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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed Under Section 33(a) of the
Public Utility Holding Company Act of 1935, as amended
Finsa Energeticos, S. de R.L. de C.V.
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(Name of foreign utility company)
The Brooklyn Union Gas Company
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(Name of filing company, if filed on behalf of
foreign utility company)
Item 1
The name of the entity claiming foreign utility company status under
Section 33(a) of the Public Utility Holding Company Act of 1935 ("PUHCA") is
Finsa Energeticos, S. de R.L. de C.V. ("Finsa Energeticos"), a Mexican
company that is an associate (as defined in PUHCA) of The Brooklyn Union Gas
Company ("Brooklyn Union"). Finsa Energeticos's business address is Paseo de
la Reforma Num. 300, Piso 14, Col. Juarez, Mexico City, DF, 06600 Mexico.
Finsa Energeticos owns and operates a natural gas transportation system that
serves an industrial park in Matamoros, Tamaulipas, Mexico. Its facilities
consist of low to medium pressure gas pipelines and related facilities
necessary to operate and maintain this system. Finsa Energeticos may also
develop, own and operate gas distribution facilities and facilities for the
natural gas-fired generation of electric power for use by commercial and
industrial customers.
The ownership structure of Finsa Energeticos is as follows: (1) Grupo
KeySpan, S. de R.L. de C.V. ("Grupo KeySpan"), a Mexican company, owns a 50%
voting interest in Finsa Energeticos and (2) Sergio Arguelles Gutierrez and
Sergio R. Arguelles Gonzalez, who are father and son and citizens of the
United Mexican States, own voting interests of 32.5% and 17.5%, respectively,
in Finsa Energeticos. Grupo KeySpan is owned 99.9% by KeySpan CI II, Ltd., a
Cayman Island company ("KeySpan CI") that is owned 100% by KeySpan
International Corporation, a Delaware corporation ("KeySpan International")
that also owns 0.1% of Grupo KeySpan.
Item 2
Brooklyn Union is a public utility company that primarily distributes
and sells gas at
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retail to customers located in New York City. As of the close of
business on September 29, 1997, KeySpan Energy Corporation ("KeySpan
Energy") became the parent corporation of Brooklyn Union and KeySpan
International, and KeySpan CI became an indirect wholly-owned subsidiary of
KeySpan Energy. KeySpan Energy owns, indirectly through KeySpan
International, KeySpan CI, and Grupo KeySpan, a 50% voting interest in Finsa
Energeticos. The purchase price paid to acquire this indirect ownership
interest in Finsa Energeticos was approximately US$2,000,000. Finsa
Energeticos is (1) an associate, but not an affiliate or subsidiary (as those
terms are defined in PUHCA), of Brooklyn Union and (2) a subsidiary of
KeySpan Energy.
Exhibit A
Attached hereto as Exhibit A is a copy of the state certification,
required under Section 33(a)(2) of PUHCA, that Brooklyn Union received from
the New York Public Service Commission ("NYPSC"). The NYPSC sent this
certification to the Securities and Exchange Commission in October 1996, and
it has not been revised or withdrawn.
The undersigned company has duly caused this statement to be signed on
its behalf by the undersigned thereunto duly authorized.
The Brooklyn Union Gas Company
By: /s/ R.R. WIECZOREK
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Name: R.R. WIECZOREK
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Title: Vice President, Secretary &
Treasurer
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Date: December 9, 1997
2
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EXHIBIT A
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[ Letterhead ]
October 23, 1996
Mr. Robert P. Wason
Securities and Exchange Commission
Mail Stop 10-6
450 Fifth Street NW
Washington, DC 20549
SUBJECT: The Brooklyn Union Gas Company
Form U-57
Dear Mr. Wason:
This is sent to you in response to a request from The Brooklyn Union Gas
Company for a certification pursuant to the Public Utility Holding Company
Act of 1935 at Section 33(a) that this commission has the authority and
resources to protect ratepayers subject to our jurisdiction and that it
intends to exercise its authority.
Please be advised that pursuant to the New York State Public Service Law and
rules and regulations adopted pursuant thereto and published in Volume 16 of
the Official Compilation of New York Codes, Rules and Regulations), the New
York Public Service Commission has the authority and also has the resources
to protect the ratepayers of The Brooklyn Union Gas Company, and it does now
and expects to continue exercising such authority.
This certification is made with the understanding that it may be revised or
withdrawn prospectively by written notice to you.
Very truly yours,
/s/ John C. Crary
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John C. Crary
Secretary