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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
ENRON TEESSIDE OPERATIONS 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 Enron Teesside Operations Limited ("ETOL"), a
limited liability company incorporated under the laws of England and Wales, for
the purpose of notifying the Securities and Exchange Commission that ETOL will
become a "foreign utility company" under such Section 33(a) upon the date of
transfer to ETOL of the Wilton Power Station and electricity transmission and
distribution facilities described below (the "Facilities").
ICI Chemicals and Polymers Ltd. ("C&P"), a limited liability company
incorporated under the laws of England and Wales, and Imperial Chemical
Industries plc ("ICI"), a public limited company incorporated under the laws of
England and Wales, have entered into a Sale of Business Agreement (the
"Agreement"), dated 26th November 1998, with ETOL, under which Agreement ICI
and C&P are proposing to transfer to ETOL the Teesside Utilities and Services
Business of ICI and C&P, including, inter alia, the Facilities.
Enron indirectly owns 100% of the shares in ETOL in the following
manner: (i) Enron owns 100% of the shares in Enron Power Corp., a Delaware
corporation, and 100% of the membership interests in Enron Europe L.L.C., a
Delaware limited liability company; (ii) Enron Power Corp. owns 87.5% of the
shares in Enron Europe Limited, a limited liability company incorporated under
the laws of England and Wales, and Enron Europe L.L.C. owns the remaining 12.5%
of the shares in Enron Europe Limited; (iii) Enron Europe Limited owns 100% of
the shares in Teesside Operations (Holdings) 2 Limited, a limited liability
company incorporated under the laws of England and Wales; (iv) Teesside
Operations (Holdings) 2 Limited owns 100% of the shares in Teesside Operations
(Holdings) Ltd., a limited liability company incorporated under the laws of
England and Wales; and (v) Teesside Operations (Holdings) Ltd. owns 100% of the
shares in ETOL.
ITEM 1
Set forth below is the following information for ETOL: (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.
(a) Name: Enron Teesside Operations Limited
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(b) Business Address: 4 Millbank, London SW1P 3ET, England, U.K.
(c) Description of Facilities:
(i) The Wilton Power Station, located at Wilton,
Middlesbrough, Cleveland, England, being a combined heat
and power station producing controlled-pressure steam
with electricity generation as a secondary function, with
a gross electrical generation capacity of 154 MW;
(ii) an electrical distribution system located at Wilton,
Middlesbrough, Cleveland, England and connected, inter
alia, to the aforementioned Wilton Power Station and the
United Kingdom National Grid, such system comprising,
inter alia, four primary substations, 80 secondary
substations, 400 miles of high voltage cables and over
250 transformers.
(d) Shareholders: As set forth above, 100% of the shares in ETOL are
indirectly owned by Enron.
ITEM 2
Domestic Associate Public-Utility Companies. A 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 will be an "associate company" of ETOL,
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
will not own any of the shares of ETOL.
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/ James V. Derrick, Jr.
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Name: James V. Derrick, Jr.
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Title: Senior Vice President
and General Counsel
December 17, 1998
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