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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
COMCAST CORPORATION
[GRAPHIC OMITTED - LOGO]
(Mark One):
__X__ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934.
For the fiscal year ended December 31, 1998.
OR
_____ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934.
For the transition period from _________ to ________
Commission file number 0-6983
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
THE COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
Comcast Corporation
1500 Market Street
Philadelphia, PA 19102-2148
COMCAST CORPORATION RETIREMENT-
INVESTMENT PLAN
Financial Statements as of December 31, 1998 and
1997 and for each of the Three Years in the Period
Ended December 31, 1998; Supplemental Schedules as
of and for the Year Ended December 31, 1998; and
Independent Auditors' Report
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
TABLE OF CONTENTS
- --------------------------------------------------------------------------------
Page
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Benefits With Fund
Information as of December 31, 1998 and 1997 2
Statement of Changes in Net Assets Available for Benefits With
Fund Information for the Years Ended December 31, 1998, 1997
and 1996 3-5
Notes to Financial Statements 6-10
SUPPLEMENTAL SCHEDULES:
Line 27a - Schedule of Assets Held for Investment Purposes as of
December 31, 1998 11
Line 27d - Schedule of Reportable Transactions for the Year Ended
December 31, 1998 12
INDEPENDENT AUDITORS' REPORT 13
SIGNATURE 14
INDEPENDENT AUDITORS' REPORT
Plan Administrator
Comcast Corporation Retirement-Investment Plan
Philadelphia, Pennsylvania
We have audited the accompanying statement of net assets available for benefits
with fund information of the Comcast Corporation Retirement-Investment Plan (the
"Plan") as of December 31, 1998 and 1997, and the related statement of changes
in net assets available for benefits with fund information for each of the three
years in the period ended December 31, 1998. 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 opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Comcast Corporation
Retirement-Investment Plan as of December 31, 1998 and 1997, and the related
changes in net assets available for benefits for each of the three years in the
period ended December 31, 1998 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 in
the statement of net assets available for benefits with fund information and the
statement of changes in net assets available for benefits with fund information
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 each fund. The
supplemental schedules on pages 11 and 12 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. The supplemental information by fund and
supplemental schedules are the responsibility of the Plan's management. The
supplemental information by fund and supplemental schedules have been subjected
to the auditing procedures applied in the audits of the basic 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
Philadelphia, Pennsylvania
June 24, 1999
- 1 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
- ----------------------------------------------
STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
DECEMBER 31, 1998 AND 1997
- --------------------------------------------------------------------------------
Mutual Funds
---------------------------------------------------------------------------
Dodge and Fidelity Blue Ivy
Cox Balanced Chip Growth PBHG International Total Mutual
Fund Fund Growth Fund Fund Funds
----------- ----------- ----------- ----------- -----------
DECEMBER 31, 1998
ASSETS
Investments, at fair or
contract value $21,852,109 $54,561,445 $ 6,036,037 $ 5,601,842 $88,051,433
Cash
Loans receivable from
participants
----------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS $21,852,109 $54,561,445 $ 6,036,037 $ 5,601,842 $88,051,433
=========== =========== =========== =========== ===========
DECEMBER 31, 1997
ASSETS
Investments, at fair or
contract value $20,218,907 $39,071,781 $ 5,695,881 $ 5,688,630 $70,675,199
Cash
Loans receivable from
participants
----------- ----------- ----------- ----------- -----------
NET ASSETS AVAILABLE
FOR BENEFITS $20,218,907 $39,071,781 $ 5,695,881 $ 5,688,630 $70,675,199
=========== =========== =========== =========== ===========
Total
Comcast Stable Value Investment Participant
Stock Fund Fund Funds Loan Fund Total
------------ ------------ ------------ ------------ ------------
DECEMBER 31, 1998
ASSETS
Investments, at fair or
contract value $ 68,821,432 $ 34,741,046 $191,613,911 $ $191,613,911
Cash 7,509,536 5,793,376 13,302,912 13,302,912
Loans receivable from
participants 6,338,905 6,338,905
------------ ------------ ------------ ------------ ------------
NET ASSETS AVAILABLE
FOR BENEFITS $ 76,330,968 $ 40,534,422 $204,916,823 $ 6,338,905 $211,255,728
============ ============ ============ ============ ============
DECEMBER 31, 1997
ASSETS
Investments, at fair or
contract value $ 37,694,328 $ 29,194,986 $137,564,513 $ $137,564,513
Cash 1,450,289 5,079,040 6,529,329 6,529,329
Loans receivable from
participants 6,174,371 6,174,371
------------ ------------ ------------ ------------ ------------
NET ASSETS AVAILABLE
FOR BENEFITS $ 39,144,617 $ 34,274,026 $144,093,842 $ 6,174,371 $150,268,213
============ ============ ============ ============ ============
See notes to financial statements.
