[Federal Register Volume 67, Number 60 (Thursday, March 28, 2002)]
[Notices]
[Pages 14994-14996]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 02-7465]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27509]


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

March 22, 2002.
    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 April 16, 2002, 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 April 16, 2002, 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. (70-10057)

    American Electric Power Company Inc. (``AEP''), a registered 
holding company, and its twelve electric utility subsidiary companies, 
AEP Generating Company (``Generating''), Appalachian Power Company 
(``Appalachian''), Central Power and Light Company (``Central''), 
Columbus Southern Power Company (``Columbus''), Indiana Michigan Power 
Company (``Indiana''), Kentucky Power Company (``Kentucky''), Kingsport 
Power Company (``Kingsport''), Ohio Power Company (``Ohio''), Public 
Service Company of Oklahoma (``Oklahoma''), Southwestern Electric Power 
Company (``Southwestern''), West Texas Utilities Company (``West 
Texas''), and Wheeling Power Company (``Wheeling''), all located at 1 
Riverside Plaza, Columbus, Ohio, 43215, (collectively, ``Applicants'') 
have filed a declaration under section 12(d) of the Act and rule 44 
under the Act.
    Applicants request authority to sell certain utility assets, 
particularly substations, transmission and distribution lines and other 
utility assets that serve customers of the Applicants as well as poles 
that will be transferred as part of joint use agreements. By previous 
order dated December 31, 1996 (HCAR No. 26622), AEP's electric utility 
subsidiaries were authorized to sell utility assets for consideration 
of up to $5 million per operating subsidiary per calendar year. This 
authority was granted through December 31, 2001. Applicants now request 
authority for the twelve utility subsidiaries to sell utility assets 
for consideration up to $15 million per operating company per calendar 
year (``Authorized Amount'') through September 30, 2006 
(``Authorization Period''). As the electric utility industry makes its 
transition to a more competitive environment, Texas has adopted 
measures requiring restructuring of utilities. In response to requests 
of customers and as mandated by the Public Utility Commission of Texas, 
AEP is required to transfer substations and transmission and 
distribution lines or other utility assets that serve the customer, if 
so requested by the customer, to that customer or to potential 
customers. In addition, AEP will be involved in routine transfers of 
poles to joint users.
    Applicants request that they and any affiliated public utility 
company succeeding to the utility assets as part of restructuring of 
the AEP system required by restructuring of the electric power industry 
be permitted to transfer utility assets to customers and non-customers 
through the Authorization Period at not less than the net book value of 
the assets on the date of the sale. In the case of a lease, the lease 
payments will be valued over the term of the lease and be counted 
against the Authorized Amount in the initial year of the lease. 
Proceeds for sales of the utility assets will be added to the general 
funds of the companies making the sales and will be used to pay the 
general obligations of the companies.

Alliant Energy Corporation, et al. (70-10052)

    Alliant Energy Corporation (``Alliant Energy''), a registered 
holding company, Alliant Energy Resources, Inc. (``AER''), a wholly 
owned direct nonutility subsidiary of Alliant Energy, Alliant Energy 
Corporate Services, Inc. (``Alliant Services''), a wholly owned direct 
service company subsidiary of Alliant Energy, Energys, Inc., a wholly 
owned direct nonutility subsidiary of Alliant Energy Integrated 
Services Company (``Integrated Services''),\1\ Alliant Energy 
Generation, Inc., a wholly owned direct nonutility subsidiary of AER, 
Heartland Energy Group, Inc., a wholly owned direct nonutility 
subsidiary of Integrated Services, Heartland Energy Services, Inc., a 
wholly owned direct nonutility subsidiary of Alliant Energy 
Investments, Inc. (``AE Investments''),\2\ all at 222 West Washington 
Avenue, Madison, Wisconsin 53703, Interstate Power and Light Company 
(``IP&L''), a direct public-utility company subsidiary of Alliant 
Energy, Alliant Energy Transportation, Inc. (``AE Transportation''), a 
wholly owned direct nonutility subsidiary of AER, AE Investments, a 
wholly owned direct nonutility subsidiary of AER, Iowa Land and 
Building Company, a wholly owned direct nonutility subsidiary of AE 
Investments, Alliant Energy International, Inc., a wholly owned direct 
nonutility subsidiary of AER, Integrated Services, a wholly owned 
direct nonutility subsidiary of AER, Alliant Energy Integrated 
Services-Energy Management LLC, a wholly owned direct nonutility 
subsidiary of Integrated Services, Alliant Energy Integrated Services-
Energy Solutions LLC, a wholly owned direct nonutility subsidiary of 
Integrated Services, Iowa Land and Building Company, a wholly owned 
direct nonutility subsidiary of AE Investments, Prairie Ridge Business 
Park, L.C., a wholly owned direct nonutility subsidiary of AE 
Investments, Transfer Services, Inc., a wholly owned direct nonutility 
subsidiary of AE Transportation, Williams Bulk Transfer Inc., a wholly 
owned direct nonutility subsidiary of AE Transportation, all at Alliant 
Tower, 200 First Street, SE.,

