[Federal Register Volume 64, Number 142 (Monday, July 26, 1999)]
[Notices]
[Pages 40399-40401]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-18989]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-27050]
Filings Under the Public Utility Holding Company Act of 1935, As
Amended (``Act'')
July 16, 1999.
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 under the Act. All interested persons are referred to the
application(s) and/or declaration(s) for complete statements of the
proposed transactions(s) summarized below. The application(s) and/or
declarations(s) and any amendments is/are available for public
inspection through the Commission's Branch of Public Reference.
Interested persons wishing to comment or request a hearing on the
applications(s) and/or declaration(s) should submit their views in
writing by August 10, 1999, to the Secretary, Securities and Exchange
Commission, Washington, DC 20549-0609, 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
should identify specifically the issues of facts 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 August 10, 1999, the application(s) and/or
declaration(s), as filed or as amended, may be granted and/or permitted
to become effective.
West Penn Power Company
(70-7888)
West Penn Power Company (``West Penn''), 800 Cabin Hill Drive,
Greensburg, PA 15601, a wholly owned electric public utility subsidiary
of Allegheny Energy, Inc., a registered holding company, has filed a
post-effective amendment under sections 6(a) and 7 of the Act on an
application-declaration originally filed under sections 6(a), 7, 9(a),
10 and 12(b) of the Act and rule 45 under the Act.
By orders dated January 29, 1992 (HCAR No. 25462), February 28,
1992 (HCAR No. 25481), July 14, 1992 (HCAR No. 25581), November 5, 1993
(HCAR
[[Page 40400]]
No. 25919), November 28, 1995 (HCAR No. 26418), April 18, 1996 (HCAR
No. 26506), and December 23, 1997 (HCAR No. 26804) (collectively
``Prior Orders''), West Penn was authorized, among other things, to
issue up to $182 million in short-term debt through December 31, 2001.
West Penn now proposes to: (1) Income the amount of short-term debt
that West Penn may issue from $182 million up to $500 million under the
terms and conditions stated in the Prior Orders; and (2) extend the
period of authorization through December 31, 2007.
West Penn states that the increase is necessary to enhance its
ability to participate in evolving energy markets resulting from
deregulation and, upon subsequent application and approval, to support
acquisition and diversification plans.
Conectiv, et al. (70-9069)
Conectiv, a registered holding company, and its nonutility
subsidiaries, Conctiv Services, Inc. (``CSI''), a nonutility subsidiary
of Conectiv engaged in energy-related services, Delmarva Capital
Investment, Inc. (``DCI''), and Conectiv Solutions, Inc.
(``Solutions''), an energy marketing subsidiary of Conectiv (together,
``Applicants''), all located at 800 King Street, Wilmington, Delaware
19899, have filed a post effective amendment to an application
previously filed under sections 9(a) and 10 of the Act, and rule 54
under the Act.
Conectiv holds interests in certain direct and indirect nonutility
subsidiary companies, including ATE Investments, Inc. (``ATE''), a
direct subsidiary of Conectiv. ATE owns equity interests in three
leveraged leases and a 94% limited partnership interest in EnerTech
Capital Partners, L.P. (``EnerTech''), a company that invests in
companies developing energy-related technologies. By order dated
December 16, 1998 (HCAR No. 26953) (the ``Restructuring Order''), the
Commission authorized Conectiv to restructure its nonutility
subsidiaries in two phases that would ultimately result in, among other
things, ATE being acquired by DCI (to be renamed Conectiv Property and
Investments, Inc. (``CPI'')). Conectiv states that it intended to use
CPI to hold passive investments. As a result of the restructuring,
Conectiv would reduce its active direct nonutility subsidiaries to just
three companies: CPI, CSI, and Conectiv Energy Supply, Inc., a company
directly and indirectly engaged in the marketing of energy.
Conectiv now proposes for Solutions or CSI,\1\ to acquire the
common stock of ATE. Applicants state that the technology investments
held by ATE through EnerTech are more directly related to the energy-
related services conducted by CSI and, therefore, should be a CSI
subsidiary.
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\1\ Under the Restructuring Order, Solutions is to be merged
into CSI.
