95-9854. Filings Under the Public Utility Holding Company Act of 1935, as Amended (``Act'')  

  • [Federal Register Volume 60, Number 77 (Friday, April 21, 1995)]
    [Notices]
    [Pages 19973-19981]
    From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
    [FR Doc No: 95-9854]
    
    
    
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    SECURITIES AND EXCHANGE COMMISSION
    [Release No. 35-26273]
    
    
    Filings Under the Public Utility Holding Company Act of 1935, as 
    Amended (``Act'')
    
    April 14, 1995.
        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 declarations(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 May 8, 1995, 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, 
    [[Page 19974]] 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.
    
    Northeast Utilities, et al. (70-8076)
    
        Northeast Utilities (``Northeast''), 174 Brush Hill Avenue, West 
    Springfield, Massachusetts 01089, a registered holding company, HEC 
    Inc. (``HEC''), 24 Prime Parkway, Natick, Massachusetts 01760, a 
    nonutility subsidiary of Northeast, HEC International Corporation 
    (``HEC International''), 24 Prime Parkway, Natick, Massachusetts 01760 
    and HEC Energy Consulting Canada Inc. (``HEC Canada''), 285 Yorkland 
    Boulevard, Willowdale, Ontario M2J 1S5 Canada, each a wholly owned 
    nonutility subsidiary of HEC, and HECI, 1800 Harrison Street, Oakland, 
    California 94612, a joint venture subsidiary that is 50% owned by HEC 
    International and 50% owned by a non-affiliate (collectively, 
    ``Applicants'') have filed a post-effective amendment under sections 
    9(a), 10, 12(b) and 13(b) of the Act and rules 45, 54, 87, 90 and 91 to 
    HEC's application-declaration filed under sections 9(a), 10, 12(b) and 
    13 (b) of the Act and rules 45, 87, 90 and 91 thereunder.
        By order dated July 27, 1990 (HCAR No. 25114-A) (``1990 Order''), 
    among other things, Northeast was authorized to organize HEC and 
    acquire HEC's capital stock. The 1990 Order also authorized HEC to 
    acquire substantially all of the assets of HEC Energy Corporation, a 
    company that provided energy management services to large institutional 
    customers in New England, New York and elsewhere. In addition, the 1990 
    Order authorized HEC's provision of energy management services and 
    demand-side management (``DSM'') services to customers in New England 
    and New York (``Region''). Furthermore, the 1990 Order authorized HEC 
    to provide limited services outside the Region.
        By order dated September 30, 1993 (HCAR No. 25900) (``1993 
    Order''), HEC was authorized to provide additional energy management 
    and DSM services and to enter the consulting business in the energy 
    management and DSM area. The 1993 Order provided that revenues (other 
    than consulting revenues) attributed to customers outside the Region 
    would not exceed revenues (other than consulting revenues) attributed 
    to customers within the Region (``50% Limitation'').
        By order dated August 19, 1994 (HCAR No. 26108) (``1994 Order''), 
    the Commission authorized HEC to organize and acquire HEC Canada and 
    HEC International. HEC Canada was organized to provide energy 
    management, DSM and consulting services to customers located in Canada. 
    HEC International was organized to participate, on a 50/50 basis, in a 
    joint venture with Barakat & Chamberlin, an unaffiliated company, to 
    form HECI, a subsidiary of HEC International. HECI was formed to 
    provide energy management, DSM and consulting services to customers 
    located in the western United States (Washington, Oregon, California, 
    Montana, Idaho, Wyoming, Colorado, Utah, New Mexico, Nevada and 
    Arizona) and in foreign countries (except Canada). Under the 1994 
    Order, the revenues (except consulting revenues) of HEC Canada and 
    HEC's share of HECI's revenues are combined with HEC's revenues for 
    purposes of the 50% Limitation.
        The Applicants now propose that the Commission authorize HEC's and 
    HEC's direct and indirect subsidiaries' activities, as authorized in 
    the 1990 Order, 1993 Order and 1994 Order, without regard to the 50% 
    Limitation.
        In addition, HEC requests authorization to form joint ventures with 
    utilities serving customers in different areas outside of the Region, 
    without subsequent Commission approval. These joint ventures would be 
    organized to provide the services that HEC currently provides. The 
    services of each such joint venture would be provided to customers 
    located in a defined region that would include, but not be limited to, 
    the service areas of the participating utility.
        The joint ventures between HEC and the utilities would usually be 
    formed on a 50/50 ownership basis, although other equity sharing may be 
    negotiated. HEC and the participant utility would each advance money, 
    property or other consideration to the joint venture (all of which will 
    be treated as open account advances) for their respective interests in 
    the joint venture as needed for the joint venture's operations during 
    the period through June 30, 1996. The joint ventures will reimburse HEC 
    for its cost of money allocable to such advances. Similarly, each of 
    the joint ventures would also reimburse the participating utility for 
    its advance at a rate not to exceed the utility's cost of money.
        Some of the joint ventures' expenses may be paid directly by HEC or 
    the participating utility. For those expenses, the joint venture 
    participant paying the bill will invoice the other participant's share 
    of the paid expense. Direct payment of the joint venture's expenses 
    would be treated as an advance to the joint venture with the same term 
    and interest rate as the open account advances described above.
        HEC's outstanding advances plus the value of any other 
    contributions to a joint venture combined with HEC's direct payment of 
    any costs associated with that venture would not exceed $1 million at 
    any time for any of these joint ventures, unless further Commission 
    authorization is obtained. In aggregate, HEC's outstanding advances and 
    other payments to all such joint ventures will not exceed $8 million at 
    any time, unless further Commission approval is obtained.
         The joint ventures would enter into agreements with HEC (and the 
    participating utilities) to subcontract for their services. Those 
    services would be provided at cost pursuant to rule 90 and would not be 
    applied toward the $1 million per venture limit. These subcontract 
    agreements would include provisions prohibiting HEC and the 
    participating utility from competing with the joint venture.
    
