SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
Form U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filing under Section 33(a) of the Public Utility
Holding Company Act of 1935, as amended (the "Act")
East Asia Power Resources Corporation
(Name of foreign utility company)
El Paso Energy International Company
1001 Louisiana Street
Houston, Texas 77002
(Name and address of filing company)
Communications regarding this Application should be
addressed to the following person:
Robert W. Baker
El Paso Energy International Company
1001 Louisiana Street
Houston, Texas 77002
Telephone: (713) 420-7021
Facsimile: (713) 420-2813
ITEM 1
State the name of the entity claiming foreign utility
company status, its business address, and a description
of the facilities used for the generation,
transmission, and distribution of electric energy for
sale or for the distribution at retail of natural or
manufactured gas. To the extent known, identify each
person that holds five percent or more of any class of
voting securities of the foreign utility company and
describe the amount and nature of the interest.
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El Paso Energy International Company ("El Paso"),
acting on behalf of East Asia Power Resources Corporation, a
publicly listed company organized under the laws of the
Philippines ("East Asia"), hereby notifies the Commission,
pursuant to Section 33(a) of the Act and Rule 57 thereunder,
that East Asia and its subsidiaries are foreign utility
companies within the meaning of Section 33(a) of the Act.
El Paso acquired a portion of the shares of East Asia on
February 2, 1999.
Name and Business Address
East Asia Power Resources Corporation
20th Floor, OMM-CITRA Condomium
San Miguel Avenue, Ortigas Center
Pasig City, Metro Manila, Philippines
Description of Facilities
East Asia, through its subsidiaries, owns and/or
operates power generation facilities in the Philippines and
the Republic of China, which are used for the generation and
associated transmission and distribution of electric energy
for sale to various utilities and to industrial customers
(the "Generation Facilities"). In addition, East Asia,
through its subsidiaries, owns and operates electric
transmission and distribution facilities in the Philippines
(the "Transmission Facilities").
A. Generation Facilities - The Generation Facilities
consist of the following facilities:
(1) East Asia Diesel Power Corporation - This subsidiary of
East Asia owns and operates two oil-fired power
generating barges with an aggregate installed capacity
of 109 MW. The barges supply power to National Power
Corporation ("NPC"), the state-owned generation and
transmission utility, pursuant to energy conversion
agreements with an initial term expiring on May 31,
1999. The barges have been in operation since 1994 and
are located within NPC's primary load center in
Navotas, Metro Manila.
(2) Sunrise Power Company Inc.- This indirect subsidiary of
East Asia owns and operates a 22.8 MW oil-fired power plant
in Mariveles, Bataan in the Philippines. The facility
supplies power to Petrochemicals Corporation of Asia-Pacific
("Petrocorp"), a joint venture among Thai Petrochemicals,
Chemphil Group and others. Petrocorp purchases power from
SPCI pursuant to a 20-year power purchase contract, which
commenced July 1997. Payments under the contract are
comprised of a fixed capacity fee and an energy fee.
(3) Duracom Mobile Power Corporation - This indirect
subsidiary of East Asia owns and operates two oil-fired
power generating barges ("Dura I" and "Dura II") with a
total installed capacity of 133 MW. The barges, located in
Navotas, Metro Manila, Philippines, supply power to the
Manila Electric Company ("Meralco") pursuant to a power
purchase agreement with an initial term expiring in February
2006. The barges have been in operation since February
1996.
(4) East Asia Global Management - This subsidiary of East
Asia has an indirect 60% interest in Asia Pacific Power,
which in turn holds a 51% interest in Taixing Huangqiao
Pacific Power Company Limited ("THPPC"). THPPC owns and
operates a 24 MW coal-fired power generating facility in
Taixing City, Jiangsu Province, in the Peoples Republic of
China. The plant commenced operations in October 1996 and
the power generated by the facility is supplied to the local
power bureau in Jiangsu Province under a 20-year power
purchase agreement.
(5) East Asia Utilities Corporation - East Asia has an option
to acquire the shares of East Asia Utilities Corporation.
