================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549-1004
______________________________
FORM 11-K
(Mark One)
/X/ Annual Report Pursuant to Section 15(d) of the Securities Exchange
Act of 1934
For the period ended December 31, 2000 Commission file number
1-9553
OR
/ / Transition Report Pursuant to Section 15(d) of the Securities
Exchange Act of 1934
WESTINGHOUSE SAVINGS PROGRAM
____________________________________________________________________
(Full title of the plan)
VIACOM INC.
____________________________________________________________________
(Name of issuer of the securities held pursuant to the plan)
1515 Broadway
New York, New York 10036
____________________________________________________________________
(Address of principal executive offices)
================================================================================
WESTINGHOUSE SAVINGS PROGRAM
FINANCIAL STATEMENTS
DECEMBER 31, 2000
INDEX
-----
Pages
-----
(a) Financial Statements:
Reports of Independent Accountants................................................... 1-2
Statement of net assets available for benefits
at December 31, 2000 and December 31, 1999...................................... 3
Statement of changes in net assets available for benefits
for the year ended December 31, 2000............................................ 4
Notes to financial statements........................................................ 5-11
Schedules
---------
Supplemental Schedules:
Schedule of assets held at end of year........................................... I
Schedule of reportable transactions.............................................. II
All other schedules are omitted as not applicable or not required.
(b) Exhibit:
I - Consents of Independent Accountants
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
persons who administer the Plan have duly caused this annual report to be signed
on its behalf by the undersigned, hereunto duly authorized.
WESTINGHOUSE SAVINGS PROGRAM
/s/ Barbara Mickowski
Date: June 27, 2001 By: _______________________________________
Barbara Mickowski
Member of the Retirement Committee
Report of Independent Accountants
To the Participants and
Administrator of the
Westinghouse Savings Program
In our opinion, the accompanying statement of net assets available for benefits
and the related statement of changes in net assets available for benefits
present fairly, in all material respects, the net assets available for benefits
of the Westinghouse Savings Program (the "Plan") at December 31, 2000, and the
changes in net assets available for benefits for the year ended December 31,
2000, in conformity with accounting principles generally accepted in the United
States of America. 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 audit. We conducted our audit of these
statements in accordance with auditing standards generally accepted in the
United States of America, which require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements, assessing
the accounting principles used and significant estimates made by management, and
evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
Our audit was conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules, as listed in
the accompanying index 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 schedules are the responsibility of the Plan's
management. The supplemental schedules have been subjected to the auditing
procedures applied in the audit of the basic financial statements and, in our
opinion, are fairly stated in all material respects in relation to the basic
financial statements taken as a whole.
PricewaterhouseCoopers LLP
New York, New York
June 27, 2001
Report of Independent Accountants
To the Participants and
Administrator of the
Westinghouse Savings Program
We have audited the accompanying statement of net assets available for benefits
of the Westinghouse Savings Program (the Plan) as of December 31, 1999. This
financial statement is the responsibility of the Plan Administrator. Our
responsibility is to express an opinion on this financial statement based on our
audit.
We conducted our audit 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 statement is free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statement. An audit also includes
assessing accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audit provides a reasonable basis for our opinion.
In our opinion, the financial statement referred to above presents fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1999, in conformity with generally accepted accounting principles.
KPMG, LLP
Pittsburgh, Pennsylvania
June 15, 2000
2
WESTINGHOUSE SAVINGS PROGRAM
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
(In thousands)
At December 31,
--------------------------------------
Assets 2000 1999
------ ---- ----
Investments, at fair value:
Registered investment companies $ 522,093 $ 640,486
Viacom Inc. Class B Common Stock 188,783 --
CBS Corporation Common Stock -- 235,281
Loans to participants 2,591 4,380
Investments, at contract value:
Fixed Income Fund 1,656,424 1,830,678
------------- ------------
Total investments 2,369,891 2,710,825
Cash and cash equivalents 3,376 4,422
Receivables:
Interest 5,527 8,776
Dividends -- 1,267
Investments sold 447 878
Contributions:
Employee -- 92
Employer -- 27
Rollover -- 364
------------- ------------
Total assets 2,379,241 2,726,651
Liabilities
-----------
Investment manager fees payable 640 177
------------- ------------
Net assets available for benefits $ 2,378,601 $ 2,726,474
============= ============
The accompanying notes are an integral part of these financial statements
3
WESTINGHOUSE SAVINGS PROGRAM
STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
(In thousands)
Year ended
December 31, 2000
-------------------------
Additions to net assets attributed to:
Rollover contributions $ 3,055
Investment income 33,959
Interest income 106,987
------------
Total additions 144,001
------------
Deductions to net assets attributed to:
Benefits paid to participants (342,734)
Net depreciation in fair value of investments (139,894)
Investment manager fees (994)
------------
Total deductions (483,622)
------------
Net decrease (339,621)
Transfers to other plans (8,252)
Net assets available for benefits, beginning of year 2,726,474
------------
Net assets available for benefits, end of year $ 2,378,601
============
The accompanying notes are an integral part of these financial statements
4
WESTINGHOUSE SAVINGS PROGRAM
NOTES TO FINANCIAL STATEMENTS
(dollars in thousands)
NOTE 1 - PLAN DESCRIPTION
The following is a brief description of the Westinghouse Savings Program (the
"Plan") and is provided for general information only. Participants should refer
to the Plan document for more complete information regarding the Plan.
