<PAGE> 1
Filed with the Securities
and Exchange Commission
on November 25, 1998
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
- --------------------------------------
|
In the Matter of | INTERIM CERTIFICATE
|
Conectiv and Subsidiaries | OF
|
File No. 70-9095 | NOTIFICATION
|
(Public Utility Holding Company | PURSUANT TO RULE 24
Act of 1935) |
|
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This Certificate of Notification is filed by Conectiv, a Delaware
corporation, pursuant to Rule 24 (17 C.F.R. Section 250.24). Such filing is made
in connection with Conectiv's Form U-1 Application-Declaration, as amended (the
"Application-Declaration"), and authorized by the order (the "Order") of the
Securities and Exchange Commission (the "Commission") dated February 26,1998, in
the above-referenced file. The Order directed that Conectiv file with the
Commission quarterly certificates pursuant to Rule 24 within 60 days after each
of the first three calendar quarters and within 90 days after the last calendar
quarter. This certificate reports transactions from the period July 1, 1998
through September 30, 1998. Capitalized terms not otherwise defined herein have
the meaning ascribed in the Application-Declaration.
1. Conectiv Common Stock issued during period (new issue shares only):
None
2. Conectiv Common Stock issued pursuant to dividend reinvestment plans and
Common Stock and options issued pursuant to benefit plans:
<TABLE>
<CAPTION>
Common Stock #Of Shares Issued During Period Cumulative # Of Shares Issued
- ------------ ------------------------------- -----------------------------
<S> <C> <C>
Dividend Reinvestment 0 0
Employee Benefit Plans 0 0
</TABLE>
During the period there were awards of 8,200 stock options and 2,500 shares of
restricted stock issued under the Conectiv Incentive Compensation Plan. There
was no distribution of Conectiv shares during the period under the Conectiv
Incentive Compensation Plan or the Delmarva Long-Term Incentive Plan. To date
awards under the employee benefit plans include 1,039,000 stock options and
52,700 shares of restricted stock.
Note: Cumulative shares issued for dividend reinvestment plans cannot exceed 5
million shares; cumulative shares issued for employee benefit plans cannot
exceed 5 million shares.
3. Conectiv Common Stock issued for acquisitions:
<TABLE>
<CAPTION>
#Of Shares Issued During Period Value per Share Restricted (Y/N)
- ------------------------------- --------------- ----------------
<S> <C> <C>
0 N/A N/A
</TABLE>
<PAGE> 2
4. Conectiv Long-Term Debt issued during period:
None
Aggregate long-term debt financing by Conectiv cannot exceed $250 million.
5. Short-Term Debt issued by Conectiv and Delmarva during period:
<TABLE>
<CAPTION>
Balance at Period-End Weighted Average Cost Highest Daily Balance
--------------------- --------------------- ---------------------
<S> <C> <C> <C>
Conectiv $259,500,000 6.14% $259,900,000
Delmarva 0 5.61% 82,000,000
</TABLE>
Note: The aggregate daily balance of Conectiv and Delmarva cannot exceed $500
million; Delmarva's daily balance cannot exceed $275 million.
6. Interest rate risk management transactions during period by Conectiv and/or
Utility Subsidiaries:
No activity.
7. Utility Subsidiary financings during period:
Delmarva: See Item 5 above.
Atlantic: Pursuant to the Order in this file, Atlantic Electric formed a special
purpose subsidiary, Atlantic Capital II, for the purpose of issuing preferred
securities and investing the proceeds in Junior Subordinated Debentures issued
by Atlantic Electric pursuant to the order of the New Jersey Board of Public
Utilities and Rule 52.
Note: Short-term and long-term financings by Atlantic Electric are exempt
pursuant to Rule 52; long-term financings by Delmarva are exempt pursuant to
Rule 52.
8. Non-utility financing during period not exempt pursuant to Rule 52:
None.
