[Federal Register Volume 67, Number 174 (Monday, September 9, 2002)]
[Notices]
[Pages 57249-57253]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 02-22768]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27564]


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

August 30, 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 September 24, 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 September 24, 2002, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

The Southern Company, et al. (70-9771)

    The Southern Company (``Southern''), 270 Peachtree Street, NW., 
Atlanta, Georgia 30303, a registered holding company, and its wholly 
owned subsidiaries, Mobile Energy Services Holdings, Inc. 
(``Holdings'') and Mobile Energy Services Company, L.L.C. (``Mobile 
Energy'') \1\ both of 1155 Perimeter Center West, Atlanta, Georgia 
30338 (collectively, ``Applicants''), have filed an amended and 
restated application-declaration (``Application'') under sections 6(a), 
7, 11(f), 11(g), 12(a), 12(b), 12(d), 12(e), 12(f) and rules 44, 45, 
54, 62, 63 and 64 of the Act.
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    \1\ Mobile Energy is a wholly owned limited liability company 
subsidiary of Holdings to which Holdings transferred all of its 
assets other than its equity interest in Mobile Energy in July 1995. 
Mobile Energy is an electric utility company within the meaning of 
section 2(a)(3) of the Act.
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    The Commission issued an initial notice of the filing of the 
Application on October 16, 2000 (HCAR No. 27254), which described the 
First Amended Joint Plan of Reorganization dated September 15, 2000 
(``First Plan''). On April 11, 2001 the Commission issued a 
supplemental notice (HCAR No. 27377) that described the Second Amended 
Joint Plan of Reorganization dated February 21, 2001 (``Second Plan''). 
This supplemental notice describes the Third Joint Plan of 
Reorganization, as Modified (``Third Plan''). The Third Plan supercedes 
the First Plan and the Second Plan although it contains numerous 
similarities.
    Applicants propose that the Commission issue: (1) An order under 
section 11(f) of the Act approving the Third Plan and certain related

[[Page 57250]]

transactions under the Third Plan; \2\ and (2) a report on the Third 
Plan under section 11(g) to accompany a solicitation of creditors and 
any other interest holders for approval of the Third Plan in the 
bankruptcy proceedings.\3\ Applicants also seek approval of the ballots 
and notice of confirmation date and objection deadline which will be 
sent to creditors entitled to vote on the Third Plan.
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    \2\ Section 11(f) of the Act provides, in relevant part, that 
``a reorganization plan for a registered holding company or any 
subsidiary company thereof shall not become effective unless such 
plan shall have been approved by the Commission after opportunity 
for hearing prior to its submission to the court.''
    \3\ Section 11(g)(2) of the Act provides, in relevant part, that 
any solicitation for consents to or authorization of any 
reorganization plan of a registered holding company or any 
subsidiary company thereof shall be ``accompanied or preceded by a 
copy of a report on the plan which shall be made by the Commission 
after an opportunity for a hearing on the plan and other plans 
submitted to it, or by an abstract of such report made or approved 
by the Commission.''
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I. Background