- 2 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
- ----------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1998
- --------------------------------------------------------------------------------
Mutual Funds
------------------------------------------------------------------------------------
Dodge and Cox Fidelity Blue Ivy
Balanced Chip Growth PBHG Growth International Total Mutual
Fund Fund Fund Fund Funds
------------ ------------ ------------ ------------ ------------
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation
(depreciation) in fair
value of investments $ (451,133) $ 11,749,165 $ 20,759 $ 349,453 $ 11,668,244
Interest and dividends 1,886,058 2,230,370 92,759 4,209,187
------------ ------------ ------------ ------------ ------------
1,434,925 13,979,535 20,759 442,212 15,877,431
------------ ------------ ------------ ------------ ------------
Contributions:
Employee 2,405,190 4,610,570 1,208,342 1,149,055 9,373,157
Employer 1,096,592 2,140,396 539,247 467,508 4,243,743
------------ ------------ ------------ ------------ ------------
3,501,782 6,750,966 1,747,589 1,616,563 13,616,900
------------ ------------ ------------ ------------ ------------
4,936,707 20,730,501 1,768,348 2,058,775 29,494,331
------------ ------------ ------------ ------------ ------------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to participants
or beneficiaries 1,520,891 3,506,735 412,058 488,497 5,928,181
------------ ------------ ------------ ------------ ------------
1,520,891 3,506,735 412,058 488,497 5,928,181
------------ ------------ ------------ ------------ ------------
Net increase (decrease) prior to
interfund transfers 3,415,816 17,223,766 1,356,290 1,570,278 23,566,150
Loan repayments--principal 321,940 633,852 107,941 117,918 1,181,651
Loan withdrawals (328,828) (770,731) (108,968) (100,883) (1,309,410)
Other interfund transfers (1,775,726) (1,597,223) (1,015,107) (1,674,101) (6,062,157)
------------ ------------ ------------ ------------ ------------
Net increase (decrease) 1,633,202 15,489,664 340,156 (86,788) 17,376,234
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 20,218,907 39,071,781 5,695,881 5,688,630 70,675,199
------------ ------------ ------------ ------------ ------------
End of year $ 21,852,109 $ 54,561,445 $ 6,036,037 $ 5,601,842 $ 88,051,433
============ ============ ============ ============ ============
Total
Comcast Stock Stable Value Investment Participant
Fund Fund Funds Loan Fund Total
------------- ------------- ------------- ------------- -------------
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation
(depreciation) in fair
value of investments $ 32,155,179 $ $ 43,823,423 $ $ 43,823,423
Interest and dividends 340,913 2,343,130 6,893,230 6,893,230
------------- ------------- ------------- ------------- -------------
32,496,092 2,343,130 50,716,653 50,716,653
------------- ------------- ------------- ------------- -------------
Contributions:
Employee 3,825,451 2,564,913 15,763,521 15,763,521
Employer 2,197,074 1,642,510 8,083,327 8,083,327
------------- ------------- ------------- ------------- -------------
6,022,525 4,207,423 23,846,848 23,846,848
------------- ------------- ------------- ------------- -------------
38,518,617 6,550,553 74,563,501 74,563,501
------------- ------------- ------------- ------------- -------------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to participants
or beneficiaries 3,272,382 3,697,640 12,898,203 677,783 13,575,986
------------- ------------- ------------- ------------- -------------
3,272,382 3,697,640 12,898,203 677,783 13,575,986
------------- ------------- ------------- ------------- -------------
Net increase (decrease) prior to
interfund transfers 35,246,235 2,852,913 61,665,298 (677,783) 60,987,515
Loan repayments--principal 583,396 751,538 2,516,585 (2,516,585)
Loan withdrawals (1,158,161) (891,331) (3,358,902) 3,358,902
Other interfund transfers 2,514,881 3,547,276
------------- ------------- ------------- ------------- -------------
Net increase (decrease) 37,186,351 6,260,396 60,822,981 164,534 60,987,515
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 39,144,617 34,274,026 144,093,842 6,174,371 150,268,213
------------- ------------- ------------- ------------- -------------
End of year $ 76,330,968 $ 40,534,422 $ 204,916,823 $ 6,338,905 $ 211,255,728
============= ============= ============= ============= =============
See notes to financial statements.
