[Federal Register Volume 67, Number 221 (Friday, November 15, 2002)]
[Notices]
[Page 69261]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 02-29039]



[[Page 69261]]

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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27599]


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

November 8, 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 December 3, 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 December 3, 2002, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

E.ON AG (70-10090)

    E.ON AG (``E.ON''), located at E.ON-Platz 1, 40479 Dusseldorf, 
Germany, a registered holding company, has submitted an application 
under sections 9(c)(3) and 33 of the Act seeking an extension of the 
deadline set by prior Commission order to divest part of its interest 
in an affiliated company, Hypo-Vereinsbank AG (``HVB''), a large 
private bank in Germany with assets of approximately (euro)712 billion.
    By applications filed in SEC File Nos. 70-9961 and 70-9985, E.ON 
sought authorization to acquire Powergen plc (``Powergen''), a 
registered holding company, and other authorizations under the Public 
Utility Holding Company Act of 1935 (the ``Act'') related to E.ON's 
activities as a registered holding company after the Powergen 
acquisition. The Commission authorized the proposed acquisition by 
order dated June 14, 2002, Holding Co. Act Release No. 27539 
(``Acquisition Order''). E.ON completed the acquisition of Powergen and 
registered as a holding company on July 1, 2002.
    One of the conditions imposed in the Acquisition Order related to 
the ability of E.ON and its subsidiaries to invest in the equity 
securities of companies held for investment purposes (``Portfolio 
Securities'') as reserves against two types of long-term liabilities: 
their pension obligations, and, for E.ON Energie only, its nuclear 
decommissioning obligations. These investments, which currently total 
approximately (euro)9 billion ($7.9 billion), include publicly traded 
common stocks of other companies.
    The Acquisition Order authorized E.ON to continue to make these 
investments under section 9(c)(3) of the Act in the ordinary course of 
business provided that it complied with certain conditions. The 
Acquisition Order stipulated that equity investments for the purposes 
of funding future employee benefit and nuclear decommissioning 
obligations could be made only if, at the time of investment, the 
actuarial value of the prospective obligations exceeds the aggregate 
amount of the investments that will be held by E.ON immediately after 
the investment has been made. Further, E.ON was restricted from 
creating an affiliate relationship with any company within the terms of 
Section 2(a)(11) of the Act by acquiring 5% or more of the voting 
securities of any issuer. The Acquisition Order restated the commitment 
made by E.ON that during the year 2002, E.ON would reduce any stakes 
that it has that exceed 5% of a single company to below 5%.
    E.ON's Portfolio Securities include only one stake in the voting 
securities of a company that exceeds 5%. This is E.ON's 6.72% voting 
equity interest in HVB. The application states that although E.ON 
continues to desire to reduce its voting equity interest in HVB to the 
level where it would not constitute an affiliate interest, recent 
declines in the market price of HVB shares have made share sales 
financially prohibitive at this time. Consequently, E.ON seeks an 
extension of the divestiture deadline until December 31, 2004. E.ON 
anticipates that the extension of the divestiture deadline would allow 
time for at least a partial recovery in the market price of its HVB 
shares.

    For the Commission by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 02-29039 Filed 11-14-02; 8:45 am]
BILLING CODE 8010-01-P