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SECURITIES AND EXCHANGE COMMISSION
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,
ON BEHALF OF
SUTTON BRIDGE POWER
AND
ENRON CAPITAL & TRADE RESOURCES LIMITED
Enron Corp., an Oregon corporation ("Enron"), hereby files this Form
U-57 under Section 33(a) of the Public Utility Holding Company Act of 1935, as
amended (the "Act"), on behalf of Sutton Bridge Power, a company incorporated
under the laws of England and Wales with unlimited liability ("SBP"), and Enron
Capital & Trade Resources Limited, a company incorporated under the laws of
England and Wales with limited liability ("ECTRL"), for the purpose of
notifying the Securities and Exchange Commission (the "Commission") that SBP is
a "foreign utility company" under such Section 33(a) and, if ECTRL were deemed
to be a "electric utility company" (as defined in the Act), it would also be
such a "foreign utility company".
Enron has made indirect equity investments in SBP and ECTRL in the
following manner:
SBP
Enron owns 100% of the voting securities of Enron Power Corp. a
Delaware corporation, which owns 100% of the voting securities of EEL Company
Limited, a company incorporated under the laws of England and Wales. EEL
Company Limited owns 50% of the voting securities of Enron SB Limited, a
company incorporated under the laws of England and Wales, which, in turn, owns
100% of the voting securities of SBP.
ECTRL
EEL Company Limited, the above mentioned wholly-owned subsidiary of
Enron Power Corp., also owns 100% of the outstanding voting securities of
ECTRL.
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ITEM 1
Set forth below is the following information for each of SBP and
ECTRL: (a) its name; (b) its business address; (c) a description of its
facilities used for the generation, transmission and distribution of electric
energy for sale; and (d) to the extent known, the name of each person that
holds five percent or more of any class of its voting securities.
SBP
(a) Name: Sutton Bridge Power
(b) Business Address: Four Milbank, London SWIP 3ET, England
(c) Description of Facilities: SBP is in the process of developing
and constructing, and will own and operate, a combined cycle gas turbine
electric power station (the "Station") to be located in Sutton Bridge,
Lincolnshire, England. The Station is expected to have a net generating
capacity of approximately 790 MW. The Station will be connected by an
approximately 3.5 kilometer overhead 400 KV transmission line to the national
electricity transmission system in England and Wales through an existing
substation at Walpole, England owned by The National Grid Company plc. Although
SBP will own and operate an approximately 2.2 kilometer pipeline that will
transport natural gas from the main National Transmission System to the
Station, it does not own or operate any facility used for the distribution of
natural or manufactured gas.
(d) Shareholders: All the outstanding shares of SBP are owned by
Enron SB Limited. EEL Company Limited, an indirect wholly-owned subsidiary of
Enron, owns 50% of the outstanding voting securities of Enron SB Limited. The
remaining 50% of the voting securities of Enron SB Limited are owned by Sutton
Bridge Investors, a company incorporated under the laws of England and Wales,
that is indirectly wholly-owned by various pension funds and life insurance
companies.
ECTRL
(a) Name: Enron Capital & Trade Resources Limited
(b) Business Address: Four Milbank, London SWIP 3ET, England
(c) Description of Facilities: ECTRL does not own or operate any
facility used for the generation, transmission and distribution of electric
energy for sale or for the distribution of natural or manufactured gas. ECTRL,
however, has entered into a Capacity and Tolling Agreement, dated 30 May 1997
(the "Capacity and Tolling Agreement"), with SBP, pursuant to which SBP is to
make the generating capacity at the Station available to ECTRL and to sell the
electricity generated at the Station to the Pool, the electricity trading
market in England and Wales, and to a neighboring industrial estate, in
accordance with ECTRL's instructions. SBP will be obligated to pay ECTRL
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the corresponding payments received from the Pool and such industrial estate
for such electricity and for certain ancillary services. The initial term of
the Capacity and Tolling Agreement expires on May 1, 2014, but may be extended
for additional periods. Upon expiration of the Capacity and Tolling Agreement,
SBP may enter into comparable agreements with ECTRL or another energy and
capacity customer or make other arrangements for the disposition of the
electricity generated at the Station.
Under the Capacity and Tolling Agreement, ECTRL has various rights
which extend beyond the purchase of capacity and tolling of gas at the Station.
These rights include the right to direct SBP in the commercial operation of the
Station, the right to approve of changes to contracts governing the Station and
the right to exclusive use of the Station during the term of the Capacity and
Tolling Agreement. Because of the rights granted to ECTRL, when considered in
their entirety, this filing is also made on behalf of ECTRL. Such filing does
not constitute an admission, however, that ECTRL is, in fact, an "electric
utility company" within the meaning of the Act or for any other purpose.
(d) Shareholders: All the outstanding shares of ECTRL are owned
by EEL Company Limited, an indirect wholly-owned subsidiary of Enron.
ITEM 2
Domestic Associate Public-utility Companies. A wholly-owned subsidiary
of Enron, Portland General Electric Company, an Oregon corporation, is a public
utility that is engaged in the generation, transmission and distribution of
electricity predominately in the State of Oregon. Accordingly, Enron is a
"holding company" and Portland General Electric Company is an "associate
company" of SBP and ECTRL, as such terms are defined in the Act. Enron is
exempt from the provisions of the Act (other than Section 9(a)(2)) by reason of
Section 3(a)(1) of the Act and Rule 250.2 promulgated under the Act. Portland
General Electric Company does not own any of the shares of SBP or ECTRL.
State Commission Certification. The certification of the Oregon Public
Utility Commission that is required under Section 33(a)(2) of the Act was filed
by Enron with the Commission on July 18, 1997, as an attachment to a Form U-57
on behalf of Companhia Estadual de Gas do Rio de Janeiro and Riogas S.A. Such
certification is hereby incorporated by reference.
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The undersigned company has duly caused this statement to be signed on
its behalf by the undersigned thereunto duly authorized.
ENRON CORP.
By: /s/ Robert H. Butts
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Name: Robert H. Butts
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Title: Vice President and Controller
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July 23, 1997
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