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
[GRAPHIC OMITTED - LOGO]
COMCAST CORPORATION
(Mark One):
X ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
--- OF 1934.
For the fiscal year ended December 31, 2000.
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, 2000 and 1999 and for each of the
Three Years in the Period Ended December 31, 2000;
Supplemental Schedule as of December 31, 2000;
and Independent Auditors' Report
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
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TABLE OF CONTENTS
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Page
----
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statement of Net Assets Available for Benefits as of December 31,
2000 and 1999 2
Statement of Changes in Net Assets Available for Benefits for the
Years Ended December 31, 2000, 1999 and 1998 3
Notes to Financial Statements 4-11
SUPPLEMENTAL SCHEDULE:
Schedule H - Line 4i - Schedule of Assets Held for Investment
Purposes as of December 31, 2000 12
INDEPENDENT AUDITORS' CONSENT 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
of the Comcast Corporation Retirement-Investment Plan (the "Plan") as of
December 31, 2000 and 1999, and the related statement of changes in net assets
available for benefits for each of the three years in the period ended December
31, 2000. 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 auditing standards generally accepted
in the United States of America. 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, 2000 and 1999, and the related
changes in net assets available for benefits for each of the three years in the
period ended December 31, 2000 in conformity with accounting principles
generally accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of Assets Held
for Investment Purposes (Schedule H - Line 4i) 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 supplemental schedule is the
responsibility of the Plan's management. Such supplemental schedule has been
subjected to the auditing procedures applied in our audit of the basic 2000
financial statements and, in our opinion, is fairly stated in all material
respects when considered in relation to the basic financial statements taken as
a whole.
/s/ DELOITTE & TOUCHE LLP
Philadelphia, Pennsylvania
June 22, 2001
-1-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
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STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2000 AND 1999
--------------------------------------------------------------------------------
December 31,
2000 1999
-------------- ---------------
ASSETS:
Cash $ 777,957 $ 297,530
Investments, at fair or contract value 336,926,203 351,245,592
Loans receivable from participants 9,620,740 8,910,690
------------- -------------
NET ASSETS AVAILABLE FOR BENEFITS $347,324,900 $360,453,812
============= =============
See notes to financial statements.
-2-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
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STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998
--------------------------------------------------------------------------------
Years Ended December 31,
2000 1999 1998
-------------- -------------- --------------
(DEDUCTIONS) ADDITIONS TO NET ASSETS
ATTRIBUTED TO:
Investment income:
Net realized and unrealized (depreciation)
appreciation in fair value of investments $ (52,351,113) $ 84,771,033 $ 43,823,423
Interest and dividends 14,403,290 8,232,242 6,893,230
-------------- -------------- --------------
(37,947,823) 93,003,275 50,716,653
-------------- -------------- --------------
Contributions:
Employee 26,802,014 18,519,160 15,763,521
Employer 10,145,463 7,701,672 8,083,327
Rollovers from merged plans (Note 2) 17,298,499 54,633,073
-------------- -------------- --------------
54,245,976 80,853,905 23,846,848
-------------- -------------- --------------
16,298,153 173,857,180 74,563,501
-------------- -------------- --------------
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO:
Benefits paid to participants or beneficiaries 29,427,065 24,659,096 13,575,986
-------------- -------------- --------------
29,427,065 24,659,096 13,575,986
-------------- -------------- --------------
Net (decrease) increase (13,128,912) 149,198,084 60,987,515
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 360,453,812 211,255,728 150,268,213
-------------- -------------- --------------
End of year $347,324,900 $360,453,812 $211,255,728
============== ============== ==============
See notes to financial statements.
-3-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
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NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998
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1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
General
-------
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 securities exchange or the Nasdaq National Market. Investment
contracts which are included in the Comcast 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 incurred by Comcast
Corporation ("Comcast," the "Company" or the "Plan Administrator").
The preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America 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
General
-------
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").
During 1999, the Plan was amended to allow an employee to become eligible
for participation in the Plan upon completion of 91 days of service, as
defined in the Plan, and to participate in allocations of employer
matching contributions under the Plan after completion of one year of
service. Prior to July 1, 1999, an employee was eligible for both
participation and employer matching contributions upon completion of one
year of service.
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. For the three years ended
December 31, 2000, the Company matched 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.
Effective January 1, 2001, the Plan was amended to increase the employer
matching contribution rate so that the Company matches 100% of the
participant's contribution up to 3% of the participant's compensation for
such payroll period, and 50% of the participant's contribution in excess
of 3% of the participant's compensation for such payroll period, up to a
maximum total matching contribution of 4.5% of the participant's
compensation.
