[Federal Register Volume 64, Number 223 (Friday, November 19, 1999)]
[Notices]
[Pages 63349-63350]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 99-30194]


=======================================================================
-----------------------------------------------------------------------

SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27100]


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

November 12, 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 transaction(s) summarized below. The application(s) and/or 
declaration(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 
application(s) and/or declaration(s) should submit their views in 
writing by December 6, 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 December 6, 1999, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

Monongahela Power Company (70-9567)

    Monongahela Power Company (``Monongahela Power''), 1310 Fairmont 
Avenue, Fairmont, West Virginia 23219, a wholly owned public utility 
subsidiary of Allegheny Energy, Inc. (``Allegheny''), 10435 Downsville 
Pike, Hagerstown, Maryland 21740-1766, a registered holding company, 
has filed an application under section 11(b) of the Act and rule 54 
under the Act.
    Monongahela Power proposes to acquire and retain all of the assets 
and properties owned by UtiliCorp United Inc. (``UtiliCorp'') and used 
in its utility business in West Virginia (``Transaction''). Allegheny 
and UtiliCorp entered into an agreement whereby Monogahela Power, as 
Allegheny's designated affiliate, will purchase all the utility assets 
of UtiliCorp's West Virginia Power

[[Page 63350]]

division (``West Virginia Power''). This purchase of utility assets is 
subject to approval by the West Virginia Public Service Commission. The 
proposed purchase price of West Virginia Power is approximately $75 
million.\1\ The purchase price is subject to adjustment shortly after 
closing, based upon the closing date balance sheet.
---------------------------------------------------------------------------

    \1\ This acquisition price approximates the book value of the 
assets.
---------------------------------------------------------------------------

    UtiliCorp, a combination gas and electric utility based in Kansas 
City, Missouri, provides electric and gas utility services to more than 
three million electric and gas customers, primarily in the Midwest. 
West Virginia Power is UtiliCorp's combination gas and electric 
division operating only in West Virginia and has its principal place of 
business in Fairlea, West Virginia. As of October, 1999, West Virginia 
Power employed about 120 people. For the twelve months ended December 
31, 1998, UtiliCorp's revenues were approximately $12.5 billion. West 
Virginia Power contributed $51.9 million of those revenues--$28.2 
million from electric sales and $23.7 million from gas sales.
    West Virginia Power provides electric service to approximately 
26,000 customers. West Virginia Power's electric assets and electric 
service territory are located in five counties in southeastern West 
Virginia. West Virginia Power's electric distribution lines cover 
approximately 1,989 miles in a 1,360 square mile service area.
    West Virginia Power's natural gas assets and service territory 
serve approximately 24,000 customers in relatively small pockets in 
central and south-central West Virginia in areas within or relatively 
close to Applicant's existing service territory. West Virginia Power's 
gas service territory includes approximately 670 miles of gas pipeline 
in a 500 square mile service area. It is stated that following 
completion of the proposed Transaction, the gas utility operations of 
the Applicant will be substantially smaller than the gas utility 
operations of Applicant's competitors in the region.
    Monongahela Power currently provides electric service to 
approximately 325,000 West Virginia customers. Its revenues were 
approximately $645 million for the twelve months ended September 30, 
1999. Its service territory is contiguous to West Virginia Power's 
service territory. Monongahela Power intends to create two new 
divisions for this acquisition: one division will encompass the 
UtiliCorp West Virginia electric assets and another, separate division 
will encompass the UtiliCorp West Virginia gas assets.

Entergy Corporation (70-8903)

    Entergy Corporation (``Entergy''), 639 Loyola Avenue, New Orleans 
70113, a registered holding company, has filed a post-effective 
amendment under sections 6(a) and 7 of the Act and rule 54 under the 
Act to a declaration previously filed under the Act.
    By order dated February 26, 1997 (HCAR No. 26674) (``Order''), the 
Commission authorized Entergy to enter into a credit agreement 
(``Credit Agreement'') with one or more banks. The Order permitted 
Entergy to borrow up to an aggregate outstanding principal amount of 
$500 million in short-term notes through December 31, 2002 (``Notes''), 
using various rate options having limits on the margins payable over 
the rates underlying those options.
    Entergy now requests authority to change the interest rate terms 
approved in the Order. It now proposes to pay interest on the Notes at 
rates that will exceed those paid by companies on debt securities of 
similar credit quality having similar terms, conditions and maturities.

The Southern Company (70-8277)

    The Southern Company (``Southern''), 270 Peachtree Street, N.W., 
Atlanta, Georgia 30303, a registered holding company, has filed a post-
effective amendment under sections 6(a) and 7 of the Act and rules 53 
and 54 under the Act to an application-declaration previously filed 
under the Act.
    By order dated August 3, 1995 (HCAR No. 26349) (``Order''), among 
other things, Southern was authorized to issue and sell in one or more 
transactions, through December 31, 1999, up to 25 million shares of its 
common stock, $5 par value (``Common''). As of the date of this filing, 
Southern has not issued any of the Common authorized to be sold. The 
Order authorized Southern to adjust the number of shares of Common to 
be issued and sold to reflect the effects of any subsequent stock 
splits. Southern now proposes to extend until September 30, 2004 the 
time in which it may issue and sell up to 25 million shares of Common, 
as provided in the Order. Some or all of the Common may be issued and 
sold through a primary shelf registration program in accordance with 
rule 415 under the Securities Act of 1933, as amended, or otherwise to, 
or through, one or more underwrites or dealers for resale in one or 
more public offerings, or to investors directly or through agents.
    Southern proposes to use the proceeds from the sale of the Common 
to make additional investments in exempt wholesale generators and 
foreign utility companies, as those terms are defined in sections 32 
and 33 of the Act, and in its other subsidiary companies to the extent 
provided in separate proceedings.

    For the Commission by the Division of Investment Management, 
under delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 99-30194 Filed 11-18-99; 8:45 am]
BILLING CODE 8010-01-M