[X]
|
ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
[
]
|
TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
[NO FEE REQUIRED]
|
B.
|
Name
of issuer of the securities held pursuant to the plan and the address
of
its principal executive office:
|
COCA-COLA
ENTERPRISES INC. SAVINGS AND INVESTMENT PLAN FOR CERTAIN BARGAINING
EMPLOYEES
(Name
of Plan)
|
|
Date: June
25, 2009
|
By /S/
JOYCE KING-LAVINDER
Joyce
King-Lavinder
Chairperson,
Global Retirement Programs
Committee
|
Exhibit
Number
|
Description
|
|
Exhibit
23
|
Consent
of Banks, Finley, White & Co., Independent Registered Public
Accounting Firm
|
Report
of
Independent Registered Public Accounting Firm
|
1
|
Financial
Statements:
|
|
Statements
of Net Assets
Available for Benefits
|
2
|
Statement
of Changes in Net
Assets Available for Benefits
|
3
|
Notes
to Financial
Statements
|
4
|
Supplemental
Schedule:
|
|
Schedule
H, Line 4i – Schedule of Assets (Held at End of Year)
|
17
|
2008
|
2007
|
|||||||
Assets
|
||||||||
Investments
in Master Trust, at fair value
|
$ |
8,747,886
|
$ |
11,666,239
|
||||
Participant
loans
|
566,411
|
615,565
|
||||||
Total
assets reflecting all investments at fair value
|
9,314,297
|
12,281,804
|
||||||
Adjustment
from fair value to contract value
|
||||||||
for
fully benefit-responsive investment
|
||||||||
contracts
|
91,928
|
(12,589 | ) | |||||
Net
assets available for benefits
|
$ |
9,406,225
|
$ |
12,269,215
|
Additions
to net assets attributed to:
|
2008
|
|||
Investment
income in Master Trust
|
$ |
96,460
|
||
Participant
contributions
|
888,589
|
|||
Total
additions
|
985,049
|
|||
Deductions
from net assets attributed to:
|
||||
Net
change in fair value of investments
|
(3,274,867 | ) | ||
Distributions
to Participants
|
(554,991 | ) | ||
Administrative
expenses
|
(18,181 | ) | ||
Total
deductions
|
(3,848,039 | ) | ||
Net
decrease in net assets available for benefits
|
(2,862,990 | ) | ||
Net
assets available for benefits:
|
||||
Beginning
of year
|
12,269,215
|
|||
End
of year
|
$ |
9,406,225
|
·
|
The
level of market interest rates;
|
·
|
The
amount and timing of participant contributions, transfers and withdrawals
into/out of the wrapper contract;
|
·
|
The
investment returns generated by the fixed income investments that
back the
wrapper contact; and
|
·
|
The
duration of the underlying investments backing the wrapper
contract.
|
Fair
value of the underlying assets of the wrapper
contracts:
|
2008
|
2007
|
||||||
Fixed
income securities
|
$ |
98,735
|
$ |
46,113
|
||||
Common/Collective
Trusts
|
2,442,913
|
2,565,573
|
||||||
Fair
value of the wrapper contracts
|
2,541,648
|
2,611,686
|
||||||
Adjustment
from fair value to contract value
|
91,928
|
(12,589 | ) | |||||
Contract
value
|
$ |
2,633,576
|
$ |
2,599,097
|
Investments
at fair value:
|
2008
|
2007
|
||||||
Common/Collective
trust funds
|
$ |
476,916,456
|
$ |
427,153,300
|
||||
Registered
Investment Companies
|
238,219,320
|
637,269,776
|
||||||
Company
Stock
|
97,592,148
|
238,954,693
|
||||||
CISC
Self-Directed Accounts
|
15,550,902
|
18,808,801
|
||||||
Stable
Value Fund at fair value
|
195,046,321
|
176,825,228
|
||||||
Investments
at fair value
|
1,023,325,147
|
1,499,011,798
|
||||||
Stable
Value Fund Book Valuation Adjustment
|
9,349,082
|
(1,042,087 | ) | |||||
Master
Trust Net Assets
|
$ |
1,032,674,229
|
$ |
1,497,969,711
|
2008
|
||||
Additions:
|
||||
Interest
and dividend income
|
$ |
17,113,482
|
||
Participant
contributions
|
89,815,307
|
|||
Company
contributions
|
17,490,037
|
|||
Total
additions
|
124,418,826
|
|||
Deductions:
|
||||
Net
change in fair value of investments
|
(462,217,280 | ) | ||
Distributions
to Participants
|
(124,688,936 | ) | ||
Administrative
expenses
|
(2,808,092 | ) | ||
Total
deductions
|
(589,714,308 | ) | ||
Net
decrease
|
(465,295,482 | ) | ||
Net
assets available for benefits:
|
||||
Beginning
of year
|
1,497,969,711
|
|||
End
of year
|
$ |
1,032,674,229
|
Net
change in fair value of investments:
|
2008
|
2007
|
||||||
Registered
Investment Companies
|
$ | (204,951,950 | ) | $ |
1,865,133
|
|||
Company