[[Page 14995]]

Cedar Rapids, Iowa 52401, Alliant Energy Field Services, LLC, a wholly 
owned direct nonutility subsidiary of Integrated Services, 5033 A 
Tangle Lane, Houston, Texas 77056, Cedar Rapids and Iowa City Railway 
Company, a wholly owned direct nonutility subsidiary of AE 
Transportation, 2330 12th Street, SW., Cedar Rapids, Iowa 52404, 
Cogenex Corporation, a wholly owned direct nonutility subsidiary of 
Integrated Services, Boott Mills South, 100 Foot of John St., Lowell, 
Massachusetts 01852, Energy Performance Services, Inc., a wholly owned 
direct nonutility subsidiary of Integrated Services, Industrial Energy 
Applications, Inc., a wholly owned direct nonutility subsidiary of 
Integrated Services, both 201 Third Avenue, SE., Suite 300, Cedar 
Rapids, Iowa 52406, Heartland Properties, Inc., a wholly owned direct 
nonutility subsidiary of AE Investments, Capital Square Financial 
Corporation, a wholly owned direct nonutility subsidiary of AER, both 
122 W. Washington Avenue, Madison, Wisconsin 53703, IEI Barge Services, 
Inc., a wholly owned direct nonutility subsidiary of AE Transportation, 
18525 Hwy 20 West, East Dubuque, Illinois 61025, Industrial Energy 
Applications Delaware, Inc., a wholly owned direct nonutility 
subsidiary of Integrated Services, 5925 Dry Creek Lane, NE., Cedar 
Rapids, Iowa 52402, RMT, Inc., a wholly owned direct nonutility 
subsidiary of Integrated Services, 744 Heartland Trail, Madison, 
Wisconsin 53717, Schedin & Associates, Inc., a wholly owned direct 
nonutility subsidiary of Integrated Services, 920 Plymouth Building, 12 
South Sixth Street, Minneapolis, Minnesota 55401, SVBK Consulting 
Group, Inc., a wholly owned direct nonutility subsidiary of Integrated 
Services, 37 N. Orange Ave., Suite 710, Orlando, Florida 32801, and 
Whiting Petroleum Corporation, a wholly owned direct nonutility 
subsidiary of AER, Mile High Center, Suite 2300, 1700 Broadway, Denver, 
Colorado 80290 (collectively, ``Applicants''), have filed an 
application-declaration with the Commission under sections 6(a), 7, 
9(a), 10, and 12(b) of the Act and rules 24, 43(a), 45(a), and 54 under 
the Act.
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    \1\ Integrated Services is described below.
    \2\ AE Investments is described below.
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I. Background

    By orders dated December 18, 1998 (HCAR No. 26956) and December 15, 
2000 (HCAR No. 27304), the Commission authorized Alliant Energy to 
issue and sell $1 billion in notes and/or commercial paper through June 
30, 2004 (``Prior Authorization Period'') and to use the proceeds to 
fund two money pools, one for its public-utility company subsidiaries 
other than South Beloit Water, Gas & Electric Company (``Utility Money 
Pool'') and the other for certain of its nonutility subsidiaries 
(``Nonutility Money Pool''). More specifically, by those orders the 
Commission authorized: (1) Alliant Energy to loan up to $475 million in 
2001, through the Utility Money Pool, to IP&L, Wisconsin Power & Light 
Company, and Alliant Services; (2) Alliant Energy to lend up to $525 
million through the Utility Money Pool during the remainder of the 
Prior Authorization Period; and (3) Alliant Energy to provide 
guaranties, enter into expense agreements, and otherwise provide credit 
support in an amount not to exceed $600 million at any time 
outstanding, to support a separate commercial paper program to fund the 
Nonutility Money Pool. Accordingly, AER established a separate 
commercial paper program and bank credit facilities totaling $600 
million, which are used to fund loans through the Nonutility Money 
Pool. Alliant Energy guarantees all of those borrowings.
    By order dated October 24, 2001 (HCAR No. 27456 and, together with 
HCAR No. 26956 and HCAR No. 27304, ``Prior Orders''), the Commission 
authorized among other things: (1) Interstate Power Company, a wholly 
owned public-utility company subsidiary of Alliant Energy, to merge 
into IES Utilities Inc., another wholly owned public-utility company 
subsidiary of Alliant Energy; and (2) IES Utilities Inc. to borrow up 
to $250 million at any one time outstanding through the Utility Money 
Pool.

