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Sunday, June 2, 2002 - Page updated at 12:00 AM

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Sure reads great, but what's really going on?

The Washington Post

A sampling of recent annual reports, and the accompanying Securities Exchange Commission documents known as 10-Ks, illustrate the challenge in figuring out what's really going on in a company.

Reading the letter from AOL Time Warner's top executives, for example, a shareholder would have little idea — other than mention of "a difficult environment" — that the stock price has fallen 75 percent since the merger between the media giant and the Internet service provider was announced two years ago.

There's no explanation of why growth has slowed for new online subscribers or how last year's falloff in magazine advertising compared with the decline in previous recessions.

Only on Page 43 of the 10-K is it revealed that the merger of Time Warner with AOL had fallen so short of its goals of creating increased value from the firms' combined assets that accounting rules require the company to record a one-time $55 billion write-off.

Last year was also tough for Hilton Hotels. In its expanded filing (62 pages this year, up from 35), Hilton acknowledges that future profits could be adversely affected by such factors as the continued unavailability of credit, an oversupply of hotel rooms in key markets and significant increases in energy and health-care costs.

The company declined to analyze or handicap these risks, or to include either current or historical data on those issues that would allow an investor to make an independent assessment.

But Hilton's 10-K does include a description of the new addition at the Hilton Hawaiian Village Resort, including a new "world-class health club and wellness spa, exciting retail shops and interactive Hawaiian cultural center." The cost of the renovation or its expected payback is nowhere disclosed.

Or take Gap, whose same-store sales have dropped each quarter for the past two years, effectively wiping out its profits.

In their glossy annual report, Gap managers Donald Fischer and Millard Drexler apologize to shareholders for the bad year, chalking it up to straying from the basic principles of "keeping things simple" and "being consistent in everything it does."

The turnaround plan includes such platitudes as "delivering products with iconic style and balanced assortments," "putting the right teams in place" and "developing creative marketing that drives customer traffic into our stores."

Gap's more formal 10-K filing is equally lacking in specifics. "We have lost market share to some of our competitors in the recent past and if we do not strengthen our competitive position, we may not recover that share and could also lose additional market share in the future," the company said.

Turning things around, it continued, would depend on a long list of factors that, in reality, would apply to almost any clothing retailer at almost any time: "forecasting future trends," "developing effective marketing techniques" and "having the appropriate mix of merchandise."

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