EXHIBIT J
1. CEI NONUTILITY SUBSIDIARIES
A. Consolidated Edison Solutions ("CES") is a wholly-owned subsidiary of
CEI that provides wholesale and retail energy and related services. CES is
retainable as a company formed pursuant to Rule 58 (a "Rule 58 Company").
CES has two subsidiaries.
(i) CES has a 50 percent interest in Inventory Management &
Distribution Company, Inc. ("IMD"), an energy marketing firm organized in
Delaware and located in Houston, Texas. In April 2000, the shareholders of
IMD voted to dissolve the company, adopted a plan of dissolution and retained
a liquidating agent to effectuate the dissolution.
(ii) CES also has a 14.4 percent interest in Remote Source Lighting
International, Inc. ("RSLI"), a company, organized in Delaware, that designs
and manufactures fiber optic lighting systems, with its principal offices in
San Juan Capistrano, California . RSLI is retainable as a Rule 58 Company.
B. Consolidated Edison Development, Inc. ("CEDI") is a wholly-owned
subsidiary of CEI that is in the business of investing in foreign and
domestic energy and other infrastructure projects and the marketing of
CECONY's technical services. CEDI is retainable as a Rule 58 Company. CEDI
has ten direct subsidiaries:
(i) Con Edison Development Guatemala, Ltd.("CEDG"), organized under
the laws of the Cayman Islands, is in the business of investing in energy
projects in Central America. CEDG owns a 92.273% interest in Energy Finance
Partners of Central America, L.P, ("EFP") a Cayman Islands limited
partnership, which in turn owns a 47.56% interest in Generadora Electica del
Norte, S.R.L., which is a sociedad de responsabilidad limitada organized
under the laws of the Republic of Guatemala which owns a 40 MW electric
generating station in Guatemala and is a FUCO. CEDG and its holdings are
retainable under Rule 58 and Section 33 of the Act.
(ii) Consolidated Edison Leasing, Inc. ("CELI"), a Delaware
corporation, which has an investment in a leveraged lease transaction in a
power plant in the Netherlands. CELI leased an undivided interest in the
power plant, and subleased it back to its lessor. CELI is retainable pursuant
to Commission precedent (Ameren Corporation, HCAR No. 26809, December 30,
1997; Central and South West Corp. HCAR 23578, January 22, 1985).
(iii) Con Edison Leasing, LLC ("CEL"), a Delaware limited liability
company, which has an investment in a leveraged lease transaction in a gas
distribution system in the Netherlands. CEL leased an undivided interest in
the gas distribution system, and subleased it back to its lessor. CEL is
retainable under Commission precedent. (Id.).
(iv) CED Ada, Inc. ("CED"), a Delaware corporation, which owns an
approximate 96 percent interest in CED/DELTA Ada, LLC, a Delaware limited
liability company, which owns a 49.5 percent limited partnership interest and
a 0.5 percent general partnership interest in Ada Cogeneration Limited
Partnership, a Michigan limited partnership ("ACLP"). ACLP owns a 30
megawatt ("MW") gas-fired qualifying cogeneration facility under the Public
Utility Regulatory Policies Act of 1978 ("PURPA") in Ada, Michigan. CED and
its holdings are retainable as Rule 58 Companies.
(v) Carson Acquisition, Inc. ("CAI"), a Delaware corporation, which
formerly owned an interest in a 42 MW qualifying cogeneration facility under
PURPA in Carson, California. At present CAI is a "shell company" and is
inactive;
(vi) Approximately 95% of CED/SCS Newington, LLC ("CED/SCS"), a
Delaware limited liability company, which in turn owns 100% of Newington
Energy, LLC, a Delaware limited liability company, which is currently
developing a 525 MW electric generating facility in Newington, New Hampshire,
which will qualify as an exempt wholesale generator ("EWG"). CED/SCS is
retainable under Section 32 of the Act;
(vii) 100% of CED Generation Holding Company, LLC, a Delaware limited
liability company ("Holding"). Holding owns (i) 100% of CED Management
Company, Inc., a Delaware corporation ("Management"), and (ii) a 99% limited
partners interest in CED Operating Company, L.P., a Delaware limited
partnership ("Operating"). Management owns the other 1% of Operating, and
serves as its general partner. Operating provides operating and
administrative services to Lakewood Cogeneration, L.P., a Delaware limited
partnership ("Lakewood Cogen"), which owns a 236MW power plant located in
Lakewood New Jersey. Lakewood Cogen is an EWG. Holding also owns 100% of
HCE-Lakewood, Inc., a New York corporation ("HCE" ), which in turn owns 100%
of CMS Generation Lakewood Company, a Delaware corporation ("CGLC"). HCE and
CGLC each owns a 1% general partnership interest (i.e., 2% altogether) in
Lakewood Cogen. Holding owns a 78% limited partnership interest in Lakewood
Cogen. Holding and its subsidiaries, including Lakewood Cogen, are
retainable under Rule 58 and Section 32 of the Act. Holding also owns 100%
of Lakewood Expansion Management Company, Inc., a Delaware corporation
("Expansion"), which may be used in connection with a possible expansion of
the Lakewood generating plant. At this time, Expansion is a shell company
and is inactive;
(viii) Consolidated Edison Energy Massachusetts, Inc. ("CEEMI"), which
was established for the purpose of owning and operating 290 MW of generation
facilities acquired from WMECO. CEEMI is retainable as an EWG under Section
32 of the Act;
(ix) CED-GTM 1, LLC ("CED/GTM"), a Delaware limited liability company,
which in turn owns an approximate one-half interest in GTM Energy LLC ("GTM
Energy"), a Delaware limited liability company, which was formed to pursue
an opportunity to develop an electric generating facility in New York City,
which if developed, would have qualified as an EWG. It has recently been
decided to discontinue the pursuit of the opportunity. CED/GTM and GTM
Energy are retainable under Rule 58 and Section 32 of the Act; and
(x) CEDST, LLC, a Delaware limited liability company, which owns 100%
of CED 42, LLC, a Delaware limited liability company. These entities have
been formed to invest in a low-income housing transaction, which will
generate tax credits under Section 42 of the Internal a Revenue Code of 1986,
as amended. These companies are retainable under Commission precedent.
