96-4124. Filings Under the Public Utility Holding Company Act of 1935, as Amended (``Act'')  

  • [Federal Register Volume 61, Number 37 (Friday, February 23, 1996)]
    [Notices]
    [Pages 7027-7031]
    From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
    [FR Doc No: 96-4124]
    
    
    
    =======================================================================
    -----------------------------------------------------------------------
    
    SECURITIES AND EXCHANGE COMMISSION
    
    [Release No. 35-26472]
    
    
    Filings Under the Public Utility Holding Company Act of 1935, as 
    Amended (``Act'')
    
    February 16, 1996.
        Notice is hereby given that the following filing(s) has/have been 
    made with the Commission pursuant to provisions of the Act and rules 
    promulgated thereunder. All interested persons are referred to the 
    application(s) and/or declaration(s) for complete statements of the 
    proposed transaction(s) summarized below. The application(s) and/or 
    declaration(s) and any amendments thereto is/are available for public 
    inspection through the Commission's Office of Public Reference.
        Interested persons wishing to comment or request a hearing on the 
    application(s) and/or declaration(s) should submit their views in 
    writing by March 11, 1996, to the Secretary, Securities and Exchange 
    Commission, Washington, D.C. 20549, and serve a copy on the relevant 
    applicant(s) and/ or declarant(s) at the address(es) specified below. 
    Proof of service (by affidavit or, in case of an attorney at law, by 
    certificate) should be filed with the request. Any request for hearing 
    shall identify specifically the issues of fact or law that are 
    disputed. A person who so requests will be notified of any hearing, if 
    ordered, and will receive a copy of any notice or order issued in the 
    matter. After said date, the application(s) and/or declaration(s), as 
    filed or as amended, may be granted and/or permitted to become 
    effective.
    
    Cinergy Corp. (70-8521)
    
        Cinergy Corp., a registered holding company (``Cinergy''), 139 East 
    Fourth Street, Cincinnati, Ohio 45202, has filed a post-effective 
    amendment to its declaration previously filed under sections 6(a), 7, 
    32 and 33 of the Act and rule 53 thereunder.
        By order dated January 11, 1995 (HCAR No. 26215) (``January 1995 
    Order''), the Commission authorized Cinergy to issue and sell from time 
    to time through January 31, 1997, in an aggregate principal amount at 
    any one time outstanding not to exceed $375 million (``Aggregate Debt 
    Limitation''), and within certain parameters set out in the 
    Commission's order and Cinergy's declaration as amended, (1) unsecured 
    short-term promissory notes to banks and other financial institutions, 
    (2) commercial paper to commercial paper dealers and financial 
    institutions, and (3) unsecured demand promissory notes to banks 
    evidencing Cinergy's reimbursement obligation in respect of letters of 
    credit issued by such banks on Cinergy's behalf (such bank borrowings, 
    commercial paper sales and letter of credit transactions being 
    collectively referred to as ``Short-Term Financings'').
        By order dated September 21, 1995 (HCAR No. 26376) (``September 
    1995 Order''), the Commission also authorized Cinergy and Investments 
    to invest the proceeds of the Short-Term Financings in certain special 
    purpose subsidiaries (``Intermediate Subsidiaries''). Under the terms 
    of that order, the Intermediate Subsidiaries were authorized 
    exclusively to acquire and hold, directly or indirectly, securities of, 
    and/or provide services to, exempt wholesale generators (``EWGs'') and 
    foreign utility companies (``FUCOs''). The September 1995 Order also 
    provided that the aggregate outstanding principal amount of such 
    investments would not at any time exceed $115 million (the ``Investment 
    Limitation''). The September 1995 Order further provided that any such 
    investment would be made only if Cinergy's ``aggregate investment'' in 
    all EWGs, FUCOs and Intermediate Subsidiaries, after giving effect to 
    such investment, would not exceed 50% of Cinergy's ``consolidated 
    retained earnings,'' as each are defined in rule 53(a) under the Act 
    (``50% Limit'').
        The Commission issued a notice on February 1, 1996 (HCAR No. 26467) 
    of a post-effective amendment (``Amendment'') to the application-
    declaration approved in the September 1995 Order. In that amendment, 
    Cinergy and Investments seek, among other things to amend the 
    Investment Limitation and make investments in Intermediate Subsidiaries 
    subject only to the 50% Limit.
        Cinergy now requests a supplemental order limited to modifying the 
    January 1995 Order in the following respects. First, Cinergy proposes 
    that the expiration date of the authorization period be extended from 
    January 31, 1997 to December 31, 1999. Second, Cinergy requests 
    authority to engage in Short-Term Financing Transactions in an 
    aggregate principal amount at any time outstanding not to exceed $1 
    billion.
        Third, Cinergy requests authority to apply proceeds of Short-Term 
    Financing Transactions, up to the full amount of the proposed increased 
    Aggregate Debt Limitation noted above, to make direct and indirect 
    investments in EWGs and FUCOs as well as in Intermediate Subsidiaries. 
    Any such investment would be subject to the 50% Limit.
    
