[Federal Register Volume 68, Number 11 (Thursday, January 16, 2003)]
[Notices]
[Pages 2370-2371]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 03-912]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27637]


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

January 10, 2003.
    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 February 4, 2003, 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 February 4, 2003, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

TXU US Holdings Company (70-10046)

    TXU US Holdings Company (``TXU Holdings''), located at Energy 
Plaza, 1601 Bryan Street, Dallas, Texas 75201-3411, has filed an 
application under section 3(a)(1) of the Act, for an order exempting 
TXU Holdings and its subsidiary companies from regulation under all of 
the provisions of the Act, except section 9(a)(2).
    TXU Holdings is a subsidiary of TXU Corp., an exempt holding 
company under section 3(a)(1) of the Act.\1\ Prior to implementation of 
the restructuring plan that is described below (``Restructuring''), TXU 
Holdings (formerly, TXU Electric Company) (``TXU Electric''), was 
engaged in the generation, transmission, purchase and distribution of 
electric energy in the north-central, eastern and western parts of 
Texas. As of December 31, 2000, TXU Electric provided service to 
approximately 2.6 million customers in 92 counties and 370 incorporated 
municipalities, including the Dallas-Fort Worth area of Texas.
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    \1\ See TUC Holding Company, et al. HCAR No. 26749 (Aug. 1, 
1997).
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    Prior to the Restructuring, TXU Corp. indirectly owned all of the 
issued and outstanding common stock of TXU SESCO Company (``TXU 
SESCO''), an electric utility company. As of December 31, 2000, TXU 
SESCO served approximately 43,000 customers in parts of ten counties in 
eastern and central Texas having a population estimated at 127,000. TXU 
Corp. also owns all of the issued and outstanding common stock of TXU 
Gas Company, a gas utility company that serves approximately 1,438,024 
industrial, commercial, residential and agricultural customers in the 
north-central, eastern and western parts of Texas.
    As part of the Restructuring, all of the electric transmission and 
distribution facilities previously owned by TXU Electric and TXU SESCO 
were transferred on January 1, 2002, to a new company, TXU Electric 
Delivery Company, which was subsequently renamed Oncor Electric 
Delivery Company (``Oncor'').\2\ Oncor is a direct wholly-owned 
subsidiary of TXU Holdings (formerly TXU Electric) and an indirect 
wholly-owned subsidiary of TXU Corp. On December 31, 2001, TXU Electric 
also transferred all of its generating plants to six indirect 
subsidiaries of TXU Electric, each of which has been determined by the 
Federal Energy Regulatory Commission to be an exempt wholesale 
generator (``EWG''). Also as part of the Restructuring, TXU Corp. 
transferred to TXU Holdings the merchant energy trading operations 
previously conducted by subsidiaries of TXU Gas Company and other 
subsidiaries engaged in providing energy services, mining operations, 
and fuel procurement.
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    \2\ Oncor was incorporated (under the name TXU Electric Delivery 
Company) under Texas law on November 6, 2001 in order to facilitate 
the structural separation (unbundling) of TXU Electric's electric 
transmission and distribution assets from its electric generation 
assets in accordance with the requirements of electric utility 
restructuring legislation passed in Texas in 1999. See Texas 
Utilities Code, 39.051.
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    As part of the Restructuring: (1) TXU Electric transferred its 
electric transmission and distribution assets to Oncor on January 1, 
2001, as a capital contribution, and Oncor assumed certain associated 
liabilities of TXU Electric; (2) TXU Electric transferred its electric 
generation assets to six new indirect subsidiaries on December 31, 
2001, which, as indicated, are EWGs; (3) the electric transmission and 
distribution assets of TXU SESCO were acquired by Oncor on January 1, 
2001, through a statutory merger of a subsidiary of TXU SESCO, to which 
such assets had been transferred, into Oncor; and (4) TXU Electric 
transferred other non-utility assets to various new subsidiaries.
    As a result of the Restructuring, the record indicates that TXU 
Holdings no longer conducts any business operations of its own, but is 
a holding company only, with one direct public-utility subsidiary 
(Oncor), whose operations are wholly within the State of Texas,

[[Page 2371]]

and numerous direct and indirect non-utility subsidiaries, including 
EWGs. TXU Holdings asserts that the requirements for an exemption under 
section 3(a)(1) of the Act are met because TXU Holdings and Oncor, its 
only public-utility subsidiary, are both incorporated in Texas, the 
state in which Oncor conducts all of its public-utility operations.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
J. Lynn Taylor,
Assistant Secretary.
[FR Doc. 03-912 Filed 1-15-03; 8:45 am]
BILLING CODE 8010-01-P