- 3 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
- ----------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1997
- --------------------------------------------------------------------------------
Mutual Funds
------------------------------------------------------------------------------------
Dodge and Fidelity Blue Ivy
Cox Balanced Chip Growth PBHG International Total Mutual
Fund Fund Growth Fund Fund Funds
------------ ------------ ------------ ------------ ------------
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation
(depreciation) in fair
value of investments $ 1,792,883 $ 5,929,901 $ (67,073) $ 274,312 $ 7,930,023
Interest and dividends 1,532,461 1,884,234 133,488 3,550,183
------------ ------------ ------------ ------------ ------------
3,325,344 7,814,135 (67,073) 407,800 11,480,206
------------ ------------ ------------ ------------ ------------
Contributions:
Employee 3,121,095 5,240,073 1,535,385 2,047,378 11,943,931
Employer 898,586 1,649,103 390,842 423,160 3,361,691
------------ ------------ ------------ ------------ ------------
4,019,681 6,889,176 1,926,227 2,470,538 15,305,622
------------ ------------ ------------ ------------ ------------
7,345,025 14,703,311 1,859,154 2,878,338 26,785,828
------------ ------------ ------------ ------------ ------------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to participants
or beneficiaries 997,293 2,370,839 352,551 340,298 4,060,981
------------ ------------ ------------ ------------ ------------
997,293 2,370,839 352,551 340,298 4,060,981
------------ ------------ ------------ ------------ ------------
Net increase (decrease) prior to
interfund transfers 6,347,732 12,332,472 1,506,603 2,538,040 22,724,847
Loan repayments--principal 251,296 508,748 83,815 98,235 942,094
Loan withdrawals (538,711) (988,514) (185,809) (231,170) (1,944,204)
Other interfund transfers 637,979 775,677 807,746 979,714 3,201,116
------------ ------------ ------------ ------------ ------------
Net increase 6,698,296 12,628,383 2,212,355 3,384,819 24,923,853
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 13,520,611 26,443,398 3,483,526 2,303,811 45,751,346
------------ ------------ ------------ ------------ ------------
End of year $ 20,218,907 $ 39,071,781 $ 5,695,881 $ 5,688,630 $ 70,675,199
============ ============ ============ ============ ============
Total
Comcast Stock Stable Value Investment Participant
Fund Fund Funds Loan Fund Total
------------- ------------- ------------- ------------- -------------
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation
(depreciation) in fair
value of investments $ 16,106,341 $ $ 24,036,364 $ $ 24,036,364
Interest and dividends 272,014 2,071,125 5,893,322 5,893,322
------------- ------------- ------------- ------------- -------------
16,378,355 2,071,125 29,929,686 29,929,686
------------- ------------- ------------- ------------- -------------
Contributions:
Employee 2,990,886 3,450,752 18,385,569 18,385,569
Employer 1,352,577 1,048,735 5,763,003 5,763,003
------------- ------------- ------------- ------------- -------------
4,343,463 4,499,487 24,148,572 24,148,572
------------- ------------- ------------- ------------- -------------
20,721,818 6,570,612 54,078,258 54,078,258
------------- ------------- ------------- ------------- -------------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to participants
or beneficiaries 1,865,843 2,705,193 8,632,017 344,417 8,976,434
------------- ------------- ------------- ------------- -------------
1,865,843 2,705,193 8,632,017 344,417 8,976,434
------------- ------------- ------------- ------------- -------------
Net increase (decrease) prior to
interfund transfers 18,855,975 3,865,419 45,446,241 (344,417) 45,101,824
Loan repayments--principal 398,924 653,884 1,994,902 (1,994,902)
Loan withdrawals (910,792) (999,704) (3,854,700) 3,854,700
Other interfund transfers (2,750,470) (450,646)
------------- ------------- ------------- ------------- -------------
Net increase 15,593,637 3,068,953 43,586,443 1,515,381 45,101,824
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 23,550,980 31,205,073 100,507,399 4,658,990 105,166,389
------------- ------------- ------------- ------------- -------------
End of year $ 39,144,617 $ 34,274,026 $ 144,093,842 $ 6,174,371 $ 150,268,213
============= ============= ============= ============= =============
See notes to financial statements.