    Cinergy Corporation, et al. (70-8589)
    
        CINergy Corp. (``CINergy''), a registered holding company, CINergy 
    Investments, Inc. (``CINergy Investments''), a wholly owned subsidiary 
    of CINergy, and CINergy Services, Inc. (``Services''), a wholly owned 
    subsidiary service company of CINergy all located at 139 East Fourth 
    Street, Cincinnati, Ohio 45202, have filed an application-declaration 
    under Sections 6(a), 7, 9(a), 10, 12(b), 13(b), 32 and 33 of the Act 
    and Rules 43, 45, 51, 53 and 83.
        CINergy and CINergy Investments propose, through May 31, 1998, to 
    facilitate investments in foreign utility companies (``FUCOs'') and 
    foreign exempt wholesale generators (``EWGs''). Specifically, CINergy 
    and CINergy Investments propose to: (1) Acquire, in one or more 
    transactions, the securities of one or more Companies to be organized 
    for the purpose of engaging, directly or indirectly, and exclusively, 
    in the business of acquiring, owning and holding the securities of, 
    and/or providing services to, one or more FUCOs and/or EWGs; (2) make 
    direct and/or indirect debt and equity investments in companies 
    (``Special Purpose Companies'') and certain existing special purpose 
    subsidiary companies (``Existing Special Purpose Companies'') and 
    provide guarantees in connection with the activities of the Special 
    Purpose Companies up to an aggregate principal amount of $115 million; 
    and (3) for the Special Purpose Companies to engage in external equity 
    and non-recourse debt financing transactions with unaffiliated third 
    [[Page 19975]] parties up to an aggregate principal amount of $300 
    million.
        The terms of such debt and equity securities and guaranties would 
    be determined in light of the circumstances then prevailing and through 
    later negotiations with third parties, within certain parameters as to 
    maximum rates of interest, maturity dates, minimum consideration for 
    par value shares, and other matters. As of December 31, 1994, CINergy's 
    aggregate net outstanding investment in FUCOs and EWGs through Existing 
    Special Purpose Companies was approximately $20 million. The aggregate 
    net investment of CINergy and CINergy Investments outstanding at any 
    one time in Special Purpose Companies and Existing Special Purpose 
    Companies would not exceed $115 million.
        CINergy and CINergy Investment also propose that the Special 
    Purpose Companies provide services to their subsidiaries, an to other 
    Special Purpose Companies and their subsidiaries. CINergy Services 
    proposes to provide such additional services as may be necessary or 
    desirable for the development, acquisition, establishment and operation 
    of the Special Purpose Companies and their investments and properties.
        CINergy anticipates that the Special Purpose Companies and their 
    subsidiaries will meet (and, in the case of the Existing Special 
    Purpose Subsidiaries and their subsidiaries, will continue to meet) the 
    requirements of Rule 83(a) under the Act. Accordingly, the CINergy 
    requests that services provided to the Special Purpose Companies and 
    their subsidiaries be exempt from the standards of Section 13 (b) of 
    the Act and the rules and regulations promulgated thereunder.
    
    CINergy Corp. et al. (70-8587)
    
        CINergy Corp. (``CINergy''), 139 East Fourth Street, Cincinnati, 
    Ohio 45202, a registered holding company, and certain of its 
    subsidiaries, CINergy Services, Inc. (``Services''), The Cincinnati Gas 
    & Electric Co. (``CC&E''), The Union Light, Heat and Power Co. 
    (``ULH&P''), The West Harrison Gas and Electric Co. (``West 
    Harrison''), Lawrenceburg Gas Co. (``Lawrenceburg''), Miami Power Corp. 
    (``Miami''), Tri-State Improvement Co. (``Tri-State''), KO Transmission 
    Co. (``KO''), CINergy Investments, Inc. (``Investments''), CG&E 
    Resource Marketing, Inc. (``Resource Marketing''), Power International, 
    Inc. (``PII''), Beheer-En Belegginsmaatschappij Bruwabel B.V. 
    (``Bruwabel''), Power International s.r.o. (``Power International''), 
    and Power Development s.r.o. (``Power Development''), each of 139 East 
    Fourth Street, Cincinnati, Ohio 45202, and PSI Energy, Inc. (``PSI 
    Energy''), Wholesale Power Services, Inc. (``Wholesale Power''), PSI 
    Recycling, Inc. (``Recycling''), and Power Equipment Supply Co. 
    (``Equipment''), each of 1000 East Main Street, Plainfield, Indiana 
    46168 (collectively, the ``Applicants''), have filed an application-
    declaration under sections 6, 7, 9(a), 10, 12(b), 12(f) and 13 of the 
    Act and rules 40, 43, 45, 53, 54, and 80-95 thereunder.
        The Applicants seek authorization, through May 31, 1997, to incur 
    short-term borrowings, to issue notes and/or commercial paper, to make 
    capital contributions, and to implement a system of money pools to 
    provide for their short-term cash requirements. The aggregate principal 
    amount of short-term borrowings, notes and/or commercial paper 
    outstanding at any one time for the CINergy system as a whole would not 
    exceed $1 billion. The proposed transactions and the proposed 
    participation of the various Applicants are described below.
    
    Transactions by Utilities and Related Companies
    
        Through May 31, 1997, (1) CG&E, PSI Energy, ULH&P, Lawrenceburg, 
    West Harrison, Miami, Services, KO and Tri-State seek authorization to 
    incur short-term borrowings, and to issue notes in connection 
    therewith; (2) CG&E and PSI Energy seek authorization to issue and sell 
    commercial paper; (3) CINergy seeks authorization to issue guarantees 
    and provide letters of credit in connection with the short-term 
    borrowings; and (4) all of the foregoing companies seek authorization 
    to implement a money pool (``Utility Money Pool'') to coordinate and 
    provide for certain of their short-term cash and working capital 
    requirements. The aggregate principal amount of short-term borrowings 
    and/or commercial paper outstanding at any one time would not exceed 
    the following amounts\1\: For Services, $100,000,000; for PSI Energy, 
    $400,000,000; for CG&E, $400,000,000; for ULH&P, $35,000,000; for West 
    Harrison, $200,000; for Lawrenceburg, $3,000,000; for Miami, $100,000; 
    for KO, $2,000,000; and for Tri-State, $40,000,000.
    
