[Federal Register Volume 60, Number 106 (Friday, June 2, 1995)]
[Notices]
[Pages 28820-28822]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-13530]



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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26296]


Filings Under the Public Utility Holding Company Act of 1935, as 
amended (``Act'')

May 26, 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 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 June 19, 1995, to the Secretary, Securities and Exchange 
Commission, Washington, DC 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. [[Page 28821]] 

West Texas Utilities Company (70-8057)

    West Texas Utilities Company (``WTU''), 301 Cypress Street, 
Abilene, Texas 79601-5820, a wholly owned electric public-utility 
subsidiary company of Central and South West Corporation, a registered 
holding company, has filed a post-effective amendment to its 
declaration under sections 6(a) and 7 of the Act and rule 54 
thereunder.
    By order of the Commission dated October 7, 1992 (HCAR No. 25649), 
the Commission authorized WTU, among other things, to issue and sell up 
to an aggregate principal amount of $150 million of first mortgage 
bonds (``New Bonds''), in one or more series, from time to time through 
December 31, 1994. The Company was authorized to use the proceeds from 
the sale of New Bonds to redeem or purchase some of its then 
outstanding first mortgage bonds, and repay outstanding short-term 
borrowings or for other general corporate purposes.
    In October 1992, WTU issued $75 million of first mortgage bonds. By 
order dated December 19, 1994, (HCAR No. 26194) (``Order''), the 
Commission extended WTU's authorization to issue and sell the remaining 
$75 million of first mortgage bonds from December 31, 1994 to December 
31, 1996. In March 1995, WTU issued $40 million of additional New 
Bonds. WTU has authority remaining under the Order to issue and sell up 
to an additional $35 million of New Bonds (``Remaining Bonds'').
    WTU now proposes to issue and sell, through December 31, 1997, up 
to an additional $95 million of first mortgage bonds which, together 
with the Remaining Bonds would aggregate $130 million of first mortgage 
bonds (collectively, ``Bonds''). WTU proposes to issue and sell the 
Bonds with maturities not less than two nor more than 40 years.
    The Bonds will be issued under WTU's indenture dated August 1, 
1943, to Harris Trust and Savings Bank and J. Bartolini, as Trustees, 
as amended and supplemented, and secured by a first lien on 
substantially all of the properties now owned and hereafter acquired by 
WTU, except for properties specifically excepted from such liens. WTU 
proposes to issue and sell the Bonds either pursuant to competitive 
bidding or in negotiated transactions with underwriters or agents.
    The Bonds may have redemption or refunding restrictions to be 
determined at or about the time of sale of the Bonds. WTU further 
proposes to issue the Bonds with or without a sinking or retirement 
fund and requests a waiver from the requirement of a limitation on 
dividends.
    The proceeds from the sale of the Bonds will be used to: (1) Redeem 
all or a portion of WTU's outstanding $55.203 million Series O Bonds; 
and/or (2) repay a portion of WTU's short-term debt, to provide working 
capital and for other general corporate purposes.

Mississippi Power Company (70-8127)

    Mississippi Power Company (``Mississippi''), 2992 West Beach 
Boulevard, Gulfport, Mississippi 39501, a wholly owned electric public-
utility subsidiary company of The Southern Company, a registered 
holding company, has filed a post-effective amendment to its 
application-declaration previously filed under sections 6(a), 7, 9(a), 
10, 12(c) and 12(d) of the Act and rules 42 and 44 thereunder.
    By orders dated April 13, 1993, June 25, 1993 and December 15, 1993 
(HCAR Nos. 25791, 25837 and 25946, respectively), Mississippi was 
authorized, among other things, to enter into loan agreements and/or 
installment sales agreements with various public instrumentalities 
(``Financing Agreements''), in connection with the issuance by those 
authorities of bonds relating to certain pollution control equipment 
(``Revenue Bonds''), in amounts aggregating $37.875 million. 
Mississippi was further authorized to engage in related transactions 
for the purpose of securing its obligations under the Financing 
Agreements. The Commission reserved jurisdiction over all transactions, 
in connection with the issuance and sale by one or more public 
instrumentalities of one or more series of Revenue Bonds in an 
aggregate principal amount of up to an additional $11.125 million.
    Mississippi proposes that its authority to enter into Financing 
Agreements relating to Revenue Bonds be increased by $13.875 million, 
so that it may enter into such agreements in amounts aggregating up to 
$25 million.

