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(X)
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ANNUAL
REPORT PURSUANT TO SECTION 15(d)
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OF
THE SECURITIES EXCHANGE ACT OF
1934
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(
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TRANSITION
REPORT PURSUANT TO SECTION 15(d)
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OF
THE SECURITIES EXCHANGE ACT OF
1934
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A.
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Full
title of the plan and the address of the plan, if different from
that of
the issuer named below:
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COMCAST-SPECTACOR
401(K) PLAN
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B.
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Name
of issuer of the securities held pursuant to the Plan and the address
of
the principal executive offices:
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Comcast
Corporation
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1500
Market Street
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Philadelphia,
PA 19102-2148
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Page
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REPORTS
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS:
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FINANCIAL
STATEMENTS:
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SUPPLEMENTAL
SCHEDULE:
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CONSENTS
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMS:
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STATEMENTS
OF NET ASSETS AVAILABLE FOR BENEFITS
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December
31,
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2004
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2003
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ASSETS
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Investments
at fair value
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$
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19,887,520
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$
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16,037,803
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Participant
loans
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373,292
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284,370
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NET
ASSETS
AVAILABLE FOR BENEFITS
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$
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20,260,812
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$
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16,322,173
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STATEMENT
OF CHANGES IN NET ASSETS AVAILABLE FOR
BENEFITS
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Year
ended
December 31,
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2004
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Additions
to net assets attributed to:
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Investment
income
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Net
appreciation in fair value of investments
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$
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1,383,793
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Dividends
and interest
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381,125
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1,764,918
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Contributions
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Participants
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2,431,331
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Employer
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1,459,849
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Rollover
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268,263
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4,159,443
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Total
additions
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5,924,361
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Deductions
from net assets attributed to:
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Benefits
paid to participants
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815,799
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Rollovers
to affiliated entity plan (Note A)
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1,109,142
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Administrative
expenses
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60,781
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Total
deductions
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1,985,722
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NET
INCREASE
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3,938,639
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Net
assets
available for benefits:
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Beginning
of year
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16,322,173
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End
of
year
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$
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20,260,812
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The
following description of the Comcast-Spectacor 401(k) Plan (the Plan)
provides only general information. Participants should refer to the
official Plan document for a complete description of the Plan’s
provisions.
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1.
General
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The
effective date of the Plan is January 1, 1992. The Plan is a defined
contribution plan and is subject to the provisions of the Employee
Retirement Income Security Act of 1974. The Plan covers “eligible
employees,” as defined in the Plan document, who have completed one year
of eligibility service (as defined in the Plan document) and have
attained
age 21. Effective January 1, 1994, a 401(k) feature was added to
the Plan
and the name was changed from the Spectacor Retirement Plan to the
Spectacor Retirement and Savings Plan. Effective January 1, 1997,
the name
was changed to the Comcast-Spectacor 401(k) Plan. The following entities
participate in the Plan, referred to collectively as “the
Company”:
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The
Trustee and Record-keeper for the Plan is Smith Barney Corporate
Trust
Company and CitiStreet Associates, LLC,
respectively.
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2.
Contributions
and Related Party Transactions
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Each
participant may make a pretax contribution deferring not less than
1% or
more than 100% of eligible compensation (as defined in the Plan document),
subject to Internal Revenue Service (IRS) regulations. Through December
31, 2004, the Company contributes to the Plan an amount equal to
100% of
the first 3% of eligible compensation contributed by the participants
and
50% of the next 4% of eligible compensation contributed by the
participants (see Note F). The Plan also provides for discretionary
profit
sharing contributions.
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3.
Participant
Accounts
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Each
participant’s account is credited with the participant’s elective deferral
contribution, an allocation of the Company’s contribution, if any, and
Plan earnings, net of expenses. Allocations of Company matching
contributions are based on participant elective deferrals to the
Plan.
Allocations of profit sharing contributions are in proportion to
total
compensation. The benefit to which a participant is entitled is the
benefit that can be provided from the participant’s
account.
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4.
Vesting
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Participants
are immediately vested in their elective deferral contributions plus
actual earnings thereon. Vesting in the remainder of their accounts
is
based on years of service. A participant is 100% vested after five
years
of credited service (see Note F). Additionally, vesting can be accelerated
under certain other conditions defined in the Plan document. All
forfeited
amounts may be applied to Plan expenses including legal, consulting,
education materials, etc. or to reduce Company contributions.
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In
the event of whole or partial termination of the Plan, there will
be full
and immediate vesting of each affected employee’s account
balance.
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5.
Payment
of Benefits
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All
benefits under the Plan are paid as lump-sum distributions. In-kind
distributions are not specifically provided for under the
Plan.
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6.
Loans
to Participants
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Smith
Barney Corporate Trust Company (the Trustee) may make loans from
the Plan
to participants in accordance with the Plan document. All loans to
participants are considered investments of the trust fund and bear
market
rates of interest. All loans are to be repaid within five years unless
the
loan is used to acquire a principal residence, in which case the
term may
be longer.
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7.
Income
Tax Status
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The
IRS issued a determination letter to the Plan, dated April 29, 2003,
stating that the Plan was qualified under Section 401(a) of the Internal
Revenue Code (the Code) and, therefore, is exempt from federal income
tax
under Section 501(a) of the Code. The Plan has been amended since
receiving the determination letter. However, the Plan Administrator
and
the Plan’s tax counsel believe that the Plan is designed and is currently
being operated in compliance with the applicable requirements of
the Code.