        \1\CINergy was authorized to incur short-term indebtedness 
    through bank borrowings, to issue notes and commercial paper, and to 
    obtain letters of credit, in an aggregate amount of up to 
    $375,000,000 in HCAR No. 26215 (Jan. 11, 1995). CINergy's proposed 
    guarantees in support of bank borrowings would also be subject to 
    this limitation.
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        PSI Energy, CG&E, UHL&P and Lawrenceburg have existing lines of 
    credit with banks with commitments aggregating $230 million, $82 
    million, $30 million and $400,000, respectively, under which $120.5 
    million, $0, $14.5 million and $0, respectively, in borrowings were 
    outstanding as of December 31, 1994. As of December 31, 1994, Services, 
    West Harrison, Miami, KO and Tri-State had no committed lines of 
    credit. Certain of the Applicants also have informal arrangements for 
    short-term borrowings with various banks on an ``as offered'' basis, 
    also known as uncommitted lines of credit. Authorization is sought for 
    the above Applicants to borrow from banks pursuant to the existing 
    formal and informal lines of credit described above (and any increases 
    therein that may be negotiated) and pursuant to new credit facilities 
    (formal or informal) that may be arranged from time to time, or to 
    borrow funds managed by bank trust departments, if the effective cost 
    of money is equal to or less than that available from the sale of 
    commercial paper or other bank borrowings.
        Bank borrowings may be evidenced by promissory notes, each of which 
    would be issued on or before May 31, 1997 and would mature on a date no 
    later than one year (or, in the case of up to $200 million in 
    borrowings by PSI Energy, no later than 24 months) from the date of 
    issuance, would bear interest at a rate no higher than the effective 
    cost of money for unsecured prime commercial bank loans prevailing on 
    the date of such borrowing, and would be subject to prepayment at the 
    option of borrower, or under certain circumstances with the consent of 
    the lending bank, in whole at any time or in part from time to time, 
    without premium or penalty. Amounts outstanding under formal lines of 
    credit typically would become due immediately upon an event of default, 
    including non-payment, default under other agreements governing 
    indebtedness, bankruptcy, or insolvency. Short-term notes may be issued 
    on either a ``grid'' note basis or a transactional basis, under similar 
    terms and conditions. The Applicants state that the actual terms of the 
    notes may vary from the terms described above to reflect customary 
    terms or particular lending practices and policies of different lending 
    institutions, but otherwise are expected to be substantially similar. 
    Compensation arrangements under lines of credit would be on a 
    compensating balance and/or fee basis. Fees will not exceed 25 basis 
    points per annum on the commitment, and balance arrangements will 
    require average balances not to [[Page 19976]] exceed 10% of the amount 
    of the commitment.
        PSI Energy and CG&E also propose to issue and sell commercial paper 
    to one or more dealers (or directly to financial institutions if such 
    sale results in an equal or lower cost of money than that applicable to 
    dealer-placed notes), subject to the limitations on aggregate 
    outstanding principal amount stated above. The commercial paper will be 
    in the form of book-entry unsecured promissory notes, with varying 
    denominations of no less than $25,000 each, and will be issued and sold 
    by CG&E and PSI Energy at market rates. No commission or fee will be 
    payable in connection with the issuance and sale of the commercial 
    paper. The purchasing dealer, however, will reoffer such notes at a 
    rate less than the rate to the issuer and, as principal, will reoffer 
    such notes in such a manner as not to constitute a public offering 
    under the Securities Act of 1933. The discount rate to dealers will not 
    exceed the maximum discount rate per annum prevailing at the date of 
    issuance for commercial paper of comparable quality and the same 
    maturity.
        The commercial paper proposed to be issued by CG&E and PSI Energy 
    will have varying maturities of no more than 270 days from date of 
    issue and will be issued and sold by CG&E and PSI Energy from time to 
    time through May 31, 1997. Subject to such limitations, sales of 
    commercial paper (and the bank borrowings described above) ordinarily 
    will be structured to mature at such time as excess funds are expected 
    to become available for money pool loans. Upon the availability of any 
    such excess funds, external borrowings would be retired and loans 
    refinanced to the extent such funds became available.
        Proceeds of any short-term borrowings and, in the case of CG&E and 
    PSI Energy, sales of commercial paper, may be used by each such 
    company: (i) For the interim financing of its construction and capital 
    expenditure programs; (ii) for its working capital needs; (iii) for the 
    repayment, redemption or refinancing of its debt and preferred stock; 
    (iv) to meet unexpected contingencies, payment and timing differences, 
    and cash requirements, to cover intercompany balances, and for other 
    lawful general corporate purposes; (v) to loan to other participants in 
    the Utility Money Pool (except the proceeds of certain borrowings by 
    PSI Energy with maturities more than twelve months from the date of 
    issuance); and (vi) in the case of borrowings by Services, for other 
    lawful purposes in connection with the performance by Services of its 
    functions as a subsidiary service company under the Act. In addition, 
    proceeds of borrowings, and other available funds, may be used: (a) By 
    CG&E to make capital contributions of up to $40 million to Tri-State 
    and up to $2 million to KO for the purpose of settling intercompany 
    open-account balances and indebtedness to CG&E and to provide Tri-State 
    and KO with working capital for their activities in support of CG&E's 
    operations, and (b) by CG&E and its utility subsidiaries to make loans 
    and open-account advances to one another in connection with services, 
    goods and construction provided to one another, in amounts not to 
    exceed $400 million for CG&E, $35 million for ULH&P, $200,000 for West 
    Harrison, $3 million for Lawrenceburg and $100,000 for Miami.
        Authorization is also sought for CINergy to issue guarantees and 
    provide letters of credit in connection with short-term borrowings, 
    subject to the limitations on aggregate principal amount described 
    above. Fees and expenses incurred by CINergy will not exceed 1% per 
    year of the face amount of such letters of credit, and CINergy may 
    charge an annual fee up to 2% of the face amount of guarantees.
        Under the proposed terms of the Utility Money Pool, short-term 
    funds would be available from the following sources for short-term 
    loans to CG&E, PSI Energy, ULH&P, Lawrenceburg, Miami, West Harrison, 
    Services, KO and Tri-State from time to time: (1) Surplus funds in the 
    treasuries of Utility Money Pool participants, including CINergy 
    (``Utility Internal Funds''), and (2) proceeds from bank borrowings by 
    Utility Money Pool participants or the sale of commercial paper by 
    CINergy, CG&E and PSI Energy for loan to the Utility Money Pool 
    (``Utility External Funds'').\2\ Funds would be made available from 
    such sources in such order as Services, as administrator of the Utility 
    Money Pool, may determine would result in a lower cost of borrowing, 
    consistent with the individual borrowing needs and financial standing 
    of the companies providing funds to the pool. Companies that borrow 
    would borrow pro rata from each company that lends, in the proportion 
    that the total amount loaned by each such lending company bears to the 
    total amount then loaned through the Utility Money Pool. On any day 
    when more than one fund source with different rates of interest is used 
    to fund loans through the Utility Money Pool, each borrower would 
    borrow pro rata from each such fund source in the Utility Money Pool in 
    the same proportion that the amount of funds provided by that fund 
    source bears to the total amount of short-term funds available to the 
    Utility Money Pool. No party would be required to effect a borrowing 
    through the Utility Money Pool if it is determined that it could effect 
    a borrowing at lower cost directly from banks or through the sale of 
    its own commercial paper. No loans through the Utility Money Pool would 
    be made to CINergy.
    