(Alliant Energy Corporation, HCAR No. 27060 (August 13, 1999).
CEDI also owns all of the issued and outstanding shares of Con Edison
Development Acquisition and Finance, Ltd. ("CEDAF"), and Con Edison El
Salvador One, Ltd ("CEES"), each a corporation organized under the laws of
the Cayman Islands. At present, both CEDAF and CEES have no assets or
operations and are inactive. CEDAF was organized in connection with a
potential investment in Guatemala, which was never made. CEES was organized
in connection with a potential investment in El Salvador, which was never
made.
C. Consolidated Edison Energy, Inc. ("CEEI") is a wholly-owned subsidiary
of CEI invests in, operates and markets the output of electric energy supply
facilities in the United States and provides specialized wholesale energy
services in the electric power and natural gas markets. CEEI is retainable
as a Rule 58 Company.
D. Consolidated Edison Communications, Inc. ("CECI") is a wholly-owned
subsidiary of CEI, organized to own, operate or invest in facilities used for
telecommunications or otherwise to compete in the telecommunications
industry. CECI will qualify as and be retainable as an exempt
telecommunications facility.
II. NONUTILITY SUBSIDIARIES OF CECONY
A. Davids Island Development Corporation ("Davids Island") is a wholly-
owned subsidiary of CECONY and owns real property acquired as a possible site
for an electric generating plant in Dutchess and Columbia Counties in New
York State and is in the process of disposing of the property. The
Commission has permitted a number of registered holding companies to
establish and/or retain real estate subsidiaries. (See New Century Energies,
Inc., HCAR No. 27116 (Dec. 22, 1999), UNITIL Corporation, HCAR No. 25524
(April 24, 1992)).
B. D.C.K. Management Corporation ("DCK") is a wholly-owned subsidiary of
CECONY and owns real property in New York City. DCK is retainable pursuant
to Commission precedent. (See New Century Energies, Inc., HCAR No. 27116
(Dec. 22, 1999), UNITIL Corporation, HCAR No. 25524 (April 24, 1992)).
C. Steam House Leasing LLC ("SHL"), a Delaware Limited Liability Company,
a wholly owned subsidiary of CECONY that leases a steam generating plant that
produces steam for CECONY's steam distribution business. SHL is retainable
under Rule 58.
D. CECONY also owns a 28.8 percent interest in Honeoye Storage
Corporation, a New York corporation that owns and operates a gas storage
facility in upstate New York. This business is retainable as a Rule 58
activity.
III. NONUTILITY SUBSIDIARIES OF O&R
A. Clove Development Corporation ("Clove") is a wholly-owned subsidiary
of O&R, a New York corporation which owns real estate, located primarily in
the Mongaup Valley region of Sullivan County, New York. Clove is retainable
pursuant to Commission Precedent (See New Century Energies, Inc., HCAR No.
27116 (Dec. 22, 1999), UNITIL Corporation, HCAR No. 25524 (April 24, 1992)).
B. O&R Development, Inc. ("ORDI")is a wholly-owned subsidiary of O&R
which was formed to promote industrial and corporate development in O&R's
service territory by providing improved sites and buildings and owns real
estate which is being marketed for sale. ORDI is retainable pursuant to
Commission Precedent (See New Century Energies, Inc., HCAR No. 27116 (Dec.
22, 1999), UNITIL Corporation, HCAR No. 25524 (April 24, 1992)).
C. O&R Energy Development, Inc. is an inactive wholly-owned subsidiary of
O&R.
IV. NON-UTILITY SUBSIDIARIES OF RECO
A. Saddle River Holdings Corp. ("SRH") is a wholly-owned nonutility
holding company subsidiary of RECO and has one wholly-owned non-utility
subsidiary, NORSTAR Holdings, Inc. ("NHI"). NHI is a holding company
retainable under Rule 58 and has two wholly-owned non-utility subsidiaries:
(a) NORSTAR Management, Inc. ("NMI"), NMI is the sole general partner
of a Delaware limited partnership, NORSTAR Energy Limited Partnership
("NORSTAR Partnership"), a gas marketing company that is discontinuing
operations, of which NHI is the sole limited partner. The NORSTAR
Partnership is the majority owner of NORSTAR Energy Pipeline Company, LLC, a
Delaware limited liability company, which is inactive. NMI and its holdings
are retainable as Rule 58 Companies.
(b) Millbrook Holdings, Inc. ("Millbrook"). Millbrook holds a
leasehold interest in non-utility real estate in Morris County, New Jersey.
Millbrook is retainable pursuant to Commission Precedent (See New Century
Energies, Inc., HCAR No. 27116 (Dec. 22, 1999), UNITIL Corporation, HCAR No.
25524 (April 24, 1992)).
B. Enserve Holdings, Inc. ("Enserve") is a wholly-owned nonutility
holding company subsidiary of RECO and has two wholly-owned, non-utility
subsidiaries:
(a) Palisades Energy Services, Inc., an inactive corporation
(b) Compass Resources, Inc., an inactive corporation
