[Federal Register Volume 67, Number 73 (Tuesday, April 16, 2002)]
[Notices]
[Pages 18656-18658]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 02-9148]


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

SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27515; 70-10019]


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

April 9, 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)

[[Page 18657]]

should submit their views in writing by May 6, 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 May 6, 2002, the 
application(s) and/or declaration(s), as filed or as amended, may be 
granted and/or permitted to become effective.

Xcel Energy Inc., et al. (70-10019)

    Xcel Energy Inc. (``Xcel''), a registered holding company; Northern 
States Power Company (Minnesota) (``NSP-M''), Northern States Power 
Company (Wisconsin) (``NSP-W''), Public Service Company of Colorado 
(``PSCO''), and Southwestern Public Service Company (``SPS''), four 
wholly owned public utility subsidiary companies of Xcel; XERS Inc. 
(``XERS''), a nonutility subsidiary company of Xcel; Xcel Energy 
Markets Holdings Inc. (``XEMH''), an intermediate holding company of 
Xcel; and e prime inc. (``e prime''), a nonutility subsidiary company 
of Xcel, all located at 800 Nicollet Mall, Minneapolis, Minnesota 
55402, (collectively, ``Applicants'') have filed an application-
declaration (``Application'') with the Commission under sections 6(a), 
7, 9(a), 10 and 12(b) of the Act and rules 45 and 54 under the Act.
    Applicants seek authority for: (a) NSP-M and PSCO to expand their 
appliance warranty and repair programs offered to residential customers 
to include home inspections and electrical and plumbing services; (b) 
NSP-W, SPS and XERS to offer similar home services to residential 
customers that NSP-M and PSCO offer, including the proposed home 
inspections and electrical and plumbing services; (c) XEMH, e prime and 
their current and future subsidiaries to engage in energy marketing and 
brokering activities in Canada; and XEMH, e prime and Xcel to invest up 
to $750 million in various energy assets that are incidental and 
related to their marketing and brokering business.

Expanded Home Services

    NSP has operated an appliance warranty and repair program for 
several years that was approved as part of the Northern States Power/
New Century Energies merger (HCAR No. 27212, August 16, 2000) (``Merger 
Order''). The program, called NSP Advantage Service, provides a 
warranty and repair program for residential customers for heating and 
air conditioning systems, water heaters, refrigerators, dishwashers and 
clothes washers. Similarly, PSCO provides repair services and 
warranties to residential customers in connection with certain 
household appliances. Additionally, PSCO may lease certain large 
appliances, such as heating, ventilation and air conditioning systems, 
lighting systems and chillers to industrial customers. PSCO's services 
were approved in a prior Commission order (HCAR No. 26748, August 1, 
1997).
    NSP-W and SPS desire to engage in residential services similar to 
those currently provided by NSP-M and PSCO; and all four of the utility 
subsidiaries, NSP-M, NSP-W, PSCO and SPS, desire to expand these 
services to include electrical and plumbing services as well as 
associated home inspections for customers in their service territories. 
Applicants state that the provision of electrical and plumbing services 
and home inspections is a logical extension of the current services 
they provide.
    Applicants state that it may become desirable at some point to have 
these same types of residential services provided by an unregulated 
affiliate, such as XERS, either in lieu of, or in addition to, the 
utility subsidiaries providing these services. To the extent the 
provision of these services by XERS would not otherwise already be 
permitted under the Act, Applicants request authority for XERS to 
engage in the same residential services.

Energy Marketing and Brokering

    In the Merger Order, the Commission authorized the retention of e 
prime's energy marketing and brokering business in the United States. 
At that time, e prime committed that it would not directly or 
indirectly engage in energy marketing and brokering activities outside 
the United States without separate Commission authorization. E prime is 
now seeking authority to engage in brokering and marketing of 
electricity, natural gas and other energy commodities in Canada.

Acquisition of Energy Assets

    Xcel, XEMH and e prime request authority to invest, from time to 
time, directly or indirectly through their current or future 
subsidiaries up to $750 million (``Investment Limitation'') through 
December 31, 2005 (``Authorization Period'') to construct or acquire 
gas and other energy assets that are incidental and related to their 
energy marketing and brokering business (``Energy Assets'') or to 
acquire one or more existing or new companies substantially all of 
whose physical properties consist or will consist of Energy Assets. 
Applicants state that Energy Assets include, but are not limited to, 
natural gas production, gathering, processing, storage and 
transportation facilities and equipment; liquid oil reserves and 
storage facilities; and associated facilities. Energy Assets (or equity 
assets of companies owning Energy Assets) may be acquired for cash or 
in exchange for common stock of Xcel or other securities of Xcel or e 
prime or any combination of these. If common stock of Xcel is used as 
consideration for an acquisition, the market value of the stock on the 
date of issuance will be counted against the proposed Investment 
Limitation. Applicants state that under no circumstances will the 
acquisition and ownership of Energy Assets cause e prime or any 
subsidiary of e prime to be or become an ``electric utility company'' 
or a ``gas utility company,'' as defined in section 2(a)(3) and 2(a)(4) 
of the Act. Applicants state that gas marketers today must be able to 
offer their customers a variety of value-added, or ``bundled'' 
services, such as gas storage and processing, and must have the 
flexibility to acquire or construct such supply facilities in order to 
compete in today's market.
    Applicants state that it is the intention of e prime to add to e 
prime's and its subsidiaries' existing base of non-utility, marketing-
related assets as and when market conditions warrant, whether through 
acquisitions of specific assets or groups of assets that are offered 
for sale or by acquiring existing companies (for example, other gas or 
power marketing companies which own significant physical assets in the 
areas of gas production, processing, storage, transportation or 
generation). Applicants state that it is e prime's objective to control 
a substantial portfolio of Energy Assets that would provide the Xcel 
system with the flexibility and capacity to compete for sales in all 
major markets in the United States and in Canada.
    Xcel requests authorization to issue securities in order to finance 
the purchase or construction of Energy Assets or the purchase of the 
securities of companies owning Energy Assets in an aggregate amount not 
to exceed the Investment Limitation. These securities might consist of 
any combination of (i) shares of common stock of Xcel, (ii) borrowings 
by Xcel from banks or other financial institutions under credit lines

[[Page 18658]]

or otherwise, (iii) guarantees by Xcel of indebtedness issued by e 
prime or any existing or new subsidiary of e prime, or (iv) guarantees 
by Xcel of securities issued by any special purpose financing 
subsidiary of Xcel organized specifically for the purpose of financing 
any such acquisition. The maturity dates, interest rates, and other 
provisions of any securities issued and sold as well as any associated 
commitment, placement, underwriting or selling agent fees, commissions 
and discounts will be established by negotiation or competitive bidding 
and will be reflected in the applicable documentation setting forth the 
terms. Xcel, however, will not issue and sell any securities at 
interest rates in excess of those generally obtainable at the time of 
pricing or repricing for securities having the same or reasonably 
similar maturities; having reasonably similar terms, conditions and 
features; and being issued by utility companies or utility holding 
companies of the same or reasonably comparable credit quality as 
determined by the competitive capital markets.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 02-9148 Filed 4-15-02; 8:45 am]
BILLING CODE 8010-01-P