    The ``Industrial Complex'' is comprised of the ``Energy Complex'' 
(described below), a pulp mill, a paper mill and a tissue mill, all 
located in Mobile, Alabama. The Scott Paper Company (``Scott'') 
constructed some of the facilities in the early 1960s; additional 
generation capacity was added in the mid-1980s; and a new recovery 
boiler was added in 1994. Some of the facilities (e.g., recovery boiler 
capacity) were financed with Industrial Revenue Bonds issued by the 
Industrial Development Board (``IDB'') of the City of Mobile, Alabama, 
and leased to Scott Paper. In 1985, the Federal Energy Regulatory 
Commission (``FERC'') determined the then-existing facilities 
constituted a qualifying cogeneration facility under the Public Utility 
Regulatory Policies Act of 1978 (``PURPA'').\4\
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    \4\ Scott Paper Co., 32 FERC (CCH) ] 62,175 (1985).
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    Southern is a registered public-utility holding company that holds 
the securities, directly or indirectly, of six operating public-utility 
companies.\5\ Southern also holds, directly or indirectly, the 
securities of energy-related companies, exempt telecommunications 
companies, exempt wholesale generators and foreign utility companies 
and authorized intermediate and special purpose subsidiaries. The 
Southern system provides electric power in the majority of the states 
of Alabama and Georgia and portions of Florida and Mississippi, 
operating centrally dispatched electric power generation transmission 
and distribution assets. As of December 31, 2001, Southern's 
consolidated capitalization (including current portions) was $21 
billion, comprised of 36.3% common stock equity, 12.6% preferred stock 
and preferred securities and 51.1% debt.
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    \5\ These companies are Alabama Power Company, Georgia Power 
Company, Gulf Power Company, Mississippi Power Company, Savannah 
Electric and Power Company, and Southern Power Company. In addition, 
Alabama Power Company and Georgia Power Company each own 50% of 
Southern Electric Generating Company.
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    On Dec. 13, 1994 the Commission authorized Southern to organize 
Holdings as a new subsidiary and acquire all of its common stock.\6\ 
Scott sold the energy facilities, black liquor recovery equipment, and 
related assets, permits and agreements (``Energy Complex'') \7\ to 
Holdings. Upon acquisition of the Energy Complex, Holdings entered into 
three separate 25 year energy services agreements with the owners of 
each of the pulp, paper and tissue mills within the Industrial Complex 
under which Holdings would provide power and steam processing services 
to each of those mills and liquor processing services to the pulp mill. 
In July 1995, Southern formed Mobile Energy as a limited liability 
company subsidiary of Holdings. Holdings owns 100% of the equity 
interest in Mobile Energy. Mobile Energy acquired ownership from 
Holdings of the Energy Complex on July 14, 1995.
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    \6\ HCAR No. 26185.
    \7\ The Energy Complex is currently comprised of four power 
boilers, one recovery boiler, four turbine generators, two black 
liquor evaporator sets, various related waste treatment facilities, 
fuel and ``liquor'' storage, station control facilities and 
associated feedwater systems, air emissions controls, and other 
auxiliary systems.
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    The mill facilities in the Industrial Complex are vast, covering 
more than 700 acres. The Energy Complex was constructed specifically to 
serve the Scott mill operations. In late 1995 Scott was merged into a 
subsidiary of Kimberly Clark Corporation (``KC'') and the resulting 
entity was renamed Kimberly Clark Tissue Company (``KCTC''). As a 
consequence of the merger, KCTC became Mobile Energy's largest 
customer, representing approximately 75% of Mobile Energy's revenues in 
1998. Of that amount, KCTC's pulp mill accounted for approximately 50% 
of Mobile Energy's revenues. The pulp mill also provided 85% of the 
fuel used by the Energy Complex in the form of biomass and black 
liquor. In 1998 KCTC notified Mobile Energy that KCTC would close its 
pulp mill and terminate its contract to purchase energy services from 
Mobile Energy for the pulp mill effective September 1, 1999.
    Mobile Energy owns and operates the Energy Complex. KC owns both 
the tissue mill and the pulp mill.\8\ The paper mill is owned by S.D. 
Warren Company Alabama, LLC (``S.D. Warren''). Mobile Energy provides 
power and steam processing services to the mills located in the 
Industrial Complex and processed certain chemicals that were the by-
product of the pulp mill, until the pulp mill ceased producing pulp in 
September 1999.
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    \8\ In December 2000, KC became the successor to KCTC by 
assignment. All assets and liabilities of KCTC were assigned to KC 
on or about December 31, 2000. KCTC was then dissolved.
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    The effect of the pulp mill closure was that Mobile Energy's 
revenues would be significantly reduced while unit costs of electricity 
produced in the Energy Complex would be increased. The pulp mill 
closure meant that Mobile Energy's largest purchaser would cease buying 
energy services and Mobile Energy would lose the related revenue. 
Further, closure of the pulp mill also altered the demand for steam 
relative to the demand imposed on the Energy Complex for electricity, 
with the result that Mobile Energy's cost of electric power generation 
increased. Closure of the KCTC pulp mill meant that the by-products of 
pulping operations which had served as a plentiful and inexpensive 
source of fuel for the Energy Complex (i.e., biomass and black liquor) 
would no longer be available. The consequences from the anticipated 
loss of the KCTC pulp mill contract and operations triggered the filing 
by Mobile Energy and Holdings of cases under Chapter 11 of the 
Bankruptcy Code.
    On January 14, 1999, Mobile Energy and Holdings (collectively, 
``Debtors'') filed voluntary petitions in the United States Bankruptcy 
Court for the Southern District of Alabama (``Bankruptcy Court'') for 
protection under Chapter 11 of the United States Bankruptcy Code 
(``Bankruptcy Code''). Both entities filed as debtors in possession 
continuing their operations; as a result, the Bankruptcy Court has 
appointed no trustee or receiver.
    The Third Plan was filed with the Bankruptcy Court on December 14, 
2001 along with the Second Amended Disclosure Statement, as modified. 
Under section 1125 of the Bankruptcy Code, the Debtors may not solicit 
votes for acceptances of the Third Plan until the Bankruptcy Court 
approves a disclosure statement that contains information of a kind, 
and in sufficient detail, adequate to enable creditors to make an 
informed judgment whether to

