UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 (FEE REQUIRED)
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
-------------- --------------
Commission file number 001-12929
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below:
CommScope, Inc. Employees Profit Sharing and Savings Plan
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office:
CommScope, Inc.
(Exact name of registrant as specified in its charter)
Delaware 36-4135495
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1375 Lenoir Rhyne Boulevard, Hickory, North Carolina 28601
(Address of principal executive offices)
(Zip Code)
(828) 324-2200
(Registrant's telephone number, including area code)
COMMSCOPE, INC. EMPLOYEES PROFIT SHARING AND SAVINGS PLAN
TABLE OF CONTENTS
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Page
INDEPENDENT AUDITORS' REPORT 1-2
FINANCIAL STATEMENTS AS OF DECEMBER 31, 1997 AND 1996
AND FOR THE YEAR ENDED DECEMBER 31, 1997:
Statements of Net Assets Available for Benefits 3
Statement of Changes in Net Assets Available for Benefits 4
Notes to Financial Statements 5-12
SUPPLEMENTAL SCHEDULES AS OF DECEMBER 31, 1997 AND FOR THE YEAR THEN ENDED:
Item 27a - Schedule of Assets Held for Investment Purposes 13
Item 27d - Schedule of Reportable Transactions (5%) 14
NOTE: Other supplemental schedules as required by Section 103(c)(5) of the
Employee Retirement Income Security Act of 1974 are omitted because
no events requiring such supplemental schedules to be filed occurred
during the year ended December 31, 1997.
INDEPENDENT AUDITORS' REPORT
To the Participants and Administrator
Of the CommScope, Inc. Employees
Profit Sharing and Savings Plan
We have audited the accompanying statements of net assets available for benefits
of the CommScope, Inc. Employees Profit Sharing and Savings Plan as of December
31, 1997 and 1996, and the related statement of changes in net assets available
for benefits for the year ended December 31, 1997. These financial statements
are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our report dated June 5, 1997, we were unable to express an opinion on the
Plan's financial statements for the year ended December 31, 1996 as the scope of
our audit had been limited to exclude assets held by Vanguard Fiduciary Trust
Company, the trustee of the Plan, and transactions in those assets except for
comparing the information provided by the trustee with the related information
included in the financial statements as permitted by Section 2520.103-8 of the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. Subsequent to June 5, 1997,
we have audited the Plan's financial statements for the year ended December 31,
1996 to include assets held by the trustee of the Plan. Accordingly, our present
opinion on the Plan's 1996 statement of net assets available for benefits, as
presented herein, is different from that expressed in our previous report.
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 year
ended December 31, 1997 in conformity with generally accepted accounting
principles.
1
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules listed in the
Table of Contents are presented for the purpose of additional analysis and are
not a required part of the basic financial statements, but are supplementary
information required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of
1974. These schedules are the responsibility of the Plan's management. Such
schedules have been subjected to the auditing procedures applied in our audit of
the basic 1997 financial statements and, in our opinion, are fairly stated in
all material respects when considered in relation to the basic financial
statements taken as a whole.
/s/ Deloitte & Touche LLP
- -----------------------------
Deloitte & Touche LLP
Hickory, North Carolina
June 10, 1998
2
COMMSCOPE, INC. EMPLOYEES PROFIT SHARING AND SAVINGS PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 1997 AND 1996
ASSETS 1997 1996
------------------- --------------------
INVESTMENTS, AT FAIR VALUE
(Notes 1, 2, 6 and 7)
Mutual funds $ 62,969,157 $ 47,934,620
Common trust fund 3,293,374 2,439,236
Company stock funds 8,327,968 4,918,993
Loans to participants 5,200,234 4,585,473
------------------- --------------------
Total investments 79,790,733 59,878,322
RECEIVABLES:
Employer's contribution 13,050 17,537
Participants' contributions 37,047 35,073
------------------- --------------------
Total receivables 50,097 52,610
NET ASSETS AVAILABLE FOR BENEFITS $ 79,840,830 $ 59,930,932
=================== ====================
See notes to financial statements.