    [[Page 7028]]
    
    
    MCN Corporation (70-8731)
    
        MCN Corporation (``MCN''), located at 500 Griswold Street, Detroit 
    Michigan 48226, a Michigan public utility holding company exempt under 
    section 3(a)(1) pursuant to rule 2 from all provisions of the Act 
    except section 9(a)(2), has filed an application under sections 9(a)(2) 
    and 10 of the Act.
        MCN currently owns all of the issued and outstanding common stock 
    of two public utility companies as defined in the Act: Michigan 
    Consolidated Gas Company (``MichCon'') and Citizens Gas Fuel Company 
    (``Citizens''), both of which are organized and operate virtually 
    exclusively in the state of Michigan.\1\ MichCon is subject to 
    regulation by the Michigan Public Service Commission (``Michigan PSC'') 
    with regard to rates and other corporate matters and Citizens is 
    subject to regulation by the City of Adrian, Michigan with respect to 
    rates and by the Michigan PSC with regard to other corporate 
    matters.\2\
    
        \1\ MichCon is engaged in the distribution, transmission and 
    storage of natural gas to approximately 1.1 million customers in 
    Michigan and Citizens provides natural gas distribution services to 
    the City of Adrian, Michigan. MichCon and Citizens provide retail 
    gas distribution services primarily to residential and small volume 
    commercial customers and transportation services to large volume 
    commercial and industrial customers. MichCon also provides 
    intrastate transportation services to other gas utilities, gas 
    marketers and producers.
        \2\ MCN states that formal approval by the Michigan PSC of the 
    proposed acquisition described below is not required under Michigan 
    law but notes that the staff of the Michigan PSC has stated in a 
    letter that it does not object to the acquisition.
    ---------------------------------------------------------------------------
    
        MCN requests authorization to acquire a 1% general partnership 
    interest and a 46.5% limited partnership interest in Southern Missouri 
    Gas Company, L.P. (``SMGC''), a Missouri limited partnership (the 
    ``Partnership'') which will construct, own and operate a gas pipeline 
    and distribution system (the ``System'') in southern Missouri.\3\ MCN 
    states that it will make a capital contribution of up to $10.6 million 
    \4\ in return for its acquisition of a 47.5% aggregate interest in SMGC 
    (the ``Acquisition''). MCN will also provide credit support to the 
    Partnership during construction of the System.\5\ The remaining 
    interests in SMGC will be owned by Tartan Management Company of 
    Missouri, L.C. or its successors (``Tartan'') which will acquire a 1% 
    general partnership interest and a 4% limited partnership interest, and 
    Torch Energy Marketing, Inc., a Delaware corporation, (``Torch''), or 
    its successors, which will acquire a 47.5% limited partnership 
    interest. MCN states that Tartan will make a capital contribution of 15 
    natural gas service franchises held in its name \6\ and Torch will make 
    a capital contribution of up to $10.6 million in return for their 
    aggregate 52.5% in interests.\7\
    