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Alliant Energy Corporation, et al. (70-9513)
Alliant Energy Corporation (``Alliant''), a registered holding
company, 222 West Washington Avenue, Madison, Wisconsin 53703 and its
wholly owned public utility subsidiary, IES Utilities, Inc.
(``IES''),\2\ Alliant Tower, Cedar Rapids, Iowa 52401, have filed an
application-declaration under sections 6(a), 7, 9(a), 10, 12(b) and
13(b) of the Act and rules 45, 54, 90 and 91 under the Act.
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\2\ Alliant's other public utility subsidiaries include:
Wisconsin Power & Light Company (``WP&L''); South Beloit Water, Gas
and Electric Company; and Interstate Power Company (collectively,
including IES (``Operating Companies'').
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Alliant indirectly owns undivided interest in two nuclear power
facilities, the Kewaunee Nuclear Power Plant (``KNPP''),\3\ located in
the Town of Carlton, Wisconsin, and the Duane Arnold Energy Center
(``DAEC''),\4\ located in Palo, Iowa.
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\3\ KNPP is a 532 megawatt pressurized water reactor, operated
by Wisconsin Public Service Corporation (``WPSC''), a subsidiary of
WPS Resources Corporation (``WPS Resources'') and jointly owned by
WPSC, 41.2%, WP&L, 41.0%, and Madison Gas & Electric Company, 17.8%.
\4\ DAEC is a 535 megawatt boiling water reactor, operated and
70% owned by IES. The remaining 30% ownership interest is held by
two generation and transmission cooperatives.
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Alliant request authority to acquire all of the voting securities
of a Alliant Nuclear, a to-be-formed subsidiary that will be organized
under Wisconsin law. Through Alliant Nuclear, Alliant proposes to
acquire a 25% membership interest in Nuclear Management Company, LLC
(``NMC''),\5\ a Wisconsin limited liability company, formed for the
purpose of consolidating specialized employees and resources of IES and
certain other unaffiliated nuclear power plant owners. The current
members of NMC or their utility affiliates and IES (collectively, ``NMC
Plant Owners''), own interests and operate seven nuclear generating
units at five locations,\6\ (collectively, ``NMC Plants'').
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\5\ Current members of NMC include: WEC Nuclear Corp. a
subsidiary of Wisconsin Energy Corporation; WPS Nuclear Corporation,
a subsidiary of WPS Resources and an affiliate of WPSC; and Northern
States Power Company (``NSP'').
\6\ NSP owns and operates the Prairie Island Units 1 and 2,
located near Red Wing, Minnesota. Both units are pressurized water
reactors having a combined net generating capacity of 1,003
megawatts, and the Monticello generating station, located near
Monticello, Minnesota, a boiling water reactor with a net generating
capacity of 536 megawatts. Wisconsin Electric Power Company, a
subsidiary of WEC, owns and operates two units at the Point Beach
nuclear generating station located near Two Rivers, Wisconsin. Both
units are pressurized water reactors and have a combined net
generating capacity of 970 megawatts. DAEC and KNPP comprise the
remaining two units.
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NMC will be managed by a board of directors comprised of
representatives of each of its members and will be capitalized with
contributions from each of its members, as provided for in the NMC
Limited Liability Company Operating Agreement (``Operating
Agreement''). It is intended that the capital contributions of members
will be equal, the profits and losses of NMC will be allocated to the
members in accordance with their percentage interests and additional
capital contributions will be made by capital calls, also in accordance
with percentage interests. The Operating Agreement further contemplates
the admission of other utilities as members. The Operating Agreement
requires a supermajority vote of members to make a capital call greater
than $250,000 annually per member and the rate of return on NMC's
equity capital used to serve the NMC Plants will not exceed the average
of the most recent rates of return allowed by the public service
commissions that regulate the NMC members.\7\
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\7\ At present, NMC members are regulated by the Iowa Utilities
Board, the Minnesota Public Service Commission and the Public
Service Commission of Wisconsin.
