SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed under Section 33 of the
Public Utility Holding Company Act of 1935, as amended
NRGenerating Holdings (No. 2) GmbH
by
NRG Energy, Inc.
1221 NICOLLET MALL, SUITE 700
MINNEAPOLIS, MN 55403
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NRG Energy, Inc. ("NRG"), a Delaware corporation and majority owned
subsidiary of Xcel Energy, Inc., a Minnesota corporation ("Xcel") and a
registered holding company under the Public Utility Holding Company Act of 1935
(the "Act"), hereby files with the Securities and Exchange Commission (the
"Commission") pursuant to Section 33 of the Act this Form U-57 for the purpose
of notifying the Commission that NRGenerating Holdings (No. 2) GmbH, a company
organized under the laws of Switzerland ("NRGenerating Holdings"), is a "foreign
utility company" ("FUCO") within the meaning of Section 33 of the Act.
NRGenerating Holdings does not derive and will not derive any part of
its income, directly or indirectly, from the generation, transmission or
distribution of electric energy for sale (or the distribution at retail of
natural or manufactured gas for heat, light or power) within the United States.
Neither NRGenerating Holdings nor any of its subsidiary companies is or will be
a public utility operating within the United States.
ITEM 1
Name and Business Address:
NRGenerating Holdings (No. 2) GmbH
Level 22
307 Queen Street
Brisbane, Queensland 4000
Australia
Description of Facilities:
NRGenerating Holdings has formed a partnership with Flinders Labuan (No. 1)
Ltd and Flinders Labuan (No.2) Ltd, both companies limited by shares and
organized under the laws of Labuan, to acquire interests in and operate two
power stations owned by the government of South Australia, Australia. Under
the agreements, NRGenerating Holdings will receive a 50% interest in a
100-year lease of the 240-megawatt Playford Power Station and the
520-megawatt Northern Power Station, both located in Port Augusta,
approximately 190 miles north of Adelaide, South Australia. NRGenerating
Holdings also will receive a 50% interest in a lease, for a period not to
exceed 30-years, of fuel-related assets, including the Leigh Creek coal
mine 175 miles north of the power stations and a dedicated rail line
between the mine and the power stations. The partners of NRGenerating
Holdings will hold the remaining lease interests in the power stations and
fuel-related assets.
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In addition, NRGenerating Holdings and its partners will provide gas to,
and purchase electricity from, a 190-megawatt South Australian
co-generation facility owned by Osborn Cogeneration Pty Ltd, an unrelated
limited liability company organized under the laws of Australia.
Ownership:
NRGenerating Holdings is a company organized under the laws of Switzerland.
NRGenerating Holdings is an indirect, wholly-owned subsidiary of NRG, which
in turn is owned 82% by Xcel and 18% by the general public. Xcel is the
registered holding company formed by the recent merger of Northern States
Power Company, a Minnesota corporation ("NSP-MN") and New Century Energies,
a Delaware corporation.
ITEM 2
The domestic associate public utility companies of NRGenerating
Holdings are: NSP-MN; Northern States Power Company, a Wisconsin corporation
("NSP-WI"); Black Mountain Gas Company, a Minnesota corporation ("BMGC")1;
Southwestern Public Service, a New Mexico corporation ("SPS"); Public Service
Company of Colorado, a Colorado corporation ("PSCo"); and Cheyenne Light, Fuel
and Power Company, a Wyoming corporation ("Cheyenne") (collectively, the
"Associate Companies").
No Associate Company has made an investment in, nor has any
contractual relationship with, NRGenerating Holdings, nor is any such investment
or contractual relationship contemplated.
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1 BMGC was formed to own and operate the natural gas and propane services
formerly operated by NSP-MN after its merger with Black Mountain Gas
Company, an Arizona corporation. The spin-down of operations from NSP-MN to
BMGC was approved by the Commission on August 16, 2000, in Holding Co. Act
Release No. 27212 and is expected to occur in the immediate future.
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The Associate Companies are all subsidiaries of Xcel, a registered
holding company, and therefore the certification of state commissions is not
required under Section 33(a)(2) of the Act.
The Commission is requested to mail copies of all correspondence
relating to this Notification to:
Shaun Messer
NRG Asia-Pacific Ltd
Level 22
307 Queen Street
Brisbane, Queensland 4000
Australia
Glenn J. Berger, Esq.
W. Mason Emnett, Esq.
Skadden, Arps, Slate, Meagher & Flom LLP
1440 New York Ave. NW
Washington, D.C. 20005
The undersigned company has duly caused this statement to be signed on
its behalf by the undersigned officer thereunto duly authorized.
NRG Energy, Inc.
By: /s/ James J. Bender
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Name: James J. Bender
Title: Vice President & General
Counsel
Date: August 23, 2000
