[Federal Register Volume 61, Number 120 (Thursday, June 20, 1996)]
[Notices]
[Pages 31568-31570]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 96-15773]



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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26533]


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

June 14, 1996.
    Notice is hereby given that the following filing(s) has/have been 
made with the Commission pursuant to provisions of the Act and rules 
promulgated thereunder. All interested persons are referred to the 
application(s) and/or declaration(s) for complete statements of the 
proposed transaction(s) summarized below. The application(s) and/or 
declaration(s) and any amendments thereto is/are available for public 
inspection through the Commission's Office of Public Reference.
    Interested persons wishing to comment or request a hearing on the 
application(s) and/or declaration(s) should submit their views in 
writing by July 8, 1996, to the Secretary, Securities and Exchange 
Commission, Washington, D.C. 20549, and serve a copy on the relevant 
applicant(s) and/or declarant(s) at the address(es) specified below. 
Proof of service (by affidavit or, in case of an attorney at law, by 
certificate) should be filed with the request. Any request for hearing 
shall identify specifically the issues of fact or law that are 
disputed. A person who so requests will be notified of any hearing, if 
ordered, and will receive a copy of any notice or order issued in the 
matter. After said date, the application(s) and/or declaration(s), as 
filed or as amended, may be granted and/or permitted to become 
effective.

General Public Utilities Corporation, et al. (70-7926)

    General Public utilities Corporation (``GPU''), 100 Interpace 
Parkway, Parsippany, New Jersey 07054, and its subsidiaries, Jersey 
Central Power & Light Company (JCP&L''), 300 Madison Avenue, 
Morristown, New Jersey 07962, Metropolitan Edison Company (``Met-Ed''), 
P.O. Box 16001, Reading, Pennsylvania 19640, and Pennsylvania Electric 
Company (``Penelec''), P.O. Box 16001, Reading, Pennsylvania 19640 
(together, ``GPU Companies''), have filed a post-effective amendment to 
their declaration under Sections 6(a) and 7 of the Act and rule 54 
thereunder.
    By order dated October 26, 1994 (HCAR No. 26150) (``Order''), the 
Commission, among other things, authorized the GPU Companies to enter 
into an amendment to their Credit Agreement, dated as of March 19, 
1992, with a group of commercial banks for which Citibank, N.A. and 
Chemical Bank act as co-agents and Chemical Bank acts as the 
administrative agent, in order to extend through December 31, 1997 the 
period during which the GPU Companies were authorized to issue, sell 
and renew their unsecured promissory notes (``Notes'') from time-to-
time in amounts up to $250 million outstanding at any time. In 
addition, on October 24, 1995, the GPU Companies entered into a Second 
Amendment to the Credit Agreement which modified certain negative 
covenants in the Credit Agreement (``Prior Credit Agreement'').
    Under the Order, the aggregate principal amount of Notes 
outstanding at any time under the Prior Credit Agreement, together with 
all other unsecured debt then outstanding, may not exceed the 
limitations on such indebtedness imposed by the charters of each of 
JCP&L, Met-Ed and Penelec, and $200 million in the case of GPU. As of 
March 31, 1996, the charter limitations on such indebtedness for JCP&L, 
Met-Ed and Penelec were $290 million, $133 million and $145 million, 
respectively. At May 1, 1996, the GPU Companies

[[Page 31569]]

had unsecured indebtedness outstanding as follows:

GPU--$102.7 million
JCP&L--$213.4 million
Med-Ed--$26.0 million
Penelec--$111.2 million