Stock
|
(116,988,232 | ) |
57,375,182
|
|||||
Corporate
Stock (A)
|
-
|
15,871,385
|
||||||
CISC
Self-Directed Accounts
|
(7,527,973 | ) |
1,581,589
|
|||||
Stable
Value Fund
|
7,774,595
|
8,331,674
|
||||||
Common/Collective
trust funds
|
(140,523,720 | ) |
18,007,797
|
|||||
Totals
|
$ | (462,217,280 | ) | $ |
103,032,760
|
Shares
|
Fair
Value
|
Realized
Gain
|
||||||||||
Purchases
|
727,448
|
$ |
11,373,505
|
$ |
-
|
|||||||
Sales
|
(1,795,871 | ) | $ | (33,681,171 | ) | $ |
2,069,941
|
|||||
Dividends
received
|
-
|
$ |
2,318,688
|
$ |
-
|
|||||||
Balance
at December 31, 2008
|
8,111,152
|
$ |
97,592,148
|
Fair
Value
|
||||
SSgA
S&P 500 Fund
|
$ |
208,799,566
|
||
JP
Morgan Core Bond
|
$ |
167,986,498
|
||
Artio
International Equity Fund
|
$ |
57,418,175
|
||
American
Funds Growth Fund
|
$ |
118,314,990
|
||
Invesco
Stable Value Fund
|
$ |
195,046,321
|
·
|
Level
1: Inputs to the valuation methodology are unadjusted quoted
prices for identical assets or liabilities in active markets that
the Plan
has the ability to access.
|
·
|
Level
2: Inputs to the valuation methodology
include:
|
o
|
quoted
prices for similar assets or liabilities in active
markets;
|
o
|
quoted
prices for identical or similar assets or liabilities in inactive
markets;
|
o
|
inputs
other than quoted prices that are observable for the Plan
assets;
|
o
|
inputs
that are derived principally from or corroborated by observable market
data by correlation or other means.
|
·
|
Level
3: Inputs to the valuation methodology are unobservable and
significant to the fair value
measurement.
|
December
31,
2008
|
Quoted
Prices in
Active
Markets
for
Identical
Assets
(Level 1)
|
Significant
Other
Observable
Inputs
(Level
2)
|
Significant
Unobservable
Inputs
(Level
3)
|
|||||||||||||
Common/Collective
trust funds (A)
|
$ |
476,916,456
|
$ |
-
|
$ |
476,916,456
|
$ |
-
|
||||||||
Registered
Investment Companies (B)
|
238,219,320
|
238,219,320
|
-
|
-
|
||||||||||||
Company
Stock (C)
|
97,592,148
|
97,592,148
|
-
|
-
|
||||||||||||
CISC
Self-Directed Accounts (D)
|
15,550,902
|
15,550,902
|
-
|
-
|
||||||||||||
Wrapper
contracts (E)
|
195,046,321
|
-
|
195,046,321
|
-
|
||||||||||||
Participant
Loans (F)
|
79,800,704
|
-
|
-
|
79,800,704
|
||||||||||||
Total
Plan Assets
|
$ |
1,103,125,851
|
$ |
351,362,370
|
$ |
671,962,777
|
$ |
79,800,704
|
(A)
|
The
underlying investments held in the Common/Collective trust funds
are
valued at the net asset value of shares held by the Plan at
year-end.
|
(B)
|
Investments
in Registered Investment Companies consist of mutual funds which
are
valued using the net asset value of shares held by the Plan at
year-end.
|
(C)
|
Investments
in Company Stock are valued using quoted market prices multiplied
by the
number of shares owned.
|
(D)
|
Investments
in CISC Self-Directed Accounts consist primarily of the
following: (1) common stocks and corporate bonds, which are
valued at the closing price reported on the active market on which
the
individual securities are traded; and (2) mutual funds, which are
valued
at the net asset value of shares held by the Plan at year
end.
|
(E)
|
The
fair value of the wrapper contracts is determined by using a replacement
cost methodology, which calculates the present value of excess future
wrap
fees. The underlying assets of the wrapper contracts (units of
collective trust funds holding fixed income bonds) are calculated
using
quoted market prices.
|
(F)
|
Participant
loans are valued at amortized cost, which approximates fair
value.
|
|
|
Participant
loans
|
||||
Balance,
beginning of year
|
$ |
84,563,479
|
||
Purchases,
sales, issuances and settlements (net)
|
(4,762,775 | ) | ||
Balance,
end of year
|
$ |
79,800,704
|
(a)
|
(b) Identity
of issue, borrower, lessor
or
similar party
|
(c) Description
of investment, including
maturity
date, rate of interest,
collateral,
par, or maturity value
|
(e) Current
Fair
Value
|
|||||
*
|
Coca-Cola
Enterprises Inc. Savings
and
Investment
Plan for
Certain
Bargaining
Employees
|
LOANS
TO PARTICIPANTS (Interest rates
ranging
from
4.00% to 9.5%)
|
$ |
566,411
|