-4-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
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NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (Continued)
--------------------------------------------------------------------------------
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 during the three years
ended December 31, 2000 vested 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
Effective January 1, 2001, the Plan was amended to provide that Company
matching contributions allocated with respect to participation in plan
years beginning after December 31, 2000 shall be fully and immediately
vested. The applicable vesting schedule under the Plan for Company
matching contributions allocated with respect to participation in plan
years ending before January 1, 2001 was not affected by this Plan
amendment.
For employees hired on or before January 15, 1999, the Company contributed
cash to purchase 10 shares of the Company's Class A Special Common Stock
for the account of each newly eligible participant. These contributions
were recorded at the market value of the shares at the date contributed.
Effective for employees hired after January 15, 1999, the Company
discontinued such contributions to the accounts of newly eligible
participants.
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")
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/her 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, any combination of the foregoing or a rollover into another
qualified plan.
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.
Rollover of Assets from Merged Plans
------------------------------------
Effective April 1, 1999, pursuant to the Company's acquisition of assets
associated with the operation of certain cable systems of Marcus Cable
Operating Company, L.P. and Marcus Cable of Delaware and Maryland, L.P.
("Marcus"), the Compensation Committee of the Board of Directors of the
Company resolved to merge the Marcus
-5-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
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NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (Continued)
--------------------------------------------------------------------------------
Cable Operating Company, L.P. 401(k) Plan (the "Marcus Plan") with and
into the Plan. Effective on the merger date, the assets and liabilities of
the Marcus Plan became assets and liabilities of the Plan. The transfer is
included in the accompanying statement of changes in net assets available
for benefits as "Rollovers from merged plans" and approximated $213,000.
Effective October 1, 1999, pursuant to the Company's acquisition of a
controlling interest in Jones Intercable, Inc. ("Jones") on April 7, 1999,
the Compensation Committee of the Board of Directors of the Company
resolved to merge the Jones Intercable, Inc. Et Al Profit
Sharing/Retirement Plan and the Jones Intercable, Inc. Et Al Defined
Contribution Transfer Plan (the "Jones Plans") with and into the Plan.
Effective on the merger date, the assets and liabilities of the Jones
Plans became assets and liabilities of the Plan. The transfer is included
in the accompanying statement of changes in net assets available for
benefits as "Rollovers from merged plans" and approximated $53,041,000.
Effective November 1, 1999, pursuant to the Company's acquisition of
Greater Philadelphia Cablevision, Inc. ("Greater Philadelphia") from
Greater Media, Inc., the Compensation Committee of the Board of Directors
of the Company resolved to merge the Greater Media, Inc. 401(k) Plan (the
"Greater Media Plan") with and into the Plan. Effective on the merger
date, the assets and liabilities of the Greater Media Plan became assets
and liabilities of the Plan. The transfer is included in the accompanying
statement of changes in net assets available for benefits as "Rollovers
from merged plans" and approximated $1,379,000.
Effective May 1, 2000, pursuant to the Company's acquisition of assets of
Garden State Cablevision, L.P., the Compensation Committee of the Board of
Directors of the Company resolved to merge the Garden State Cablevision
Retirement-Investment Plan (the "GSCTV Plan") with and into the Plan.
Effective on the merger date, the assets and liabilities of the GSCTV Plan
became assets and liabilities of the Plan. The transfer is included in the
accompanying statement of changes in net assets available for benefits as
"Rollovers from merged plans" and approximated $11,571,000.
Effective August 1, 2000, pursuant to the Company's acquisition of assets
of Prime Communications--Potomac LLC, the Compensation Committee of the
Board of Directors of the Company resolved to merge the Prime
Communications--Potomac LLC 401(k) Retirement & Savings Plan and the Prime
Cable 401(k) Savings and Security Plan (the "Prime Plans") with and into
the Plan. Effective on the merger date, the assets and liabilities of the
Prime Plans became assets and liabilities of the Plan. The transfer is
included in the accompanying statement of changes in net assets available
for benefits as "Rollovers from merged plans" and approximated $5,727,000.
Removal and Appointment of Trustee
----------------------------------
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,
several mutual funds previously provided as investment funds under the
Plan were eliminated and several new mutual funds with similar investment
strategies were added.