3
COMMSCOPE, INC. EMPLOYEES PROFIT SHARING AND SAVINGS PLAN
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 1997
1997
--------------------
ADDITIONS:
Investment income (Note 8):
Net appreciation in fair value of investments (Note 7) $ 7,450,479
Interest on investments 174,581
Interest on loans to participants 407,315
Dividends 3,191,607
--------------------
Total investment income 11,223,982
--------------------
Contributions (Notes 1 and 8):
Employer's 7,007,901
Participants' 4,160,515
Transfers from other plans (Notes 2 and 3) 459,563
--------------------
Total contributions 11,627,979
--------------------
Total additions 22,851,961
DEDUCTIONS:
Benefits paid to participants (Note 8) 2,942,063
--------------------
NET INCREASE 19,909,898
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 59,930,932
--------------------
End of year $ 79,840,830
====================
See notes to financial statements.
4
COMMSCOPE, INC. EMPLOYEES PROFIT SHARING AND SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1997 AND 1996
- --------------------------------------------------------------------------------
1. DESCRIPTION OF THE PLAN
The following brief description of the CommScope, Inc. Employees Profit
Sharing and Savings Plan (the "Plan") is provided for general information
purposes only. Participants should refer to the Plan agreement for a more
complete description of the Plan's provisions.
General - The Plan is a defined contribution plan covering all employees
of CommScope, Inc. ("CommScope" or the "Company"), who have completed one
hour of service with the Company (defined as the first day of the calendar
month following the completion of one hour of service) for the salary
deferral savings portion of the Plan and employees who have completed
1,000 hours of service with the Company (defined as the first day of the
calendar month following the completion of 1,000 hours of service) for the
employer discretionary profit sharing portion of the Plan. The Plan was
formed June 1, 1992 when the CommScope, Inc. Employee Stock Plan was
terminated and plan assets and liabilities were combined with those of the
CommScope, Inc. Employee Savings Plan to form the CommScope, Inc.
Employees Profit Sharing and Savings Plan. The combination of the two
plans had no effect on the individual participant account balances or
total assets. For those participants who were enrolled in both plans,
their account balances were consolidated. The predecessor Employee Savings
Plan became effective November 28, 1988 and was designed to comply with
the provisions of the Employee Retirement Income Security Act of 1974
(ERISA) and Sections 401(a) and 401(k) of the Internal Revenue Code as
amended by the Tax Reform Act of 1986.
The Plan was amended effective January 1, 1995 to allow a participant to
elect a cash option distribution for a portion of the employer
discretionary profit sharing portion of the Plan. Under this amendment, a
participant may elect to receive up to 30% of his employer discretionary
profit sharing contribution in cash. If this election is not made, a cash
option account is established and maintained for each participant to which
is credited the cash option distribution and earnings thereon. The
remaining 70% of the employer discretionary profit sharing contribution is
allocated to participant accounts based on their salary deferral savings
investment elections. During 1997, the discretionary profit sharing
contribution consisted of $527,665 in deferred cash options and $4,902,766
for the remaining 70% of contributions. During 1996, the discretionary
profit sharing contribution consisted of $370,072 in deferred cash options
and $3,918,402 for the remaining 70% of contributions. Also effective
January 1, 1995, the Plan was amended to allow participants who attain age
70-1/2 the election to have life expectancies recalculated. In addition,
the amendment allows vested participants who are eligible for
distributions the election to defer their distribution, and continue
investment in the Plan.
Participant Accounts - Each participant's account reflects the
participant's contributions and withdrawals, as applicable, and
allocations of (a) the Company's contributions, (b) Plan earnings and (c)
administrative expenses. Allocations are based on participant earnings or
account balances, as defined. The benefit to which a participant is
entitled is the benefit that can be provided from the participant's vested
account.
5
1. DESCRIPTION OF THE PLAN (CONTINUED)
Contributions - Participants may elect to contribute any whole percentage
up to 10% of their compensation on a tax deferred basis. For each plan
year, the Company may make a matching contribution equal to 50% of the
first 4% of compensation that is contributed by each participant through
salary reduction contributions. The Company may increase its matching
contribution for any plan year in a consistent and non-discriminatory
manner. In addition, for each plan year, the Company may make a
discretionary cash contribution to the Plan in such amount as the Board of
Directors shall determine.
Vesting - Participants are immediately vested in their contributions, cash
option distributions and related earnings. Participants become fully
vested in the Company's discretionary profit sharing contributions and
related earnings after the completion of five years of continuous
employment with the Company, involuntary termination, age 65, permanent
disability, at death or at the liquidation or dissolution of the Company.
If a participant terminates his employment with the Company for reasons
other than normal retirement, permanent disability or death, his "vested
interest" in the Company's discretionary contribution will be determined
by a savings plan committee. If a participant terminates employment before
he has a vested interest in his account, the amount of the Company's
discretionary contribution which is not fully vested is forfeited by the
participant and is used to reduce future matching and discretionary
Company contributions.