        \3\ The System is currently under construction and owned by 
    Tartan Energy Company of Missouri, L.C., a Missouri limited 
    liability company (``TEC''), which holds fifteen local franchises 
    for providing natural gas service issued by the Missouri Public 
    Service Commission (``MPSC''). These licenses were originally held 
    by TEC's predecessor, Tartan Energy Company, L.C., (``Tartan's 
    Predecessor Company'') which was merged with and into TEC in 
    accordance with an order of the MPSC dated September 29, 1995. Prior 
    to the merger, Tartan's Predecessor Company obtained an order (the 
    ``MPSC April Order'') from the MPSC authorizing an initial $39 
    million of expenditures to develop the System to serve approximately 
    9,000 customers in ten of the franchised communities. Construction 
    of the System to seven of the communities (``Phase One 
    Construction'') began in March 1995 and is expected to cost $35 
    million. The MPSC also issued an order dated September 13, 1995 (the 
    ``MPSC September Order'') authorizing expansion of the System to 
    serve the five additional franchised communities. Construction of 
    the System for these five communities and one of the original ten 
    communities (``Phase Two Construction'') is scheduled to begin in 
    the spring of 1996 and is expected to cost $8 million. MCN states 
    that it is unable to predict when construction of the System for the 
    final two franchised communities (``Phase Three Construction'') will 
    begin since it is contingent on planned highway construction which 
    will be undertaken by unaffiliated third parties in the area where 
    the Partnership intends to build the System for these two 
    communities. Applicant states that, while the Partnership intends to 
    construct the full System, it is possible that the highway 
    construction may make it uneconomical to complete construction to 
    the final two communities. Applicant currently estimates that the 
    Phase Three Construction would cost $3 million, and, in any event, 
    would not exceed $10 million.
        The MPSC April Order authorizes a maximum of $24 million in debt 
    financing (plus interest during construction), with the financing 
    being recourse to the System only. It also requires that at least 
    $15 million of construction funding be in the form of equity 
    contributions from the project partners. The order calls for at 
    least an initial $8 million equity contribution by the project 
    partners, followed by expenditure of up to $24 million in debt 
    financing and at least $7 million in equity funding. It also 
    specifies that the System must maintain a 40% equity ratio. 
    Applicant states that MCN and Torch will equalize their equity 
    contributions to the Partnership to $8 million each in apportioning 
    equity by the end of 1996. The MPSC September Order permits 
    additional debt financing for the additional construction, and, like 
    the MPSC April Order, requires that the System maintain a 40% equity 
    ratio. The additional equity necessary to complete the Phase Two 
    Construction while maintaining a 40% equity ratio is estimated to be 
    $1.2 million and will be contributed equally by MCN and Torch. 
    Applicant estimates that an additional equity contribution of 
    between $600,000 and $2 million from each of MCN and Torch would be 
    required to complete the Phase Three Construction while maintaining 
    a 40% equity ratio.
        Applicant states that ownership of the System and its assets, 
    along with the franchises held by TEC, will be transferred from TEC 
    to the Partnership prior to consummation of the proposed acquisition 
    described herein and that, upon such transfer, the terms of the MPSC 
    April Order will be applicable to the Partnership. Ultimately, 
    through a series of transactions involving the creation and 
    dissolution of Tartan Limited Partnership of Missouri as an 
    ``Interim Entity,'' TEC will be merged with and into the 
    Partnership, leaving the Partnership as the surviving entity, and 
    the franchises currently held by TEC will be transferred to Tartan.
        \4\ MCN states that the funds for its capital contribution will 
    come from funds allocated to MCN's capital expenditure program for 
    the appropriate fiscal year.
        \5\ Specifically, in order to facilitate the initial debt 
    financing of the Partnership, MCN has agreed to cause the 
    Partnership to maintain a positive net worth and has agreed to 
    provide the Partnership with funds (either as equity or a loan) if 
    the Partnership is unable to make timely payments under its credit 
    facility. MCN states that it does not expect that any payments will 
    be required under this credit support arrangement, but notes that 
    Torch has agreed to contribute to MCN 50% of any payments made by 
    MCN thereunder.
        \6\ See footnote 3, above.
        \7\ The terms of a partnership agreement among MCN, Tartan and 
    Torch will provide that the limited partners will take no part in 
    the management or control of SMGC's business and the general 
    partners will have exclusive management and control of the business 
    of the Partnership in accordance with the provisions of the Missouri 
    Uniform Limited Partnership Act. Tartan will serve as operator of 
    the SMGC System in accordance with the terms and conditions set 
    forth in a construction and management agreement. Tartan has filed a 
    Form U-3A-2 with the Commission to claim an exemption under section 
    3(a)(1) from all provisions of the Act except section 9(a)(2). Torch 
    has submitted a no-action letter request to the Division of 
    Investment Management asking the Division to state that it will not 
    recommend enforcement action under the Act upon Torch's acquisition 
    of a 47.5% limited partner interest in the SMGC Partnership.
    ---------------------------------------------------------------------------
    