[[Page 57251]]

vote for acceptance or rejection of the plan. A hearing was held with 
the Bankruptcy Court on December 14, 2001 to determine whether the 
Second Amended Disclosure Statement as modified meets the requirements 
of section 1125 of the Bankruptcy Code.
    An ad hoc committee of holders of Debtors' tax-exempt bonds and 
first mortgage bonds established the ``Bondholder Steering Committee,'' 
which is comprised of certain holders of existing securities as 
constituted from time to time. Currently the Bondholder Steering 
Committee is comprised of Credit Suisse First Boston and Morgan 
Stanley, and Wachovia Bank, National Association, formerly known as 
First Union National Bank, the indenture trustee for each of the two 
bond issuances, as an ex officio member. The indenture trustees 
represent all of the bondholders. The Bondholder Steering Committee 
supports confirmation of the Third Plan, whose members collectively 
hold in excess of 70% of the taxable bonds and in excess of 64% of the 
tax-exempt bonds of Mobile Energy.\9\
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    \9\ On February 4, 1999, an official committee on unsecured 
creditors was appointed in the Chapter 11 cases (``Committee''). The 
Committee has not sought Bankruptcy Court approval to retain counsel 
or any other professionals to represent its interests. The Committee 
has not been actively involved in the Bankruptcy cases.
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    The Application includes the Third Plan and the Second Amended 
Disclosure Statement as Modified for Mobile Energy and Holdings. The 
Third Plan was precipitated by a number of circumstances. The 
contemplated reactivation of pulp mill operations, part of the First 
Plan, did not materialize. A conditional settlement agreement with KC, 
another part of the First Plan, was rendered void ab initio due to the 
failure of certain conditions precedent. In addition, natural gas 
prices during the past year reached extremely high levels relative to 
previous forecasts, which made it difficult to proceed with a planned 
165-megawatt cogeneration project (``Cogen Project''), also part of 
prior plans. In addition, the Third Plan as filed with the Bankruptcy 
Court on December 14, 2001, contained an election for the bondholders 
to receive either shares of stock of Holdings, or member interests in 
Mobile Energy. Which election to make depended on a variety of factors, 
including whether the Internal Revenue Service would issue a private 
letter ruling on certain income tax matters. The Internal Revenue 
Service declined to issue any ruling on the matter so the Debtors and 
the bondholders have decided not to pursue a plan with the election to 
receive member interests in Mobile Energy. Consequently, the Third Plan 
as modified, provides that the bondholders will receive shares of stock 
of Holdings without an election provision. As a result, Applicants 
state, the Third Plan is very similar to the Second Plan.
    Applicants state the purposes of the transactions described in the 
Third Plan are to: (1) Permit Mobile Energy and Holdings to reorganize 
and emerge from bankruptcy; (2) maximize the recovery of Mobile 
Energy's bondholders on their capital investment; (3) eliminate the 
direct and indirect equity ownership of Southern in Mobile Energy and 
Holdings; and (4) allow Mobile Energy to operate as a qualifying 
facility (``QF'') under PURPA after the effective date of the Third 
Plan, which will cause Mobile Energy and Holdings to no longer be 
subject to the Act. Certain transactions contemplated by the Third Plan 
require Commission authorization. The jurisdictional aspects of the 
Third Plan are summarized below.