Loans to Participants - Participants can obtain loans for up to the lesser
of $50,000 or 50% of their vested account balance. The interest rate
charged on these loans is prime rate plus one percent. The participant is
required to repay the loan in monthly installments and can elect a one to
five year repayment plan (fifteen years for the purchase of a primary
residence).
Investment Options - Upon enrollment in the Plan, a participant may direct
his or her contributions, in increments of 10%, to any of nine fund
options. Participants may change or transfer their investment options
quarterly. Descriptions of the investment criteria for the nine fund
options at December 31, 1997 are as follows:
Vanguard Wellington Fund - Seeks to provide income and long-term growth of
capital, without undue risk to capital, by investing about 65% of its
assets in stocks and the remaining 35% in bonds.
Vanguard Money Market Reserves ("VMMR")-Federal Portfolio - Seeks to
provide high income and a stable share price of $1 by investing in
short-term securities that are backed by the full faith and credit of the
U.S. government or by an agency of the government.
Vanguard Fixed Income Fund ("VFIF")-GNMA Portfolio - Seeks to provide a
high and sustainable level of interest income by investing in a broad
range of mortgage-backed securities issued by the Government National
Mortgage Association (GNMA), an agency of the U.S. government.
Vanguard Index Trust - 500 Portfolio ("Vanguard Index-500 Portfolio") -
Seeks to provide long-term growth of capital and income from dividends by
holding all of the 500 stocks that make up the unmanaged Standard & Poor's
500 Composite Stock Price Index, a widely recognized benchmark of U.S.
stock performance.
6
1. DESCRIPTION OF THE PLAN (CONTINUED)
Vanguard STAR Portfolio - Seeks to provide long-term growth of capital and
income by investing in nine Vanguard funds: six stock funds, two bond
funds, and one money market fund. The portfolio invests about 62.5% of its
assets in stock funds, 25% in bond funds, and 12.5% in a money market
fund.
Vanguard U.S. Growth Portfolio - Seeks to provide long-term growth of
capital by investing in large, high-quality, seasoned U.S. companies with
records of exceptional growth and above-average prospects for future
growth.
Vanguard International Growth Portfolio - Seeks to provide long-term
growth of capital by investing in stocks of high-quality, seasoned
companies based outside the United States. Stocks are selected from more
than 15 countries.
Vanguard Retirement Savings Trust - Seeks to provide a high level of
income and a stable share value of $1 through investment contracts issued
and backed by financial institutions (these investments are neither
insured nor guaranteed by the U.S. government, and there is no assurance
that the trust will maintain a stable share value of $1). The trust also
invests in "alternative" contracts backed by high-quality bonds and bond
mutual funds owned by the trust.
CommScope, Inc. Stock Fund ("CommScope Stock Fund") - Seeks to provide
long-term growth of capital through increases in the value of the stock of
CommScope and reinvestment of its dividends.
The Company matching contributions are non-participant directed in that
they are automatically contributed into the CommScope Stock Fund. The
Company discretionary profit sharing contributions, including cash option
distributions, are allocated to any of the nine participant fund options
described above as directed by the participant.
Two additional funds hold participant investments under the Plan at
December 31, 1997. As described more fully in Note 3, no additional
participant or employer contributions may be directed to these funds:
General Instrument Corporation Stock Fund ("General Instrument Stock
Fund") - Seeks to provide long-term growth of capital through increases in
the value of the stock of General Instrument Corporation and reinvestment
of its dividends. As described more fully in Note 3, General Instrument
changed its corporate structure in July 1997. Accordingly, activities
related to investments in the stock of the former General Instrument
Corporation through July 28, 1997 (including investments as of December
31, 1996) are denoted by the caption "GI Stock Fund".
General Semiconductor, Inc. Stock Fund ("General Semiconductor Stock
Fund")- Seeks to provide long-term growth of capital through increases in
the value of the stock of General Semiconductor, Inc. ("General
Semiconductor") and reinvestment of its dividends.
Collectively, the CommScope Stock Fund, General Instrument Stock Fund,
General Semiconductor Stock Fund and GI Stock Fund are referred to as the
"Company Stock Funds".
