E6-49. The Goldman Sachs Group, Inc.; Notice of Filing

December 20, 2005.

Take notice that on December 12, 2005, The Goldman Sachs Group, Inc. (GS Group) tendered for filing a Petition for Declaratory Order stating that section 203 of the Federal Power Act, as amended, will not apply to certain acquisitions of utility and holding company securities. GS Group further states that accompanying this filing is an Application for Blanket Authorization to Acquire Utility and/or Holding Company Securities, pursuant to, amended section 203(a)(2) of the Federal Power Act, but that the Commission need not act on this latter Application if the Commission grants the declaratory relief.

Any person desiring to intervene or to protest this filing must file in accordance with Rules 211 and 214 of the Commission's Rules of Practice and Procedure (18 CFR 385.211, 385.214). Protests will be considered by the Commission in determining the appropriate action to be taken, but will not serve to make protestants parties to the proceeding. Any person wishing to become a party must file a notice of intervention or motion to intervene, as appropriate. Such notices, motions, or protests must be filed on or before the comment date. Anyone filing a motion to intervene or protest must serve a copy of that document on the Applicant and all the parties in this proceeding.

The Commission encourages electronic submission of protests and interventions in lieu of paper using the “eFiling” link at http://www.ferc.gov. Persons unable to file electronically should submit an original and 14 copies of the protest or intervention to the Federal Energy Regulatory Commission, 888 First Street, NE., Washington, DC 20426.

This filing is accessible on-line at http://www.ferc.gov, using the “eLibrary” link and is available for review in the Commission's Public Reference Room in Washington, DC. There is an “eSubscription” link on the Web site that enables subscribers to receive e-mail notification when a document is added to a subscribed docket(s). For assistance with any FERC Online service, please e-mail [e-mail], or call [phone] (toll free). For TTY, call [phone].

Comment Date: 5 pm Eastern Time on January 11, 2006.

Magalie R. Salas,

Secretary.