II. Proposals

    Applicants seek to restate, modify, and extend the authorizations 
granted under the Prior Orders. Applicants request that the Commission 
authorize through December 31, 2004 (``Authorization Period'') the 
continued operation of the Utility Money Pool. They state that the 
Utility Money Pool would be operated and administered in the same 
manner, except that: (1) WP&L, a direct public-utility company 
subsidiary of Alliant Energy, would no longer participate; and (2) 
Alliant Energy, IP&L, or both, would invest funds derived from external 
sources. To the extent required, Applicants request authority for the 
participants in the Utility Money Pool to make loans and extend credit 
to each other.\3\
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    \3\ Applicants state that Alliant Energy would participate in 
the Utility Money Pool only as a lender.
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    Applicants also request that the Commission authorize the continued 
operation of the Nonutility Money Pool through the Authorization 
Period. They state that the Nonutility Money Pool would continue to be 
operated on the same terms and conditions as the Utility Money Pool, 
except that Alliant Energy intends to fund directly the Nonutility 
Money Pool using proceeds from sales of its short-term debt.\4\ 
Applicants state that terminating AER's separate commercial paper 
facility would eliminate duplicate program costs. However, in the event 
that Alliant Energy decides to continue funding the Nonutility Money 
Pool through AER, Applicants request authority for Alliant Energy, 
through the Authorization Period, to guarantee borrowings by AER in an 
aggregate amount that would not exceed $700 million at any one time 
outstanding.\5\ Applicants state that all loans to and borrowings from 
the Nonutility Money Pool would be used to finance the existing 
businesses of the participants and, correspondingly, would be exempt 
under rule 52(b) under the Act.
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    \4\ Currently, AER invests in the Nonutility Money Pool using 
external funds obtained through sales of its commercial paper and 
bank credit facilities it maintains, and Alliant Energy guarantees 
those debt issuances.
    \5\ The proposed guaranty authority would be in addition to the 
authorization granted by the Commission in an order dated October 3, 
2001. See Alliant Energy, HCAR No. 27448.
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    Applicants seek to obtain external funds to invest in, among other 
things, the Utility and Nonutility Money Pools. Specifically, they 
request authority for Alliant Energy to issue and sell through the 
Authorization Period up to an aggregate amount of $1 billion, at any 
time outstanding, of commercial paper to dealers and notes and other 
forms of short-term indebtedness to banks and other institutional 
lenders (collectively, ``Short-Term Debt''). All Short-Term Debt would 
have maturities of less than one year from the date of issuance, and 
the effective cost of money on all Short-Term Debt would not exceed at 
the time of issuance 300 basis points over the London Interbank Offered 
Rate for maturities of one year or less. Applicants state that the 
proceeds from the sales of Short-Term Debt would be invested in the 
Utility and Nonutility Money Pools \6\ and/or used for other corporate 
purposes, including funding of investments in exempt wholesale

[[Page 14996]]

generators and foreign utility companies.
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    \6\ Applicants state that Alliant Energy would invest up to an 
aggregate amount of $350 million at any one time outstanding in the 
Utility Money Pool, and up to an aggregate amount of $700 million at 
any one time outstanding in the Nonutility Money Pool.
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    Applicants request authority for IP&L to issue and sell Short-Term 
Debt through the Authorization Period in a principal amount which, when 
added to the principal amount of its borrowings through the Utility 
Money Pool, would not at any time exceed $300 million. Applicants state 
that, presently, borrowings by IP&L have a lower effective cost than 
borrowings by Alliant Energy, its parent company.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 02-7465 Filed 3-27-02; 8:45 am]
BILLING CODE 8010-01-P