7
1. DESCRIPTION OF THE PLAN (CONTINUED)
Payment of Benefits - Withdrawals from a participant's account are
permitted upon termination, death, disability or financial hardship, as
defined by the Plan. Distributions are paid in a single sum in cash or in
cash plus that number of whole shares allocated to the participant's
accounts in the CommScope common stock fund.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting - The accompanying financial statements have been
prepared using the accrual method of accounting.
Investment Valuation and Income Recognition - The Plan's investments are
stated at fair value. Shares of registered investment companies are valued
at quoted market prices which represent the fair value of shares held by
the Plan at year end. Units of the Vanguard Retirement Savings Trust are
valued at fair value at year end, which approximates contract value.
Guaranteed investment contracts held by the Vanguard Retirement Savings
Trust are benefit responsive, providing a guarantee by the issuer to pay
principal plus accrued interest in response to benefit-related requests
for payment. The Company Stock Funds are valued at year-end unit closing
price (comprised of year-end market price for shares held by the fund plus
the value of money market reserves). The loans to participants are valued
at cost plus accrued interest which approximates fair value.
Purchases and sales of fund investments are recorded on a trade-date
basis. Interest income is recorded on the accrual basis. Dividends are
recorded on the ex-dividend date. Capital gain distributions are included
in dividend income.
Transfers from Other Plans - Transfers from other plans represent
rollovers recorded when new employees who elect enrollment in this Plan
transfer account balances from other plans.
Payments of Benefits - Benefits are recorded when paid.
Expenses of the Plan - All administrative expenses of the Plan are paid by
the Company.
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,
liabilities and changes therein, and disclosure of contingent assets and
liabilities. Actual results could differ from those estimates.
3. CHANGES TO PLAN FUNDS RESULTING FROM CHANGES IN THE PLAN SPONSOR'S
CORPORATE STRUCTURE
Prior to July 28, 1997, the Company was an indirect wholly-owned
subsidiary of General Instrument Corporation ("GI"), a company with
publicly traded common stock listed on the New York Stock Exchange.
Through a series of transactions that was consummated on July 28, 1997
(the "Distribution Date"), GI distributed to stockholders of record all of
the outstanding shares of common stock of its wholly-owned subsidiaries,
CommScope and NextLevel Systems, Inc. ("NextLevel Systems"), in a
transaction structured as a tax-free spin-off (the "Distribution"). GI
retained no ownership interest in either CommScope or NextLevel Systems.
Following the Distribution, GI was renamed General Semiconductor.
8
3. CHANGES TO PLAN FUNDS RESULTING FROM CHANGES IN THE PLAN SPONSOR'S
CORPORATE STRUCTURE (CONTINUED)
Effective February 2, 1998, NextLevel Systems changed its name to General
Instrument Corporation ("General Instrument"). Subsequent to the
Distribution, each of the companies has publicly traded common stock
listed on the New York Stock Exchange.
As a result of the Distribution, all Plan investments in the GI Stock Fund
at the Distribution Date were sold and reinvested in appropriate
proportionate amounts of the CommScope Stock Fund, General Instrument
Stock Fund and General Semiconductor Stock Fund. Subsequent to the
Distribution Date, no employee or employer contributions may be directed
to the General Instrument Stock Fund or the General Semiconductor Stock
Fund under the Plan.
4. TAX STATUS OF THE PLAN
The Internal Revenue Service has determined and informed the Company by a
letter dated August 9, 1996, that the Plan and related trust are designed
in accordance with applicable sections of the Internal Revenue Code
("IRC"). The Plan has been amended since receiving the determination
letter. However, the Plan's administrator and the Plan's tax counsel
believe that the Plan is designed and is currently being operated in
compliance with the applicable requirements of the IRC.
5. PLAN TERMINATION
The Company anticipates and believes that the Plan will continue without
interruption but reserves the right to terminate the Plan at any time with
respect to its employees. Such termination may be made without the consent
of the trustee, the participants or their beneficiaries or any other
persons. In the event that such termination results in the discontinuance
of the Plan, the Plan provides that each affected participant will have a
100% vested interest in his account, which will be valued as of the last
day of the calendar quarter coinciding with or following the date on which
the termination occurred and his account shall be paid to him in a lump
sum as soon as is practicable after the termination.
6. RELATED PARTY TRANSACTIONS
Certain Plan investments are shares of mutual funds managed by Vanguard
Fiduciary Trust Company ("Vanguard"). Vanguard is the trustee as defined
by the Plan and, therefore, these transactions qualify as
party-in-interest transactions which are exempt from the prohibited
transactions rules.
