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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
EPE-EMPRESA PRODUTORA DE ENERGIA LTDA.
Enron Corp. ("Enron"), an Oregon corporation, 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 EPE-Empresa Produtora de Energia Ltda.
("EPE"), a sociedade por quotas de responsabilidade limitada organized and
existing under the laws of the Federative Republic of Brazil, for the purpose
of notifying the Securities and Exchange Commission (the "Commission") that EPE
is a "foreign utility company" under such Section 33(a).
ITEM 1
Set forth below is the following information for EPE: (a) its name;
(b) its business address; (c) a description of its facilities used for the
generation, transmission or 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: EPE-Empresa Produtora de Energia Ltda.
(b) Business Address:
EPE-Empresa Produtora de Energia Ltda.
Rodovia dos Imigrantes No. 3770
Novo Distrito Industrial
Cuiaba, Mato Grosso, Brazil
CEP 78098-840
(c) Description of Facilities: EPE owns a 480 MW natural gas fired
combined cycle electric generation facility located in Cuiaba, Mato Grosso,
Brazil. The facility's capacity and associated electric energy are being
purchased by Furnas Centrais Eletricas S.A., a Brazilian concessionaire of
public electric energy.
(d) Shareholders Holding Five Percent or More of its Voting
Securities: EPE Holdings Ltd. ("EPE Holdings") directly owns a 99% interest in
EPE. EPE Investments Ltd., a wholly-owned subsidiary of EPE Holdings,
directly owns a 1% interest in EPE. The ownership of EPE Holdings is as follows:
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(i) Enron do Brazil Holdings Ltd. ("EdBH"), a company
organized and existing under the laws of the Cayman Islands, owns a
52.625% interest in EPE Holdings. EdBH is a wholly-owned subsidiary
of Enron South America LLC, a limited liability company organized
and existing under the laws of the State of Delaware and a
wholly-owned subsidiary of Enron. Enron is a holding company that
claims exemption from registration pursuant to Rule 2 under Section
3(a)(1) of the Act.
(ii) Shell Cuiaba Holdings Limited ("SCHL"), a company
organized and existing under the laws of the Cayman Islands, owns a
21.875% interest in EPE Holdings. To our knowledge, SCHL is an
indirect, wholly-owned subsidiary of The Shell Petroleum Company
Ltd., a company organized and existing under the laws of Bermuda. To
our knowledge, Shell Transport and Trading owns a 40% interest in
The Shell Petroleum Company Ltd. and Royal Dutch Shell Petroleum
Company owns a 60% interest.
(iii) Transredes-Transporte de Hidrocarburos, S.A.
("Transredes"), a company organized and existing under the laws of
the Republic of Bolivia, owns a 12.50% interest in EPE Holdings. To
our knowledge, Bolivian pension funds and individuals hold a 50%
interest in Transredes, and TR Holdings Ltda. ("TR Holdings") owns
the remaining 50% interest. Enron Transportadora Holdings Ltd., a
company organized and existing under the laws of the Cayman Islands
and an indirect, wholly-owned subsidiary of Enron, owns a 50%
interest in TR Holdings. Shell Gas (Latin America) B.V. ("SGLA"), a
company organized and existing under the laws of The Netherlands,
owns the remaining 50% interest in TR Holdings. To our knowledge,
Shell Transport and Trading owns a 40% interest in SGLA, and Royal
Dutch Shell Petroleum Company owns a 60% interest.
(iv) LJM BrazilCo ("LJM"), a company organized and
existing under the laws of the Cayman Islands, owns a 13% interest
in EPE Holdings. To our knowledge, LJM is a wholly-owned subsidiary
of LJM Cayman, L.P. To our knowledge, Greenwich Natwest and Credit
Suisse collectively own a 94% interest in LJM Cayman, L.P., and an
individual owns a 6% interest.
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
predominantly in the State of Oregon. Accordingly, Enron is a "holding company"
and Portland General Electric Company is an "associate company" of EPE, 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. Enron also has filed an application with the
Commission for an exemption under Section 3(a)(3) and, alternatively, Section
3(a)(5) of the Act. Portland General Electric Company does not own any
interest in EPE.
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
-------------------------------------
Name: Robert H. Butts
Title: Managing Director,
Corporate Accounting
August 4, 2000