II. The Third Plan

A. Overview

    Applicants request authorization for the solicitation regarding the 
Third Plan under sections 11(f) and 11(g) of the Act, and authorization 
under section 12(e) to solicit consents and approvals from the holders 
of the securities of Mobile Energy and Holdings, along with other 
ancillary and related authorizations to implement the Third Plan.\10\
    Under the Third Plan, Southern's equity interests in Mobile Energy 
will be extinguished and the bondholders will become the exclusive 
equity interest holders in reorganized Mobile Energy. The allowed 
claims of non-insider creditors aside from the bondholders will be paid 
in full or reinstated. The claims of insiders of the Debtors are 
treated by agreement as set forth in the Third Plan.
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    \10\ The materials to be included in the solicitation include 
the Third Plan, the Second Amended Disclosure Statement as Modified 
and exhibits, the ballots and notice of confirmation hearing.
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    Mirant Services L.L.C. (``Mirant Services''), previously known as 
Southern Energy Resources, Inc., was the operator of the Energy Complex 
through March 31, 2001. Following a solicitation process, Mobile Energy 
selected Operational Energy Corporation (``OEC''), an affiliate of 
Enron, as the operation and maintenance operator after March 31, 2001, 
pending confirmation of the Third Plan. OEC replaced Mirant Services 
and implemented cost reductions.\11\
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    \11\ OEC filed for bankruptcy in December 2001, as did Enron 
Corp. and other affiliates of OEC. OEC continues to operate the 
Energy Complex in accordance with an operating agreement between it 
and Mobile Energy. As a debtor under Chapter 11 of the Bankruptcy 
Code, OEC could elect to reject the operating agreement between it 
and Mobile Energy. Applicants state that the management of Mobile 
Energy understands that risk and believes that in such event it 
could replace OEC with a new operator that would perform the same 
functions as OEC, and that there would be no interruption in 
services to Mobile Energy's customers.
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    The Third Plan focuses upon maintaining and furthering operating 
cost reductions in the context of continuing to provide services to 
those mills presently operating in the Industrial Complex, KC's tissue 
mill and the pulp mill. KC has demolished the pulp mill. However, KC 
continues to operate components of the pulp mill and these pulp mill 
legacy assets continue to use the services provided by Mobile Energy 
under the ``Pulp Mill Energy Services Agreement.'' S.D. Warren closed 
the paper mill on December 14, 2001.
    In order to assess the merits of the business strategy incorporated 
in the Third Plan projections have been prepared. The projections 
reflect S.D. Warren's closure of the paper mill and presume that KC 
curtails tissue mill operations as suggested to the Debtors by KC 
representatives.\12\ Applicants note the projections show positive cash 
flows and thus value to the bondholders, who will be the future owners 
of equity interests in Holdings under the Third Plan. Applicants 
further note the projections also show greater value to the bondholders 
under the Third Plan than they would receive in liquidation.
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    \12\ A KC representative signed an affidavit stating the 
anticipated future level of steam and power processing services that 
the tissue mill would require. Mobile Energy used those levels in 
the projections. However, KC currently is exceeding the levels 
stated in the affidavit. Applicants state, to be conservative, 
Mobile Energy continues to use the lower levels of contemplated 
services in the projections.
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    Under the projections, Mobile Energy estimates that it will provide 
approximately 1.1 million MMBtus of steam to the tissue mill during 
2002 and approximately 932,000 MMBtus of steam thereafter. Applicants 
anticipate that Mobile Energy will provide approximately 341,000 
megawatt hours of electricity in 2002 to the tissue mill and 
approximately 400,000 megawatt hours of electricity thereafter. The 
estimated usage for steam and power for 2003 and later years is 
approximately 55% and 124%, respectively, of the amount of steam and 
power provided to the tissue mill during 1998. Applicants