This company commissioned a 50 MW oil- fired generating
facility (the "Mactan Project") on May 25, 1998 in the
Mactan Export Processing Zone in Cebu. The plant supplies
power to the Mactan Export Processing Zone Authority
("MEPZA") and the Visayan Electric Company ("VECO")
under contracts with initial terms of 15 years and 10
years, respectively (the "MEPZA PPA" and "VECO PPA").
Pursuant to the MEPZA PPA, MEPZA will purchase its entire
power requirement from EAUC. Pursuant to the VECO PPA,
after meeting MEPZA's power demand, VECO will take residual
power from the Mactan Project. East Asia Utilities
Corporation also owns 80% of Cebu Private Power
Corporation ("CPPC"), which owns and operates a new 73 MW
(10 x 7.3 MW) diesel-fired power facility in Ermita, Cebu
under a build-operate-transfer arrangement with VECO. The
plant commenced commercial operations of all units by the end
of 1998. Power generated is sold to VECO under a 15-year
power supply contract. East Asia has the option to buy back
all or part of the shares in EAUC during a period commencing
March 20, 1999 and ending March 20, 2000.
B. Transmission Facilities - The Transmission
Facilities consist of the following facilities owned by an
indirect partially owned subsidiary of East Asia, called San
Fernando Electric Power and Light Company Inc. ("SFELAPCO").
SFELAPCO is the franchise holder for the distribution of
electricity, light and power in San Fernando, Pampanga in
the Philippines.
Ownership
The ownership of East Asia is as follows:
(a) El Paso Philippines Holding Company Inc. ("EPPH"),
a corporation organized and existing under the
laws of the Philippines, owns 389,357,250 of the
issued and outstanding shares of East Asia,
representing approximately 46% of the ownership
interest in East Asia. EPPH is wholly-owned
subsidiary of EPEC Nederland Holding B.V.
("EPEC"), a company organized under the laws of
the Netherlands. EPEC is a wholly-owned indirect
subsidiary of El Paso, a company organized under
the laws of Delaware. El Paso is an indirect
wholly owned subsidiary of El Paso Energy
Corporation, a publicly listed corporation
organized under the laws of Delaware. Among
others, El Paso Energy Corporation owns the shares
of El Paso Natural Gas Company and Tennessee Gas
Pipeline Company, which are both subject to
regulation by the Federal Energy Regulatory
Commission as interstate natural gas pipelines.
(b) The remainder of the issued and outstanding shares
of East Asia are held by the following shareholders
(as of January 31, 1999):
Shareholder Shares Held
Filinvest Dev. Corp. 215,276,750
PCD Nominee 123,325,540
Victor Chiongbian 40,065,393
JMJ Holdings Corp. 21,000,000
Others 56,975,087
ITEM 2
State the name of any domestic associate public utility
company and, if applicable, its holding company, and a
description of the relationship between the foreign
utility company and such company, and the purchase
price paid by any such domestic associate public
utility company for its interest in the foreign utility
company.
As noted above, El Paso Energy International Company is
an indirect subsidiary of El Paso Energy Corporation, which
owns El Paso Natural Gas Company and Tennessee Gas Pipeline
Company. Some of the assets of El Paso Natural Gas Company
and Tennessee Gas Pipeline Company are subject to regulation
by the Federal Energy Regulatory Commission. Neither El
Paso Natural Gas Company, Tennessee Gas Pipeline Company nor
any of their affiliates are subject to retail rate
regulation by any state utility commission. No portion of
the purchase price for East Asia was paid by El Paso Natural
Gas Company or Tennessee Gas Pipeline Company.
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EXHIBIT A
State certifications, as required under Section
33(a)(2) of the Act, have been received from the
following state commissions and are attached hereto.
None.
SIGNATURE
The undersigned company has duly caused this statement
to be signed on its behalf by the undersigned thereunto duly
authorized.
EL PASO ENERGY INTERNATIONAL COMPANY
By:/s/ Robert W. Baker
--------------------------------
Robert W. Baker
Vice President and Associate
General Counsel
Date: February 8, 1999