FELDMAN VANNESS PROFESSIONAL CORP /FA
U-57, 1999-12-14
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               SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C.



                           FORM U-57



         NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS




               Filed under section 33(a) of the

     Public Utility Holding Company Act of 1935, as amended


                              for


                   Electricidad de la Paz S.A.



                               by



                         Edison Capital


                    18101 Von Karman Avenue
                           Suite 1700
                        Irvine, CA 92715


                                
<PAGE>
Notification

     Edison Capital hereby files with the Securities and Exchange Commission
("Commission"), pursuant to section 33 of the Public Utility Holding Company Act
of 1935 ("Act"), as amended by section 715 of the Energy Policy Act of 1992,
P.L. 102-486, and Rule 57 of the implementing regulations thereunder, 17 C.F.R.
section 250.57, this notice that Electricidad de la Paz S.A. ("EDLP"), a company
organized under the laws of Bolivia, is a foreign utility company in which
Edison Capital holds indirect voting security interests.
     EDLP does not own or derive any part of its income, directly or indirectly,
from the generation, transmission, or distribution of electric energy for sale
(or the distribution at retail of natural gas or manufactured gas for heat,
light, or power)within the United States.  Neither EDLP nor any subsidiary
company of EDLP is a public utility company operating in the United States.
Item 1
Name and registered branch office of the entity claiming foreign utility company
status

Electricidad de la Paz S.A.
Avenida Illimani1973
Casilla 10511
La Paz, Bolivia

Description of the facilities used for the generation, transmission, or
distribution of electric energy for sale

     EDLP's facilities used for the generation, transmission, or distribution of
electric energy for sale consist primarily of substations and distribution lines
serving approximately 276,000 retail customers in the cities of La Paz and El
Alto and the towns of Achacachi, Viacha, and Acholcalla in the department of
La Paz, Bolivia.  EDLP does not own generating facilities.

Ownership of the Company

     The three direct owners of the voting securities of EDLP are Iberdrola II
Investimentos Ltda. (57.1%), a Spanish utility company; Banco Santander Central
Hispanoamericano S.A. (10%), a bank; and Paz Holdings Ltd. (32.9%), a holding
company.  The voting securities of Paz Holdings Ltd.  are held by Edison Capital
International (Bermuda) Ltd. (30.42%), Andes Energy XII Ltd. (43.22%) and GE
Capital Services Structured Finance Group, Inc. (26.36%).  Andes Energy XII
Ltd. is wholly-owned by AIG-GE Capital Latin American Infrastructure Fund L.P. ,
a limited partnership in which Edison Capital Latin American Investment Bermuda
Ltd. holds an indirect 7.89% interest.  Edison Capital International (Bermuda)
Ltd. and Edison Capital Latin American Investment Bermuda Ltd. are both wholly-
owned indirect subsidiaries of Edison Capital.

Item 2

Domestic associate public-utility company and holding company

     To the knowledge of Edison Capital, Southern California Edison Company
("SCEC") is the only domestic public-utility company that is an associate
company of EDLP.  SCEC itself will have no interest in EDLP.  SCEC is a direct,
wholly-owned subsidiary company of Edison International, which is a public
utility holding company exempt from registration under section 3(a)(1) of the
Act, pursuant to Rule 2.  Edison Capital is also a direct, wholly owned
subsidiary of Edison International.

EXHIBIT A

Documents incorporated by reference

     To the knowledge of Edison Capital, SCEC is the only associate company or
affiliate of EDLP that is subject to the regulation of its retail electric or
gas rates by a State commission.  The California Public Utilities Commission
(PUC) is the sole State commission with jurisdiction over the retail rates of
SCEC.
     Section 33(a)(2) of the Act provides that an exemption under section
33(a)(1) shall not apply or be effective unless every State commission having
jurisdiction over the retail electric or gas rates of a public utility company
that is an associate company or an affiliate company of a company otherwise
exempted under section 33(a)(1) "has certified to the Commission that it has
the authority and resources to protect ratepayers subject to its jurisdiction
and that it intends to exercise its authority."  However, this requirement is
deemed satisfied if the State commission had, prior to the date of enactment of
the Energy Policy Act of 1992 (October 24, 1992) "on the basis of prescribed
conditions of general applicability, determined that ratepayers of a public
utility company are adequately insulated from the effects of diversification
and the diversification would not impair the ability of the State commission to
regulate effectively the operations of such company."  As contemplated by this
provision, the PUC in authorizing the creation of Edison International
(formerly SCEcorp) in 1988 considered the effect of diversification on SCEC.
The PUC imposed various conditions of general applicability on the operations
of the holding company system and, based on those conditions, determined that
the ratepayers of SCEC are adequately insulated from the effects of diversifica-
tion, and that diversification would not impair the PUC's ability to regulate
effectively SCEC's operations.
     In approving the formation of the Edison International holding company
system, the PUC imposed 15 conditions of general applicability on SCEC and the
holding company.  Southern California Edison Company, 90 PUR4th 45 (Cal. PUC
1988).  In formulating these conditions, the PUC recognized the primary
importance of insulating SCEC's ratepayers from the effect of diversification:
"The one thing we must make sure of is that the activities of the holding
company and its nonutility enterprises do not adversely affect the ratepayers
of the utility."  Id. at 63.  The PUC concluded that the conditions it adopted
with regard to financial controls and reporting were "adequate to support our
regulatory function" of so insulating SCEC's ratepayers.  Id.  Accordingly,
the PUC adopted the conclusion of its Division of Ratepayer Advocates that the
general conditions imposed upon the holding company would "[e]nsure that Edison
ratepayers are insulated from all effects of nonutility activities."  Id. at 69.
     Additionally, the PUC found that "given the conditions we will require,
there should be no diminution of the Commission's ability to regulate Edison
effectively or Edison's ability to provide reliable utility service at reason-
able rates."  Id. at 57. "The proposed reorganization is designed to result in
a corporate structure which enhances management's ability to take advantage of
nonutility business opportunities should they arise while not diminishing the
Commission's ability to effectively regulate utility operations."  Id. at 68.
     Accordingly, EDLP meets the criteria set forth in section 33(a) for
qualification as a "foreign utility company."

The undersigned company has duly caused this statement to be signed on its
behalf by the undersigned officer thereunto duly authorized.

                    By:  ______________________________
                              Larry C. Mount
                         Senior Vice President and General Counsel
                         Edison Capital
                         18101 Von Karman Avenue, Suite 1700
                         Irvine, California 92715


December 14, 1999


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