9
7. INVESTMENTS
Investments that represent 5 percent or more of the Plan's net assets are
separately identified:
Year Ended December 31,
------------------------------------------
-------------------- --------------------
1997 1996
-------------------- --------------------
Investments at fair value as determined by quoted market price:
Vanguard Wellington Fund $ 21,705,144 $ 16,396,474
VMMR-Federal Portfolio 15,986,090 14,220,437
Vanguard Index-500 Portfolio 18,314,955 12,415,321
Other Mutual Funds 6,962,968 4,902,389
Company Stock Fund - General Instrument Stock Fund 4,377,202 --
Company Stock Fund - GI Stock Fund -- 4,918,993
Other Company Stock Funds 3,950,766 --
Loans to Participants 5,200,234 4,585,472
-------------------- --------------------
-------------------- --------------------
76,497,359 57,439,086
-------------------- --------------------
Investments at estimated fair value:
Common Trust Fund - Vanguard Retirement Savings Trust 3,293,374 2,439,236
-------------------- --------------------
Total investments $ 79,790,733 $ 59,878,322
==================== ====================
During 1997, the Plan's investments, including investments bought and
sold, as well as held during the year, appreciated in value by
$7,450,479, as follows:
Year Ended
December 31, 1997
--------------------
Investments at fair value as determined
by quoted market price:
Vanguard Wellington Fund $ 2,212,691
VFIF-GNMA Portfolio 63,993
Vanguard Index-500 Portfolio 4,024,162
Vanguard STAR Portfolio 39,310
Vanguard US Growth Portfolio 276,072
Vanguard International Growth Portfolio (19,234)
CommScope Stock Fund (749)
General Instrument Stock Fund (293,946)
General Semiconductor Stock Fund (220,083)
GI Stock Fund 1,368,263
--------------------
Net change in fair value $ 7,450,479
====================
10
8. CHANGES IN INVESTMENTS
Employer's and participants' contributions, withdrawals and investment
income by fund are as follows for the year ended December 31, 1997:
Year Ended
December 31, 1997
--------------------
Employer's Contributions:
Vanguard Wellington Fund $ 1,557,970
VMMR-Federal Portfolio 1,238,791
VFIF-GNMA Portfolio 362,592
Vanguard Index-500 Portfolio 1,454,322
Vanguard STAR Portfolio 88,321
Vanguard US Growth Portfolio 270,972
Vanguard International Growth Portfolio 125,086
Vanguard Retirement Savings Trust 276,537
CommScope Stock Fund 931,090
GI Stock Fund 702,220
--------------------
$ 7,007,901
====================
Participants' Contributions:
Vanguard Wellington Fund $ 1,177,424
VMMR-Federal Portfolio 466,783
VFIF-GNMA Portfolio 245,387
Vanguard Index-500 Portfolio 1,134,154
Vanguard STAR Portfolio 82,422
Vanguard US Growth Portfolio 286,474
Vanguard International Growth Portfolio 131,393
Vanguard Retirement Savings Trust 402,035
CommScope Stock Fund 133,088
GI Stock Fund 101,355
--------------------
$ 4,160,515
====================
11
8. CHANGES IN INVESTMENTS (CONTINUED)
Year Ended
December 31, 1997
--------------------
Investment Income:
Vanguard Wellington Fund $ 4,050,143
VMMR-Federal Portfolio 575,827
VFIF-GNMA Portfolio 285,651
Vanguard Index-500 Portfolio 4,402,381
Vanguard STAR Portfolio 99,590
Vanguard US Growth Portfolio 364,182
Vanguard International Growth Portfolio 10,829
Vanguard Retirement Savings Trust 174,581
Loans to Participants 407,314
CommScope Stock Fund (749)
General Instrument Stock Fund (293,946)
General Semiconductor Stock Fund (220,084)
GI Stock Fund 1,368,263
--------------------
$ 11,223,982
====================
Withdrawals:
Vanguard Wellington Fund $ 939,341
VMMR-Federal Portfolio 372,169
VFIF-GNMA Portfolio 108,600
Vanguard Index-500 Portfolio 738,751
Vanguard STAR Portfolio 27,424
Vanguard US Growth Portfolio 53,839
Vanguard International Growth Portfolio 15,813
Vanguard Retirement Savings Trust 122,434
Loans to Participants 203,985
CommScope Stock Fund 44,062
General Instrument Stock Fund 100,540
General Semiconductor Stock Fund 20,557
GI Stock Fund 194,548
--------------------
