[Federal Register Volume 68, Number 31 (Friday, February 14, 2003)]
[Notices]
[Pages 7624-7625]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 03-3712]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27648]


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

February 7, 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 March 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 March 4, 2003, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

NorthWestern Corporation (70-10053)

    NorthWestern Corporation (``NorthWestern'' or ``Applicant''), 125 
South Dakota Avenue, Sioux Falls, South Dakota 57104, a ``holding 
company'' and ``public-utility company'' within the meanings of 
sections 2(a)(7) and 2(a)(5) of the Act, respectively, has filed an 
application (``Application'') under section 3(a)(3) of the Act.
    NorthWestern is engaged in various utility and nonutility 
operations.\1\ The

[[Page 7625]]

NorthWestern Public Service division (``NPS'') of NorthWestern holds 
ownership interests in the following electric utility assets: a 23.4% 
share of Big Stone Generating Plant, located near Big Stone City, South 
Dakota; a ten percent share of Coyote I Electric Generating Station, 
located near Beulah, North Dakota; and an 8.7% share of Neal Electric 
Generating Unit No. 4, located near Sioux City, Iowa. These facilities 
are operated by their other co-owners, and their output is dispatched 
by the MidContinent Area Power Pool. NorthWestern uses this plant to 
provide retail electric service to 108 communities in South Dakota, 
with a combined total population of 98,400 people. The company states 
that it also engages in limited wholesale electricity sales.
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    \1\ Applicant states that, through subsidiaries, NorthWestern: 
locates for utilities underground lines, wires, and pipes; provides 
unregulated energy related products and services to industrial, 
institutional, and commercial clients; provides energy management 
consulting services; sells energy management systems; finances 
energy management investments; operates energy delivery facilities; 
provides integrated communication and data solutions to small and 
medium-sized businesses; provides air conditioning, heating, duct-
cleaning, and plumbing services; supplies, markets, and distributes 
propane, other natural gas liquids, crude oil, and natural gas to 
other resellers and end-users; markets electricity at market rates; 
and holds ``non-material,'' passive investments in nonutility 
businesses related to those described above.
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    The NPS also holds nonexclusive municipal franchises to provide 
natural gas service in fifty-seven South Dakota and four Nebraska 
communities. Under these franchises, NorthWestern provides gas 
distribution services to approximately 81,000 customers.\2\
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    \2\ Applicant states that approximately half of these customers 
are located in South Dakota, and the other half is located in 
Nebraska.
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    Applicant states that the South Dakota Public Utility Commission 
regulates its electric and gas utility operations, and its Nebraska gas 
distribution activities are regulated by the four Nebraska 
municipalities in which it operates.
    By purchase and sale agreement dated September 29, 2000 
(``Agreement''), NorthWestern agreed to acquire (``Acquisition'') the 
gas, electric, and certain nonutility operations of Montana Power 
Company (``MPC''). Under the Agreement, MPC would transfer certain 
assets to a new limited liability company subsidiary, Montana Power LLC 
(``LLC''), and NorthWestern would acquire all of the membership 
interests of the LLC. The assets that MPC would transfer to the LLC 
include the following: (1) Milltown Dam, a three megawatt capacity 
hydroelectric facility; (2) its leasehold interest in Colstrip Unit 4, 
an electric generating plant located in Montana that is operated by a 
third-party; (3) certain electric transmission and distribution lines; 
(4) 2,000 miles of natural gas pipeline; and (5) three underground 
propane distribution systems that service the town of Townsend, the Big 
Sky Ski Resort, and the Anaconda Job Corps. MPC used these assets to 
provide retail electric service to approximately 288,000 customers 
located in Montana and Wyoming,\3\ retail gas service to approximately 
151,000 retail customers in Montana, and propane distribution service 
to the town of Townsend, the Big Sky Ski Resort, and the Anaconda Job 
Corps.
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    \3\ Applicant states that the only electric service provided in 
Wyoming consisted of MPC's service of customers within Yellowstone 
National Park, which is located in both Montana and Wyoming.
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    On February 14, 2002, NorthWestern filed the Application and, on 
February 25, 2002, NorthWestern acquired the LLC. By acquiring the LLC, 
Applicant became a ``holding company'' within the meaning of the Act. 
Applicant requests an order from the Commission granting the company an 
exemption from registration under section 3(a)(3) of the Act.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 03-3712 Filed 2-13-03; 8:45 am]
BILLING CODE 8010-01-P