EUA Energy Investment Corporation (70-8617)

    EUA Energy Investment Corporation (``EEIC''), P.O. Box 2333, 
Boston, Massachusetts 02107, a wholly owned nonutility subsidiary of 
Eastern Utilities Associates (``EUA''), a registered holding company, 
has filed an application-declaration pursuant to sections 6(a), 7, 
9(a), 10, and 12(b) of the Act and rules 43(a) and 45(a) promulgated 
thereunder.
    By orders dated December 4, 1987 (HCAR No. 24515) and April 15, 
1994 (HCAR 26028), the Commission authorized EEIC to engage in certain 
energy related research and development activities. Pursuant to these 
orders, EEIC has developed certain proprietary technology with a group 
of individuals and companies not associated with EEIC (``Wood Group''). 
Additionally, EEIC has acquired certain related contract rights and 
equipment related to this technology (together with such technology, 
``Proprietary Technology''). The Proprietary Technology relates to the 
development and commercialization of biomass-fired combustion turbine 
power generation facilities and products and/or services offered in 
connection with such facilities (``Business Opportunity'').
    EEIC requests Commission authorization to incorporate a nonutility 
subsidiary (``EEIC Subsidiary''), which would participate as one of two 
general partners in a proposed joint venture (``BIOTEN Partnership''), 
along with a corporation to be established by the Wood Group (``BIOTEN 
LLC''). The initial authorized capitalization of the EEIC Subsidiary 
will be 200,000 shares of Common Stock, $.01 par value per share. EEIC, 
which will be the sole owner of the EEIC Subsidiary, will acquire 100 
of the authorized shares of the EEIC Subsidiary Common Stock in 
exchange for its contribution of the Proprietary Technology to the EEIC 
Subsidiary.
    The EEIC subsidiary will, in turn, contribute the Proprietary 
Technology to the BIOTEN Partnership in exchange for its general 
partnership interest. BIOTEN LLC will contribute its title to all 
shares of a to-be-formed wholly-owned subsidiary of BIOTEN LLC 
(``BIOTEN Operations'') in exchange for its general partnership 
interest in the BIOTEN Partnership. BIOTEN Operations will own certain 
property to be used in connection with the Business Opportunity at the 
time its stock is transferred to the BIOTEN Partnership.
    In addition, EEIC requests authorization through December 31, 1998 
to make additional capital contributions to the BIOTEN Partnership in 
an aggregate amount of up to $3,907,000. This would consist of up to 
$1.907 million to be disbursed in connection with the testing and 
development of a commercial prototype plant using the Proprietary 
Technology and, possibly, an additional $2 million (``Additional 
Contribution'').
    EEIC will at all times own no more than a 9.9% voting interest in 
the BIOTEN Partnership. However, EEIC will initially have a 30% 
interest in the profits of the BIOTEN Partnership upon its formation. 
Also, EEIC will also [[Page 28822]] receive an additional one and one-
half percent share of the partnership's profits for each $100,000 that 
its capital contribution to the partnership exceeds $1.607 million, 
exclusive of the Additional Contribution. This share of the 
partnership's profits will increase to 45% upon EEIC's election to make 
the Additional Contribution, which election is solely within EEIC's 
discretion.
    EEIC also requests Commission authorization from time to time 
through December 31, 1998 to provide the BIOTEN Partnership with a line 
of credit of up to $3 million. Advances made under this line of credit 
will bear interest at an annual rate equal to the prime lending rate 
announced from time to time by The First National Bank of Boston, N.A., 
plus (a) 6% at any time the Additional Contribution has been made but 
not yet repaid to EEIC and (b) 2% after the Additional Contribution 
made to the BIOTEN Partnership has been repaid, but in no event to 
exceed 16% per annum.
    All advances made under the line of credit will become due and 
payable three years after the later of (a) the date of the partnership 
agreement establishing the BIOTEN Partnership and (b) the date such 
line of credit is first drawn upon. All advances under this line of 
credit will be evidenced by a promissory note and the BIOTEN 
Partnership's obligations under the note will be secured by a first 
priority security interest in the assets of the BIOTEN Partnership.