        \2\CINergy proposes to use the proceeds of certain borrowings 
    and sales of commercial paper or common stock, previously authorized 
    in File Nos. 70-8477 and 70-8521, and any funds available for 
    general corporate purposes, to loan to the other Applicants when 
    required through the money pools described in the Application-
    Declaration.
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        The cost of compensating balances and fees paid to banks to 
    maintain credit lines by Utility Money Pool participants lending 
    Utility External Funds to the Utility Money Pool would initially be 
    paid by the participant maintaining such line. A portion of such costs 
    would be allocated monthly to the companies borrowing such Utility 
    External Funds through the Utility Money Pool in proportion to their 
    outstanding borrowings of such Utility External Funds.
        If only Utility Internal Funds comprise the funds available in the 
    Utility Money Pool, the interest rate applicable to loans of such funds 
    would be the CD yield equivalent of the 30-day Federal Reserve ``AA'' 
    Industrial Commercial Paper Composite Rate (or if no such Composite 
    Rate is established for that day, then the applicable rate would be the 
    Composite Rate for the next preceding day for which such Composite Rate 
    was established). If only Utility External Funds comprise the funds 
    available in the Utility Money Pool, the interest rate applicable to 
    loans of such Utility External Funds would be equal to the lending 
    company's cost for such Utility External Funds (or, if more than one 
    Utility Money Pool participant had made available Utility External 
    Funds on such day, the applicable interest rate would be a composite 
    rate equal to the weighted average of the cost incurred by the 
    respective Utility Money Pool participants for such Utility External 
    Funds). In cases where both Utility Internal Funds and Utility External 
    Funds are concurrently borrowed through the Utility Money Pool, the 
    rate applicable to all loans comprised of such ``blended'' funds would 
    be a composite rate equal to the weighted average of (a) the cost of 
    all Utility Internal Funds contributed by Utility Money Pool 
    participants and (b) the cost of all such Utility External Funds. In 
    circumstances where Utility Internal [[Page 19977]] Funds and Utility 
    External Funds are available for loans through the Utility Money Pool, 
    loans may be made exclusively from Utility Internal Funds or Utility 
    External Funds, rather than from a ``blend'' of such funds, to the 
    extent it is expected that such loans would result in a lower cost of 
    borrowing.
        Funds not required by the Utility Money Pool to make loans (with 
    the exception of funds required to satisfy the Utility Money Pool's 
    liquidity requirements) would ordinarily be invested in one or more 
    short-term investments, including: (i) Interest-bearing accounts with 
    banks; (ii) obligations issued or guaranteed by the U.S. government 
    and/or its agencies and instrumentalities, including obligations under 
    repurchase agreements; (iii) obligations issued or guaranteed by any 
    state or political subdivision thereof, provided that such obligations 
    are rated not less than A by a nationally recognized rating agency; 
    (iv) commercial paper rated not less than A-1 or P-1 or their 
    equivalent by a nationally recognized rating agency; (v) money market 
    funds; (vi bank certificates of deposit; (vii) Eurodollar funds; and 
    (viii) such other investments as are permitted by section 9(c) of the 
    Act and rule 40 thereunder.
        The interest income and investment income earned on loans and 
    investments of surplus funds would be allocated among the participants 
    in the Utility Money Pool in accordance with the proportion each 
    participant's contribution of funds bears to the total amount of funds 
    in the Utility Money Pool and the cost of funds provided to the Utility 
    Money Pool by such participant.
        Each Applicant receiving a loan through the Utility Money Pool 
    would be required to repay the principal amount of such loan, together 
    with all interest accrued thereon, upon demand and in any event not 
    later than one year from the date of such advance. All loans would be 
    prepayable by the borrower without premium or penalty. Loans would 
    ordinarily be made pursuant to open-account advances, and all loans 
    would be made on or before May 31, 1997. Each lender would at all times 
    be entitled to receive upon demand one or more promissory notes 
    evidencing any and all loans by such lender, dated as of the date of 
    the initial borrowing (and in any event not later than May 31, 1997), 
    maturing on demand or on a specified date not latter than one year 
    after the date of the applicable borrowing, and prepayable in whole at 
    any time or in part from time to time, without premium or penalty. 
    Interest would be accrued by each borrower monthly.
    
    Transactions by Nonutility Companies
    
        Through May 31, 1997, (1) PII, Bruwabel, Power International, Power 
    Development, Recycling, Equipment and Wholesale Power (``Designated 
    Nonutility Companies''), Resource Marketing and CINergy Investments 
    seek authorization to incur short-term borrowings and to issue notes in 
    connection therewith; (2) CINergy seeks authorization to issue 
    guarantees and provide letters of credit in connection with such 
    borrowings; and (3) all of the foregoing companies seek authorization 
    to implement a money pool arrangement (``Nonutility Money Pool'') to 
    coordinate and provide for their short-term cash and working capital 
    requirements. The aggregate principal amount of short-term borrowings 
    and notes outstanding would not exceed the following amounts:\3\ for 
    CINergy Investments, $22,000,000; for PII, $6,750,000; for Bruwabel, 
    Power International and Power Development, an aggregate of $4,000,000; 
    for Recycling, $4,400,000; for Equipment, $1,100,000; for Wholesale 
    Power, $1,200,000; and for Resource Marketing, $2,000,000.
    
