[Federal Register Volume 65, Number 234 (Tuesday, December 5, 2000)]
[Notices]
[Pages 75983-75984]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 00-30875]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27281A]


Amended Notice; A Filing Under the Public Utility Holding Company 
Act of 1935, as Amended (``Act'')

November 28, 2000
    A notice issued in this matter on November 22, 2000 (HCAR No. 
27281), concerning a proposal by Northeast Utilities (NU), a registered 
holding company, and its utility subsidiaries to issue short-term debt. 
NU intended to, and by this amended notice does, include its nonutility 
subsidiaries in its request for authority to issue short-term debt.
    An amended notice is given that the following filing has 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-declaration for complete statements of the proposed 
transactions summarized below. The application-declaration and any 
amendments 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-declaration should submit their views in writing by 
December 26, 2000, to the Secretary, Securities and Exchange 
Commission, Washington, D.C. 20549-0609, and serve a copy on the 
applicant-declarants at the addresses 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 
December 26, 2000, the application-declaration, as filed or as amended, 
may be granted and/or permitted to become effective.

Northeast Utilities, et al. (70-9755)

    Northeast Utilities (``NU''), 174 Brush Hill Avenue, West 
Springfield, Massachusetts 01090-0010, a registered holding company, 
its service company subsidiary, Northeast Utilities Service Company 
(``Service''), P.O. Box 270, Hartford, Connecticut 06141-0270, and its 
public utility and nonutility subsidiary companies (together, 
``Subsidiaries''), Western Massachusetts Electric Company (``WMECO'') 
and The Quinnehtuk Company (``Quinnehtuk'', both located at 174 Brush 
Hill Avenue, West Springfield, Massachusetts, 01090-0010; The 
Connecticut Light and Power Company (``CL&P''), NU Enterprises, Inc. 
(``NUEI''), Northeast Generation Service Company (``NGS''), Northeast 
Generation Company (``NGC''), Select Energy, Inc. (``Select''), Model 1 
Communications, Inc. (``Mode 1''), Northeast Nuclear Energy Company 
(``NNECO''), The Rocky River Realty Company (``RR'') and Yankee Energy 
System, Inc. (``YES''), all located at 107 Selden Street, Berlin, 
Connecticut 06037; Yankee Gas Services Company (``Yankee Gas''), Yankee 
Energy Financial Services Company (``Yankee Financial'') and NorConn 
Properties, Inc. (``NorConn''), all located at 599 Research Parkway, 
Meriden, Connecticut 06450; Holyoke Water Power Company (``HWP''), 
Canal Street, Holyoke, Massachusetts 01040; Public Service Company of 
New Hampshire (``PSNH'') and North Atlantic Energy Corporation 
(``NAEC''), both located at 1000 Elm Street, Manchester, New Hampshire 
03015; Yankee Energy Services Company (``YESCO''), 148 Norton Street, 
Milldale, Connecticut 06467; HEC, Inc. (``HEC''), 24 Prime Parkway, 
Natick, Massachusetts 01760; and R.M. Services, Inc. (``RMS''), 639 
Research Parkway, Meridan, Connecticut 06467 (together with NU and 
Service, ``Applicants'') have filed an application-declaration under 
sections 6(a), 7, 9(a), 10, 12(b), 13, 32 and 33 of the Act and rules 
43, 45, 52, 54, 90 and 91 under the Act.
    By order dated December 28, 1994 (HCAR No. 26207) and Supplemental 
Orders dated November 20, 1996 (HCAR 26612), February 11, 1997 (HCAR 
26665), March 25, 1997 (HCAR 26692), May 29, 1997 (HCAR 26721), January 
16, 1998 (HCAR 26816), May 13, 1999 (HCAR 27022), November 17, 1999 
(HCAR 27103) and November 13, 2000 (HCAR No. 27275) (collectively, the 
``Prior Orders''), the Commission authorized through December 31, 2000 
(``Authorization Period''), among other things, (1) NU to issue and 
sell unsecured short-term notes and commercial paper and to make loans 
to participants in the NU system money pool (``Money Pool''); (2) 
Service to administer the Money Pool in accordance with the authority 
granted in the Prior Orders; (3) WMECO, CL&P, NNECO, YES, Yankee Gas, 
HWP, PSNH and NAEC (together, the ``Utility Subsidiaries'') to issue 
and sell unsecured short-term notes; (4) WMECO, CL&P, Yankee Gas and 
PSNH to issue and sell commercial paper; and (5) the Subsidiaries to 
borrow from NU and each other, and to lend to each other under the 
Money Pool, all as provided for in the Prior Orders (``Short-Term Debt 
Authority'').\1\ The Prior Orders limited the Utility Subsidiaries' 
Short-Term Debt Authority, as appropriate, to any combination of notes, 
commercial paper or Money Pool borrowings outstanding at any one time 
in aggregate amounts of $400 million for NU, $250 million for WMECO, 
$375 million for CL&P, $75 million for NNECO, $50 million for YES, $100 
million for Yankee Gas, $5 million for HWP, $225 million for PSNH and 
$260 million for NAEC (``Debt Limitation'').\2\
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    \1\ Subject to a reservation of jurisdiction over all the 
nonutility Subsidiaries' Money Pool borrowing authority, Quinnehtuk 
could borrow up to $16 million outstanding at any one time, NUEI up 
to $100 million, NGS up to $20 million, Select up to $200 million, 
RR up to $30 million, Yankee Financial up to $10 million, NorConn up 
to $10 million, YESCO up to $30 million, HEC up to $20 million and 
RMS up to $10 million. Subject to the same reservation of 
jurisdiction, NGC and Mode 1 currently do not have authority to 
borrow from the Money Pool.
    \2\ CL&P, WMECO, PSHN and NAEC are currently subject to charter 
limitations and/or state laws that would prevent them from incurring 
short-term debt up to their Debt Limitation.
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    The Applicants now request that the Commission modify and supersede 
the Prior Orders to extend the Authorization Period from December 31, 
2000 to June 30, 2003 (``New Authorization Period'').\3\ The Applicants 
request further that the Short-Term Debt Authority, subject to the Debt 
Limitation, be extended through the New Authorization Period. The 
Applicants propose that short-term borrowings will take the form of 
notes to banks and other financial institutions (``Notes''), commercial 
paper (``Paper''), loans and open-account advances from