UNITIL Corp., et al. (70-8623)

    UNITIL Corporation (``UNITIL''), a registered holding company, and 
its wholly owned subsidiary companies (``Subsidiaries''), Concord 
Electric Company (``Concord''), Exeter & Hampton Electric Company 
(``E&H''), Fitchburg Gas and Electric Light Company (``Fitchburg''), 
UNITIL Power Corp. (``UNITIL Power''), UNITIL Realty Corp. (``UNITIL 
Realty''), UNITIL Resources, Inc. (``UNITIL Resources''), and UNITIL 
Service Corp. (``UNITIL Service''), all of 216 Epping Road, Exeter, New 
Hampshire, 03833, have filed an application-declaration under sections 
6(a), 7, 9(a), 10 and 12(b) and the Act and rules 43 and 45 thereunder.
    The application-declaration seeks Commission authorization for: (i) 
The issuance of unsecured bank notes in support of short-term borrowing 
by UNITIL through June 30, 1997 of up to $15 million on a revolving 
basis from certain banks; (ii) short-term borrowing by the Subsidiaries 
pursuant to formal or informal credit lines up to stated limits through 
June 30, 1997; and, (iii) continued use of the system money pool 
(``Money Pool'') through June 30, 1997, pursuant to the February 1, 
1985 Cash Pooling and Loan Agreement (``Pooling Agreement'') among 
UNITIL and the Subsidiaries.
    By order dated March 29, 1993 (HCAR No. 25773) (``Order''), UNITIL 
and the Subsidiaries, with the exception of UNITIL Resources, were 
authorized to make unsecured short-term borrowings up to stated limits 
and to operate under the Money Pool through June 30, 1995. UNITIL 
Resources now seeks Commission authorization to engage in short-term 
borrowing of up to $500,000. In addition, UNITIL Resources seeks 
authorization to operate under the Money Pool.
    UNITIL proposes to issue bank notes pursuant to which it will be 
allowed to borrow up to $15 million at the base or prime rate. These 
borrowings will be subject to prepayment at UNITIL's option. In some 
instances the borrowings may bear an interest rate that is the higher 
of the base rate or \1/2\ of one percent per annum above the daily 
Federal Funds Rate published by the Federal Reserve Bank of New York. 
In addition, short-term notes may be offered at fixed money market 
rates. Money market rate borrowings may or may not be subject to 
prepayment. Borrowings will not exceed the nine months.
    Concord, E&H, Fitchburg, UNITIL Power, UNITIL Realty, UNITIL 
Resources and UNITIL Service seek authorization to incur short-term 
borrowings from any source, but principally if not exclusively from the 
Money Pool, of up to the following amounts (in millions of dollars):

Concord.......................................................       5  
E&H...........................................................       5  
Fitchburg.....................................................      12  
UNITIL Power..................................................       6  
UNITIL Realty.................................................       7  
UNITIL Resources..............................................        .5
UNITIL Service................................................       1  
                                                                        

    Short-term borrowing from commercial banks undertaken by the 
Subsidiaries will be under terms and conditions substantially similar 
to the terms and conditions of the short-term borrowing agreements 
entered into by UNITIL.
    The Pooling Agreement allows UNITIL and the Subsidiaries to invest 
their surplus funds and the Subsidiaries to borrow on an equal basis. 
UNITIL Service administers the Money Pool for UNITIL and the 
Subsidiaries on an ``at-cost'' basis. UNITIL and the Subsidiaries 
propose to continue operating under the Money Pool pursuant to the same 
terms and conditions as authorized in the Order.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 95-13530 Filed 6-1-95; 8:45 am]
BILLING CODE 8010-01-M