        \3\See footnote 1.
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        Proceeds of borrowings by CINergy Investments, Resource Marketing 
    and the Designated Nonutility Companies would be used (a) to provide 
    working capital to continue to operate such companies' businesses and 
    to fund commitments existing as of the registration of CINergy as a 
    holding company under the Act on October 25, 1994, (b) to repay and 
    refinance indebtedness, (c) to loan to other participants in the 
    Nonutility Money Pool, and (d) in the case of Resource Marketing, for 
    the additional purposes of making loans and capital contributions to 
    U.S. Energy Partners, a partnership in which Resource Marketing holds 
    an interest.
        PII has a $1,000,000 bank line of credit, under which no borrowings 
    were outstanding at December 31, 1994, which PII proposes to maintain. 
    It is also proposed that CINergy Investments, Resource Marketing, and 
    the Designated Non-Utility Companies also have authority to borrow 
    under bank facilities, and or CINergy to provide guaranties and letters 
    of credit in connection therewith. Borrowings under such facilities 
    would be evidenced by promissory notes with terms substantially similar 
    to those described above under Transactions by Utilities and Related 
    Companies (but could bear interest at a rate of up to prime plus 2%) 
    and would be subject to compensation arrangements similar to those 
    described therein. Fees and expenses in connection with guaranties and 
    letters of credit to be provided by CINergy also will not exceed the 
    amounts stated above under such heading.
        Because certain of the Designated Nonutility Companies and Resource 
    Marketing have heretofore been net borrowers from their corporate 
    parents, it has been the practice of such corporate parents to advance 
    funds to such companies in the form of intercompany loans and open-
    account advances and periodically to forgive such indebtedness, thereby 
    making capital contributions in the amount forgiven. Because certain of 
    the Designated Nonutility Companies and Resource Marketing may remain 
    net borrowers during the period covered by the proposed transactions, 
    authorization is requested for CINergy from time to time through May 
    31, 1997 to make capital contributions and loans (in the form of open-
    account advances, repayable on demand, or otherwise through the 
    Nonutility Money Pool described below) to CINergy Investments and the 
    Designated Nonutility Companies, and for CINergy Investments and the 
    Designated Nonutility Companies to make capital contributions and loans 
    (in the form of open-account advances, repayable on demand, or 
    otherwise through the Nonutility Money Pool) to their subsidiary 
    companies, provided that the aggregate amount of all outstanding 
    borrowings by, and capital contributions to, a company shall not exceed 
    its aggregate borrowing limit.
        Authority is also requested through May 31, 1997 (i) for CINergy 
    and CINergy Investments from time to time to make capital contributions 
    and loans (in the form of open-account advances, repayable on demand, 
    or otherwise through the Nonutility Money Pool) to Resource Marketing, 
    and (ii) for Resource Marketing from time to time to make capital 
    contributions and loans to Energy Partners, to provide for working 
    capital needs, repayment or refinancing of debt, unexpected 
    contingencies, payment and timing differences, cash requirements and 
    other general business purposes of Energy Partners. The aggregate 
    amount of all outstanding capital contributions and loans would not 
    exceed $2 million to Resource Marketing and $2 million to Energy 
    Partners.
        Under the proposed arrangements governing the Nonutility Money 
    Pool, short-term funds will be available from the following sources for 
    use by the respective participants from time to [[Page 19978]] time: 
    (1) Surplus funds in the treasuries of the Nonutility Money Pool 
    participants, including CINergy (``Nonutility Internal Funds''), and 
    (2) proceeds from the sale by CINergy of commercial paper and bank 
    borrowings by the Nonutility Money Pool participants (``Nonutility 
    External Funds'').\4\ Loans through the Nonutility Money Pool will be 
    made only from funds provided by CINergy, CINergy Investments, Resource 
    Marketing or Designated Nonutility Companies, and no loan will be made 
    to CINergy, CINergy Investments, Resource Marketing, Energy Partners or 
    any Designated Non-Utility Company by the Utility Money Pool or by any 
    public utility company in the CINergy system. In addition, no loans 
    through the Nonutility Money Pool will be made to CINergy. Funds made 
    available by CINergy for loans through the money pools will be first 
    made available for loans through the Utility Money Pool and thereafter 
    for loans through the Nonutility Money Pool.
    
        \4\See footnote 2.
    ---------------------------------------------------------------------------
    
        The Nonutility Money Fund will be administered by Services and will 
    have terms similar to those governing the Utility Money Pool (described 
    above under Transactions by Utilities and Related Companies) with 
    respect to pro rata borrowing, costs and fees for Nonutility External 
    Funds lent to the Nonutility Money Pool, interest rates for loans from 
    Nonutility Internal Funds, Nonutility External Funds and combinations 
    of Nonutility Internal and External Funds, temporary investment of 
    funds in the Nonutility Money Pool not required to make loans, 
    allocation of interest and other investment income earned on loans and 
    investment of surplus funds, terms of loans made by the Nonutility 
    Money Pool, and terms of notes evidencing such loans.
        Surplus funds of the Utility Money Pool and the Nonutility Money 
    Pool may be combined in common short-term investments, but separate 
    records of such funds shall be maintained by Services as administrator 
    of the pools, and interest thereon shall be separately allocated, on a 
    daily basis, to each money pool in accordance with the proportion that 
    the amount of each money pool's surplus funds bears to the total amount 
    of surplus funds available for investment from both money pools.
        Operation of the Utility and Nonutility Money Pools, including 
    record keeping and coordination of loans, will be handled by Services 
    under the authority of the appropriate officers of the Applicants. 
    Services will administer the Utility and Nonutility Money Pools on an 
    ``at cost'' basis and will maintain separate records for each money 
    pool.
    
    Appalachian Power Company, et al. (70-8591)
    
        Appalachian Power Company, 40 Franklin Road, Roanoke, Virginia 
    24022, Columbus Southern Power Company, 215 North Front Street, 
    Columbus, Ohio 43215, Kentucky Power Company, 1701 Central Avenue, 
    Ashland, Kentucky 41101, Kingsport Power Company, 422 Board Street, 
    Kingsport, Tennessee 37660, Indiana Michigan Power Company, One Summit 
    Square, Fort Wayne, Indiana 46801, Ohio Power Company, 339 Cleveland 
    Avenue, SW., Canton, Ohio 44702, and Wheeling Power Company, 51--16th 
    Street, Wheeling, West Virginia 26003 (sometimes individually referred 
    to herein as ``Company'' and collectively as ``Companies''), all 
    public-utility subsidiary companies of American Electric Power Company, 
    a registered holding company, have filed an application-declaration 
    under sections 6, 7, 9(a), 10, and 12(d) of the Act and rules 40(a)(5), 
    41 and 44 thereunder.
        The Companies each propose to market, construct, install, service, 
    maintain, acquire, sell (and sell maintenance agreements and warranties 
    for) (i) equipment generating, transmitting or distributing electric 
    power or steam, (ii) manufacturing and other equipment consuming 
    electric power or using steam (including electro-technologies), or 
    (iii) equipment providing load management or communications to the 
    equipment described in (i) or (ii) above (collectively, ``Customer 
    Equipment Services''). In addition, each Company proposes to broker 
    Customer Equipment Services provided by third party contractors and 
    provide energy management, technical, operating, training and 
    consulting services (``Customer Consulting Services''). Customer 
    Equipment Services and Customer Consulting Services will be provided 
    for (i) present and anticipated industrial, commercial and governmental 
    retail electric customers of the Company and of full and partial 
    requirement wholesale customers of the Company and (ii) present and 
    anticipated nonaffiliated wholesale customers of the Company.
        Cutomer Equipment Services will be provided at market-based fees; 
    the price for Customer Consulting Services will range from free to 
    market-based rates. The maximum annual revenues from Customer Equipment 
    Services for each Company will be 5% of the operating revenues of the 
    Company for the prior calendar year.
        Each Company also proposes to provide or broker financing to 
    customers in connection with Customer Equipment Services through direct 
    loan, installment purchase, operating or finance lease arrangements 
    (including sublease arrangements) or loan guarantees. The maximum 
    amount of equipment that each Company may finance at any one time is 5% 
    of capitalization of the Company at the end of the prior calendar year. 
    Interest on loans and imputed interest lease payments will be at 
    prevailing market rates. The obligations will have terms ranging from 
    one to thirty years and will be secured or unsecured. Each Company will 
    finance the Customer Equipment Services with its general corporate 
    funds and may assign obligations acquired from customers to banks or 
    other financial institutions with or without recourse.
        Finally, each Company proposes to provide meter reading, billing 
    and other services to gas, water and other utilities in their service 
    territories. Such services would be provided at market based rates.
    
