[Federal Register Volume 65, Number 43 (Friday, March 3, 2000)]
[Notices]
[Pages 11615-11616]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 00-5183]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27141]


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

February 25, 2000.
    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 amendment(s) 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 March 21, 2000, 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 the 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 March 21, 2000, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

American Electric Power Company, Inc., et al. (70-8779)

    American Electric Power Company, Inc. (``AEP''), a registered 
holding company, American Electric Power Service Corporation, a wholly 
owned nonutility subsidiary of AEP, both of 1 Riverside Plaza, 
Columbus, Ohio 43215, and AEP's seven wholly owned electric utility 
subsidiary companies, Appalachian Power Company, 40 Franklin Road, 
Roanoake, Virginia 24022, Columbus Southern Power Company, 215 North 
Front Street, Columbus, Ohio 43215, Indiana Michigan Power Company, One 
Summit Square, Fort Wayne Indiana 46801, Kentucky Power Company, 1701 
Central Avenue, Ashland, Kentucky 41101, Kingsport Power Company, 422 
Broad Street, Kingsport, Tennessee 37660, Ohio Power Company, 339 
Cleveland Avenue, SW., Canton, Ohio 44702, and Wheeling Power Company, 
51 Sixteenth St., Wheeling, West Virginia 26003, have filed a post-
effective amendment under sections 6(a), 7, and 12(b) of the Public 
Utility Holding Company Act, as amended (``Act''), and rules 45 and 54 
under the Act, to their application-declaration filed under sections 
6(a), 7, 9(a), 10, 12(b), and 13 of the Act and rules 45, 90, and 91 
under the Act.
    By orders dated September 13, 1996 (HCAR No. 26572), September 27, 
1996 (HCAR No. 26583), May 2, 1997 (HCAR No. 26713) (``May Order''), 
November 30, 1998 (HCAR No. 26947), and April 7 1999 (HCAR No. 26998), 
AEP was authorized to form direct and indirect nonutility subsidiaries 
(``New Subsidiaries'') to broker and market electric power, natural and 
manufactured gas, emission allowances, coal, oil, refined petroleum 
products and natural gas liquids. The Commission also authorized AEP to 
guarantee through December 31, 2002 up to $200 million of debt and up 
to $200 million of other obligations of such subsidiaries (``Guarantee 
Authority''). In the May Order, the Guarantee Authority was expanded to 
permit AEP to guarantee the debt and other obligations of any 
subsidiary acquired or established under Rule 58.
    Applicants now propose to extend the period of the Guarantee 
Authority through June 30, 2004. Applicants also propose to increase 
the Guarantee Authority up to $600 million of debt and up to $600 
million of other obligations under the terms and conditions stated in 
the Prior Orders. Applicants state that this increase in its Guarantee 
Authority is necessary because AEP is active in the development and 
expansion of its energy-related non-utility businesses.

Metropolitan Edison Company, et al. (70-593)

    Metropolitan Edison Company (``Met-Ed'') and Pennsylvania Electric 
Company (``Penelec'') (``Subsidiaries''), both public utility 
subsidiaries of GPU, Inc. (``GPU''), a registered holding company, and 
both located at 2800 Pottsville Pike, Reading, Pennsylvania 19640, have 
filed a declaration under Section 12(c) of the Act and rules 46 and 54 
under the Act.
    As part of electric utility restructuring in Pennsylvania, the 
Subsidiaries have sold substantially all of its fossil and 
hydroelectric generating assets (``Generation Assets'') and now wish to 
return to GPU the equity capital supporting those assets. The 
Subsidiaries state, however, that they have paid out essentially all of 
their retained earnings in the form of dividends to GPU and so have not 
built up any significant surplus of retained earnings to pay dividends 
in special circumstances. The Subsidiaries also note that, while the 
sale of the Generation Assets yielded after-tax gains of approximately 
$195 million and $520 million for Met-Ed and Penelec, respectively, 
those gains cannot be used to facilitate dividend payments out of 
retained earnings, but must instead be used to offset stranded costs 
incurred by the Subsidiaries.
    Accordingly, Met-Ed and Penelec propose, subject to certain 
limitations, to declare and pay dividends out of capital and unearned 
surplus. Specifically, Met-Ed and Penelec propose to pay dividends from 
time to time through December 31, 2001, in respective amounts 
aggregating up to $145 million and $155 million. The Subsidiaries state 
that neither Met-Ed

[[Page 11616]]

and Penelec would not pay Dividends if the payment would cause either 
its common equity ratio or GPU's consolidated common equity ratio as of 
the end of the fiscal quarter during which the Dividend is made is 
expected to be less than 30%, without further Commission authorization.
    The Subsidiaries note that under existing first mortgage bond 
indentures (``Indentures''), Met-Ed and Penelec are required to 
maintain retained earnings of not less than $3.4 million and $10.1 
million. The Subsidiaries state that Met-Ed and Penelec would not make 
the proposed dividends out of unearned or capital surplus until they 
had first paid dividends out of retained earnings down to the amounts 
permitted by the Indentures.

    For the Commission by the Division of Investment Management, 
under delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 00-5183 Filed 3-2-00; 8:45 am]
BILLING CODE 8010-01-M