        Upon consummation of the Acquisition, SMGC will be a public utility 
    subsidiary of MCN organized and operating exclusively in Missouri and 
    subject to regulation by the Missouri Public Service Commission with 
    regard to rates and other corporate matters. MCN anticipates that, when 
    fully developed and providing service to all 15 franchised communities, 
    the SMGC System will have over 300 miles of trunk pipeline and 
    distribution piping serving over 10,000 customers in Missouri.
    
    The Southern Company (70-8789)
    
        The Southern Company (``Southern''), 270 Peachtree Street, N.W., 
    Atlanta, Georgia 30303, a registered holding company, has filed a 
    declaration under sections 6(a), 7, 32 and 33 of the Act and rules 42, 
    53 and 54 thereunder.
        Southern proposes to issue and sell short-term and term-loan notes 
    (``Notes'') and commercial paper from time to time prior to April 1, 
    2001, in an aggregate principal amount at any time outstanding not to 
    exceed $2 billion.\8\
    
        \8\ Southern is currently authorized to issue and sell Notes and 
    commercial paper in an aggregate principal amount at any one time 
    outstanding of up to $1 billion, from time to time prior to April 1, 
    2000. Holding Co. Act Release Nos. 26004 (Mar. 15, 1994) and 26346 
    (Aug. 1, 1995). These orders would be superceded by the 
    authorization requested in this proceeding.
    
    [[Page 7029]]
    
    ---------------------------------------------------------------------------
    
        Borrowings would be made from one or more banks or other lending 
    institutions and would be evidenced by Notes, dated as of the date of 
    borrowing (or, in the case of a grid Note, as of the date of the 
    initial borrowing), that would mature not more than seven years from 
    the date of issue. The interest rate would be at the lender's 
    prevailing rate offered to corporate borrowers of similar quality, 
    which would not exceed the prime rate; the London Interbank Offered 
    Rate plus up to \3/4\ of 1%; the lender's certificate of deposit rate 
    plus up to 1%; or a rate, not in excess of the prime rate, established 
    by bids obtained from lenders. Southern may pay commitment fees not 
    exceeding \1/2\ of 1% of the unused portion of a lender's commitment, 
    and may be required to maintain compensating balances with some lenders 
    in lieu of fees. Notes may not be prepayable, or may be prepayable with 
    payment of premiums not in excess of the stated interest rate on the 
    Note.
        Commercial paper would be sold directly by Southern to or through 
    dealers, and would be issued in the form of promissory notes having 
    varying maturities not in excess of nine months. Commercial paper would 
    not be prepayable prior to maturity. The discount or interest rate per 
    annum on commercial paper would not be in excess of the rate per annum 
    prevailing at the date of issuance for commercial paper of comparable 
    quality and maturity sold by issuers to commercial paper dealers. 
    Southern may pay a commission not in excess of \1/8\ of 1% to dealers 
    selling the commercial paper as principal. Dealers may reoffer 
    commercial paper at a discount rate of up to \1/8\ of 1% per annum less 
    than the prevailing discount rate to the issuer (or an equivalent rate 
    if sold on an interest-bearing basis).
        The net proceeds of the issuance of Notes and commercial paper 
    would be used by Southern (a) to invest in subsidiaries in accordance 
    with authorizations obtained in separate proceedings and/or in 
    accordance with applicable exemptions, and (b) to make additional 
    investments, directly or indirectly, in one or more exempt wholesale 
    generators (``EWGs'') and foreign utility companies (``FUCOs''), as 
    defined in sections 32 and 33 of the Act; provided that the sum of (i) 
    the outstanding amount of proceeds of the sale of Notes and/or 
    commercial paper at any time invested by Southern in EWGs and FUCOs, 
    (ii) the net proceeds of sales of new common stock used for the purpose 
    of making such investments,\9\ and (iii) the principal amount of any 
    securities of any EWGs or FUCOs in respect of which Southern has 
    provided a guarantee,\10\ when added to Southern's ``aggregate 
    investment'' (as defined in rule 53) in all EWGs and FUCOs, shall not 
    exceed, at any point in time, 50% of Southern's ``consolidated retained 
    earnings'' (as defined in rule 53).\11\ Southern states that the 
    proposed increase in the amount of borrowings and commercial paper is 
    required primarily to enable it to fund possible future investments in 
    EWGs and FUCOs, subject to the above limitation as it may be modified.
    
