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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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In the Matter of INTERIM CERTIFICATE
Conectiv and Subsidiaries OF
File No. 70-9095 NOTIFICATION
(Public Utility Holding Company
Act of 1935) PURSUANT TO RULE 24
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This Certificate of Notification is filed by Conectiv, a Delaware
corporation, pursuant to Rule 24 (18 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 March 1, 1998
through March 31, 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 #0f Shares Issued During Period Cumulative # 0f Shares Issued
- ------------ ------------------------------- -----------------------------
<S> <C> <C>
Dividend Reinvestment 0 0
Employee Benefit Plans 0 0
</TABLE>
Awards under the Conectiv Incentive Compensation Plan during the period included
1,030,800 stock options and 50,200 shares of restricted stock. The strike price
for such awards was $22.84375 per share. There was no distribution of Conectiv
shares during the period under the Conectiv Incentive Compensation Plan.
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>
#0f Shares Issued During Period Value per Share Restricted (Y/N)
- ------------------------------- --------------- ----------------
<S> <C> <C>
0 N/A N/A
</TABLE>
4. Conectiv Long-Term Debt issued during period:
Note: The Commission has reserved jurisdiction over the issuance of long-term
debt by Conectiv.
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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 $165,000,000 5.998% $165,000,000
Delmarva 2,300,000 5.639% 29,600,000
</TABLE>
Note: Conectiv's daily balance 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.
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 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>
Conectiv Atlantic Generation $6,000,000 Guarantee
Conectiv Conectiv Thermal 31,000,000 Guarantee
Conectiv Atlantic Generation 5,250,000 Letter of Credit
Conectiv Conectiv Thermal 27,918,656 Letters of Credit
Conectiv Enerval 1,600,000 Letter of Credit
---------
$71,768,656
Atlantic Enterprises Enerval $2,250,000 Guarantee
Atlantic Generation Cogeneration Partners of America 2,000,000 Guarantee
Atlantic Generation Vineland Cogeneration 1,374,000 Take or Pays
Atlantic Generation Binghamton Cogeneration 271,000 Escrow
Atlantic Generation Vineland Cogeneration 3,500,000 Capacity deficiency charge
Atlantic Generation Enerval 1,200,000 Pledge of assets
---------
$10,595,000
</TABLE>
Note: Guarantees by Conectiv cannot exceed $350 million; guarantees by
Non-utility Subsidiaries cannot exceed $100 million.
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
during this period. Jurisdiction was reserved over such participation pending
completion of the record.
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11. Forms U-6B-2 filed with Commission during period:
<TABLE>
<CAPTION>
Filing Entity Date of Filing
- ------------- --------------
<S> <C>
ATE Investment May 28, 1998
Atlantic City Electric Company May 28, 1998
Atlantic Energy Enterprises, Inc. May 28, 1998
Atlantic Thermal Systems, Inc. May 28, 1998
Conectiv Resource Partners, Inc. May 28, 1998
Conectiv Services, Inc. May 28, 1998
Delmarva Capital Investments, Inc. May 28, 1998
Enerval, LLC May 28, 1998
</TABLE>
12. Financial Statements
- Conectiv Balance Sheet (Incorporated by reference to the filing
of Conectiv on Form 10-Q for the period ended March 31, 1998)
- Delmarva Balance Sheet (Incorporated by reference to the filing
of Delmarva on Form 10-Q for the period ended March 31, 1998)
13. Registration Statements filed pursuant to the Securities Act of 1933:
Registration Statement on Form S-3 for ConectivDirect (Incorporated by reference
to the filing on January 13, 1998, as amended (File No. 333-44219)).
ConectivDirect is Conectiv's dividend reinvestment and stock purchase plan.
Registration Statement on Form S-8 for the Conectiv Incentive Compensation Plan
(incorporated by reference to the filing on April 14, 1998
(File No. 333-50063)).
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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
May 28, 1998 /s/ L. M. Walters
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L. M. Walters
Treasurer