- 4 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
- ----------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS WITH FUND INFORMATION
YEAR ENDED DECEMBER 31, 1996
- --------------------------------------------------------------------------------
Mutual Funds
-------------------------------------------------------------------------------------------
Dodge and Fidelity Blue Crabbe PBHG Ivy
Cox Balanced Chip Growth Huson Growth International Total Mutual
Fund Fund Fund Fund Fund Funds
------------ ------------ ------------ ------------ ------------ ------------
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation
(depreciation) in fair
value of investments $ 1,123,805 $ 1,608,398 $ 63,591 $ $ 162,970 $ 2,958,764
Interest and dividends 570,737 1,799,338 108,042 2,478,117
------------ ------------ ------------ ------------ ------------ ------------
1,694,542 3,407,736 171,633 162,970 5,436,881
------------ ------------ ------------ ------------ ------------ ------------
Contributions:
Employee 1,776,306 3,555,790 470,359 490,235 6,292,690
Employer 678,511 1,351,871 144,218 146,388 2,320,988
------------ ------------ ------------ ------------ ------------ ------------
2,454,817 4,907,661 614,577 636,623 8,613,678
------------ ------------ ------------ ------------ ------------ ------------
4,149,359 8,315,397 786,210 799,593 14,050,559
------------ ------------ ------------ ------------ ------------ ------------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to participants
or beneficiaries 1,129,067 1,977,471 409,861 49,756 3,566,155
------------ ------------ ------------ ------------ ------------ ------------
1,129,067 1,977,471 409,861 49,756 3,566,155
------------ ------------ ------------ ------------ ------------ ------------
Net increase (decrease) prior to
interfund transfers 3,020,292 6,337,926 376,349 749,837 10,484,404
Loan repayments--principal 195,087 402,499 43,019 48,267 688,872
Loan withdrawals (456,997) (973,427) (256,393) (54,233) (1,741,050)
Other interfund transfers (10,487) 755,638 (3,253,617) 3,483,526 1,559,940 2,535,000
------------ ------------ ------------ ------------ ------------ ------------
Net increase (decrease) 2,747,895 6,522,636 (3,090,642) 3,483,526 2,303,811 11,967,226
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 10,772,716 19,920,762 3,090,642 33,784,120
------------ ------------ ------------ ------------ ------------ ------------
End of year $ 13,520,611 $ 26,443,398 $ $ 3,483,526 $ 2,303,811 $ 45,751,346
============ ============ ============ ============ ============ ============
Total
Comcast Stock Stable Value Investment Participant
Fund Fund Funds Loan Fund Total
------------- ------------- ------------- ------------- -------------
ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income:
Net realized and unrealized
appreciation
(depreciation) in fair
value of investments ($ 324,354) $ $ 2,634,410 $ $ 2,634,410
Interest and dividends 225,709 2,064,686 4,768,512 4,768,512
------------- ------------- ------------- ------------- -------------
(98,645) 2,064,686 7,402,922 7,402,922
------------- ------------- ------------- ------------- -------------
Contributions:
Employee 2,558,327 3,132,940 11,983,957 11,983,957
Employer 1,499,994 1,267,824 5,088,806 5,088,806
------------- ------------- ------------- ------------- -------------
4,058,321 4,400,764 17,072,763 17,072,763
------------- ------------- ------------- ------------- -------------
3,959,676 6,465,450 24,475,685 24,475,685
------------- ------------- ------------- ------------- -------------
DEDUCTIONS FROM NET
ASSETS ATTRIBUTED TO:
Benefits paid to participants
or beneficiaries 1,890,472 4,208,171 9,664,798 273,827 9,938,625
------------- ------------- ------------- ------------- -------------
1,890,472 4,208,171 9,664,798 273,827 9,938,625
------------- ------------- ------------- ------------- -------------
Net increase (decrease) prior to
interfund transfers 2,069,204 2,257,279 14,810,887 (273,827) 14,537,060
Loan repayments--principal 361,764 574,028 1,624,664 (1,624,664)
Loan withdrawals (801,711) (1,598,338) (4,141,099) 4,141,099
Other interfund transfers 570,166 (3,105,166)
------------- ------------- ------------- ------------- -------------
Net increase (decrease) 2,199,423 (1,872,197) 12,294,452 2,242,608 14,537,060
NET ASSETS AVAILABLE
FOR BENEFITS:
Beginning of year 21,351,557 33,077,270 88,212,947 2,416,382 90,629,329
------------- ------------- ------------- ------------- -------------
End of year $ 23,550,980 $ 31,205,073 $ 100,507,399 $ 4,658,990 $ 105,166,389
============= ============= ============= ============= =============
See notes to financial statements.