        \9\ These sales of common stock are authorized in Holding Co. 
    Act Release Nos. 26349 (Aug. 3, 1995) and 26347 (Aug. 2, 1995).
        \10\ These guarantees are authorized in Holding Co. Act Release 
    No. 26468 (Feb. 2, 1996).
        \11\ Southern has requested authorization in File No. 70-8725 to 
    increase this limitation to 100% of its consolidated retained 
    earnings. If granted, this increased limitation would apply to the 
    financing authorization in this proceeding.
    ---------------------------------------------------------------------------
    
    Georgia Power Company (70-8795)
    
        Georgia Power Company (``Georgia''), 333 Piedmont Avenue, N.E., 
    Atlanta, Georgia 30308, an electric utility subsidiary company of The 
    Southern Company, a registered holding company, has filed a declaration 
    under sections 6(a), 7 and 12(d) of the Act and rules 42, 44, and 54, 
    thereunder.
        Georgia proposes to issue and sell from time-to-time, prior to 
    January 1, 2003, short-term and/or term-loan notes to lenders, 
    commercial paper to or through dealers and/or issue non-negotiable 
    promissory notes to public entities for their revenue anticipation 
    notes in an aggregate principal amount at any one time outstanding of 
    up to $1.7 billion.
        Georgia states that any proposed borrowings may be, and any such 
    borrowings in excess of its charter limits on short-term unsecured debt 
    would be, secured by a subordinated lien on certain assets of Georgia. 
    In no circumstances will Georgia have unsecured borrowings outstanding 
    at any one time that exceed applicable charter limitations.
        Georgia proposes to borrow from certain banks or other lending 
    institutions. The institutional borrowings will be evidenced by notes 
    to be dated as of the date of such borrowings and to mature in not more 
    than seven years after the date of issue, or by ``grid'' notes 
    evidencing all outstanding borrowings from each lender to be dated as 
    of the date of the initial borrowing and to mature not more than seven 
    years after the date of issue. Georgia proposes that any note 
    evidencing such borrowings may not be repayable, or that it may be 
    prepaid with payment of a premium that is not in excess of the stated 
    interest rate on the borrowing to be prepaid, which premium in the case 
    of a note having a maturity of more than one year may thereafter 
    decline to the date of the note's final maturity.
        Borrowings will be at the lender's prevailing rate offered to 
    corporate borrowers of similar quality. Such rates will not exceed the 
    prime rate or: (1) LIBOR plus up to \3/4\ of 1%; (2) the lender's 
    certificate of deposit rate plus up to 1%; or (3) a rate not to exceed 
    the prime rate to be established by bids obtained from the lenders 
    prior to a proposed borrowing. However, with respect to borrowings with 
    a maturity in excess of one year, the rate will not exceed the yield 
    for a comparable maturity Treasury note plus 1%. Compensation for the 
    credit facilities may be provided by fees of up to \1/2\ of 1% per 
    annum of the amount of the facility. Compensating balances may be used 
    in lieu of fees to compensate certain of the lenders.
        Georgia also may effect short-term borrowings in connection with 
    the financing of certain pollution control facilities through the 
    issuance by public entities of their revenue bond anticipation notes. 
    Under an agreement with each such public entity, the entity would 
    effectively loan to Georgia the proceeds of the sale of such revenue 
    bond anticipation notes, having a maturity of not more than one year 
    after date of issue, and Georgia may issue its non-negotiable 
    promissory note therefor. Such note would provide for payments to be 
    made at times and in amounts which shall correspond to the payments 
    with respect to the principal of, premium, if any, and interest, which 
    shall not exceed the prime rate, on such revenue bond anticipation 
    notes, whenever and in whatever manner the same shall become due, 
    whether at stated maturity, upon redemption or declaration or 
    otherwise. Georgia requests that the Commission reserve jurisdiction 
    over short-term borrowings for this purpose, pending completion of the 
    record.
        Georgia also proposes to issue and sell commercial paper to or 
    through dealers from time-to-time prior to January 1, 2003. Such 
    commercial paper will be in the form of promissory notes with varying 
    maturities not to exceed nine months. The commercial paper notes will 
    be issued in denominations of not less than $100,000 and will not by 
    their terms be prepayable prior to maturity.
        Pursuant to prior Commission orders dated March 31, 1992, November 
    30, 
    