The Plan was established by CBS Broadcasting Inc. (formerly CBS Inc.) a wholly
owned subsidiary of CBS Corporation (the "Corporation" or "CBS") (formerly doing
business as Westinghouse Electric Corporation). On May 4, 2000, CBS was merged
with and into Viacom Inc. ("the Company"). As a result of the merger, the
Company became the sponsor of the Plan.
Pursuant to the May 4, 2000 merger between CBS and Viacom, each share of CBS
common stock held by the plan was converted into 1.085 shares of Viacom Class B
Common Stock. All other plan provisions and investment options have remained the
same.
As of December 31, 1999, the Plan had approximately two hundred active
contributing participants. In January 2000, CBS transferred all net assets
attributable to contributing participants to an active CBS Plan. These
transfers, in the amount of $8,252, are shown in the statement of changes in net
assets available for benefits as "transfers to other plans." At December 31,
2000, all of the remaining participants were retirees or terminated employees
who are fully vested in the Plan. No contributions can be made to the Plan and
no new loans may be requested. At a participant's option, a defined benefit
pension distribution can be transferred into the Plan provided the participant
is retiree eligible under the defined benefit pension plan.
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974, as amended ("ERISA"), and is administered by the Retirement
Committee, an internal committee appointed by the Board of Directors of the
Company.
Investment and Participant Accounts
-----------------------------------
Mellon Bank is the trustee and custodian of Plan assets. Certain Plan
investments are shares of funds managed by Mellon Bank and therefore qualify as
party-in-interest transactions.
5
WESTINGHOUSE SAVINGS PROGRAM
NOTES TO FINANCIAL STATEMENTS
(dollars in thousands)
Plan participants have the option of investing their rollover contributions and
account balances in increments of one percent among the following investments:
American Century Ultra Fund
Bankers Trust Index Fund
Bankers Trust Lifecycle Short Range Fund
Bankers Trust Lifecycle Mid Range
Bankers Trust Lifecycle Long Range Fund
Fidelity Growth and Income Fund
Fixed Income Fund
Janus Fund
J.P. Morgan Diversified Fund
J.P. Morgan International Equity Fund
Viacom Inc. Class B Common Stock
Loans to Participants
---------------------
Prior to 2000, participants were eligible to receive loans based on their
account balances. The maximum loan available to a participant was the lesser of
50% of the participant's vested account balance or $50. The interest rate on
participant loans was established on the last day of the calendar quarter prior
to the loan origination date at a rate of 1% above the annual prime commercial
rate. All loans are subject to specific repayment terms and are secured by the
participants' nonforfeitable interest in his/her account equivalent to the
principal amount of the loan.
Vesting
-------
Participant contributions to the Plan plus actual earnings thereon are fully
vested and nonforfeitable. If an employee had eligible service before January 1,
1989, the employer matching contributions plus actual earnings thereon are also
vested. Employees hired on or after January 1, 1989, must have completed five
years of eligible service to become vested in employer matching contributions
plus actual earnings thereon. If participants terminated employment prior to
being vested in their employer matching contributions, the non-vested portion of
their account was forfeited and used to pay administrative expenses.
Distributions and Withdrawals
-----------------------------
Earnings on both employee and employer contributions are not subject to income
tax until they are distributed or withdrawn from the Plan.
Participants in the Plan, or their beneficiaries, may receive their account
balances, in a lump sum or in installments over a period of up to 20 years, in
the event of retirement, termination of employment, disability or death.
