[Federal Register Volume 60, Number 132 (Tuesday, July 11, 1995)]
[Notices]
[Pages 35780-35782]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 95-16930]



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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26324]


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

June 30, 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 July 24, 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, 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.

The Southern Company (70-8421)

    The Southern Company (``Southern''), 64 Perimeter Center East, 
Atlanta, Georgia 30346, a registered holding company, has filed a post-
effective amendment to their application-declaration filed under 
sections 6(a), 7, 9(a), 10 and 12(b) of the Act and rules 42 and 53 
thereunder.
    By order dated August 3, 1994 (HCAR No. 26096) (``August 1994 
Order''), Southern was authorized, through December 31, 1996, to: (i) 
Acquire the securities of one or more companies (``Project Parents'') 
engaged directly or indirectly, and exclusively, in the business of 
owning and holding the securities of foreign utility companies and 
exempt wholesale generators; (ii) make direct or indirect investments 
in Project Parents in an aggregate amount at any one time outstanding 
not to exceed $400 million, including (a) guaranties by Southern of the 
principal of or interest on any promissory notes or other evidences of 
indebtedness of any Project Parent issued to lenders other than 
Southern and (b) conversions of promissory notes issued to Southern by 
any Project Parent to capital contributions; and (iii) cause such 
Project Parents to borrow up to $800 million from persons other than 
Southern of which no more than $200 million could be denominated in 
currencies other than U.S. dollars.
    Southern now proposes to: (i) Extend the authorization period of 
the August 1994 Order to the earlier of (a) December 31, 1997 or (b) 
the effective date of any rule of general applicability adopted by the 
Commission that would exempt the issuance of securities by any Project 
Parent and the acquisition thereof by a registered holding company from 
the provisions of sections 6, 7, 9 and 10 of the Act; (ii) make 
investments in Project Parents up to the greater of (a) $1.072 billion 
or (b) 50% of Southern's ``consolidated retained earnings,'' determined 
in accordance with rule 53(a); and (iii) cause the Project Parents to 
issue debt securities to persons other than Southern (and with respect 
to which there is no recourse to Southern) in an aggregate principal 
amount at any time outstanding not to exceed $1 billion, which may be 
denominated in either U.S. dollars or foreign currencies.

Northeast Utilities, et al. (70-8507)

    Northeast Utilities (``NU''), 174 Brush Hill Avenue, West 
Springfield, Massachusetts 01089, a registered holding company, and its 
wholly owned subsidiary companies, Charter Oak Energy, Inc. (``Charter 
Oak'') and COE Development Corporation (``COE Development''), both 
located at 107 Seldon Street, Berlin, Connecticut 06037, (collectively, 
the ``Applicants'') have filed a post-effective amendment to their 
application-declaration under sections 6(a), 7, 9(a), 10, 13(b), 32 and 


[[Page 35781]]
33 of the Act and rules 53, 83, 86, 87, 90 and 91 thereunder.
    By order dated December 31, 1994 (HCAR No. 26213) (``Order''), the 
Commission authorized NU to invest directly in Charter Oak and 
indirectly in COE Development up to an aggregate principal amount of 
$200 million from January 1, 1995 through December 31, 1996. Applicants 
were further authorized, among other things, to pursue preliminary 
development activities with regard to investment and participation in 
qualifying cogeneration and small power production facilities (``QFs'') 
throughout the United States and independent power production 
facilities that would constitute a part of NU's integrated public 
utility system (``Qualified IPPs'') and to provide consulting services 
to such projects. Charter Oak and COE Development may invest in QFs and 
Qualified IPPs after obtaining Commission approval and may invest in, 
and finance the acquisition of, exempt wholesale generators (``EWGs'') 
and foreign utility companies (``FUCOs'') subject to certain 
limitations (``Exempt Projects''). In addition, the Applicants were 
authorized to issue guarantees and assume the liabilities of subsidiary 
companies for pre-development activities relating to QFs and Qualified 
IPPs, and for both pre-development and contingent liabilities 
subsequent to operation with regard to Exempt Projects, subject to 
certain restrictions.
    The Applicants have also been authorized: (1) To form intermediate 
subsidiary companies (``Intermediate Companies'') to acquire interests 
in, finance the acquisition of, and hold the securities of EWGs and 
FUCOs, through the issuance of equity securities and debt securities to 
third parties; (2) to cause Intermediate Companies to make partial 
sales of certain projects; (3) to participate in joint ventures, and to 
dissolve Intermediate Companies under specified circumstances; and (4) 
to have Charter Oak's employees and employees of other NU service 
companies provide a de minimis amount of services to affiliated 
Intermediate Companies, EWGs and FUCOs.
    The Applicants now request authorization to increase their existing 
funding authorization by $200 million, under the terms and conditions 
set forth in the Order, for a total authorization of $400 million from 
January 1, 1995 through December 31, 1996.
    The Order also authorized Charter Oak to obtain debt financing from 
unaffiliated third parties, anticipated to be banks, insurance 
companies, and other institutional investors (``Debt Financing''), as 
long as the total of all investments together with any Debt Financing 
does not exceed the total funding authorization of Charter Oak. The 
Applicants propose to modify the permissible terms of commitment and 
other fees payable by Charter Oak in connection with Debt Financing 
such that they may not exceed 50 basis points per annum on the total 
amount of the Debt Financing instead of the 25 basis points currently 
authorized.