    [[Page 7030]]
    1993, February 16, 1994 and August 2, 1995 (HCAR Nos. 25507, 25932, 
    25989, and 26348, respectively), Georgia may effect short-term 
    borrowings through April 1, 1996 (``Prior Authority''). Georgia 
    proposes that the authorization sought in this matter would supersede 
    and replace, with respect to Georgia, the Prior Authority effective 
    immediately upon the date of the Commission's order.
        The proceeds from the proposed borrowings will be used by Georgia 
    for working capital purposes, including the financing in part of its 
    construction program. None of the proceeds from any borrowing or from 
    the sale of any of the notes will be used by Georgia, directly or 
    indirectly, for the acquisition of any interest in an ``exempt 
    wholesale generator'' or a ``foreign utility company'', as those terms 
    are defined in sections 32 and 33 of the Act, respectively.
    
    Mississippi Power Company (70-8797)
    
        Mississippi Power Company (``Mississippi''), 2992 West Beach, 
    Gulfport, Mississippi 39501, an electric utility wholly owned 
    subsidiary company of The Southern Company, a registered holding 
    company, has filed a declaration under sections 6(a), 7 and 12(d) of 
    the Act and rules 42, 44, and 54 thereunder.
        Mississippi proposes to issue and sell from time-to-time, prior to 
    January 1, 2003, short-term and/or term-loan notes to lenders, 
    commercial paper to or through dealers and/or issue non-negotiable 
    promissory notes to public entities for their revenue anticipation 
    notes in an aggregate principal amount at any one time outstanding of 
    up to $350 million.
        Mississippi states that any proposed borrowings may be, and any 
    such borrowings in excess of its charter limits on short-term unsecured 
    debt would be, secured by a subordinated lien on certain assets of 
    Mississippi. In no circumstances will Mississippi have unsecured 
    borrowings outstanding at any one time that exceed applicable charter 
    limitations.
        Mississippi proposes to borrow from certain banks or other lending 
    institutions. The institutional borrowings will be evidenced by notes 
    to be dated as of the date of such borrowings and to mature in not more 
    than seven years after the date of issue, or by ``grid'' notes 
    evidencing all outstanding borrowings from each lender to be dated as 
    of the date of the initial borrowing and to mature not more than seven 
    years after the date of issue. Mississippi proposes that any note 
    evidencing such borrowings may not be prepayable, or that it may be 
    prepaid with payment of a premium that is not in excess of the stated 
    interest rate on the borrowing to be prepaid, which premium in the case 
    of a note having a maturity of more than one year may thereafter 
    decline to the date of the note's final maturity.
        Borrowings will be at the lender's prevailing rate offered to 
    corporate borrowers of similar quality. Such rates will not exceed the 
    prime rate or: (1) LIBOR plus up to \3/4\ of 1%; (2) the lender's 
    certificate of deposit rate plus up to 1%; or (3) a rate not to exceed 
    the prime rate to be established by bids obtained from the lenders 
    prior to a proposed borrowing. However, with respect to borrowings with 
    a maturity in excess of one year, the rate will not exceed the yield 
    for a comparable maturity Treasury note plus 1%. Compensation for the 
    credit facilities may be provided by fees of up to \1/2\ of 1% per 
    annum of the amount of the facility. Compensating balances may be used 
    in lieu of fees to compensate certain of the lenders.
        Mississippi also may effect short-term borrowings in connection 
    with the financing of certain pollution control facilities through the 
    issuance by public entities of their revenue bond anticipation notes. 