- 5 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996
- --------------------------------------------------------------------------------
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The financial statements of the Comcast Corporation Retirement-Investment
Plan (the "Plan") are presented using the accrual basis of accounting.
Investments in mutual funds and the Comcast Stock Fund are carried at fair
value. Fair value is determined by the last sale or closing price as of
the last trading day of the Plan year for investments in securities traded
on a matured securities exchange or the Nasdaq National Market. Investment
contracts which are included in the Stable Value Fund are fully
benefit-responsive and are carried at contract value. Contract value
represents contributions made, plus interest at the contract rate and
transfers, less distributions. Loans receivable from participants are
valued at cost which approximates fair value. Net unrealized appreciation
or depreciation in the financial statements reflects changes in fair value
of investments held at year end, while net realized gains and losses
associated with the disposition of investments are recorded as of the
trade date and calculated based on fair value as of such date. All costs
associated with administering the Plan are paid or absorbed by Comcast
Corporation ("Comcast," the "Company" or the "Plan Administrator").
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements
and accompanying notes. Actual results could differ from those estimates.
2. PLAN DESCRIPTION
The following description of the Plan provides only general information.
Plan participants should refer to the Plan document and applicable
amendments for a more complete description of the Plan's provisions.
Copies of these documents are available from the Plan Administrator.
The Plan is a defined contribution plan qualified under Internal Revenue
Code (the "Code") Sections 401(k), 401(a) and 401(m). The original Plan
has been amended and restated to reflect mergers of other plans with and
into the Plan and to make certain other technical, compliance and design
changes. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974 ("ERISA").
An employee is eligible for participation in the Plan upon completion of
one year of service, as defined in the Plan (see Note 9). Each eligible
employee may direct the Company to make contributions to the Plan of any
whole percentage from 1% through 17% of their compensation, subject to
certain limits imposed by the Code. The Company matches 100% of the
participant's contribution up to 1% of the participant's compensation for
such payroll period, and 50% of the participant's contribution in excess
of 1% of the participant's compensation for such payroll period, up to a
maximum total matching contribution of 3.5% of the participant's
compensation (see Note 9). Each participant has at all times a 100%
nonforfeitable interest in the participant's contributions and earnings
attributable thereto. Contributions by the Company and earnings thereon
vest according to the following schedule:
Years of Service Vested Percentage
1 year but less than 2 years 20%
2 years but less than 3 years 40
3 years but less than 4 years 60
4 years but less than 5 years 80
5 years or more 100
The Company contributes cash to purchase 10 shares of the Company's Class
A Special Common Stock for the account of each newly eligible participant
(see Note 9). These contributions are recorded at the market value of the
shares at the date contributed.
- 6 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 (Continued)
- --------------------------------------------------------------------------------
Each participant has the right, in accordance with the provisions of the
Plan, to direct the investment by the trustee of the Plan (the "Trustee")
(see Note 9) of all amounts allocated to the separate accounts of the
participant under the Plan among any one or more of the investment fund
options (see Note 3). The Trustee pays benefits and expenses upon the
written direction of the Plan Administrator.
Amounts contributed by the Company which are forfeited by participants as
a result of the participants' separation from service prior to becoming
100% vested may be used to reduce the Company's required contributions.
Pending application of the forfeitures, the Company may direct the Trustee
to hold the forfeitures in cash or under investment in a suspense account.
If the Plan should terminate with any forfeitures not applied against
Company contributions, they will be allocated to then current participants
in the proportion that each participant's compensation for that Plan year
bears to the compensation for all such participants for the Plan year.
Any participant who has a separation from service for any reason except
death, disability or attainment of age 65 shall be entitled to receive his
vested account balance. Upon death, disability or attainment of age 65, a
participant's account becomes fully vested in all Company contributions
regardless of the participant's years of service. Generally, distribution
will start no later than 60 days after the close of the Plan year in which
the participant's separation from service occurs, subject to certain
deferral rights under the Plan. The distribution alternatives permitted
are a lump sum payment, an annuity, installments over a period of time or
any combination of the foregoing.
Although it has not expressed any intent to do so, the Company has the
right under the Plan to discontinue its contributions at any time and to
terminate the Plan subject to the provisions of ERISA. In the event of
Plan termination, each participant's account balance will become fully
vested.
