(As filed June 30, 1999)
File No. 70-9493
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Amendment No. 2
on
FORM U-1/A
APPLICATION/DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
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New Century Energies, Inc.
NC Enterprises, Inc.
1225 17th Street
Denver, Colorado 80202-5533
(Names of companies filing this statement and
addresses of principal executive offices)
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New Century Energies, Inc.
(Name of top registered holding company parent)
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Teresa S. Madden
Controller
New Century Energies, Inc
1225 17th Street, Suite 900
Denver, Colorado 80202-5533
(Name and address of agents for service)
The Commission is requested to send copies of all notices, orders and
communications in connection with this Application or Declaration to:
William M. Dudley, Esq. William T. Baker, Jr., Esq.
New Century Energies, Inc. Thelen Reid & Priest LLP
1225 17th Street, Suite 600 40 West 57th Street
Denver, Colorado 80202-5533 New York, New York 10019
<PAGE>
The Application/Declaration filed in this proceeding on May 3, 1999, as
amended and restated by Amendment No. 1, dated June 22, 1999, is hereby further
amended in the following respects:
1. Footnote 8, which appears in Item 3.2 - Standards of Approval under
Section 10, is amended and restated to read as follows:
"The Applicants believe that NCO&M will not be an "electric utility
company" or "gas utility company" within the meaning of Sections 2(a)(3)
and 2(a)(4) of the Act, respectively. In this regard, the Applicants note
that the Division of Investment Management has agreed not to recommend any
enforcement action under the Act, including Section 2(a)(3) and Section
2(a)(4), against a subsidiary of an exempt holding company which is
proposing to bid on and acquire similar assets at a different United
States military base installation. See Enron Federal Solutions, Inc., SEC
No-Action Letter dated April 8, 1999, 1999 SEC No-Act. LEXIS 414. The
facts and circumstances of the present case, including the description and
uses of the Fort Carson Post distribution facilities and the contractual
undertakings between NCO&M and the Department of the Army, are legally and
factually indistinguishable from those described in the Enron Federal
Solutions letter."
2. Item 3.3 - Rule 54 Analysis, is amended by adding the following two
paragraphs at the end thereof:
"NCE asserts that, since February 26, 1999 (the date of the Commission's
order in File No. 70-9341), there has been no material change in its
consolidated capitalization ratio. NCE further states that this ratio
remains within acceptable ranges and limits. As indicated above, the
proposed transactions will not have a material effect on its
capitalization ratio.
Further, NCE states that its interests in EWGs and FUCOs have contributed
positively to its consolidated earnings. Accordingly, since February 26,
1999, the earnings attributable to NCE's investments in EWGs and FUCOs
have not had an adverse impact on NCE's financial integrity."
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of
1935, as amended, the undersigned companies have duly caused this statement to
be signed on their behalf by the undersigned thereunto duly authorized.
NEW CENTURY ENERGIES, INC.
NC ENTERPRISES, INC.
By: /s/ Richard C. Kelly
Name: Richard C. Kelly
Title: Executive Vice President,
Chief Financial Officer of New Century
Energies, Inc.; Executive Vice
President of NC Enterprises, Inc.
Date: June 30, 1999
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