    Central Power & Light Co. (70-8597)
    
        Central Power and Light Company (``CPL''), a wholly owned electric 
    utility subsidiary company of Central and South West Corporation, a 
    registered holding company, has filed an application-declaration under 
    sections 6(a), 7, 9(a), 10, 12(c) and 12(d) of the Act and rules 44 and 
    51 thereunder.
        CPL seeks authorization through December 31, 1997 to incur 
    obligations in connection with the proposed issuance by Matagorda 
    County Navigation District No. One (``District'') in one or more series 
    of up to $475 million in Pollution Control Revenue Bonds. Of this 
    amount, up to $325 million will be Pollution Control Revenue Refunding 
    Bonds (``Refunding Bonds'') and up to $150 million will be Pollution 
    Control Revenue Bonds and/or Solid Waste Revenue Bonds (``New Money 
    Bonds''). The issuance of New Money Bonds and the Refunding Bonds 
    (``New Bonds'') might be combined.
        The purpose of the Refunding Bonds is to reacquire all or a portion 
    of five types of previously issued Pollution Control Revenue Bonds 
    (``Old Bonds''). The purpose of the New Money Bonds is to reimburse CPL 
    for expenditures qualified for tax-exempt financing or to provide for 
    current solid waste expenditures.
        CPL also seeks authorization to manage interest rate risk or to 
    reduce interest rate costs through forward re- [[Page 19979]] financing 
    techniques and through the use of interest rate swaps through the life 
    of the Old Bonds and/or New Bonds.
        The Old Bonds were issued to finance pollution control and solid 
    waste disposal facilities (``Facilities'') for the South Texas Project 
    Electric Generating Station (``Plant''). CPL owns a 25.2% undivided 
    interest in the Plant. The Old Bonds were issued pursuant to Indentures 
    of Trust (``Indentures'') with three banks for trustees--NationsBank of 
    Texas, N.A., the Bank of New York, and Texas Commerce Bank, N.A. 
    (``Trustees''):
    
    ------------------------------------------------------------------------
                                             Interest                First  
                    Series                     rate     Maturity  redemption
                                            (percent)     date       date   
    ------------------------------------------------------------------------
    1984..................................   10\1/8\    10/15/14    10/15/95
    1984-A................................    7\1/2\    12/15/14    12/15/99
    1985-A................................    9\3/4\    07/01/15    07/01/95
    1986..................................    7\7/8\    12/01/16    12/01/96
    1990..................................    7\1/2\    03/01/20    03/01/00
    ------------------------------------------------------------------------
    
        CPL and the District entered into Installment Sale Agreements 
    (``Sale Agreements'') to provide for the issuance of the Old Bonds. In 
    connection with the issuance of the New Bonds, CPL will amend the Sale 
    Agreements, enter into agreements with similar terms, and/or enter into 
    new installment sale agreements (``Amended Sale Agreements'').
        The New Bonds will bear a fixed or floating interest rate, might be 
    secured with First Mortgage Bonds, and will mature between one and 
    forty years. The interest rate, redemption provisions and other terms 
    and conditions applicable to the New Bonds will be determined through 
    negotiation between CPL and one or more investment banking firms that 
    will purchase or underwrite the New Bonds (``Purchasers'').
        It is anticipated that the New Bonds will be optionally redeemable 
    upon the occurrence of various events specified in the Amended Sale 
    Agreements and the Indentures, which might be amended or supplemented 
    (``Supplemental Indentures''), or, in the case of the New Money Bonds, 
    a new indenture (``New Indenture''). The New Bonds also will be 
    optionally redeemable with premiums to be determined through 
    negotiation between CPL and the Purchasers and will be mandatorily 
    redeemable in the event the interest on the New Bonds becomes subject 
    to federal income tax.
        CPL might obtain credit enhancement for the New Bonds, which could 
    include bond insurance, a letter of credit or a liquidity facility, if, 
    for example, it were to issue floating rate bonds. A premium or fee 
    would be paid to obtain the credit enhancement, which would, however, 
    result in a net benefit through a reduced interest rate on the New 
    Bonds.
        CPL might issue First Mortgage Bonds, to secure the New Bonds, 
    subject to applicable indenture restrictions, under a Supplemental 
    Indenture to its Mortgage Indenture dated November 1, 1943 to the First 
    National Bank of Chicago and A.H. Bohm (``Mortgage Indenture''). The 
    First Mortgage Bonds will be issued to the Trustee for the New Bonds 
    pursuant to the Mortgage Indenture. The First Mortgage Bonds will be 
    held by the Trustee for the benefit of the holders of the New Bonds and 
    will not be transferable. The First Mortgage Bonds will be issued in 
    the exact amount and have terms similar to the New Bonds. To the extent 
    payments in respect of the New Bonds are made in accordance with their 
    terms, like payment obligations under the First Mortgage Bonds will be 
    deemed satisfied.
        The optional redemption provisions, the sinking-fund provisions, 
    and the limitation on dividends relative to the First Mortgage Bonds 
    might deviate from the SEC Statement of Policy Regarding First Mortgage 
    Bonds.
        CPL anticipates that the New Bonds will be sold by the District 
    pursuant to a Bond Purchase Agreement (``Purchase Agreement'') between 
    the District and one or more Purchasers. CPL requests authority to 
    enter into negotiations with Purchasers with respect to the interest 
    rate, redemption provisions and other terms and conditions applicable 
    to the New Bonds and to set the terms of the New Bonds subject to the 
    receipt of a Commission order if an order has not been issued when CPL 
    enters into the Purchase Agreement.
        The proceeds of the New Bonds will be used to redeem the Old Bonds 
    pursuant to the terms of the Indentures or reacquire all or a portion 
    of the Old Bonds through open market and negotiated transactions or 
    pursuant to one or more tender offers (``Reacquisition'') and reimburse 
    CPL for expenditures qualified for tax-exempt financing or to provide 
    for current solid waste expenditures. The proceeds might also be used 
    to reimburse CPL for Old Bonds previously acquired. Additional funds 
    required to pay for the Reacquisition and the costs of issuance of the 
    New Bonds will be provided by CPL from internally generated funds and 
    short-term borrowings.
        CPL will not permit the issuance of the Refunding Bonds unless the 
    estimated net present value savings is, on an after-tax basis, in 
    excess of the present value of all costs to acquire the Old Bonds and 
    issue the Refunding Bonds on the basis of an appropriate discount rate. 
    Such discount rate would be based on the estimated after-tax interest 
    rate on the Refunding Bonds.
        CPL proposes to manage interest rate risk through interest rate 
    swaps, forward swaps, caps, collars and floors, and through forward 
    transactions. CPL might also use interest rate swaps to lower its 
    interest costs on one or more series of Old Bonds and/or New Bonds. CPL 
    requests authorization to enter into these types of transactions from 
    time to time either in connection with the issuance of New Bonds or 
    otherwise.
        CPL could use the interest rate swap market to hedge against 
    changes in the interest rates of variable rate securities through a 
    ``fixed-for-floating'' swap arrangement. In addition, CPL might be able 
    to realize a reduced all-in rate in the synthetic fixed market. CPL 
    might also issue fixed rate New Bonds and then seek to reduce its 
    interest costs on such New Bonds through a ``floating-for-fixed'' 
    interest rate swap arrangement. In this manner, CPL would hope to take 
    advantage of interest cost savings associated with short-term interest 
    rates.
        None of the interest rate swaps would be ``leveraged.'' Thus 
    changes in interest payments or receipts under an interest rate swap 
    due to changes in the floating rate index used in the swap will not 
    exceed the product of the change in such index and the notional amount 
    of that swap. In no event would the aggregate notional amount of the 
    interest rate swaps exceed $475 million. The interest rate swaps might 
    also be forward swaps, whereby a swap agreement is entered into but the 
    exchange of fixed and floating payments does not begin until a future 
    date, which is generally the call date on outstanding bonds.
        It is anticipated that interest rate swap agreements would provide 
    that redemption, reacquisition or maturation of the Old Bonds and/or 
    New Bonds would terminate obligations under the swap agreement for a 
    like notional amount. CPL might enter into a swap that allows optional 
    termination and CPL would exercise such option for a like notional 
    amount upon the redemption, reacquisition or maturation of the 
    corresponding Old Bonds and/or New Bonds. Termination of its 
    obligations under the interest rate swap agreement might require CPL to 
    pay an additional amount under the terms of the swap agreement, which 
    could be substantial.
        Finally, CPL also requests authorization to enter into reverse 
    interest rate swap agreements, or other [[Page 19980]] contractual 
    arrangements, in order to limit the impact of anticipated movements in 
    interest rates or offset the effect of interest rate swap agreements. 
    If CPL issues variable rate New Bonds, it might elect to purchase an 
    interest rate cap to limit its exposure to increased interest rates. 
    CPL might also sell an interest rate floor to either reduce the cost of 
    variable rate debt, or in conjunction with an interest rate cap to 
    reduce the cost of the cap.
    