[[Page 57252]]

further state that Mobile Energy intends to continue to sell 
electricity in excess of the mill owners' demands during peak periods 
into the wholesale market; an estimate of these additional revenues is 
also included in the projections.
    The Third Plan contemplates that after Southern is divested of its 
ownership of Mobile Energy, Mobile Energy will qualify as a QF under 
PURPA, rendering it not a public-utility under the Act.\13\ Applicants 
state the effect of Southern's disaffiliation with the Debtors is 
beneficial to Southern because Southern has written off its investment 
in the Debtors for financial accounting purposes and it removes a drain 
on Southern's management's time and attention. Applicants state that 
Southern will have substantially reduced obligations going forward with 
respect to Mobile Energy and Holdings.
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    \13\ Mobile Energy previously filed an application with the FERC 
seeking certification as a QF as of the effective date of the First 
Plan; however, the configuration presumed in the original 
application has been superceded by the configuration that serves as 
the basis for the Third Plan. Applicants state an appropriate 
application will be made to seek qualification of assets of 
reorganized Mobile Energy that satisfy pertinent regulatory tests as 
a QF consistent with the business plan that forms the basis of the 
Third Plan.
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B. The Cogeneration Development Agreement

    In February 2000, the Debtors, Mirant Services and Mirant 
Corporation (``Mirant''), entered into the ``Cogeneration Development 
Agreement.'' The Debtors contemplated the development by Mobile Energy 
of the Cogen Project, a 165-megawatt gas fired cogeneration facility 
within the Industrial Complex. Mirant committed to provide to Mobile 
Energy a General Electric combustion turbine (``GE Combustion 
Turbine'') in exchange for certain payments and also committed to 
contribute equity to the Cogen Project. Mirant Services was to be the 
operator of the Cogen Project.
    For several reasons, including a dramatic rise in long-term natural 
gas prices that negatively affected the economics of the Cogen Project, 
the Cogeneration Development Agreement was amended twice. On May 16, 
2001, the Bankruptcy Court approved the second amendment, ``CDAA No. 
2.'' As a result of CDAA No. 2, the Debtors received a net amount of 
$5.0 million in cash in exchange for the relinquishment to certain 
contract rights, such as, the Debtors' rights to the GE Combustion 
Turbine that was to be contributed by Mirant. The practical effect of 
CDAA No. 2 is that the Cogen Project will not be developed by Mobile 
Energy under the Third Plan. Because the Cogen Project will not go 
forward, the projections do not assume any revenues to be received from 
the Cogen Project. However, certain provisions of the Cogeneration 
Development Agreement remain in effect.
    Under the Cogeneration Development Agreement, Applicants state, 
Southern, Mirant and Mirant Services had only limited ongoing 
obligations to the Debtors. Southern's existing obligations to the 
owners of the tissue mill, paper mill, and pulp mill under the 
Environmental Guaranty entered into in December 1994 and the Mill Owner 
Maintenance Reserve Account Agreement entered into in August 1995 are 
to continue. Mobile Energy agreed in the Cogeneration Development 
Agreement to compensate and indemnify Southern for any costs it 
incurred under either agreement. That compensation obligation is 
secured by a priority lien on Mobile Energy's assets. The indemnities 
in favor of Southern, Mirant and Mirant Services continue in effect 
under CDAA No. 2. Applicants state that the amounts, if any, that may 
be owed to Southern, Mirant or Mirant Services under the surviving 
indemnities are not capable of being quantified at this time. 
Applicants state that the Debtors' management is unaware of any current 
obligations under the underlying agreements, and in any event, does not 
believe the Debtors' future obligations under the indemnities will have 
a materially adverse effect on the Debtors' future business operations.
    Under the Cogeneration Development Agreement, Mobile Energy and 
Holdings agreed to indemnify Southern from any taxes imposed on 
Southern attributable to any net taxable income recognized by Mobile 
Energy or Holdings which exceed Southern's excess loss account balance 
with respect to its stock investment in Holdings. This compensation 
obligation is limited to the tax owed on income equal to the amount of 
the excess loss account prior to it being triggered. The maximum 
Southern obligation concerning the excess loss account can be 
estimated, recognizing that the balance fluctuates periodically, 
depending upon, inter alia, the results of operations of Mobile Energy 
and Holdings. As of December 31, 2001 the excess loss account 
approximated $82.8 million. The federal statutory corporate income tax 
rate is 35%; therefore, under these circumstances, Applicants state 
that Southern's maximum potential exposure could approximate $29 
million.