Therefore, no provision for income taxes has been included in the
Plan’s
financial statements.
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1.
Valuation
of Investments and Income
Recognition
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Plan
assets are stated at fair value. The fair value of mutual funds is
determined by quoted market price. The change in fair value of assets
during the year is measured by the difference between the fair value
at
year-end and the fair value at the beginning of the year or costs
of
purchases during the year and is reflected in the statement of changes
in
net assets available for benefits as net appreciation in fair value
of
investments.
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Participant
loans are stated at their outstanding balances, which approximates
fair
value.
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Purchases
and sales of securities are recorded on a trade-date basis. Interest
income is recorded on the accrual basis. Dividends are recorded on
the
ex-dividend date.
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2.
Use
of Estimates
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In
preparing financial statements in conformity with accounting principles
generally accepted in the United States of America, management is
required
to make estimates and assumptions that affect the reported amounts
of
assets and liabilities, the disclosure of contingent assets and
liabilities at the date of the financial statements, and the reported
amounts of additions and deductions during the reporting period.
Actual
results could differ from those
estimates.
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The
fair market value of investments held by the Plan representing 5%
or more
of the Plan’s assets are identified
below.
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December
31,
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2004
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2003
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Investments
at fair value
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Comcast
Common Stock
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$
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3,390,945
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$
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3,443,585
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Smith
Barney Money Market - Government Portfolio
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1,181,773
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1,445,111
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EuroPacific
Growth Fund - F Share
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1,495,189
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1,000,756
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Washington
Mutual Investors Fund - F Share
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3,154,137
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2,142,975
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The
Growth Fund of America - F Share
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3,139,443
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2,107,787
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Baron
Growth Fund
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1,048,055
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873,951
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Janus
Balanced Fund
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1,359,815
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1,214,204
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Strong
Government Securities Fund
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1,386,667
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1,016,613
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Royce
Total Return Fund
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1,400,938
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1,061,822
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During
2004, the Plan’s investments appreciated in value as
follows:
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Year
ended
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December
31,
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2004
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Common
Stock
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$
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34,775
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Mutual
Funds
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1,349,018
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$
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1,383,793
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Comcast-Spectacor,
L.P., as Plan Sponsor, entered into a trust agreement with Smith
Barney
Corporate Trust Company (Trustee), a party-in-interest. Under the
terms of
this agreement, the Trustee will hold, invest and reinvest the funds.
Comcast-Spectacor, L.P. has no right, title or interest in or to
the trust
fund maintained under this
agreement.
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Although
it has not expressed any intent to do so, each entity that constitutes
the
Company has the right under the Plan to discontinue its contributions
and
to terminate the Plan with the respect to its employees. Additionally,
Comcast-Spectacor, L.P. has the right to terminate the Plan. In the
event
of Plan termination, participants will become 100% vested in their
accounts.
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EIN
23-2303756
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Plan
No.
004
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SCHEDULE
H - LINE 4i - SCHEDULE OF ASSETS (HELD AT END OF
YEAR)
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December
31, 2004
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(c)
Description of investment
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(b)
Identity of issue,
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including
maturity date,
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borrower,
lessor,
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rate
of
interest, collateral,
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(a)
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or
similar
party
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par,
or
maturity value
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(e)
Current value
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*
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Smith
Barney
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participant
loans receivable
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Interest
rates from 5.75%-10.50%;
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$
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373,292
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maturities
from 2005-2034
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EuroPacific
Growth Fund - F Share
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Mutual
fund
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1,495,189
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Washington
Mutual Investors Fund - F Share
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Mutual
fund
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3,154,137
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The
Growth
Fund of America - F Share
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Mutual
fund
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3,139,443
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*
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Comcast
Common Stock
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Common
Stock
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3,390,945
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Baron
Growth Fund
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Mutual
fund
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1,048,055
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Cohen
and
Steers Realty Shares
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Mutual
fund
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353,876
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Dreyfus
Appreciation Fund
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Mutual
fund
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147,457
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Dreyfus
US
Treasury Long Term Fund
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Mutual
fund
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317,245
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Dreyfus
Premier Emerging Markets Fund
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Mutual
fund
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767,510
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ING
GNMA
Income Fund
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Mutual
fund
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252,038
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Janus
Balanced Fund
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Mutual
fund
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1,359,815
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Strong
Government Securities Fund
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Mutual
fund
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1,386,667
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Royce
Total Return Fund
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Mutual
fund
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1,400,938
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*
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Smith
Barney Money Market - Government Portfolio
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Mutual
fund
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1,181,773
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T
Rowe
Price International Bond Advisor
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Mutual
fund
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148,425
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Navellier
Mid Cap Growth
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Mutual
fund
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344,007
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$
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20,260,812
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*
Represents a party-in-interest to the Plan.
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COMCAST-SPECTACOR
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401(k)
PLAN
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By:
Comcast Corporation
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June
29, 2005
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By:
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/s/
Lawrence J. Salva
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Lawrence
J. Salva
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Senior
Vice President, Chief Accounting
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Officer
and Controller
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