NorAm Energy Corp. (70-8629)

    NorAm Energy Corporation (``NorAm''), 1600 Smith, 11th Floor, 
Houston, Texas, 77002, has filed an application under Section 3(b) of 
the (``Act'') for an order of exemption in connection with its 
contemplated acquisition of an interest in Gas Natural, S.A. (``Gas 
Natural''), a gas public utility, shares of which will be sold by the 
Colombian government pursuant to a privatization plan.
    NorAm is engaged in the distribution and transmission of natural 
gas in six states. NorAm is not a public utility holding company under 
the Act.
    NorAm would participate in the acquisition of Gas Natural through a 
wholly owned Delaware subsidiary (``Delaware Subsidiary''). NorAm might 
create a Colombian corporation (``Colombian Corporation'') to hold its 
interest in Gas Natural or it might create a wholly owned Colombian 
subsidiary (``Colombian Subsidiary'') to hold its interest in Gas 
Natural. The Delaware Subsidiary would hold, in either case, shares of 
the Colombian Corporation or the Colombian Subsidiary (``Colombian 
Companies''). NorAm would not acquire an interest in Gas Natural in 
excess of 49%.
    NorAm, the Delaware Subsidiary and the Colombian Companies would be 
holding companies under the Act with respect to Gas Natural. Section 
3(b) of the Act authorizes the Commission to exempt from the Act a 
subsidiary company of a holding company if it derives no material part 
of its income from sources within the United States and neither it nor 
its subsidiary companies is a public utility with operations in the 
United States.
    Neither Gas Natural nor the Colombian Companies would derive income 
from sources in the United States and would have no public utility 
operations, and would have no subsidiary companies with public utility 
operations, in the United States. Finally, it is stated that the 
proposed acquisition would not affect or impair utility functions or 
the financial condition of NorAm.

Central and South West Corporation (70-8645)

    Central and South West Corporation (``CSW''), 1616 Woodall Rodgers 
Freeway, Dallas, Texas 75202, a registered holding company, has filed 
an application-declaration under sections 6(a), 7, 9(a), 10, and 12(b) 
of the Act and rule 45 thereunder.
    CSW proposes to establish a new subsidiary, EnerShop Inc. 
(``EnerShop''), to engage in the business of providing energy and 
demand side management services to commercial and industrial customers 
of both associate and nonassociate companies. EnerShop will provide a 
wide range of energy-related products and services, including 
consulting and energy analysis, project management, design and 
construction, energy efficient equipment installation and maintenance, 
equipment financing and leasing, facilities management services, 
environmental services and compliance and fuel procurement. Customer 
financing provided by EnerShop may take the form of capital leases, 
operating leases, tax-exempt financing, promissory notes, or 
performance guarantee contracts, with terms from one to thirty years, 
priced at fair market value. CSW states that the majority of this 
financing is expected to be placed with third party lenders and leasing 
companies.
    Initially, EnerShop will have a relatively small staff, and will 
contract or subcontract with third-party providers of services, 
including other companies in the CSW system and partnerships and joint 
ventures to which EnerShop may become a party. In addition, EnerShop 
may request CSW Services, Inc. and the electric utility company 
subsidiaries of CSW to provide personnel and other resources to consult 
and assist in accounting, procurement, marketing, engineering and other 
required functions in connection with EnerShop's business activities. 
CSW states that all transactions between EnerShop and any other CSW 
system company will be at cost, in compliance with section 13 of the 
Act and the related rules.
    CSW states that transactions with customers (all of which will be 
nonassociate companies) will be at prices reflecting EnerShop's costs, 
including overhead, plus a profit, that EnerShop will retain such of 
its earnings as remain after reimbursement to CSW system companies of 
costs and payment of EnerShop's other costs and liabilities, and that 
some or all of those retained earnings may be paid to CSW as dividends.

[[Page 35782]]

    CSW proposes to make an initial purchase of 100 shares of EnerShop 
common stock, par value $0.10 per share, for an aggregate cash purchase 
price of $1,000. CSW also proposes to make loans to EnerShop from time 
to time through December 31, 1999, with maturities no later than 
December 31, 2000. Such loans will bear an interest rate that will not 
exceed the prime rate in effect on the date of the loan at a bank 
designated by CSW, and may be either evidenced by notes or made 
pursuant to open account advances. CSW further proposes to guarantee or 
to act as surety on bonds, indebtedness and performance and other 
obligations of EnerShop. Such guarantees and arrangements will be made 
from time to time through December 31, 2000, and will expire or 
terminate no later than December 31, 2002. The total amount of all 
common stock purchases, loans and guarantees for which authorization is 
sought (together with all other purchases by CSW of EnerShop common 
stock and capital contributions and loans by CSW to EnerShop that are 
exempt from the requirement of Commission approval) will not exceed 
$100 million at any time outstanding. CSW intends to fund loans to 
EnerShop through its external short-term borrowing program (Holding Co. 
Act Release No. 26254, March 21, 1995).

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 95-16930 Filed 7-10-95; 8:45 am]
BILLING CODE 8010-01-M