[Federal Register Volume 62, Number 17 (Monday, January 27, 1997)]
[Notices]
[Pages 3930-3931]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 97-1820]


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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35--26648]


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

January 17, 1997.
    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 February 10, 1997, 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.

Gulf Power Co. (70-8949)

    Gulf Power Company (``Gulf''), 500 Bayfront Parkway, Pensacola, 
Florida, 32501, an electric public utility subsidiary company of The 
Southern company, a registered holding company, has filed an 
application-declaration under sections 6(a), 7, 9(a) and 10 of the Act 
and rule 54 thereunder.
    Gulf proposes to incur obligations, from time to time through 
December 31, 2003, in connection with the issuance and sale by public 
instrumentalities of one or more series of pollution control revenue 
bonds (``Revenue Bonds'') in an aggregate principal amount of up to 
$200 million.
    Gulf also proposes to issue and sell, through December 31, 2003, 
one or more series of its first mortgage bonds (``Bonds''), to mature 
in more than 40 years, and one or more series of preferred stock 
(``Stock''), in an aggregate amount of up to $400 million in any 
combination of issuance.
    The Revenue Bonds would be issued to finance or reference air and 
water pollution control facilities and sewage and solid waste disposal 
facilities at electric power plants or other installations. Each county 
or other public instrumentality (``County'') with a plant or 
installation within its jurisdiction would issue Revenue bonds to 
finance or refinance the pollution control or waste disposal facilities 
associated with that plant or installation (``Project'').
    The Revenue Bonds would mature within forty years of issuance and 
could involve a mandatory redemption sinking fund calculated to retire 
a portion of the aggregate principal amount of the Revenue Bonds prior 
to maturation.
    Gulf would enter into a Loan or Installment Sale Agreement with 
each County (``Agreement'') for each issue of the Revenue Bonds. Gulf 
would issue a note (``Note'') therefore or the County would undertake 
to purchase and sell the related Project to Gulf. The proceeds from the 
sale of the Revenue Bonds would be deposited with a trustee 
(``Trustee'') under an indenture (``Trust Indenture'') and would be 
used by Gulf for payment of the cost of construction of the Project or 
to refund outstanding pollution control revenue obligations.
    The Trust Indenture and the Agreement would give the holders of the 
Revenue Bonds the right, when the Revenue Bonds bear interest at a 
fluctuating rate, to require Gulf to purchase the Revenue Bonds. 
Arrangements could be made to remarket the Revenue Bonds. Gulf also 
could be required to purchase the Revenue Bonds, or the Revenue Bonds 
could be subject to mandatory redemption, if the interest thereon is 
determined to be subject to federal income tax, in which case interest 
on the Revenue Bonds also could be converted to an increased variable 
or fixed rate. Gulf also could be required to indemnify the holders 
against other additions to interest, penalties and additions to tax.
    To obtain ratings for the Revenue Bonds equal to the rating of 
first mortgage bonds outstanding under a September 1, 1941 indenture 
between Gulf and The Chase Manhattan Bank (``Mortgage''), Gulf could 
secure its obligations under the Note and/or

[[Page 3931]]

Agreement with a series of its first mortgage bonds to be held by the 
Trustee as collateral (``Collateral Bonds''). The aggregate principal 
amount of the Collateral Bonds would be equal to the principal amount 
of the Revenue Bonds or to the principal amount plus interest payments 
thereon for a specified period.
    Gulf also could cause an irrevocable letter of credit (``Letter of 
Credit'') to be delivered to the Trustee and/or have an insurance 
company issue a policy (``Policy'') to guarantee payment of the Revenue 
Bonds. Gulf may also provide to the County a subordinated security 
interest in the Project or other property of Gulf. In the event that 
Gulf is unable or determines not to issue the Collateral Bonds or 
provide for the Letter of Credit or the Policy, Gulf could guarantee 
payment of the principal or premium and interest on the Revenue Bonds.
    With respect to the $400 million in Bonds and Stock, the Bonds 
would be issued pursuant to the Mortgage and sold for the best price 
obtainable but for a price to Gulf of not less than 98% nor more than 
101 3/4% of the principal amount thereof, plus accrued interest, which 
could be an adjustable interest rate determined on a periodic basis or 
a fixed interest rate.
    Gulf could enhance the marketability of the Bonds through an 
insurance policy to guarantee the payment when due of the Bonds. The 
Bonds and/or the Stock could be subject to a mandatory or optional cash 
sinking fund. With respect to the issuance of the Bonds and the Stock, 
Gulf requests Commission authorization for a deviation from the 
provisions of the Commission's Statement of Policy on First Mortgage 
Bonds and Preferred Stock.\1\
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    \1\ Holding Co. Act Release No. 13105 (Feb. 16, 1969), amended, 
Holding Co. Act Release No. 16369 (May 8, 1969); Holding Co. Act 
Release No. 13105 (Feb. 16, 1969), amended, Holding Co. Act Release 
No. 16758 (June 22, 1970).
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    Gulf proposes to use the proceeds from the sale of the Bonds and 
the Stock to redeem or retire outstanding first mortgage bonds, 
pollution control bonds and/or preferred stock, or along with other 
funds, to pay a portion of its cash requirements to conduct its 
electric utility business.

GPU International, Inc., et al. (70-8971)

    GPU International, Inc. (``GPU International''), formerly Energy 
Initiatives, Inc., and GPU Electric, Inc. (``GPU Electric''), formerly 
EI Energy, Inc., both non-utility subsidiaries of GPU, Inc. (``GPU''), 
a registered holding company, and both located at One Upper Pond Road, 
Parsippany, New Jersey 07054, have filed a declaration with the 
Commission pursuant to section 12(c) of the Act and rules 46 and 54 
thereunder.
    By orders of the Commission dated January 19, 1996 (HCAR No. 26457) 
and July 6, 1995 (HCAR No. 26326), GPU was authorized to acquire GPU 
Electric for the purpose of acquiring one or more exempt wholesale 
generators (``EWGs'') and/or foreign utility companies (``FUCOs'') 
(collectively ``Exempt Entities'').
    Bt order of the Commission dated November 16, 1995 (HCAR No. 
26409), June 14, 1995 (HCAR No. 26307), September 12, 1994 (HCAR No. 
26205), December 18, 1994 (HCAR No. 25715 and June 26, 1990 (HCAR No. 
26409), GPU International was authorized to (i) engage in preliminary 
project development activities in connection with its investments in 
qualifying facilities as defined in the Public Utility Regulatory 
Policies Act of 1978, as amended, and Exempt Entities, and (ii) acquire 
the securities of Exempt Entities.
    GPU International and GPU Electric propose that they be authorized 
to declare and pay dividends to GPU out of capital and unearned surplus 
from time to time through December 31, 2001. They state that all 
dividends would be declared and paid only in compliance with applicable 
law of their respective jurisdictions of organization and loan 
covenants.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 97-1820 Filed 1-24-97; 8:45 am]
BILLING CODE 8010-01-M