Participants must receive a required minimum distribution upon attainment of age
70 1/2 unless they are still employed.
A participant may obtain a hardship withdrawal of the vested portion of employer
matching contributions and before-tax contributions provided that the
requirements for hardship are met. There is no restriction on the number of
hardship withdrawals permitted.
6
WESTINGHOUSE SAVINGS PROGRAM
NOTES TO FINANCIAL STATEMENTS
(dollars in thousands)
Termination Priorities
----------------------
Although the Company anticipates that the Plan will continue indefinitely, it
reserves the right by action of its board of directors to amend or terminate the
Plan provided that such action is in accordance with applicable law. In the
event that the Plan is terminated, subject to conditions set forth in ERISA, the
Plan provides that the net assets of the Plan be distributed to participants in
proportion to their respective vested interests in such net assets at that date.
Plan Expenses
-------------
The Retirement Committee is responsible for the general administration of the
Plan and for carrying out the provisions thereof. The investment assets of the
Plan are administered by a trustee appointed by the Investment Committee, a
separate internal committee appointed by the Board of Directors of the Company.
With the exception of investment manager fees, which are paid by the Plan,
expenses of the Plan are borne by the Company.
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
-------------------
The accrual method of accounting is used for financial statement presentation.
Investment Valuation and Income Recognition
-------------------------------------------
Short-term money market obligations are carried at cost which approximates fair
value due to the short-term maturity of these investments. Viacom Inc. Class B
Common Stock and CBS Corporation Common Stock are reported at fair value based
on the quoted market price of the stock on the New York Stock Exchange.
Investments with registered investment companies are reported at fair value
based upon the market value of the underlying securities as priced by national
security exchanges. Guaranteed insurance contracts and synthetic guaranteed
insurance contracts are fully benefit responsive and are therefore reported at
contract value, which represents the aggregate amount of deposits thereto, plus
interest at the contract rate, less withdrawals. Loans to participants are
valued at cost which approximates market value. The loans outstanding as of
December 31, 2000 carry interest rates ranging from 8.75% to 9.75%. Cash and
cash equivalents are valued at cost plus accrued interest, which approximate
market value. Interest income is accrued as earned and dividend income is
recorded on the ex-dividend date.
Security Transactions
---------------------
Purchases and sales of securities are recorded on the trade date. The historical
average cost basis is used to determine gains or losses on security
dispositions.
The Plan presents in the statement of changes in net assets available for
benefits the net depreciation in the fair value of its investments which
consists of the realized gains or losses and the unrealized appreciation
(depreciation) on those investments.
Payment of Benefits
-------------------
Benefits are recorded when paid.
7
WESTINGHOUSE SAVINGS PROGRAM
NOTES TO FINANCIAL STATEMENTS
(dollars in thousands)
Use of Estimates
----------------
The preparation of financial statements in conformity with generally accepted
accounting principles requires the Plan to make estimates and assumptions, such
as those regarding fair value, that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of changes in net assets
available for benefits during the reporting period. Actual results could differ
from those estimates.
Risks and Uncertainties
-----------------------
The Plan provides for various investment options. Investment securities are
exposed to various risks such as interest rate, market and credit. Due to the
level of risk associated with certain investment securities and the level of
uncertainty related to changes in the value of such securities, it is at least
reasonably possible that changes in risks in the near term could materially
affect participants' account balances and the amounts reported in the statement
of net assets available for benefits and the related statement of changes in net
assets available for benefits.
8
WESTINGHOUSE SAVINGS PROGRAM
NOTES TO FINANCIAL STATEMENTS
(dollars in thousands)
NOTE 3 - INVESTMENTS
The following table presents the values of investments that represent 5% or more
of the Plan's net assets as of December 31, 2000 and 1999.