    Consolidated Natural Gas Co. et al. (70-8599)
    
        Consolidated Natural Gas Co. (``Consolidated''), CNG Tower, 625 
    Liberty Avenue, Pittsburgh, Pennsylvania, 15222-3199, a registered 
    holding company, and Consolidated System LNG Company (``Consolidated 
    LNG''), of the same address, a wholly owned subsidiary company of 
    Consolidated, have filed a declaration under section 12(c) of the Act 
    and rule 46 thereunder.
        Consolidated LNG holds what remains of a past venture on the part 
    of Consolidated into the liquefied natural gas (``LNG'') business, and 
    LNG terminal and re-gasification facilities at Cove Point, Maryland and 
    a pipeline between Cove Point and underground pipelines near Loudoun, 
    Virginia (``LNG Facilities''). Consolidated LNG is for all practical 
    purposes, and is expected to remain, dormant. Consolidated contemplates 
    the dissolution of Consolidated LNG.
        Consolidated LNG proposes to declare on its common stock ($10,000 
    par value per share) a one-time dividend to Consolidated of 
    $48,816,000. This will provide additional cash to Consolidated to 
    finance other non-utility and utility subsidiaries.
        Consolidated LNG has no physical assets. Thus, its asset value is 
    its capitalization. No dividend was paid from 1988 to 1994. 
    Consolidated LNG has not made the standard payout of 100% of its liquid 
    cash assets to Consolidated since 1988. A dividend of $2,502,000 was 
    declared on December 15, 1994 and paid on February 15, 1995, which left 
    $304,000 in retained earnings as of that date.
        Consolidated LNG now proposes to declare a one-time dividend of 
    $48,816,000, of which $48,512,000 will come from capital surplus and 
    $304,000 will be out of retained earnings. When combined with the 1994 
    dividend of $2,502,000, it achieves an approximate 100% payout of 
    liquid cash assets to Consolidated. For the remainder of the ten-year 
    amortization period (until 1997), Consolidated LNG will pay 100% of its 
    liquid cash assets to Consolidated out of retained earnings.
        Consolidated LNG requests Commission authorization to declare and 
    pay from capital surplus the $48,512,000 portion of the one-time 
    dividend of $48,816,000 to Consolidated.
    
    The Columbia Gas System, Inc. et al. (70-8605)
    