3. INVESTMENT OPTIONS
Upon enrollment in the Plan, a participant may direct employee
contributions and employer contributions (if applicable) in whole
percentage increments among one or more of the funds listed below. A brief
summary of each fund, as described in each fund's prospectus (where
applicable), is as follows:
-6-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
----------------------------------------------
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (Continued)
--------------------------------------------------------------------------------
a. Dodge and Cox Balanced Fund - The Fund seeks regular income,
conservation of principal and an opportunity for long-term growth of
principal and income. The Fund invests in a diversified portfolio of
common stocks, preferred stocks and bonds. In selecting equity
investments, the Fund invests in companies that, in the Fund's
opinion, appear to be temporarily undervalued by the stock market and
have a favorable outlook for long-term growth. The Fund focuses on the
underlying financial condition and prospects of individual companies,
including future earnings, cash flow and dividends. Companies are also
selected with an emphasis on financial strength and sound economic
condition. 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. Putnam Investors Fund - The Fund seeks long-term growth of capital and
any increased income that results from this growth. The Fund invests
mainly in common stocks of United States companies, with a focus on
growth stocks. Growth stocks are issued by companies that the Fund
believes are fast-growing and whose earnings the Fund believes are
likely to increase over time. Growth in earnings may lead to an
increase in the price of the stock. The Fund invests mainly in large
companies. The return of the Fund varies as the stock markets
fluctuate and there is no guarantee of principal or rate of return.
c. Putnam New Opportunities Fund - The Fund seeks long-term capital
appreciation. The Fund invests mainly in common stocks of United
States companies, with a focus on growth stocks in sectors of the
economy that the Fund believes have high growth potential. Growth
stocks are issued by companies that the Fund believes are fast-growing
and whose earnings are likely to increase over time. Growth in
earnings may lead to an increase in the price of the stock. The growth
sectors currently emphasized include communications,
media/entertainment, medical technology/cost containment, industrial
and environmental services, applied/advanced technology, financial
services, consumer products and services and business services. The
Fund may invest in companies of any size. The return on the Fund
varies as the stock markets fluctuate and there is no guarantee of
principal or rate of return.
d. Putnam International Growth Fund - The Fund seeks capital
appreciation. The Fund invests mainly in common stocks of companies
outside the United States. The Fund first selects the countries and
industries it believes are attractive, then seeks stocks offering
opportunity for gain. The Fund looks for companies with stock prices
that reflect a value lower than that which the Fund places on the
company or whose earnings the Fund believes are likely to grow over
time. The Fund also looks for the presence of factors it thinks will
cause the stock price to increase. The Fund invests mainly in
mid-sized and large companies, although it can invest in companies of
any size. Although the Fund emphasizes investments in developed
countries, it may also invest in companies located in developing (also
known as emerging) markets. The return of the Fund varies as the stock
markets fluctuate and there is no guarantee of principal or rate of
return.
e. Vanguard Windsor II Fund - The Fund seeks to provide long-term growth
of capital. As a secondary objective, the Fund seeks to provide some
dividend income. The Fund invests primarily in large and medium-sized
companies whose stocks are considered by the Fund to be undervalued.
Undervalued stocks are generally those that are out of favor with
investors and currently trading at prices that, the Fund feels, are
below what the stocks are worth in relation to their earnings. These
stocks typically, but not always, have lower than average
price/earnings (P/E) ratios and higher than average dividend yields.
The return of the Fund varies as the stock markets fluctuate and there
is no guarantee of principal or rate of return.
f. Putnam S&P 500 Index Fund - The Fund seeks to achieve a return, before
the assessment of any fees, that closely approximates the return of
the Standard & Poor's 500 Composite Stock Price Index (the "Index"), a
common measure of United States market performance. The Fund will
invest primarily in the securities that constitute the Index, either
directly or through the purchase of shares of collective investment
trusts having investment objectives similar to that of the Fund. The
Index is a broad market-weighted composite of 500 selected common
stocks, most of which are listed on the New York Stock Exchange.
Except as set forth below, the Fund attempts to be fully invested at
all times in the stocks that compose the Index either directly or
through
-7-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
----------------------------------------------
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (Continued)
--------------------------------------------------------------------------------
collective investment trusts. However, it is not anticipated that the
Fund's portfolio will duplicate the Index exactly. To maintain adequate
liquidity, the Fund may invest a small portion of its assets in
high-quality money market instruments and in money market funds that
invest exclusively in high-quality money market instruments. To manage
transaction costs and minimize tracking errors between the Fund and the
Index, the Fund may invest in exchange-traded stock index futures
contracts. The return of the Fund varies as the stock markets fluctuate
and there is no guarantee of principal or rate of return.
g. Comcast Corporation Stock Fund - The assets of the Comcast Corporation
Stock Fund are invested in the Company's Class A Special Common Stock.
