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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-6B-2
Certificate of Notification
Filed by a registered holding company or subsidiary thereof pursuant
to Rule U-20-(d) [Reg. Section 250.20, P. 36,652] or U-47 [Reg. Section 250.47,
P. 36,620] adopted under the Public Utility Holding Company Act of 1935
Certificate is filed by: Conectiv and Subsidiaries
This certificate is notice that the above named company has issued,
renewed or guaranteed the security or securities described herein which issue,
renewal or guaranty was exempted from the provisions of Section 6(a) of the Act
and was neither the subject of a declaration or application on Form U-1 nor
included within the exemption provided by Rule U-48 [Reg. Section 250.48, P.
36,621].
1. Type of the security or securities ("draft," promissory note"): See
Schedule I.
2. Issue, renewal or guaranty: Common Stock and Long-Term Promissory Notes
are new issues. Short-Term Promissory Notes represent cash advances
directly from Conectiv. Money Pool Advances represent short-term
borrowings from the Conectiv System Money Pool.
3. Principal amount of each security: See Schedule I.
4. Rate of interest per annum of each security: See Schedule I
5. Date of issue, renewal or guaranty of each security: See Schedule I.
6. If renewal of security, give date of original issue: Not applicable.
7. Date of maturity of each security: See Schedule I.
8. Name of the person to whom each security was issued, renewed or
guaranteed: Conectiv.
9. Collateral given with each security, if any: None.
10. Consideration received for each security: For stock, consideration is
par value. For debt, consideration is principal amount.
11. Application of proceeds of each security: General corporate funds for
use in ordinary course of business.
12. Indicate by a check after the applicable statement below whether the
issue, renewal or guaranty of each security was exempt from the
provisions of Section 6(a) because of:
a) the provisions contained in the first sentence of Section 6(b):
b) the provisions contained in the fourth sentence of Section 6(b):
c) the provisions contained in any rule of the commission other than
Rule U-48: /x/
13. If the security or securities were exempt from the provisions of Section
6(a) by virtue of the first sentence of Section 6(b), give the figures
which indicate that the security or securities aggregate (together with
all other than outstanding notes and drafts of a maturity of nine months
or less, exclusive of days of grace, as to which such company is
primarily or secondarily liable) not more than 5 percentum of the
principal amount and par value of the other securities of such company
then outstanding. (Demand notes, regardless of how long they may have
been outstanding, shall be considered as maturing in not more than nine
months
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for purposes of the exemption from Section 6(a) or the Act granted by the
first sentence of Section 6(b). Not applicable.
14. If the security or securities are exempt from the provisions of Section
6(a) because of the fourth sentence of Section 6(b), name the security
outstanding on January 1, 1935, pursuant to the terms of which the
security or securities herein described have been issued. Not
applicable.
15. If the security or securities are exempt from the provisions of Section
6(a) because of any rule of the Commission other than Rule U-48 [Reg.
ss. 250.48, P. 36,621] designate the rule under which exemption is
claimed. Rule 52.
CONECTIV
By: /s/ Louis M. Walters
--------------------
Louis M. Walters
Treasurer
Date: May 28, 1998
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Form U-6B-2
Schedule I
CONECTIV AND SUBSIDIARIES
QUARTER ENDED MARCH 31, 1998
<TABLE>
<CAPTION>
Issued during Quarter Balance at End of Quarter
--------------------- -------------------------------
Installment Short-Term Money Pool
Company Common Stock Promissory Notes Debt(1)(3) Advances(2)(3)
- ------- -------------- ---------------- ---- --------
<S> <C> <C> <C> <C>
Conectiv Resource Partners, Inc. 0 0 0 $19,124
Delmarva Capital Investments, Inc. 0 0 0 1,265,347
ATE Investments, Inc. 0 0 $5,000,000 7,450,918
Conectiv Thermal Systems, Inc.(4) 0 0 89,000,000 5,811,013
Conectiv Services, Inc. 0 0 0 3,377
Atlantic Energy Enterprises, Inc. 0 0 0 348,871
Atlantic Southern Properties, Inc. 0 0 0 12,695
Enerval, LLC 0 0 8,075,000 0
Atlantic City Electric Company 0 0 18,200,000 0
</TABLE>
(1) Interest rate: 6%
(2) Interest rate: 5.71%
(3) Due on demand, but in no case later than 5/1/99
(4) Formerly Atlantic Thermal Systems, Inc.