        The Columbia Gas System, Inc. (``Columbia''), a registered holding 
    company and a debtor-in-possession under Chapter 11 of the United 
    States Bankruptcy Code, and its wholly owned subsidiary company, 
    TriStar Ventures Corporation (``TVC''), both located at 20 Montchanin 
    Road, Wilmington, Delaware 19807, have filed an application-declaration 
    under sections 6(a), 7, 9(a), 10, 12(b), and 13(b) of the Act and rules 
    16, 43, 45, 87, 90 and 91 thereunder.
        Columbia proposes to invest up to $7 million through December 31, 
    1996, in natural gas vehicle (``NGV'') activities indirectly through a 
    new subsidiary corporation (``TNGV'') that will be established solely 
    to engage in such activities. TNGV will be a wholly owned subsidiary of 
    TVC.
        TNGV proposes to use the $7 million to develop and promote consumer 
    use and acceptance of natural gas as a fuel for cars, buses, trucks and 
    other vehicles. TNGV intends to provide natural gas fueling stations, 
    promote the establishment of facilities for the conversion of vehicles 
    to NGVs, provide related training and to provide fuel supply and 
    management services (all such activities, the ``NGV Activities'').
        TNGV proposes to engage in some of the NGV Activities through 
    various arrangements with nonassociated companies or individuals. 
    Columbia's public-utility subsidiary companies may also provide TNGV 
    with services such as training in the use of fueling station and 
    conversion equipment, identification of potential customers, and 
    station design, construction maintenance and operations.
        The application-declaration states that TNGV may acquire an 
    ownership interest, which may be up to 100% voting or nonvoting stock, 
    in one or more corporations or other entities established for the sole 
    purpose of engaging in NGV Activities. Such entities would be 
    established by TNGV and/or nonassociates knowledgeable and experienced 
    in the construction and operation of gasoline stations or natural gas 
    fueling stations, and/or who have expertise in vehicle repair and 
    maintenance or specialized technical experience with NGVs. Each such 
    entity would provide limited liability protection to the owners and 
    would be formed to build NGV infrastructure in a specific geographic 
    area or to provide management of a specific NGV Activity. The 
    organizational documents governing such entities would expressly limit 
    the activities of these corporations primarily to NGV Activities.
        TNGV may also invest in and participate in joint arrangements such 
    as partnerships or joint ventures to carry out NGV Activities. If 
    necessary, TNGV would establish one or more wholly owned limited 
    purpose corporations or entities for the sole purpose of engaging in 
    NGV Activities through such partnerships or joint ventures or other 
    arrangements. The organizational documents governing such partnerships 
    or joint ventures would expressly limit the activities of these 
    entities primarily to NGV Activities.
        The application-declaration states that TNGV may lend funds to 
    vehicle fleet owners, or may guarantee borrowings by those owners from 
    a third party lender such as a bank, to enable such nonassociates to 
    carry out NGV Activities in connection with their business, or to 
    acquire the equipment, personnel or facilities needed to do so. Loans 
    either made by TNGV directly or with respect to the TNGV is giving a 
    guarantee would have an interest rate not exceeding the maximum legal 
    rate, and would have a maturity not exceeding 20 years. Such loans may 
    be unsecured or secured by a lien on, or other security interest in, 
    NGV conversion equipment, fueling station equipment or facilities or 
    other real or personal property, excluding utility assets.
        It is further proposed that corporations, partnerships, joint 
    ventures or other entities in which TNGV has an ownership interest of 
    less than 100% may obtain third party debt financing.
        In entering into arrangements with nonassociates to engage in the 
    NGV Activities described in this application, TNGV and its subsidiaries 
    will limit the amount of their equity or debt investment, contractual 
    obligations, loan guarantees, loan obligations and other financial 
    obligations and commitments to an amount that, when aggregated with all 
    other investments, obligations and commitments made or undertaken, 
    directly or indirectly, by TNGV and its subsidiaries in connection with 
    the NGV Activities as described in the Application, will not exceed $7 
    million through December 31, 1996.
        Columbia, TVC and TNGV propose that TNGV be authorized to engage in 
    the above described NGV Activities and [[Page 19981]] to obtain funds 
    from time to time through December 31, 1996, to finance such NGV 
    Activities through the sale of shares of TVC common stock, $25 par 
    value, to Columbia at or above par value, and the sale of shares of 
    TNGV Common Stock, $25 par value, to TVC at or above par value provided 
    that the aggregate amount of funds obtained by TVC from Columbia, and 
    by TNGV from TVC, outstanding at any one time for NGV Activities shall 
    not exceed $7 million.
        In the event that a wholly owned limited purpose subsidiary 
    corporation of TNGV is established to engage in the NGV Activities 
    through a non-corporate entity, such subsidiary will have mirror-image 
    authorizations and obligations of TNGV under this filing as such relate 
    to the relevant investment, with TNGV functioning as ``passthrough'' 
    with regard to its indirect financing of the entity.
    
    Eastern Utilities Associates, et al. (70-8609)
    
        Eastern Utilities Associates (``EUA''), a registered holding 
    company, and its direct subsidiary companies, Eastern Edison Company, 
    EUA Cogenex Corporation, P.O. Box 2333, Boston, Massachusetts 02107, 
    EUA Service Corporation, P.O. Box 543, West Bridgewater, Massachusetts 
    02379, and Newport Electric Corporation, 12 Turner Road, Middletown, 
    Rhode Island 02840, and its indirect subsidiary companies, Montaup 
    Electric Company, P.O. Box 2333, Boston, Massachusetts 02107, 
    TransCapacity Limited Partnership, 2 Corporate Place 128, Suite 101, 
    Wakefield, Massachusetts 01880, and Blackstone Valley Electric Company, 
    Washington Highway, Lincoln, Rhode Island 02865 (collectively 
    ``Subsidiaries'') have filed an application-declaration under Sections 
    6(a), 7, 9(a) and 10 of the Act and Rule 54 thereunder.
        By Order dated March 8, 1991, (HCAR No. 25269) (``1991 Order''), 
    EUA and certain of its subsidiaries were authorized, among other 
    things, to contribute up to 200,000 common shares of EUA, $5.00 par 
    value per share (``Common Shares''), or cash for the purchase thereof, 
    to the Eastern Utilities Associates Employees' Savings Plan (``Plan''), 
    through December 15, 1995. The Common Shares issued to the Plan may be: 
    (1) Authorized but unissued shares issued to the Plan by EUA; (2) 
    purchased on the open market; or (3) purchase shares from EUA. Whenever 
    cash contributions to the Plan by EUA or the participating subsidiary 
    companies are used to purchase Common Shares from EUA, the proceeds are 
    added to the general funds of EUA and may be used for, among other 
    corporate purposes, the payment or prepayment of outstanding short-term 
    indebtedness.
        The number of Common Shares available under the 1991 Order is now 
    expected to be depleted by July 1995. Therefore, EUA and the 
    Subsidiaries now propose to contribute an additional 150,000 common 
    shares of EUA or cash to purchase such number of shares for the Plan, 
    through December 15, 1997 under the terms and conditions authorized in 
    the 1994 Order.
    
        For the Commission, by the Division of Investment Management, 
    pursuant to delegated authority.
    Margaret H. McFarland,
    Deputy Secretary.
    [FR Doc. 95-9854 Filed 4-20-95; 8:45 am]
    BILLING CODE 8010-01-M
    
    

Document Information

Published:
04/21/1995
Department:
Securities and Exchange Commission
Entry Type:
Notice
Document Number:
95-9854
Pages:
19973-19981 (9 pages)
Docket Numbers:
Release No. 35-26273
PDF File:
95-9854.pdf