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")
NEPC Consortium Power Ltd.
(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
cc: Jeffrey R. Horowitz
Ogden Energy Group, Inc.
40 Lane Road
Fairfield, NJ 07007
Telephone: (973) 882-7355
Facsimile: (973) 882-7357
Nauman Ahmad
Wartsila NSD North America
201 Defense Highway
Annapolis, MD 21401
Telephone: (410) 573-2133
Facsimile: (410) 573-2000
<PAGE>
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.
El Paso Energy International Company ("El Paso"),
acting on behalf of NEPC Consortium Power Ltd., a limited
liability company organized under the laws of Bangladesh
("NEPC"), hereby notifies the Commission, pursuant to
Section 33(a) of the Act and Rule 57 thereunder, that NEPC
is a foreign utility company within the meaning of Section
33(a) of the Act.
Name and Business Address
NEPC Consortium Power Ltd.
IDB Bhaban (11th Floor)
I/8-A, Rokeya Sharani
Sher-e-Bangla Nagar, Dhaka-1207
Bangladesh
Description of Facilities
NEPC is developing and constructing a barge mounted
dual fuel (heavy oil / natural gas) engine power plant (the
"Facility"), consisting of eight diesel generator sets,
transformers and related onshore facilities, to be located
in Haripur, Bangladesh. The Facility will have an aggregate
installed capacity of 120 MW while operating on heavy fuel
oil and 115 MW while operating on natural gas. The Facility
will also consist of a 132kV interconnecting transmission
line and associated equipment, which will be mounted on the
barge in order to connect the Facility to the facilities of
the Bangladesh Power Development Board (the "BPDB"). The
Facility will supply power to BPDB, the state-owned
generation and transmission utility in Bangladesh, pursuant
to a fifteen-year power purchase agreement. The Facility is
currently under construction and is expected to commence
commercial operations in the next few months.
NEPC derives no part of its income, directly or
indirectly, from the generation, transmission, or
distribution at retail of natural or manufactured gas for
heat, lights, or power, within the United States, and NEPC
is not a public utility company operating in the United
States.
Ownership
The ownership of NEPC is as follows:
(a) EPED A Company, a corporation organized and
existing under the laws of the Cayman Islands,
owns 50% of the issued and outstanding shares of
NEPC. EPED A Company is an indirect wholly-owned
subsidiary of El Paso Energy International
Company, a company organized under the laws of
Delaware. El Paso Energy International Company is
an indirect wholly-owned subsidiary of El Paso
Energy Corporation, a publicly listed company
organized in Delaware. Several of El Paso Energy
Corporation's subsidiaries, such as El Paso
Natural Gas Company and Tennessee Gas Pipeline
Company, are subject to regulation by the Federal
Energy Regulatory Commission as interstate
pipelines in the United States.
(b) Haripur, Ltd., a company organized under the laws
of the Cayman Islands, owns 27.3% of the issued
and outstanding shares of NEPC. Haripur, Ltd. is
a wholly-owned subsidiary of Wartsila NSD North
America, Inc., a corporation organized under the
laws of Louisiana. Wartsila NSD North America,
Inc. is a wholly-owned subsidiary of Wartsila NSD
Corporation, a limited liability company organized
under the laws of Finland.
(c) Ogden One Limited, a company organized under the
laws of Mauritius, owns 22.7% of the issued and
outstanding shares of NEPC. Ogden One Limited is
a wholly-owned subsidiary of Ogden Energy India
Investments Ltd., a company organized under the
laws of Mauritius, which in turn is an indirect
wholly-owned subsidiary of Ogden Energy Group,
Inc., a company organized under the laws of
Delaware. Ogden Energy Group, Inc. is a wholly-
owned subsidiary of Ogden Corporation, a publicly
traded company organized under the laws of
Delaware.
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 NEPC was paid by El Paso Natural Gas
Company or Tennessee Gas Pipeline Company.
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: May 20, 1999