    The Notes issued under the Prior Credit Agreement mature not more 
than six months from their date of issue and the annual interest rate 
on each borrowing is either: (1) the Alternate Base Rate, as in effect 
from time-to-time; (2) the CD Rate, as in effect from time-to-time, 
plus an amount (``CD Applicable Margin'') ranging from .375% to .625% 
depending on the senior secured non-credit enhanced long-term debt 
rating (``Debt Rating'') of the borrower or, in the case of GPU, the 
Debt Rating of JCP&L or (3) the Eurodollar Rate, as in effect from 
time-to-time, plus an amount (``Eurodollar Applicable Margin'') ranging 
from .25% to .50% depending upon the Debt Rating of the borrower or, in 
the case of GPU, the Debt Rating of JCP&L. In addition, the GPU 
Companies pay a facility fee ranging from .125% to .375% per annum, 
depending on the Debt Ratings of JCP&L, MetEd and Penelec, of the total 
amount of the commitments, a competitive bid fee of $2,500 for each 
request for a competitive bid, and an annual administrative fee of 
$15,000. The GPU Companies also paid aggregate agency fees of $50,000 
upon signing of the First Amendment to the Credit Agreement.
    On May 6, 1996, the GPU Companies entered into an Amended and 
Restated Credit Agreement with the banks named therein (and banks that 
may subsequently become parties thereto) and The Chase Manhattan Bank, 
N.A. (successor to Chemical Bank), as Administrative Agent, and 
Citibank, N.A., as Syndication Agent (``Restated Credit Agreement''), 
which, subject to receipt of the authorization herein requested, 
permits borrowings thereunder through May 6, 2001 and increases the 
amount that GPU may borrow thereunder to up to $250 million outstanding 
at any time. The Restated Credit Agreement also modified in material 
respects a number of the covenants contained in the Prior Credit 
Agreement. Accordingly, the GPU Companies have agreed, subject to 
Commission authorization, to an increased facility fee equal to .50% 
(rather than .375%) per annum of the total amount of the commitments 
under the Restated Credit Agreement in the event that the applicable 
Debt Rating is BB or below as rated by Standard & Poor's or Duff & 
Phelps, or Ba or below as rated by Moody's Investor Services, or if 
these is no Debt Rating.
    The CD Applicable Margin will be .75% (rather than .625%) if the 
applicable Debt Rating is BB+ as rated by Standard & Poor's or Duff & 
Phelps, or Ba1 as rated by Moody's Investor Services, and 1.37% (rather 
than .625%) if the applicable Debt Rating is BB or below as rated by 
Standard & Poor's or Duff & Phelps, or Ba or below as rated by Moody's 
Investor Services, or if there is no Debt Rating. The Eurodollar 
Applicable Margin will be .625% (rather than .50%) if the applicable 
Debt Rating is BB+ as rated by Standard & Poor's or Duff & Phelps, or 
Ba1 as rated by Moody's Investor Services, and 1.25% (rather than .50%) 
if the applicable Debt Rating is BB or below as rated by Standard & 
Poor's or Duff & Phelps, or Ba or below as rated by Moody's Investor 
Services, or if there is no Debt Rating. All other CD and Eurodollar 
Applicable Margins and all other fees remain unchanged, except that 
there are no new agency fees payable by the GPU Companies in connection 
with the Restated Credit Agreement. Other provisions, including those 
relating to conditions to borrowing, acceleration and prepayment, also 
remain unchanged.
    At the date of filing of the post-effective amendment, the Debt 
Ratings of JCP&L, Met-Ed and Penelec were as follows (neither GPU nor 
El Energy, Inc. presently has a Debt Rating):

------------------------------------------------------------------------
                                 Standard &      Duff &                 
                                   Poor's        Phelps        Moody's  
------------------------------------------------------------------------
JCP&L.........................  BBB+          BBB+          Baa1        
Met-Ed........................  BBB+          A-            Baa1        
Penelec.......................  A-            A-            A3          
------------------------------------------------------------------------

    As a result, the higher facility fee and the higher CD and 
Eurodollar Applicable Margins would not now be applicable.

New England Electric System, et al. (70-7950)

    New England Electric System (``NEES''), a registered holding 
company, its service company subsidiary, New England Power Service 
Company (``NEPSCO'') and its nonutility subsidiary company, New England 
Electric Resources, Inc. (``NEERI'') (together, ``Applicants''), all 
located at 25 Research Drive, Westborough, Massachusetts 01582, have 
filed a post-effective amendment under sections 6(a), 7, 9(a), 10, 
12(b), 13(b), 32 and 33 of the Act and rules 45, 54, 87, 90 and 91 
thereunder to their application-declaration previously filed under 
sections 6(a), 7, 9(a), 10, 12(b) and 13(b) and rules 45, 87, 90 and 91 
thereunder.
    By order dated September 4, 1992 (HCAR No. 25621), the Commission 
authorized NEERI to perform consulting services on electric utility 
matters for nonassociates, through December 31, 1997. By order dated 
April 1, 1994 (HCAR No. 26017), the Commission authorized NEERI to 
undertake electrical related services and consulting contracts, through 
December 31, 1997. Both orders permitted NEPSCO to provide certain 
overhead services for NEERI at cost and for NEES to make capital 
contributions to NEERI in amounts of up to $2 million. The types of 
services NEERI was authorized to perform include designing, 
engineering, assisting in licensing and permitting, procuring materials 
and equipment, and installing, removing or constructing electrical 
related materials.
    The Applicants are now requesting authority, through December 31, 
1999: (1) To expand the services NEERI may perform for nonassociate 
entities; (2) to have NEPSCO continue to provide services for NEERI at 
cost; and (3 to have NEES continue to provide capital contributions to 
NEERI in an increased amount of up to $10 million.
    Following is a list of the types of new services NEERI proposes to 
perform:
    (1) Sale of technical, operational, management, and other similar 
kinds of services and expertise, developed in the course of utility 
operations in such areas as power plant and transmission system 
engineering, development, design and rehabilitation; construction; 
maintenance and operation; fuel and other goods and services 
procurement, delivery, and management; environmental licensing, 
testing, and remediation; and other similar areas, including, without 
limitation, transmission line services, environmental control services, 
maintenance and construction services, engineering services, mechanical 
and repair services, structural services, construction contract 
administration and support services;
    (2) Energy conservation and demand-side management services;
    (3) Sale, installation, and servicing of electric and compressed 
natural gas powered vehicles and ownership and operation of related 
refueling and recharging equipment; and
    (4) Sale, installation, and servicing of electric and gas 
appliances for residential, commercial, and industrial heating and 
lighting.
    No system employees will be assigned to a NEERI services project if 
such assignment would interfere with the normal operation of the 
system. Utility

[[Page 31570]]

operating companies within the system will at all times have first 
priority in the use of system employees, including employees of NEPSCO. 
During the course of a calender year, the system will not assign more 
than the full-time equivalent of five percent of its employees to 
service projects for NEERI.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 96-15773 Filed 6-19-96; 8:45 am]
BILLING CODE 8010-01-M