December 31,
-------------------------------------------------------------------
2000 1999
----------------------------- ----------------------------
Shares Current Value Shares Current Value
------ ------------- ------ -------------
(in thousands) (in thousands)
Investment Contracts:
UBS AG 365,919 $ 365,919 - $ -
Monumental Life Insurance 365,919 365,919 436,262 436,262
Caisse Des Depots 365,919 365,919 163,103 163,103
National West Minister Bank - - 506,922 506,922
Morgan Guaranty Trust Co. - - 347,731 347,731
Bankers Trust - - 194,306 194,306
Viacom Class B Common Stock 4,038 188,783 - -
CBS Corporation Common Stock - - 3,680 235,281
Fidelity Growth and Income Fund 3,059 128,784 3,446 162,512
BT Index Fund 885 133,695 890 163,341
Janus Fund 4,226 140,676 3,604 158,748
During the year ended December 2000, the Plan's investments (including gains
and losses on investments bought and sold, as well as held during the year)
depreciated as follows:
2000
-----------
Registered investment companies $ (96,398)
Viacom Class B Common Stock (43,496)
-----------
$ (139,894)
===========
9
WESTINGHOUSE SAVINGS PROGRAM
NOTES TO FINANCIAL STATEMENTS
(dollars in thousands)
NOTE 4 - RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for benefits per the
financial statements to the Form 5500:
At December 31,
-----------------------------------
2000 1999
-------------- -------------
Net assets available for benefits per the
financial statements $ 2,378,601 $ 2,726,474
Amounts allocated to withdrawing
participants (3,119) (3,714)
-------------- -------------
Net assets available for benefits per the
Form 5500 $ 2,375,482 $ 2,722,760
============== =============
The following is a reconciliation of benefits paid to participants as reflected
in the financial statements to the Form 5500 for the 2000 Plan year:
For the Year Ended
December 31, 2000
-----------------
Benefits paid to participants per the financial statements $ 342,734
Add amounts allocated to withdrawing participants
as of December 31, 2000 3,119
Less amounts allocated to withdrawing participants
as of December 31, 1999 (3,714)
------------
Benefits paid to participants per the Form 5500 $ 342,139
============
Amounts allocated to withdrawing participants are recorded on the Form 5500 for
benefit claims that have been processed and approved for payment prior to
December 31, but not yet paid as of that date.
NOTE 5 - INCOME TAX STATUS
A favorable determination letter was received from the Internal Revenue Service
on September 25, 1997, stating that the Plan is exempt from federal income taxes
under the provisions of Section 501(a) of the Internal Revenue Code. The Plan
has been amended since receipt of the determination letter. The Company and the
Company's tax counsel believe that the Plan is designed and is currently being
operated in compliance with the applicable requirements of the Code. Therefore,
they believe that the Plan was qualified as tax-exempt as of the financial
statement date. On May 1, 2001, the Company filed with the Internal Revenue
Service an application for a new determination letter.
10
WESTINGHOUSE SAVINGS PROGRAM
NOTES TO FINANCIAL STATEMENTS
(dollars in thousands)
NOTE 6 - INVESTMENT IN FIXED INCOME SECURITIES
The following table presents the investments in the Fixed Income Fund as of
December 31, 2000 and 1999:
2000 1999
-------------- --------------
Guaranteed Investment Contracts $ 380,552 $ 118,460
Synthetic Guaranteed Investment Contracts 1,213,775 1,648,380
Cash 62,097 63,838
-------------- --------------
Fixed Income Fund $ 1,656,424 $ 1,830,678
============== ==============
At December 31, 2000 and 1999, the fair value of the investments in the Fixed
Income Fund in the aggregate was approximately $1,693,000 and $1,860,000,
respectively.
Synthetic guaranteed investment contracts utilize benefit-responsive wrapper
contracts issued by various third-party issuers. The wrapper contracts provide
market and cash flow risk protection to the Plan and provide for the execution
of participant initiated transactions in the Plan at contract value. The
synthetic guaranteed investment contracts include investments in derivatives
including collateralized mortgage obligations (CMOs), real estate investment
conduits (REMICs), other mortgage derivatives, call/put options on Treasury
securities and U.S. Treasury bond futures contracts. The notional and fair
values of these derivatives, as estimated by the various investment managers
based on discounted cash flow analysis, are ($111,553) and $123,734 as of
December 31, 2000 and $229,883 and $218,609 as of December 31, 1999,
respectively.
The average blended yield of all the investment contracts as of December 31,
2000 and 1999, was 6.74% and 6.08%, respectively, while the annual one-year
return for the year ended December 31, 2000 was 6.33%.