3. INVESTMENT OPTIONS
Upon enrollment in the Plan, a participant may direct employer and
employee contributions in whole percentage increments among one or more of
the funds listed below (see Note 9). A brief summary of the Funds, as
described in each Fund's prospectus (where applicable), is as follows:
a. Dodge and Cox Balanced Fund - The assets of the Dodge and Cox Balanced
Fund are invested in equity securities and fixed income obligations
issued by corporations. The returns on these investments vary as the
stock and bond markets fluctuate and there is no guarantee of principal
or rate of return.
b. Fidelity Blue Chip Growth Fund - The assets of the Fidelity Blue Chip
Growth Fund are invested in equity securities of well-established
companies. The returns on these investments vary as the stock markets
fluctuate and there is no guarantee of principal or rate of return.
c. PBHG Growth Fund - The assets of the PBHG Growth Fund are invested
primarily in equity securities of mid-sized companies. The returns on
these investments vary as the stock markets fluctuate and there is no
guarantee of principal or rate of return. The PBHG Growth Fund replaced
the Crabbe Huson Fund effective December 31, 1996.
d. Ivy International Fund - The assets of the Ivy International Fund are
invested in equity securities which are principally traded in European,
Pacific Basin and Latin American markets. The returns on these
investments vary as the stock markets fluctuate and there is no
guarantee of principal or rate of return.
e. Comcast Stock Fund - The assets of the Comcast Stock Fund, including
earnings thereon, are invested in the Company's Class A Special Common
Stock. The Trustee purchases the stock at prevailing rates in the open
market and, in the normal course of business, sells such stock to meet
the distribution requirements of the Plan. The value of the Comcast
Stock Fund fluctuates and there is no guarantee of principal or rate of
return.
- 7 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 (Continued)
- --------------------------------------------------------------------------------
f. Stable Value Fund - The assets of the Stable Value Fund are invested in
a diversified group of high-quality, fixed-income investments
consisting of investment contracts which are obligations of
creditworthy life insurance companies and commercial banks,
high-quality debt securities which are held by the Plan within
contracts that are intended to minimize market volatility, and
short-term money market instruments. The Fund's investment return
typically fluctuates within a narrow range as interest rates rise and
fall. Although the Fund's objective is to preserve the principal
investment, there is a potential for loss if the issuing institutions
suffer insolvency.
The selection of investments from the options listed above is the sole
responsibility of each participant. Each participant assumes all risks
connected with any decrease in the market value of any securities in these
funds, and such funds are the sole source of payments under the Plan. If
no investment direction is made by a participant, the participant's
account is invested in the Stable Value Fund at the direction of the Plan
Administrator.
4. INVESTMENTS
The Plan's investments are held by a bank-administered trust fund and are
presented in the following table. Investments that represent 5% or more of
the Plan's net assets available for benefits as of December 31, 1998 and
1997 are separately identified (number of shares/units are rounded to the
nearest whole share or unit).
Class A Special Common Stock (Comcast Stock Fund) share amounts have been
adjusted retroactively to reflect the stock split in the form of a
dividend of one share of Class A Special Common Stock for each share of
Class A Special Common Stock paid on May 5, 1999 to shareholders of record
as of the close of business on April 20, 1999.
December 31, 1998
---------------------------------------
Fair or
Number of Contract
Shares/Units Value
---------------- ---------------
Mutual Funds
Dodge and Cox Balanced Fund 261,878 $21,852,109
Fidelity Blue Chip Growth Fund 898,714 54,561,445
PBHG Growth Fund 423,336 6,036,037
Ivy International Fund 128,900 5,601,842
------------
88,051,433
------------
Comcast Stock Fund
Class A Special Common Stock 2,345,352 68,821,432
Cash 7,509,536
------------
76,330,968
------------
Stable Value Fund
Investment Contracts 3,374,145 34,741,046
Cash 5,793,376
------------
40,534,422
------------
Participant Loan Fund
(interest rates from 7.00% to 10.00%;
maturities from 1999 to 2003) 6,338,905
------------
$211,255,728
============
- 8 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 (Continued)
- --------------------------------------------------------------------------------
December 31, 1997
---------------------------------------
Fair or
Number of Contract
Shares/Units Value
---------------- ---------------
Mutual Funds
Dodge and Cox Balanced Fund 258,527 $ 20,218,907
Fidelity Blue Chip Growth Fund 866,413 39,071,781
PBHG Growth Fund 401,843 5,695,881
Ivy International Fund 140,506 5,688,630
-------------
70,675,199
-------------
Comcast Stock Fund
Class A Special Common Stock 2,388,552 37,694,328
Cash 1,450,289
-------------
39,144,617
-------------
Stable Value Fund
Investment Contracts 3,031,265 29,194,986
Cash 5,079,040
-------------
34,274,026
-------------
Participant Loan Fund
(interest rates from 7.00% to 10.00%;
maturities from 1998 to 2002) 6,174,371
-------------
$ 150,268,213
=============
The contract and fair values of assets included in the Stable Value Fund
were $40,534,422 and $41,082,726, respectively, as of December 31, 1998,
and $34,274,026 and $34,327,825, respectively, as of December 31, 1997.