$ 2,942,063
====================
12
COMMSCOPE, INC. EMPLOYEES PROFIT SHARING AND SAVINGS PLAN
ITEM 27a - SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1997
Number of
Description Shares / Units Cost Fair Value
------------------------------------------------------------------------------------------------------------------
* Vanguard Wellington Fund, variable
amounts and rates, Employer Identification
Number 51-0071687 737,017 $ 17,046,858 $ 21,705,144
* VMMR-Federal Portfolio, variable
amounts and rates, Employer Identification
Number 2366007979 15,986,090 15,986,090 15,986,090
* VFIF-GNMA Portfolio, variable amounts
and rates, Employer Identification
Number 231899003 315,527 3,212,288 3,290,945
* Vanguard Index-500 Portfolio, variable
amounts and rates, Employer Identification
Number 231999755 203,341 11,248,366 18,314,955
* Vanguard STAR Portfolio, variable amounts
and rates, Employer Identification
Number 232282995 37,198 598,339 646,497
* Vanguard US Growth Portfolio, variable
amounts and rates, Employer Identification
Number 232120820 80,273 1,949,649 2,303,831
* Vanguard International Growth Portfolio,
variable amounts and rates, Employer Identification
Number 232439141 44,033 715,771 721,695
-------------------- --------------------
Total 50,757,361 62,969,157
-------------------- --------------------
* Vanguard Retirement Savings Trust 3,293,374 3,293,374 3,293,374
* Loans to Participants, with interest rates
ranging from 7% to 11% -- 5,200,234 5,200,234
* CommScope Stock Fund 376,820 3,131,360 3,308,477
* Nonparticipant directed fund -
General Instrument Stock Fund 463,687 3,992,548 4,377,202
* Nonparticipant directed fund -
General Semiconductor Stock Fund 83,198 714,754 642,289
-------------------- --------------------
TOTAL INVESTMENTS $ 67,089,631 $ 79,790,733
==================== ====================
* Denotes party-in-interest.
13
COMMSCOPE, INC. EMPLOYEES PROFIT SHARING AND SAVINGS PLAN
ITEM 27d - SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS (5%)
YEAR ENDED DECEMBER 31, 1997
Current Value of
Identity of Asset on
Party Involved Description of Asset Purchase Price Selling Price Cost of Asset Transaction Date Net Gain
- ------------------------------------------------------------------------------------------------------------------------------------
Single Transactions:
Vanguard Fiduciary GI Stock Fund $ 8,002,217 $ 7,073,843 $ 8,002,217 $ 928,374
Trust Company
Vanguard Fiduciary General Instrument Stock Fund $ 5,456,717 5,456,717 5,456,717
Trust Company
Series of Transactions:
Vanguard Fiduciary GI Stock Fund
Trust Company 101 Purchases 2,485,636 2,485,636 2,485,636
100 Sales 8,772,892 7,834,525 8,772,892 938,367
Vanguard Fiduciary CommScope Stock Fund
Trust Company 55 Purchases 3,475,594 3,475,594 3,475,594
46 Sales 166,368 177,096 166,368 (10,728)
Vanguard Fiduciary General Instrument Stock Fund
Trust Company 1 Purchase 5,456,717 5,456,717 5,456,717
60 Sales 785,568 832,601 785,568 (47,033)
Vanguard Fiduciary Vanguard Wellington Fund
Trust Company 137 Purchases 5,785,124 5,785,124 5,785,124
229 Sales 2,689,144 2,139,829 2,689,144 549,315
Vanguard Fiduciary VMMR - Federal Portfolio
Trust Company 242 Purchases 2,979,099 2,979,099 2,979,099
230 Sales 2,296,826 2,296,826 2,296,826
Vanguard Fiduciary Vanguard Index-500 Portfolio
Trust Company 170 Purchases 4,334,439 4,334,439 4,334,439
210 Sales 2,458,967 1,754,505 2,458,967 704,462
14
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned
hereunto duly authorized.
CommScope, Inc. Employees Profit
Sharing and Savings Plan
June 25, 1998 /s/ Jearld L. Leonhardt
- ------------------ -----------------------------------
Date Jearld L. Leonhardt
Executive Vice President, Finance
and Administration Signing both in
his capacity as Executive Vice
President on behalf of the
Registrant and as Chief Financial
Officer of the Registrant and as a
Member of the CommScope, Inc.
Employees Profit Sharing and Savings
Plan Investment Committee