CONECTIV
U-9C-3, 2000-08-30
ELECTRIC & OTHER SERVICES COMBINED
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<PAGE>   1
                                                    As Filed with the Securities
                                                         and Exchange Commission
                                                              on August 30, 2000

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM U-9C-3



                     QUARTERLY REPORT PURSUANT TO RULE 58 OF
                 THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935

                  For the quarterly period ended June 30, 2000


                                    Conectiv
                      (Name of Registered Holding Company)

                                 800 King Street
                              Wilmington, DE 19899
                    (Address of Principal Executives Offices)



                  Inquiries concerning this Form U-9C-3 may be
                               directed to either:

                                 Peter F. Clark
                                 General Counsel
                                    Conectiv
                                 800 King Street
                              Wilmington, DE 19899

                                       or

                                 Philip S. Reese
                          Vice President and Treasurer
                                    Conectiv
                                 800 King Street
                              Wilmington, DE 19899
                                 (302) 429-3884

<PAGE>   2
                                    Conectiv
                                  FORM U-9C-3
                      For the Quarter Ended June 30, 2000

                                Table of Contents

<TABLE>
<CAPTION>
                                                                                                   Page
<S>                                                                                                <C>
Item 1. Organization Chart                                                                           1

Item 2. Issuance and Renewals of Securities and Capital Contributions                                1

Item 3. Associated Transactions                                                                      1

Item 4. Summary of Aggregate Investment                                                              2

Item 5. Other Investments                                                                            3

Item 6. Financial Statements and Exhibits                                                            3

SIGNATURE                                                                                            4
</TABLE>
<PAGE>   3
Item 1. - ORGANIZATION CHART

<TABLE>
<CAPTION>

                                       Energy or                                           Percentage
Name of                               Gas Related        Date of           State of         of Voting        Nature of
Reporting Company                       Company       Organization       Organization    Securities Held     Business
-----------------                       -------       ------------       ------------    ---------------     --------
<S>                                   <C>             <C>                <C>             <C>                 <C>
None
</TABLE>



Item 2. - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS

CAPITIAL CONTRIBUTIONS:

<TABLE>
<CAPTION>
                                                                   Principal Amount of       Person to Whom Security
     Company Issuing Security        Type of Security Issued             Security                   Was Issued
     ------------------------        -----------------------             --------                   ----------
<S>                                  <C>                           <C>                       <C>

None
</TABLE>


Item 3. - ASSOCIATED TRANSACTIONS

Part I. - Transactions performed by reporting companies on behalf of associate
          companies.

         NONE
<PAGE>   4
Part II - Transactions performed by associate companies on behalf of reporting
companies.

<TABLE>
<CAPTION>

Associate Company               Reporting Company         Types of Services                 Direct Costs         Total amount
Rendering Services              Receiving Services        Rendered                          Charged              Billed
------------------              ------------------        --------                          -------              ------
<S>                             <C>                       <C>                               <C>                  <C>
                                                                                                 *                    *
Conectiv Resource               Conectiv Operating        Core Business Support,
Partners, Inc.                  Services Company          Financial services, Legal,
                                                          Marketing, Environmental,
                                                          Executive Management
                                                          Core Business Support,                 *                    *
Conectiv Resource               Conectiv Energy           Financial services, Legal,
Partners, Inc.                  Supply, Inc.              Marketing, Executive
                                                          Management
Conectiv Resource               Delmarva Services         Financial, Executive                   *                    *
Partners, Inc.                                            Management  and Corporate
                                                          services
Conectiv Resource               Conectiv Thermal          Procurement & Corp                     *                    *
Partners, Inc.                  Systems, Inc.             Services, Financial
                                                          Services, Legal, Marketing,
                                                          Information, Communications
                                                          Services Environmental,
                                                          Executive Management
Conectiv Resource               DCTC Burney Inc.         Core Business                           *                    *
Partners, Inc.                                           Support, Legal
</TABLE>

* Confidential Treatment Requested



Item 4. - SUMMARY OF AGGREGATE INVESTMENT
<PAGE>   5
Investments in energy-related companies (in thousands):


<TABLE>
<S>                                                                                  <C>                 <C>
Total consolidated capitalization as of June 30, 2000                                $3,487,627          Line 1
                                                                                                         Line 2
Total capitalization multiplied by 15%                                               $  523,144
                (Line 1 multiplied by 0.15)
Greater of $50 million or line 2                                                     $  523,144          Line 3
                                                                                     ----------

Total current aggregate investment:
(categorized by major line of energy-related business)
Energy-related business Category - Rule 58(b)(1)(ii)  (1)                                 *
Energy-related business Category - Rule 58(b)(1)(v)   (2)                                 *
Energy-related business Category - Rule 58(b)(1)(vi)  (3)                                 *
Energy-related business Category - Rule 58(b)(1)(vii) (4)                                 *
                                                                                     ----------
Total current aggregate investment                                                        *              Line 4
Difference between the greater of $50 million or 15% of                                   *              Line 5
Capitalization and the total aggregate investment of the Registered holding
company system (line 3 less line 4)
</TABLE>


* Confidential Treatment Requested

(1)   Rule 58 defines category "ii" as the development and commercialization of
      electrotechnologies related to energy conservation, storage and
      conversion, energy efficiency, waste treatment, greenhouse gas reduction,
      and similar innovations;

(2)   Rule 58 defines category "v" as the brokering and marketing of energy
      commodities, including but not limited to electricity, natural or
      manufactured gas and other combustible fuels.

(3)   Rule 58 defines category "vi" as the production, conversion, sale and
      distribution of thermal energy products, such as process steam, heat, hot
      water, chilled water, air conditioning, compressed air and similar
      products; alternative fuels; and renewable energy resources; and the
      servicing of thermal energy facilities.

(4)   Rule 58 defines category "vii" as the sale of technical, operational,
      management, and other similar kinds of services and expertise, developed
      in the course of utility operations in such areas as power plant and
      transmission system engineering, development, design and rehabilitation;
      construction; maintenance and operation; fuel procurement, delivery and
      management; and environmental licensing, testing and redemption.


Investments in gas-related companies:
NONE


Item 5. - OTHER INVESTMENTS

<TABLE>
<CAPTION>
Major Line of Energy-Related     Other Investment in Last     Other Investment in this     Reason for Difference in
         Business                      U-9C-3 Report              U-9C-3 Report                Other Investment
         --------                      -------------              -------------                ----------------
<S>                              <C>                          <C>                          <C>
         NONE
</TABLE>
<PAGE>   6
Item 6. - FINANCIAL STATEMENTS AND EXHIBITS


A.    Financial Statements:

      Exhibit A-1. Financial statements of Conectiv (incorporated by reference
      to the filing by Conectiv on Form 10-Q for the period ended June 30,
      2000.)



B.    Exhibits:



      Exhibit B-2.      Certificate of Conectiv.
<PAGE>   7
                                    SIGNATURE

         The undersigned registered holding company has duly caused this
quarterly report to be signed on its behalf by the undersigned officer thereunto
duly authorized pursuant to the requirements of the Public Utility Holding
Company Act of 1935.

                                        Conectiv


                                        By:/s/Philip S. Reese
                                           ------------------
                                           Philip S. Reese
                                           Vice President and Treasurer




August 30, 2000


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