $ 1,868,325
Fidelity Retirement Government Money Market
Portfolio Mutual/pooled fund $ 1,646,744 $ 1,646,744
Fidelity U.S. Bond Index Portfolio Mutual/pooled fund $ 734,222 $ 683,867
Fidelity Overseas Fund Mutual/pooled fund $ 2,443,581 $ 2,458,163
<FN>
* Party in interest to the plan.
- 16 -
17
WISCONSIN ELECTRIC POWER COMPANY
---------------------------------
REPRESENTED 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
178 purchases $6,646,082 $6,646,082
136 sales $3,251,482 N/A None $3,251,482 3,251,482 $0
Wisconsin Energy WEC Common Stock Fund
Corporation
212 purchases 47,968,779 47,968,779
189 sales 4,290,433 N/A None 3,603,674 4,290,433 686,759
Fidelity Equity Income Fund
165 purchases 2,888,776 2,888,776
95 sales 1,028,981 N/A None 954,698 1,028,981 74,283
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18
CONSENT OF INDEPENDENT ACCOUNTANTS
We hereby consent to the incorporation by reference in the Registration
Statement on Form S-8 (No. 33-34656) of Wisconsin Energy Corporation of our
report dated June 23, 1995 appearing on page 3 of this Exhibit (99)-2 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
- ---------------------------
PRICE WATERHOUSE LLP
Milwaukee, Wisconsin
June 23, 1995
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