The Fund 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 Fund
fluctuates and there is no guarantee of principal or rate of return.
h. Comcast Stable Value Fund - The Fund emphasizes stability of principal
while seeking to earn a competitive rate of return. The Fund invests
in investment contracts issued by insurance companies, banks and other
financial institutions. The Fund may also invest in security-backed
investment contracts that consist of one or more fixed-income
securities and a wrap contract issued by an insurance company, bank or
other financial institution. The wrap contract provides book-value
liquidity for benefit payments and offers enhanced diversification.
The interest rates credited under security-backed investment contracts
may vary based on the performance of the specific securities and
withdrawal experience.
i. Jones Intercable Stock Fund - As of December 31, 1999, the assets of
the Jones Intercable Stock Fund were invested in Jones' Class A Common
Stock. The Fund was a former fund of the Jones Intercable, Inc. Et Al
Profit Sharing/Retirement Plan and became an investment fund of the
Plan when the Jones Plans were merged with and into the Plan (see Note
2). The Fund was frozen effective on the merger date, and no purchases
of the Jones Class A Common Stock were subsequently made. The Fund
sold such stock in the normal course of business to meet the
distribution requirements of the Plan. On March 2, 2000, the
shareholders of Jones approved a merger pursuant to which the Company
acquired all of the remaining shares of Jones not then owned by the
Company. As a result, Jones was merged with and into Comcast JOIN
Holdings, Inc., a wholly- owned subsidiary of the Company, on that
date and Jones common stock ceased to be publicly-traded. Each former
Jones stockholder received 1.4 shares of Comcast Class A Special
Common Stock for each share of Jones common stock. Each share of Jones
Class A Common Stock invested in the Jones Intercable Stock Fund was
converted into 1.4 shares of the Company's Class A Special Common
Stock and invested in the Comcast Corporation Stock Fund.
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 Comcast Stable Value Fund at the direction of
the Plan Administrator.
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COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
----------------------------------------------
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (Continued)
--------------------------------------------------------------------------------
4. INVESTMENTS
The Plan's investments are held by a 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, 2000 and 1999 are
separately identified (number of units/shares are rounded to the nearest
whole unit or share).
December 31, 2000
-----------------------------------------
Fair or
Number of Contract
Units/Shares Value
------------------ --------------
Mutual Funds
Dodge and Cox Balanced Fund 481,899 units $ 30,562,037
Putnam Investors Fund 3,521,321 units 54,474,835
Putnam New Opportunities Fund 314,337 units 18,816,193
Putnam International Growth Fund 648,560 units 16,084,287
Vanguard Windsor II Fund 450,509 units 12,253,847
Putnam S&P 500 Index Fund 612,289 units 19,397,329
--------------
151,588,528
--------------
Comcast Corporation Stock Fund
Class A Special Common Stock 3,091,635 shares 129,075,764
Cash 777,957
--------------
129,853,721
--------------
Comcast Stable Value Fund
The Putnam Stable Value Fund 32,367,133 units 32,367,133
Other investment contracts 23,894,778 units 23,894,778
--------------
56,261,911
--------------
Participant Loan Fund
(interest rates from 6.28% to 11.00%;
maturities from 2001 to 2010) 9,620,740
--------------
$347,324,900
==============
-9-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
----------------------------------------------
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (Continued)
--------------------------------------------------------------------------------
December 31, 1999
-------------------------------------------
Fair or
Number of Contract
Units/Shares Value
------------------ --------------
Mutual Funds
Dodge and Cox Balanced Fund 375,365 units $ 24,665,250
Putnam Investors Fund 3,583,136 units 68,975,376
Putnam New Opportunities Fund 170,183 units 15,726,582
Putnam International Growth Fund 444,319 units 13,236,255
Vanguard Windsor II Fund 222,590 units 5,558,064
Putnam S&P 500 Index Fund 548,571 units 19,167,068
--------------
147,328,595
--------------
Comcast Corporation Stock Fund
Class A Special Common Stock 2,778,316 shares 140,478,600
Cash 297,530
--------------
140,776,130
--------------
Comcast Stable Value Fund
The Putnam Stable Value Fund 26,102,385 units 26,102,385
Other investment contracts 32,007,591 units 32,007,591
--------------
58,109,976
--------------
Jones Intercable Stock Fund
Class A Common Stock 76,875 shares 5,328,421
--------------
Participant Loan Fund
(interest rates from 6.28% to 11.50%;
maturities from 2000 to 2010) 8,910,690
--------------
$360,453,812
==============
The contract and fair values of assets included in the Comcast Stable
Value Fund were $56,261,911 and $56,936,205, respectively, as of December
31, 2000. The contract and fair values of assets included in the Comcast
Stable Value Fund were $58,109,976 and $57,990,792, respectively, as of
December 31, 1999. The average yield of investment contracts held as of
December 31, 2000 and 1999 was 6.41% and 6.22%, respectively. The average
yield on investment contracts for the years ended December 31, 2000 and
1999 was 6.11% and 6.09%, respectively.
