SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
FORM U-6B-2
Certificate of Notification
Filed by a registered holding company or subsidiary thereof pursuant to
Rule U-20-(d) [Reg. Section 250.20, Paragraph 36,652] or U-47 [Reg. Section
250.47, Paragraph 36,620] adopted under the Public Utility Holding Company Act
of 1935
Certificate is filed by: New Century Energies, Inc. on behalf of Denver City
Energy Associates, L.P.
This certificate is notice that the above named company has issued,
renewed or guaranteed the security or securities described herein which issue,
renewal or guaranty was exempted from the provisions of Section 6(a) of the Act
and was neither the subject of a declaration or application on Form U-1 nor
included within the exemption provided by Rule U-48 [Reg. Section 250.48,
Paragraph 36,621].
1. Type of the security or securities: secured note
2. Issue, renewal or guaranty: issue
3. Principal amount of each security: $195 million
4. Rate of interest per annum of each security: Interest rate for base rate loan
is the greater of (i) the prime commercial lending rate or (ii) the Federal
Funds rate plus 50 basis points plus increasing credit spread. Interest rate
for LIBOR rate loan is LIBOR plus increasing credit spread with a rate swap
agreement which fixed the LIBOR rate at 6.09%
5. Date of issue, renewal or guaranty of each security: January 9, 1998
6. If renewal of security, give date of original issue: Not applicable.
7. Date of maturity of each security: 17 years after commercial operation date.
8. Name of the person to whom each security was issued, renewed or guaranteed:
Societe Generale
9. Collateral given with each security, if any: first mortgage on all assets of
Denver City Energy Associates, L.P.
10. Consideration received for each security: $195 million
11.Application of proceeds of each security: Proceeds used to develop,
construct and own a combined cycle electric generating facility.
12.Indicate by a check after the applicable statement below whether the issue,
renewal or guaranty of each security was exempt from the provisions of
Section 6(a) because of:
a) the provisions contained in the first sentence of Section 6(b):
Not applicable
b) the provisions contained in the fourth sentence of Section 6(b): Not
applicable
c) the provisions contained in any rule of the commission other than Rule
U-48: X
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13.If the security or securities were exempt from the provisions of Section
6(a) by virtue of the first sentence of Section 6(b), give the figures which
indicate that the security
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or securities aggregate (together with all other than outstanding notes and
drafts of a maturity of nine months or less, exclusive of days of grace,
as to which such company is primarily or secondarily liable) not more
than 5 per centum of the principal amount and par value of the other
securities of such company then outstanding. (Demand notes, regardless of
how long they may have been outstanding, shall be considered as maturing
in not more than nine months for purposes of the exemption from Section
6(a) of the Act granted by the first sentence of Section 6(b)).
Not applicable.
14.If the security or securities are exempt from the provisions of Section 6(a)
because of the fourth sentence of Section 6(b), name the security outstanding
on January 1, 1935, pursuant to the terms of which the security or securities
herein described have been issued.
Not applicable.
15.If the security or securities are exempt from the provisions of Section 6(a)
because of any rule of the Commission other than Rule U-48 [Reg. Section
250.48, Paragraph 36,621] designate the rule under which exemption is
claimed.
Rule 52
New Century Energies, Inc.
By: /s/James D. Steinhilper
James D. Steinhilper
Treasurer
Date: August 5, 1998