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NMC will provide certain services to NMC Plant Owners, including
IES, as stated in a service agreement (``Service Agreement''). The
services provided under the Service Agreement include fuel management,
procurement and warehousing, licensing, outage support, quality
assurance, records management, safety assessment and oversight,
security, training and special projects (``Services''). The Service
Agreement further allows for a period of time for Service Development
Teams to determine whether Services or a group of Services can be
provided on a centralized basis. If it is determined that a Service or
group of Services can be provided by NMC on an integrated basis, then
an implementation plan for transitioning these Services to NMC will be
developed. NMC Plant Owners will be obligated to make good faith
efforts to take Services from NMC. IES however, will not be obligated
to take Services if it believes that to do so would jeopardize the
safety, integrity, or reliability of DAEC or compliance with
[[Page 40401]]
government regulations, NMC may also offer other categories of services
to NMC Plant Owners which NMC Plant Owners may choose to take, however,
they will not be obligated to do so.
IES's commitments to purchase services from and provide personnel
and other resources to NMC are stated in the Service Agreement and an
Employee Lease Agreement \8\ which will be substantially identical to
those between NMC and each of the other NMC Plant Owners.
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\8\ The Employee Lease Agreement confirms that each IMC Plant
Owner will retain direction and control over its employees and that
employees shall continue to be employed by the respective NMC Plant
Owners, not NMC. It also enumerates all employee-related expenses
which would be included in the determination of a fully loaded,
fully allocated cost and incorporates various terms from the Service
Agreement to coordinate the Employee Lease Agreement with the
Service Agreement.
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In the near term, it is anticipated that IES employees involved in
the operation and management of DAEC will continue to devote most of
their time to those duties, however, as NMC develops, service delivery
will likely become more integrated among the NMC Plant Owners, and IES
employees will devote more of their time to the performance of Services
for other NMC Plant Owners.
NMC Plant Owners will be committed under the Service Agreement to
make available to NMC personnel and other resources as reasonably
necessary to enable NMC to provide Services. Personnel resources may be
provided under employee leases, direct employee charges to NMC or
transfer of employees to NMC. Other resources made available to NMC may
include the use of office space, vehicles, furniture, equipment,
informational systems and computer time. The NMC Plant Owners providing
services or other resources to NMC will be reimbursed for the cost
thereof in accordance with rules 90 and 91.
All of the Services furnished by NMC to the NMC Plant Owners will
be at cost, fairly and equitably allocated. NMC will submit monthly
statements to each NMC Plant Owners for the Services rendered during
the previous month. The monthly payment and billing procedure is
expected to minimize the need for substantial working capital by
NMC.\9\ In the case of Services rendered by NMC in respect to DAEC and
KNPP, both of which are jointly owned with other utility companies,
costs will be reallocated among the plant owners in proportion to their
respective ownership shares in the manner provided in the participation
or ownership agreement among the owners of those plants.
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\9\ To the extent that working capital is required, it is
anticipated that NMC will borrow funds from lenders as permitted
under rule 52.
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NMC will maintain its books, records, and system of accounts in
substantial conformity with the Uniform System of Accounts for Mutual
Services and Subsidiary Service Companies, as in effect from time to
time.\10\
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\10\ IES will have full access to NMC's books and records.
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To the extent that costs incurred by NMC can be identified to a
particular NMC Plant or Plants, these costs will be directly assigned
to the owner or owners of the respective NMC Plant or Plants as
appropriate. Costs which cannot be directly assigned to a particular
Plant will be allocated through a loading on direct labor costs charged
to each of the NMC Plant Owners for Services performed. The loading
will be based on estimates of direct labor dollars made at the
beginning of each year and will be adjusted annually based on actual
indirect charges for common costs incurred and actual labor dollars
charged for Services in that year. Certain other costs which provides
benefits to all NMC Plant Owners will be allocated equitably among the
NMC Plant Owners. Subject to the availability of resources and its
commitment to the NMC Plant Owners, NMC may also provide services to
nonaffiliated companies at rates other than cost, provided that the
ultimate purchaser of the services is not an Operating Company.
For the Commission by the Division of Investment Management,
under delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 99-18989 Filed 7-23-99; 8:45 am]
BILLING CODE 8010-01-M