    Under an agreement with each public entity, the entity would 
    effectively loan to Mississippi the proceeds of the sale of the revenue 
    bond anticipation notes, having a maturity of not more than one year 
    after date of issue, and Mississippi may issue its non-negotiable 
    promissory note therefor. The note would provide for payments to be 
    made at times and in amounts which shall correspond to the payments 
    with respect to the principal of, premium, if any, and interest, which 
    shall not exceed the prime rate, on such revenue bond anticipation 
    notes, whenever and in whatever manner the same shall become due, 
    whether at stated maturity, upon redemption or declaration or 
    otherwise. Mississippi requests that the Commission reserve 
    jurisdiction over short-term borrowings for this purpose, pending 
    completion of the record.
        Mississippi also proposes to issue and sell commercial paper to or 
    through dealers from time-to-time prior to January 1, 2003. Such 
    commercial paper will be in the form of promissory notes with varying 
    maturities not to exceed nine months. The commercial paper notes will 
    be issued in denominations of not less than $50,000 and will not by 
    their terms be prepayable prior to maturity.
        Pursuant to prior Commission orders dated March 31, 1992, November 
    30, 1993, February 16, 1994 and August 2, 1995 (HCAR Nos. 25507, 25932, 
    25989, and 26348, respectively), Mississippi may effect short-term 
    borrowings through April 1, 1996 (``Prior Authority''). Mississippi 
    proposes that the authorization sought in this matter would supersede 
    and replace, with respect to Mississippi, the Prior Authority effective 
    immediately upon the date of the Commission's order.
        The proceeds from the proposed borrowings will be used by 
    Mississippi for working capital purposes, including the financing in 
    part of its construction program. None of the proceeds from any 
    borrowing or from the sale of any of the notes will be used by 
    Mississippi, directly or indirectly, for the acquisition of any 
    interest in an ``exempt wholesale generator'' or a ``foreign utility 
    company,'' as those terms are defined in sections 32 and 33 of the Act, 
    respectively.
    
    Savannah Electric and Power Company (70-8799)
    
        Savannah Electric and Power Company (``Savannah''), 600 East Bay 
    Street, Savannah, Georgia 31401, an electric utility subsidiary company 
    of The Southern Company, a registered holding company, has filed a 
    declaration under sections 6(a), 7 and 12(d) of the Act and rules 42, 
    44, and 54 thereunder.
        Savannah proposes to issue and sell from time-to-time, prior to 
    January 1, 2003, short-term and/or term-loan notes to lenders, 
    commercial paper to or through dealers and/or issue nonnegotiable 
    promissory notes to public entities for their revenue anticipation 
    notes in an aggregate principal amount at any one time outstanding of 
    up to $90 million.
        Savannah states that any proposed borrowings may be, and any such 
    borrowings in excess of its charter limits on short-term unsecured debt 
    would be, secured by a subordinated lien on certain assets of Savannah. 
    In no circumstances will Savannah have unsecured borrowings outstanding 
    at any one time that exceed applicable charter limitations.
        Savannah proposes to borrow from certain banks or other lending 
    institutions. Such institutional borrowings will be evidenced by notes 
    to be dated as of the date of such borrowings and to mature in not more 
    than seven years after the date of issue, or by ``grid'' notes 
    evidencing all outstanding borrowings from each lender to be dated as 
    of the date of the initial borrowing and to mature not more than seven 
    years after the date of issue. Savannah proposes that any note 
    