[[Page 75984]]

NU to the Utility Subsidiaries and Money Pool borrowings.
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    \3\ On January 20, 2000 (S.E.C. File 70-9613), NU and 
Consolidated Edison, Inc. (``CEI'') requested that the Commission 
approve the terms of an Agreement and Plan of Merger to merge the 
two companies, resulting in NU becoming a wholly owned subsidiary of 
CEI. Subsequently, on June 30, 2000 (S.E.C. File 70-9711) 
(``Financing Order''), NU and CEI requested that the Commission 
approve certain financing activities for the combined companies, 
including authority for NU system companies to issue and sell short-
term debt and participate in the Money Pool. The Applicants propose 
that the authority granted in the Prior Orders, as modified and 
extended in this matter, be superseded by the authority requested in 
the Financing Order.
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    In particular, the Applicants propose that any Notes issued by NU 
or the Utility Subsidiaries will bear interest at a rate not exceeding 
500 basic points over the base rate in effect from time to time of the 
lending institution or the base rate of a representative institution. 
The Notes may be secured or unsecured and will mature no later than 364 
days from the date of their issuance. The Applicants further propose 
that Paper issued by NU, WMECO, CL&P, Yankee Gas and PSNH (``Issuers'') 
will be issued at rates not exceeding the annual rate prevailing at the 
time of issuance for commercial paper of comparable qualities and 
maturities. The Paper will mature no later than 270 days from the date 
of issuance and will not be repayable prior to maturity. The Applicants 
state that each of the Issuers will not issue Paper unless the 
effective cost of the Paper will be equal to or less than that for the 
issuance of Notes in an amount at least equal to the principal amount 
of Paper proposed to be issued.
    The Applicant finally propose, through the New Authorization 
Period, that the Subsidiaries be authorized to borrow from NU and each 
other, and to lend to each other under the Money Pool, as authorized in 
the Prior Orders and subject to the Debt Limitation.\4\ Service will 
continue to administer the Money Pool under the same terms and 
conditions approved by the Commission in the Prior Orders. The 
Applicants state that all other terms, conditions, limitations and 
reporting obligations contained in the Prior Orders will apply to the 
proposed transactions.
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    \4\ Currently, an order of the Massachusetts Department of 
Telecommunications and Energy limits WMECO's authority to make loans 
under the Money Pool to CL&P and HWP and three nonutility 
subsidiaries. WMECO has requested that the Commission reserve 
jurisdiction over its authority to lend to other Money Pool 
participants, pending completion of the record. PSNH may not lend to 
the Money Pool participants under a New Hampshire Public Utilities 
Commission (``NHPUC'') order authorizing such lending, subject to 
the elimination of certain write-offs associated with restructuring 
mandated by the NHPUC. WMECO and PSNH may borrow from the Money 
Pool.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 00-30875 Filed 12-4-00; 8:45 am]
BILLING CODE 8010-01-M