5. PARTICIPANT LOANS AND HARDSHIP WITHDRAWALS
A participant may borrow from his/her 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, a participant 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 made pursuant to the Plan is five years (loans with
terms of greater than five years exist under the Plan as a result of
rollovers from merged plans). 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.
A participant may withdraw all or a portion of his/her benefits derived
from salary reduction, rollovers or the vested portion of employer
contributions, and earnings thereon, on account of hardship, as defined by
the Plan
-10-
COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
----------------------------------------------
NOTES TO FINANCIAL STATEMENTS
YEARS ENDED DECEMBER 31, 2000, 1999 AND 1998 (Concluded)
--------------------------------------------------------------------------------
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.
6. 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.
7. 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 Note 2).
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, 2000. 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.
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COMCAST CORPORATION RETIREMENT-INVESTMENT PLAN
----------------------------------------------
SCHEDULE H - LINE 4i - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
DECEMBER 31, 2000
-------------------------------------------------------------------------------------------------------------------
FEIN #23-1709202
PLAN #001
Description of
Investment, Fair or
Identity of Including Maturity Contract
Issue, Borrower, Lessor Date, Rate of Interest, Value
or Similar Party Par or Maturity Value
-------------------------------------------------------------------- ------------------------- ---------------
Mutual Funds
Dodge and Cox Balanced Fund 481,899 units $ 30,562,037
Putnam Investors Fund 3,521,321 units 54,474,835
Putnam New Opportunities Fund 314,337 units 18,816,193
Putnam International Growth Fund 648,560 units 16,084,287
Vanguard Windsor II Fund 450,509 units 12,253,847
Putnam S&P 500 Index Fund 612,289 units 19,397,329
-------------
151,588,528
-------------
Comcast Corporation* Stock Fund
Class A Special Common Stock 3,091,635 shares 129,075,764
Cash 777,957
-------------
129,853,721
-------------
Comcast Stable Value Fund
The Putnam Stable Value Fund 32,367,133 units 32,367,133
-------------
Traditional Investment Contracts
GE Life & Annuity Assurance Co.; 12/16/02 Maturity; 6.00% 1,186,272 units 1,186,272
John Hancock Life Insurance Co.; 11/22/02 Maturity; 5.83% 1,507,237 units 1,507,237
Ohio National Life Insurance Co.; 3/14/03 Maturity; 6.26% 1,193,234 units 1,193,234
Pacific Life Insurance Co.; 4/15/03 Maturity; 5.15% 2,236,828 units 2,236,828
Principal Life Insurance Co.; 5/15/03 Maturity; 5.45% 1,682,304 units 1,682,304
SAFECO; 9/16/02 Maturity; 6.93% 1,406,358 units 1,406,358
Transamerica Occidental; 1/16/01 Maturity; 5.76% 1,981,085 units 1,981,065
-------------
11,193,298
-------------
Security-Backed Investment Contracts
Bankers Trust; 9/15/02 Maturity; 6.42% 2,246,701 units 2,246,701
Caisse des Depots; 12/24/01 Maturity; 6.54% 2,316,726 units 2,316,726
Monumental Life Insurance Co.; 5/15/01 Maturity; 6.90% 1,136,174 units 1,136,174
Westdeutsche Landsbank; 2/25/03 Maturity; 6.42% 2,000,611 units 2,000,611
Westdeutsche Landsbank; 9/7/03 Maturity; 6.72% 2,000,041 units 2,000,041
Westdeutsche Landsbank; 9/15/02 Maturity; 6.78% 3,001,227 units 3,001,227
-------------
12,701,480
-------------
56,261,911
-------------
Participant Loan Fund
(Interest rates from 6.28% to 11.00%;
maturities from 2001 to 2010) 9,620,740
-------------
$347,324,900
=============
* Represents a party-in-interest to the Plan.
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INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement No.
33-63223 of Comcast Corporation on Form S-8 of our report dated June 22, 2001
appearing in the Annual Report on Form 11-K of the Comcast Corporation
Retirement-Investment Plan for the year ended December 31, 2000.
/s/ DELOITTE & TOUCHE LLP
Philadelphia, Pennsylvania
June 28, 2001
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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 28, 2001 By: /s/ Lawrence J. Salva
--------------------------------
Lawrence J. Salva
Senior Vice President and Chief
Accounting Officer
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