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FILE NO. 70-9447
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________________________________
AMENDMENT NO. 3 (U-1/A) TO FORM U-1
APPLICATION OR DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
_____________________________________________
Consolidated Edison, Inc.
4 Irving Place
New York, New York 10003
(Name of company filing this statement
and address of principal executive offices)
None
(Name of top registered holding company parent
of each applicant or declarant)
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<S> <C>
Peter A. Irwin John L. Carley
Consolidated Edison, Inc. Orange and Rockland Utilities, Inc.
4 Irving Place One Blue Hill Plaza
New York, New York 10003 Pearl River, New York 10965
(212) 460-4600 (914) 352-6000
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(Name and address of agents for service)
The Commission is requested to mail copies of all notices, orders and
communications in connection with this Application to:
J.A. Bouknight
Douglas G. Green
James B. Vasile
Steptoe & Johnson LLP
1330 Connecticut Avenue, NW
Washington, D.C. 20036-1795
(202) 429-3000
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
INTRODUCTION
On February 3, 1999, Consolidated Edison, Inc. ("CEI"), the holding company
for Consolidated Edison Company of New York, Inc. ("Con Edison"), filed an
Application pursuant to Sections 9(a)(2) and 10 of the Public Utility Holding
Company Act (the "Act"), requesting the Securities and Exchange Commission
("SEC" or "Commission") to authorize the acquisition of all of the issued and
outstanding securities of Orange and Rockland Utilities, Inc. ("Orange and
Rockland") pursuant to the terms of the Agreement and Plan of Merger among
Orange and Rockland, CEI and C Acquisition Corp., dated as of May 10, 1998 (the
"Merger").
On March 26, 1999, the Commission issued a public notice of the
Application. The notice established April 20, 1999, as the due date for the
submission of written comments.
On April 12, 1999, CEI filed Amendment No. 1 to the Application to provide
operating data in response to a request from the SEC Staff, and to report that
the Merger has been approved by the State of New York Public Service Commission,
by the New Jersey Board of Public Utilities, and by the Pennsylvania Public
Utility Commission.
On April 20, 1999, CEI filed Amendment No. 2 to the Application to provide
preliminary opinions of counsel and a copy of the Confirming Order of the New
York Public Service Commission, issued April 14, 1999, which approved and
confirmed the Order authorizing the Merger, issued April 2, 1999, by the
Chairman of the New York Public Service Commission.
The purpose of this Amendment is to provide additional information relevant
to the integration criteria under Sections 10 and 11 of the Act.
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ITEM 3: APPLICABLE STATUTORY PROVISIONS
The following information is provided to supplement the discussion
beginning at page 43 of the Application and concerns the integration between the
Con Edison and Orange and Rockland control areas and the rest of the New York
State bulk transmission system.
The New York Power Pool (NYPP) dispatches all generation within the New
York control area to minimize total production (energy) costs, while considering
transmission system conditions and the flow of power into and out of New York.
The individual utility control areas are integrated with each other through
NYPP.
NYPP dispatches generation throughout the state using the security
constrained dispatch program that resets each generator's output every 5
minutes. NYPP operators know the status of all generation in the state. NYPP
system operators communicate on a regular basis with their counterparts at the
various utilities, including the Orange and Rockland and Con Edison system
operators at their respective Energy Control Centers. For example, the NYPP
operators know the status of the entire Con Edison bulk transmission system,
including the in-City system. If Con Edison experiences a failure on an in-City
cable, the NYPP system operators will contact the Con Edison system operators to
coordinate a response to the problem with Con Edison. The NYPP system operators
also communicate with Con Edison system operators if transmission system
components that Con Edison controls, such as capacitor banks or phase-angle
regulators, need to be adjusted to regulate power flows into and out of New York
or to address bulk power system conditions within the New York control area.
Following consummation of the Merger, the coordination with NYPP will
continue as described above. In addition, following the start of NY ISO
operations, the same level of coordination will be conducted between the
utilities and the NY ISO system operators.
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SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act, the
undersigned Company has duly caused this Amendment to the Application to be
signed on its behalf by the undersigned thereunto duly authorized.
CONSOLIDATED EDISON, INC.
Date: May 3, 1999 By: /s/ Peter A. Irwin
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Peter A. Irwin
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