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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
BOBAE CITY GAS CO., LTD.,
DAEIL CITY GAS CO., LTD.,
DONGBU HAEYANG CITY GAS CO., LTD.,
AND
BYUCKSAN ENERGY CO., LTD.
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 Bobae City Gas Co., Ltd. ("Bobae"), Daeil
City Gas Co., Ltd. ("Daeil"), Dongbu Haeyang City Gas Co., Ltd. ("Dongby
Haeyang") and Byucksan Energy Co., Ltd. ("Byucksan Energy"), each a corporation
formed under the laws of the Republic of Korea ("Korea") (collectively, the
"Korean Companies"), for the purpose of notifying the Securities and Exchange
Commission that each Korean Company is a "foreign utility company" under such
Section 33(a). Enron proposes to make an indirect acquisition of an interest in
each Korean Company in the manner described below.
The acquisition will be made by SK-Enron Co., Ltd., a Korean company
("SK-Enron"). Fifty percent of the voting securities of SK-Enron are owned by
SK Corporation, a Korean corporation ("SK"), which has its principal office at
26-4 Yoido-dong, Yongdungpo-gu, Seoul, 150-010, Korea. The other 50% of the
voting securities of SK-Enron are owned by Enron International Korea LLC, a
Delaware limited liability company ("Enron Korea"). Enron Korea is a
wholly-owned subsidiary of Enron International Korea Holdings Company Ltd., a
Cayman Islands company, which is a wholly-owned subsidiary of Enron
International Korea Holding Corp., a Delaware corporation, which is a
wholly-owned subsidiary of Enron.
The voting securities of each Korean Company are presently owned by
the Byucksan Group, a Korean conglomerate. At the closing, the Byucksan Group
will sell to SK-Enron direct or indirect ownership of 100% of the voting
securities of each Korean Company, as set forth below.
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ITEM 1
Set forth below is the following information for each Korean
Company: (a) its name; (b) its business address; (c) a description of its
facilities used for the distribution at retail of natural or manufactured gas
or for the generation of electric energy for sale; and (d) the ownership of
each Korean Company after the closing.
BOBAE
(a) Name: Bobae City Gas Co., Ltd.
(b) Business Address: 837, Palbong-dong, Iksan-si, Jeonrabuk-do, Korea.
(c) Description of Facilities: A gas distribution system serving the
city of Iksan in the western part of Korea.
(d) Shareholders:
Name Shares Percentage
---- ------ ----------
SK-Enron 261,630 51
Daeil 251,370 49
DAEIL
(a) Name: Daeil City Gas Co., Ltd.
(b) Business Address: Hoopyung-1-dong, #311-8, Chuncheon-si,
Kangwon-do, Korea.
(c) Description of Facilities: A gas distribution system serving the
city of Chunchon in the northern part of Korea.
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(d) Shareholders:
Name Shares Percentage
---- ------ ----------
SK-Enron 346,000 86.5
Dongbu Haeyang 54,000 13.5
DONGBU HAEYANG
(a) Name: Dongbu Haeyang City Gas Co., Ltd.
(b) Business Address: 1603-9 Jorye-Dong, Suncheon Shi, Jeonnam-do, Korea.
(c) Description of Facilities: A gas distribution system serving the
city of Sunchon in the southern part of Korea.
(d) Shareholders:
Name Shares Percentage
---- ------ ----------
SK-Enron 1,222,734 100
BYUCKSAN ENERGY
(a) Name: Byucksan Energy Co., Ltd.
(b) Business Address: 803-23, Shinheung-dong, Iksan-si, Jeonrabuk-do,
Korea.
(c) Description of Facilities: A 21 megawatt coal-fired cogeneration
plant located in the city of Iksan, Korea.
(d) Shareholders:
Name Shares Percentage
---- ------ ----------
SK-Enron 485,000 86.84
Dongbu Haeyang 75,000 13.16
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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 each
Korean Company, 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 any Korean Company.
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.
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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James V. Derrick, Jr.
Executive Vice President and
General Counsel
December 13, 1999
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