The average yield of investment contracts held as of December 31, 1998 and
1997 was 5.97% and 6.18%, respectively. The average yield on investment
contracts for the years ended December 31, 1998 and 1997 was 6.14% and
6.16%, respectively.
5. PARTICIPANT LOANS AND HARDSHIP WITHDRAWALS
Participants may borrow from their Plan account subject to the approval of
the Plan Administrator in accordance with applicable regulations issued by
the Internal Revenue Service ("IRS") and the Department of Labor. In
general, participants may borrow a minimum of $500 up to a maximum of the
lesser of $50,000 or 50% of the participant's nonforfeitable accrued
benefit on the valuation date (as defined by the Plan) last preceding the
date on which the loan request is processed by the Plan Administrator. The
maximum term of a loan is five years. Interest accrues at a rate charged
by commercial lenders for comparable loans on the date the loan
application is approved. Loan transactions are treated as a transfer from
(to) the investment fund to (from) the participant loan fund.
Participants may withdraw all or a portion of their benefits derived from
salary reduction, rollovers or the vested portion of their employer
contributions, and earnings thereon, on account of hardship, as defined by
the Plan and applicable IRS regulations. Under these rules, the
participant must exhaust the possibilities of all other distributions,
loans, etc. available under the Plan and meet certain other requirements.
Upon receiving a hardship withdrawal, the participant's elective
contributions are suspended for twelve full calendar months.
- 9 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 1998, 1997 AND 1996 (Concluded)
- --------------------------------------------------------------------------------
6. BENEFITS PAYABLE
The following is a reconciliation of benefits paid to participants or
beneficiaries per the Plan's financial statements to the Plan's Form 5500:
Year Ended December 31,
1998 1997 1996
------------- ------------ ------------
Benefits paid to participants or beneficiaries
per the financial statements $13,575,986 $8,976,434 $9,938,625
Add: amounts allocated to withdrawing
participants at end of year 57,268
Less: amounts allocated to withdrawing
participants at beginning of year (57,268)
------------- ------------ ------------
Benefits paid to participants or beneficiaries
per the Form 5500 $13,575,986 $8,919,166 $9,995,893
============= ============ ============
7. ADMINISTRATION OF THE PLAN
The Company, as Plan Administrator, has the authority to control and
manage the operation and administration of the Plan and may delegate all
or a portion of the responsibilities of controlling and managing the
operation and administration of the Plan to one or more persons.
8. FEDERAL TAX CONSIDERATIONS
a. Income Tax Status of the Plan - The Plan received a determination
letter dated December 19, 1995 in which the IRS stated that the Plan,
as amended and restated effective January 1, 1993, is qualified and
that the trust established under the Plan is tax-exempt. The Plan has
been amended since receiving the determination letter (see Notes 2 and
9). The Company believes that the Plan continues to comply in form and
operation with the applicable requirements of the Code. Therefore, the
Company believes that the Plan was qualified and the related trust was
tax-exempt as of December 31, 1998. Therefore, no provision for income
taxes has been included in the Plan's financial statements.
b. Impact on Plan Participants - Matching contributions and salary
reduction contributions, as well as earnings on Plan assets, are
generally not subject to federal income tax until distributed from a
qualified plan that meets the requirements of Sections 401(a), 401(k)
and 401(m) of the Code.
9. SUBSEQUENT EVENTS
Effective for employees hired after January 15, 1999, the Company no
longer contributes cash to purchase 10 shares of Class A Special Common
Stock for the account of each newly eligible participant.