11
SCHEDULE I
WESTINGHOUSE SAVINGS PROGRAM
SCHEDULE OF ASSETS HELD AT END OF YEAR
DECEMBER 31, 2000
-----------------
(in thousands)
------------
Unit/Principal
Amount/Shares/
Maturity and Current
Identity of issue, borrowing lessor or similar party Interest Rates Cost Value
---------------------------------------------------- -------------- ---- -----
Registered Investment Companies:
Janus Fund................................................... 4,226 $ 140,113 $ 140,676
Bankers Trust Index Fund..................................... 885 97,800 133,695
Fidelity Growth and Income Fund.............................. 3,059 98,221 128,784
American Century Ultra Fund.................................. 2,559 82,039 82,844
J. P. Morgan International Fund.............................. 739 9,435 8,171
Bankers Trust Lifecycle Mid Range Fund....................... 791 8,595 8,051
J. P. Morgan Diversified Fund................................ 567 7,310 7,758
Bankers Trust Lifecycle Long Range Fund...................... 663 8,190 7,612
Bankers Trust Lifecycle Short Range Fund..................... 445 4,646 4,502
Common Stock Fund:
* Viacom Inc. Class B Common Stock............................ 4,038 242,944 188,783
Fixed Income Fund:
Guaranteed Insurance Contracts
------------------------------
Principle Life Insurance Company
GA 4-35033 5.41% 12/02/2002............................ 89,569 89,569 89,569
John Hancock Mutual Life Insurance Company
No. 15046 GAC 6.40% 12/20/2030......................... 85,000 85,000 85,000
Protective Life Insurance Company
GA-1691 6.60% 12/20/2030............................... 60,000 60,000 60,000
Jackson National Life Insurance Company
G-1378 6.32% 12/20/2030................................ 45,000 45,000 45,000
Prudential Insurance Company of America
GA-10112-221 6.55% 12/20/2030.......................... 45,000 45,000 45,000
Security Benefit Life Insurance Company
G-0104 6.50% 12/20/2030................................ 40,000 40,000 40,000
Prudential Insurance Company of America
GA-10112-211 5.53% 12/20/2030.......................... 15,000 15,000 15,000
S-1
WESTINGHOUSE SAVINGS PROGRAM
SCHEDULE OF ASSETS HELD AT END OF YEAR
DECEMBER 31, 2000
-----------------
(in thousands)
--------------
Unit/Principal
Amount/Shares/
Maturity and Current
Identity of issue, borrowing lessor or similar party Interest Rates Cost Value
---------------------------------------------------- -------------- ---- -----
Synthetic Guaranteed Insurance Contracts
----------------------------------------
Monumental Life Insurance Company
MDA00303TR 102.70% 12/20/2030.......................... 365,919 365,919 365,919
Union Bank of Switzerland
No. 3071 102.70% 12/20/2030............................ 365,919 365,919 365,919
Caisse des Depots et Consignations
No. 1225-01 102.70% 12/20/2030......................... 365,919 365,919 365,919
Caisse des Depots et Consignations
BR-222-05 5.74% 10/01/2001............................. 60,079 60,079 60,079
Caisse des Depots et Consignations
BR-222-04 6.43% 5/31/2001.............................. 24,752 24,752 24,752
Caisse des Depots et Consignations
BR-222-03 6.92% 10/01/2001............................. 15,080 15,080 15,080
Caisse des Depots et Consignations
BR-222-02 6.43% 5/31/2001.............................. 12,102 12,102 12,102
Short Term Investment Fund
--------------------------
* Mellon Trust 6.69%........................................ 67,085 67,085 67,085
------------ ------------ ------------
Total Fixed Income Fund 1,656,424 1,656,424 1,656,424
Various maturities
* Loans to participants.......................................... and interest rates
ranging from 8.75%
to 9.75% 2,591
------------
Total investments................. $ 2,369,891
============
* Identified as a party-in-interest to the Plan.