    [[Page 7031]]
    evidencing such borrowings may not be prepayable, or that it may be 
    prepaid with payment of a premium that is not in excess of the stated 
    interest rate on the borrowing to be prepaid, which premium in the case 
    of a note having a maturity of more than one year may thereafter 
    decline to the date of the note's final maturity.
        Borrowings will be at the lender's prevailing rate offered to 
    corporate borrowers of similar quality. The rates will not exceed the 
    prime rate or: (1) LIBOR plus up to \3/4\ of 1%; (2) the lender's 
    certificate of deposit rate plus up to 1%; or (3) a rate not to exceed 
    the prime rate to be established by bids obtained from the lenders 
    prior to a proposed borrowing. However, with respect to borrowings with 
    a maturity in excess of one year, the rate will not exceed the yield 
    for a comparable maturity Treasury note plus 1%. Compensation for the 
    credit facilities may be provided by fees of up to \1/2\ of 1% per 
    annum of the unused amount of the facility.
        Savannah also may effect short-term borrowings hereunder in 
    connection with the financing of certain pollution control facilities 
    through the issuance by public entities of their revenue bond 
    anticipation notes. Under an agreement with each public entity, the 
    entity would effectively loan to Savannah the proceeds of the sale of 
    such revenue bond anticipation notes, having a maturity of not more 
    than one year after date of issue, and Savannah may issue its non-
    negotiable promissory note therefor. The note would provide for 
    payments to be made at times and in amounts which shall correspond to 
    the payments with respect to the principal of, premium, if any, and 
    interest, which shall not exceed the prime rate, on such revenue bond 
    anticipation notes, whenever and in whatever manner the same shall 
    become due, whether at stated maturity, upon redemption or declaration 
    or otherwise. Savannah requests that the Commission reserve 
    jurisdiction over short-term borrowings for this purpose, pending 
    completion of the record.
        Savannah also proposes to issue and sell commercial paper to or 
    through dealers from time-to-time prior to January 1, 2003. The 
    commercial paper will be in the form of promissory notes with varying 
    maturities not to exceed nine months. The commercial paper notes will 
    be issued in denominations of not less than $30,000 and will not by 
    their terms be prepayable prior to maturity.
        Pursuant to prior Commission orders dated March 31, 1992, November 
    30, 1993, February 16, 1994 and August 2, 1995 (HCAR Nos. 25507, 25932, 
    25989, and 26348, respectively), Savannah may effect short-term 
    borrowings through April 1, 1996 (``Prior Authority''). Savannah 
    proposes that the authorization sought in this matter would supersede 
    and replace, with respect to Savannah, the Prior Authority effective 
    immediately upon the date of the Commission's order.
        The proceeds from the proposed borrowings will be used by Savannah 
    for working capital purposes, including the financing in part of its 
    construction program. None of the proceeds from any borrowing or from 
    the sale of any of the notes will be used by Savannah, directly or 
    indirectly, for the acquisition of any interest in an ``exempt 
    wholesale generator'' or a ``foreign utility company,'' as those terms 
    are defined in sections 32 and 33 of the Act, respectively.
    
        For the Commission, by the Division of Investment Management, 
    pursuant to delegated authority.
    Margaret H. McFarland,
    Deputy Secretary.
    [FR Doc. 96-4124 Filed 2-22-96; 8:45 am]
    BILLING CODE 8010-01-M
    
    

Document Information

Published:
02/23/1996
Department:
Securities and Exchange Commission
Entry Type:
Notice
Document Number:
96-4124
Pages:
7027-7031 (5 pages)
Docket Numbers:
Release No. 35-26472
PDF File:
96-4124.pdf