C. Treatment of Claims Under the Third Plan

    The bondholders under the Third Plan will receive shares in 
reorganized Holdings (``New Common Stock'').
1. Unsecured Creditors; Others
    Under the Third Plan, the claims of the general unsecured creditors 
and the claims of all other creditors, except Southern, Mirant, Mirant 
Services and the bondholders, will be paid in full. The claims of 
unsecured creditors are approximately $431,000 without consideration of 
proof of claims (some of which claims have not been quantified by the 
claimants) from the mill owners against the Debtors. Debtors are 
contesting the mill owners' proof of claims.
2. First Mortgage Bonds
    Mobile Energy issued the first mortgage bonds on August 1, 1995, in 
the principal amount of $255,210,000 due January 1, 2017 and bearing 
annual interest at 8.665%. Each holder of a First Mortgage Bondholder 
Claim shall receive in complete settlement, satisfaction and discharge 
of their First Mortgage Bondholder Claims, a pro rata share of 72.594% 
of the New Common Stock of Holdings.
3. Tax Exempt Bonds
    In December 1983, the IDB issued tax-exempt bonds (``1983 Tax-
Exempt Bonds'') to finance the construction of the No. 7 Power Boiler 
and certain auxiliary systems. In December 1984 (``1984 Tax-Exempt 
Bonds''), the IDB issued tax-exempt bonds to refund the 1983 Tax-Exempt 
Bonds.
    Refunding of the 1984 Tax-Exempt Bonds occurred in 1995 by means of 
tax-exempt bonds in the original principal amount of $85,000,000 
scheduled to mature January 1, 2020 (``Tax-Exempt Bonds''). Under the 
Third Plan, each holder of a Tax-Exempt Bondholder Claim shall receive 
in complete settlement, satisfaction and discharge of their Tax-Exempt 
Bondholder Claims, (1) a pro rata share of 27.406% of the New Common 
Stock of Holdings, and (2) these holders shall retain a pro rata share 
of $1 million of their outstanding Tax-Exempt Bonds.
4. Southern's, Mirant's and Mirant Services' Claims
    Under the Third Plan, Southern, Mirant and Mirant Services will 
receive the treatment provided in the Cogeneration Development 
Agreement, as amended, in full satisfaction of their claims. Generally, 
Southern's claims receive one of two different types of treatment in 
the Third Plan. The

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estimated recovery for Southern's pre-petition claims is approximately 
0.3%.\14\ Southern's post-petition claims will receive 100% payment 
under the Third Plan.
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    \14\ As a reflection of that level of recovery, Southern 
recorded an expense of approximately $69 million in the third 
quarter of 1999 to write down its equity investment in Holdings to 
zero. An additional expense of approximately $10 million was 
recorded in the third quarter of 2000 to reflect additional 
liabilities under the Cogeneration Development Agreement, as amended 
by Amendment No. 1. Applicants state no further material impact on 
Southern's consolidated capitalization is expected as a result of 
the implementation of the Third Plan.
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III. Post Reorganization Ownership Structure

    On the effective date of the Third Plan, Southern's interest in 
Holdings shall be cancelled and extinguished. As a consequence, 
Southern's pre-petition shares in Holdings would no longer have any 
claim to voting rights, dividends or in fact any rights with respect to 
Holdings. Neither Southern nor any of its affiliates would hold any 
interest of any kind in either Holdings or Mobile Energy. The existing 
bondholders will hold the New Common Stock, which will constitute the 
entire equity interest in the reorganized Holdings. Holdings will 
continue to own 100% of the equity ownership of Mobile Energy.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 02-22768 Filed 9-6-02; 8:45 am]
BILLING CODE 8010-01-P