S-2
SCHEDULE II
WESTINGHOUSE SAVINGS PROGRAM
SCHEDULE OF REPORTABLE TRANSACTIONS
DURING THE YEAR ENDED DECEMBER 31, 2000
Expenses
Purchase Selling Lease Incurred with
Identity of Party Involved Description of Asset Price Price Rental Transaction
-------------------------- --------------------- -------------- ----------- --------- ---------------
Single Transactions: *
-------------------
EB Temporary Investment Fund 12
Variable Rate 12/31/2075 DD 4/25/97 241,275,564 units $ 241,275,564 N/A N/A
EB Temporary Investment Fund 12
Variable Rate 12/31/2075 DD 4/25/97 168,486,705 units $ 168,486,705 N/A N/A
BSDT-Late Money Deposit Acct. 242,474,682 units $ 242,474,682 N/A N/A
BSDT-Late Money Deposit Acct. 242,474,682 units $ 242,474,682 N/A N/A
Bankers Trust Co. 92-412A
5.96% 12/31/2099 DD 09/09/92 144,362,087 units $ 144,362,087 N/A N/A
Morgan GTY TR CO NY AWEST03
6.23% 12/31/2099 DD 04/18/97 138,851,354 units $ 138,851,354 N/A N/A
Morgan GTY TR CO NY AWEST04
5.81% 12/31/2099 DD 09/15/97 231,459,239 units $ 231,459,239 N/A N/A
Monuments Life Ins BDA 00055TR
6.08% 12/31/2099 DD 10/01/96 183,001,600 units $ 183,001,600 N/A N/A
Nat'l Westministr Bk Pl SAM127MA
8.06% 12/31/2099 DD 01/03/95 169,430,858 units $ 169,430,858 N/A N/A
UBS AG #3071
102.70% 12/20/2030 DD 12/15/00 366,852,276 units $ 366,852,276 N/A N/A
Monumental Life Ins #MDA00303TR
102.70% 12/20/2030 DD 12/15/00 366,852,276 units $ 366,852,276 N/A N/A
CDC Finl Prods Inc. #1225-01
102.70% 12/20/2030 DD 12/15/00 366,852,276 units $ 366,852,276 N/A N/A
Current
Value of
Asset on
Cost of Transaction Net Gain or
Identity of Party Involved Asset Date (Loss)
-------------------------- ------------- ------------- ----------
Single Transactions: *
-------------------
EB Temporary Investment Fund 12
Variable Rate 12/31/2075 DD 4/25/97 $ 241,275,564 $--
EB Temporary Investment Fund 12
Variable Rate 12/31/2075 DD 4/25/97 $ 168,486,705 $ 168,486,705 $--
BSDT-Late Money Deposit Acct. $ 242,474,682 $--
BSDT-Late Money Deposit Acct. $ 242,474,682 $ 242,474,682 $--
Bankers Trust Co. 92-412A
5.96% 12/31/2099 DD 09/09/92 $ 144,362,087 $ 144,362,087 $--
Morgan GTY TR CO NY AWEST03
6.23% 12/31/2099 DD 04/18/97 $ 138,851,354 $ 138,851,354 $--
Morgan GTY TR CO NY AWEST04
5.81% 12/31/2099 DD 09/15/97 $ 231,459,239 $ 231,459,239 $--
Monuments Life Ins BDA 00055TR
6.08% 12/31/2099 DD 10/01/96 $ 183,001,600 $ 183,001,600 $--
Nat'l Westministr Bk Pl SAM127MA
8.06% 12/31/2099 DD 01/03/95 $ 169,430,858 $ 169,430,858 $--
UBS AG #3071
102.70% 12/20/2030 DD 12/15/00 $ 366,852,276 $--
Monumental Life Ins #MDA00303TR
102.70% 12/20/2030 DD 12/15/00 $ 366,852,276 $--
CDC Finl Prods Inc. #1225-01
102.70% 12/20/2030 DD 12/15/00 $ 366,852,276 $--
*Transactions or series of transactions in excess of 5 percent of the current
value of the Plan's assets as of December 31, 1999 as defined in Section 2520
103-6 of the Department of Labor Rules and Regulations for Reporting and
Disclosure under ERISA.