Effective April 1, 1999, State Street Bank and Trust Company was removed
as Trustee of the trust established under the Plan and Putnam Fiduciary
Trust Company, a Massachusetts trust company, was appointed Trustee of the
trust established under the Plan. Concurrent with the change in Trustee,
four of the five mutual funds previously provided as investment options
under the Plan were replaced with five new mutual funds with similar
investment objectives.
Subsequent to the Plan year ended December 31, 1998, the Plan
Administrator approved changes to the eligibility requirements of the Plan
such that an employee is eligible for participation in the Plan upon
completion of 91 days of service, as defined in the Plan, provided that
eligible employees shall not be entitled to participate in allocations of
employer matching contributions under the Plan until after they complete
one year of service. The effective date of this change is expected to be
during the fourth quarter of 1999.
- 10 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
LINE 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 1998
- --------------------------------------------------------------------------------
FEIN #23-1709202
PLAN #001
Description of Investment,
Identity of Including Maturity Date, Fair or
Issue, Borrower, Lessor Rate of Interest, Par or Contract
or Similar Party Maturity Value Cost Value
- -------------------------------------------- ----------------------------- -------------- ---------------
Mutual Funds
Dodge and Cox Balanced Fund 261,878 shares/units $20,341,393 $21,852,109
Fidelity Blue Chip Growth Fund 898,714 shares/units 38,858,188 54,561,445
PBHG Fund 423,336 shares/units 5,902,967 6,036,037
Ivy International Fund 128,900 shares/units 5,210,982 5,601,842
-------------- ---------------
70,313,530 88,051,433
-------------- ---------------
Comcast* Stock Fund
Class A Special Common Stock 2,345,352 shares/units** 22,306,926 68,821,432
Cash 7,509,536 7,509,536
-------------- ---------------
29,816,462 76,330,968
-------------- ---------------
Stable Value Fund
Investment Contracts 3,374,145 shares/units 34,741,046 34,741,046
Cash 5,793,376 5,793,376
-------------- ---------------
40,534,422 40,534,422
-------------- ---------------
Participant Loan Fund
(Interest rates from 7.00% to 10.00%;
maturities from 1999 to 2003) 6,338,905 6,338,905
-------------- ---------------
$147,003,319 $211,255,728
============== ===============
* Comcast is a party-in-interest to the Plan.
** Class A Special Common Stock (Comcast Stock Fund) share amounts have been
adjusted retroactively to reflect the stock split in the form of a dividend
of one share of Class A Special Common Stock for each share of Class A
Special Common Stock paid on May 5, 1999 to shareholders of record as of
the close of business on April 20, 1999.
- 11 -
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
LINE 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
YEAR ENDED DECEMBER 31, 1998
- --------------------------------------------------------------------------------
FEIN #23-1709202
PLAN #001
Current
Expense Value of
Incurred Asset on
Identity of Party Involved/ Purchase Selling Lease with Cost of Transaction
Description of Asset Price Price Rental Transaction Asset Date Net Gain
- --------------------------------------- ------------ ------------ -------- ----------- ---------- ----------- --------
Category (iii)--Series of Transactions
in Excess of 5% of Plan Assets
- ---------------------------------------
Mutual Funds
Dodge and Cox Balanced Fund $ 6,110,520 $ 3,932,381 $ $ $ 3,490,780 $ 3,932,381 $ 441,601
Fidelity Blue Chip Growth Fund 13,695,007 9,600,100 7,554,011 9,600,100 2,046,089
Comcast Stock Fund
Class A Special Common Stock 20,654,291 15,542,555 15,034,785 15,542,555 507,770
Stable Value Fund
Investment Contracts 30,145,619 23,145,344 23,145,344 23,145,344
There were no category (i), (ii) or (iv) reportable transactions during 1998.
- 12 -
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement Nos.
33-41440 and 33-63223 of Comcast Corporation on Form S-8 of our report dated
June 24, 1999 appearing in the Annual Report on Form 11-K of the Comcast
Corporation Retirement-Investment Plan for the year ended December 31, 1998.
/s/ DELOITTE & TOUCHE LLP
Philadelphia, Pennsylvania
June 29, 1999
- 13 -
SIGNATURE
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.
THE COMCAST CORPORATION
RETIREMENT-INVESTMENT PLAN
By: Comcast Corporation
Plan Administrator
June 29, 1999 By: /s/ Joseph J. Euteneuer
----------------------------------------
Joseph J. Euteneuer
Vice President and Corporate Controller
- 14 -