(As filed June 25, 1999)
File No. 70-9427
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 3
TO
APPLICATION OR DECLARATION
ON
FORM U-1/A
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Ameren Corporation
Union Electric Company
Union Electric Development Corporation
Ameren Development Company
Ameren ERC, Inc.
Ameren Energy, Inc.
1901 Chouteau Avenue
St. Louis, Missouri 63103
Central Illinois Public Service Company
CIPSCO Investment Company
607 East Adams
Springfield, Illinois 62739
(Name of company or companies filing this statement
and address of principal executive offices)
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Ameren Corporation
(Name of top registered holding company parent
of each applicant or declarant)
---------------------------------------------------
Steven R. Sullivan, Vice President
Ameren Services Company
1901 Chouteau Avenue
St. Louis, Missouri 63103
(Name and address of agent for service)
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The Commission is requested to mail signed copies of all orders, notices and
communications to:
William J. Niehoff, Esq. William T. Baker, Jr., Esq.
Ameren Services Company Thelen Reid & Priest LLP
1901 Chouteau Avenue 40 West 57th Street
P.O. Box 66149, MC 1310 New York, New York 10019-4097
St. Louis, Missouri 63166-6149
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<PAGE>
The Application or Declaration heretofore filed in this proceeding on
December 8, 1998, which was amended and restated in its entirety by Amendment
No. 1, dated March 10, 1999, and further amended by Amendment No. 2, dated May
19, 1999, is further amended as follows:
1. ITEM 1.7 - SALES OF SERVICES AND GOODS AMONG AMEREN DEVELOPMENT AND
OTHER NON-UTILITY SUBSIDIARIES OF AMEREN, is amended and restated to read as
follows:
The applicants propose that Ameren Development, Ameren Energy,
CIC and any direct or indirect Rule 58 Subsidiaries or Non-Exempt
Subsidiaries (including any Intermediate Subsidiary) of Ameren
Development may provide services or sell goods to each other at fair
market prices determined without regard to cost, and therefore request
an exemption pursuant to Section 13(b) from the cost standard of Rules
90 and 91 as applicable to such transactions, in any case in which any
of the following circumstances may apply:
(i) The client company is a FUCO or foreign EWG that derives
no part of its income, directly or indirectly, from the
generation, transmission, or distribution of electric energy
for sale within the United States;
(ii) The client company is an EWG that sells electricity at
market-based rates which have been approved by the Federal
Energy Regulatory Commission ("FERC"), provided that the
purchaser thereof is not an Operating Company;
(iii) The client company is a "qualifying facility" ("QF")
within the meaning of the Public Utility Regulatory Policies
Act of 1978, as amended ("PURPA") that sells electricity
exclusively (a) at rates negotiated at arms'-length to one or
more industrial or commercial customers purchasing such
electricity for their own use and not for resale, and/or (ii)
to an electric utility company (other than an Operating
Company) at the purchaser's "avoided cost" as determined in
accordance with the regulations under PURPA;
(iv) The client company is a domestic EWG or QF that sells
electricity at rates based upon its cost of service, as
approved by FERC or any state public utility commission having
jurisdiction, provided that the purchaser thereof is not an
Operating Company; or
(v) Ameren does not own 100% of the capital stock of such
non-utility client company, provided that the ultimate
purchaser of such goods or services is not an Operating
Company.
To the extent not otherwise exempt, the applicants also
request an exemption from Section 13(b) of the Act in connection with
the performance of Administrative Activities or Development Activities
for (1) any partially-owned Rule 58 Subsidiary or Non-Exempt
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<PAGE>
Subsidiary, provided that the ultimate purchaser of such services is
not an Operating Company or Ameren Services or any other subsidiary
formed by Ameren, directly or indirectly, whose activities and
operations are primarily related to the provision of services to the
Operating Companies. In addition, the applicants request that the
exemption apply to services provided by any Non-Exempt Subsidiary to
any other Non-Exempt Subsidiary if (a) such client company is a
subsidiary of Ameren the sole business of which is developing, owning,
operating and/or providing services to other affiliated companies
described in subparagraphs (i) through (v), above, or (b) such client
company does not derive, directly or indirectly, any material part of
its income from sources within the United States and is not a
public-utility company operating within the United States.1
2. The final paragraph of ITEM 1.9 - SALE OF CERTAIN GOODS AND SERVICES
BY RULE 58 SUBSIDIARIES AND SPECIAL-PURPOSE SUBSIDIARIES OUTSIDE THE UNITED
STATES, is amended and restated to read as follows:
Ameren Development requests that the Commission (i) reserve
jurisdiction over electricity and energy commodity brokering and
marketing activities of Ameren Energy (and of any other future Rule 58
Subsidiary or Special-Purpose Subsidiary) outside the United States and
Canada pending completion of the record in this proceeding,2 (ii)
authorize the proposed sale of Energy Management Services and Technical
Support Services and related customer financing anywhere outside the
United States,3 and (iii) reserve jurisdiction over sale of the
remaining goods and services described above outside the United States,
pending completion of the record.
- --------
1 In Entergy Corporation, et al., Holding Co. Act Rel. No.
27039 (June 22, 1999), the Commission granted an exemption under
Section 13(b) on substantially the same terms with respect to proposed
transactions among non-utility subsidiaries of a registered holding
company.
2 See Southern Energy, Inc., Holding Co. Act Rel. No. 27020
(May 13, 1999) (supplemental order amending prior order to permit
registered holding company subsidiary to engage in power and gas
marketing activities in Canada and reserving jurisdiction over such
activities outside the United States and Canada).
3 The Commission has heretofore authorized non-utility
subsidiaries of a registered holding company to sell similarly-defined
energy management services and technical support services to customers
both within and outside the United States. See Columbia Energy Group,
et al., Holding Co. Act Rel. No. 26868 (May 6, 1998); and Cinergy
Corp.,et al., Holding Co. Act Rel. No. 26662 (February 7, 1997).
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<PAGE>
SIGNATURES
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, the undersigned companies have duly caused this statement to be signed
on their behalf by the undersigned thereunto duly authorized.
Ameren Corporation
By: /s/ Steven R. Sullivan
----------------------
Name: Steven R. Sullivan
Title: Vice President and Secretary
Union Electric Company
By: /s/ Steven R. Sullivan
----------------------
Name: Steven R. Sullivan
Title: Vice President and Secretary
Union Electric Development Corporation
By: /s/ Steven R. Sullivan
----------------------
Name: Steven R. Sullivan
Title: Vice President
Ameren Development Company
By: /s/ Steven R. Sullivan
----------------------
Name: Steven R. Sullivan
Title: Vice President
(Signatures continued on next page)
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<PAGE>
Ameren ERC, Inc.
By: /s/ Steven R. Sullivan
----------------------
Name: Steven R. Sullivan
Title: Vice President
Ameren Energy, Inc.
By: /s/ Steven R. Sullivan
----------------------
Name: Steven R. Sullivan
Title: Vice President
Central Illinois Public Service Company
By: /s/ Steven R. Sullivan
----------------------
Name: Steven R. Sullivan
Title: Vice President
CIPSCO Investment Company
By: /s/ Steven R. Sullivan
----------------------
Name: Steven R. Sullivan
Title: Secretary
Dated: June 25, 1999
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