S-3
SCHEDULE II
WESTINGHOUSE SAVINGS PROGRAM
SCHEDULE OF REPORTABLE TRANSACTIONS
DURING THE YEAR ENDED DECEMBER 31, 2000
Expenses
Purchase Selling Lease Incurred with
Identity of Party Involved Description of Asset Price Price Rental Transaction
-------------------------- --------------------- -------------- ------------ --------- ---------------
Series Transactions: *
-------------------
Viacom Inc. Cl B common stock 1,055,400 units $ 67,470,777 N/A N/A
1,178,200 units $ 76,056,858 N/A N/A
EB Temporary Investment Fund 12 283,540,156 units $ 283,540,156 N/A N/A
Variable Rate 12/31/2075 DD 4/25/97 231,740,091 units $ 213,740,091 N/A N/A
BSDT-Late Money Deposit Acct. 335,027,350 units $ 335,027,350 N/A N/A
335,027,350 units $ 335,027,350 N/A N/A
Westinghouse Svgs Program Prop 489,010,704 units $ 489,010,704 N/A N/A
557,203,557 units $ 557,203,557 N/A N/A
Bankers Trust Co. 92-412A 8,339,340 units $ 8,339,340 N/A N/A
5.96% 12/31/2099 DD 09/09/92 144,362,087 units $ 144,362,087 N/A N/A
Caisse Des Depots ET Br-222-05 92,349,340 units $ 92,349,130 N/A N/A
5.74% 10/01/2001 DD 07/02/96 92,752,404 units $ 92,725,404 N/A N/A
Morgan GTY TR CO NY AWEST03 8,310,358 units $ 8,310,358 N/A N/A
63.23% 12/31/2099 DD 04/18/97 138,851,354 units $ 138,851,354 N/A N/A
Morgan GTY TR CO NY AWEST04 13,392,159 units $ 13,392,159 N/A N/A
5.81% 12/31/2099 DD 09/15/97 231,459,239 units $ 231,459,239 N/A N/A
Monumental Life Ins BDA 00055TR 11,109,034 units $ 11,109,034 N/A N/A
6.08% 12/31/2099 DD 10/01/96 183,001,600 units $ 183,001,600 N/A N/A
Nat'l Westminstr Bk Pl SAM127MA 11,155,142 units $ 11,155,142 N/A N/A
8.06% 12/31/2099 DD 01/03/95 209,430,858 units $ 209,430,858 N/A N/A
UBS AG #3071 366,852,276 units $ 366,852,276 N/A N/A
102.70% 12/20/2030 DD 12/15/00 933,333 units $ 933,333 N/A N/A
Monumental Life Ins #MDA00303TR 366,852,276 units $ 366,852,276 N/A N/A
102.70% 12/20/2030 DD 12/15/00 933,333 units $ 933,333 N/A N/A
CDC Finl Prods Inc. #1225-01 366,852,276 units $ 366,852,276 N/A N/A
102.70% 12/20/2030 DD 12/15/00 933,333 units $ 933,333 N/A N/A
Current Value
of Asset on
Cost of Transaction Net Gain or
Identity of Party Involved Asset Date (Loss)
-------------------------- -------------- --------------- ----------------
Series Transactions: *
---------------------
Viacom Inc. Cl B common stock $ 67,470,777
$ 42,768,655 $ 76,056,858 $ 33,288,203
EB Temporary Investment Fund 12 $ 283,540,156
Variable Rate 12/31/2075 DD 4/25/97 $ 213,740,091 $ 213,740,091 $ --
BSDT-Late Money Deposit Acct. $ 335,027,350
$ 335,027,350 $ 335,027,350 $ --
Westinghouse Svgs Program Prop $ 489,010,704
$ 557,203,557 $ 557,203,557 $ --
Bankers Trust Co. 92-412A $ 8,339,340
5.96% 12/31/2099 DD 09/09/92 $ 144,362,087 $ 144,362,087 $ --
Caisse Des Depots ET Br-222-05 $ 92,349,130
5.74% 10/01/2001 DD 07/02/96 $ 92,725,404 $ 92,725,404 $ --
Morgan GTY TR CO NY AWEST03 $ 8,310,358
63.23% 12/31/2099 DD 04/18/97 $ 138,851,354 $ 138,851,354 $ --
Morgan GTY TR CO NY AWEST04 $ 13,392,159
5.81% 12/31/2099 DD 09/15/97 $ 231,459,239 $ 231,459,239 $ --
Monumental Life Ins BDA 00055TR $ 11,109,034
6.08% 12/31/2099 DD 10/01/96 $ 183,001,600 $ 183,001,600 $ --
Nat'l Westminstr Bk Pl SAM127MA $ 11,155,142
8.06% 12/31/2099 DD 01/03/95 $ 209,430,858 $ 209,430,858 $ --
UBS AG #3071 $ 366,852,276
102.70% 12/20/2030 DD 12/15/00 $ 933,333 $ 933,333 $ --
Monumental Life Ins #MDA00303TR $ 366,852,276
102.70% 12/20/2030 DD 12/15/00 $ 933,333 $ 933,333 $ --
CDC Finl Prods Inc. #1225-01 $ 366,852,276
102.70% 12/20/2030 DD 12/15/00 $ 933,333 $ 933,333 $ --
*Transactions or series of transactions in excess of 5 percent of the current
value of the Plan's assets as of December 31, 1999 as defined in Section 2520
103-6 of the Department of Labor Rules and Regulations for Reporting and
Disclosure under ERISA.
S-4