9. Guarantees issued by Conectiv and Non-utility Subsidiaries during period:
<TABLE>
<CAPTION>
ISSUER OF GUARANTEE ISSUED ON BEHALF OF AMOUNT TYPE OF GUARANTEE
------------------- ------------------- ------ -----------------
<S> <C> <C> <C>
None Issued during this
quarter
</TABLE>
As of the end of the period total guarantees by Conectiv are $80,084,091 and
total guarantees by Non-Utility Subsidiaries are $7,145,000.
Note: Guarantees by Conectiv cannot exceed $350 million; guarantees by
Non-utility Subsidiaries cannot exceed $100 million.
<PAGE> 3
10. Borrowings from System Money Pool during period:
Borrowings by individual Non-Utility Subsidiaries did not exceed $25 million at
any point during the period and are reported on Form U-6B-2 filed
contemporaneously herewith. Delmarva did not participate in the Money Pool until
September 9, 1998. Jurisdiction was reserved over such participation pending
completion of the record until the order dated August 22, 1998.
11. Forms U-6B-2 filed with Commission during period:
<TABLE>
<CAPTION>
Filing Entity Date of Filing
- ------------- --------------
<S> <C>
ATE Investment November 25, 1998
Atlantic City Electric Company November 25, 1998
Atlantic Energy Enterprises, Inc. November 25, 1998
Conectiv Services, Inc. November 25, 1998
Delmarva Capital Investments, Inc. November 25, 1998
Conectiv Communications November 25, 1998
</TABLE>
12. Financial Statements
- Conectiv Balance Sheet (Incorporated by reference to the filing of
Conectiv on Form 10-Q for the period ended September 30, 1998)
- Delmarva Balance Sheet (Incorporated by reference to the filing of
Delmarva on Form 10-Q for the period ended September 30, 1998)
13. Registration Statements filed pursuant to the Securities Act of 1933:
- Atlantic Capital II S-3 filed 9/15/98
- Atlantic Capital II S-3/A filed 10/22/98
<PAGE> 4
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, the undersigned companies have duly caused this Certificate of
Notification to be signed on their behalf by the undersigned thereunto duly
authorized.
The signatures of the applicants and of the persons signing on their
behalf are restricted to the information contained in this application which is
pertinent to the application of the respective companies.
CONECTIV
DELMARVA POWER & LIGHT COMPANY
CONECTIV ENERGY SUPPLY COMPANY
DELMARVA CAPITAL INVESTMENTS, INC.
CONECTIV SERVICES, INC.
DCI I, INC.
DCI II, INC.
DCTC-BURNEY, INC.
CHRISTIANA CAPITAL MANAGEMENT, INC.
DELMARVA OPERATING SERVICES COMPANY
POWER CONSULTING GROUP, INC.
CONECTIV SOLUTIONS, LLC
CONECTIV PLUMBING, LLC
ATLANTIC CITY ELECTRIC COMPANY
ATLANTIC ENERGY ENTERPRISES, INC.
ATLANTIC ENERGY INTERNATIONAL, INC.
ATLANTIC GENERATION, INC.
ATLANTIC SOUTHERN PROPERTIES, INC.
ATE INVESTMENT, INC.
CONECTIV THERMAL SYSTEMS, INC.
COASTAL COMM, INC.
ATLANTIC ENERGY TECHNOLOGY, INC.
BINGHAMTON GENERAL, INC.
BINGHAMTON LIMITED, INC.
PEDRICK LIMITED, INC.
PEDRICK GENERAL, INC.
VINELAND LIMITED, INC.
VINELAND GENERAL, INC.
ATLANTIC JERSEY THERMAL SYSTEMS, INC.
ATS OPERATING SERVICES, INC.
THE EARTH EXCHANGE, INC.
ATLANTIC PAXTON COGENERATION, INC.
PETRON OIL CORPORATION
November 25, 1998 /s/ L. M. Walters
-----------------
L. M. Walters
Treasurer
