UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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
Phoenix Natural Gas Limited
(Name of foreign utility company)
The Brooklyn Union Gas Company
(Name of filing company, if filed on behalf of
foreign utility company)
ITEM 1
The name of the entity claiming foreign utility company status under
Section 33(a) of the Public Utility Holding Company Act of 1935 ("PUHCA") is
Phoenix Natural Gas Limited ("Phoenix"), a Northern Ireland company. Phoenix's
business address is 19 Clarendon Dock, Belfast BT1 3BG, Northern Ireland.
Phoenix will own, refurbish and operate an existing decommissioned gas
distribution system in Belfast, which will be used by Phoenix to distribute
natural gas at retail. THE FACILITIES CONSIST OR WILL CONSIST OF HIGH PRESSURE
AND LOW PRESSURE GAS MAINS AND OTHER FACILITIES NECESSARY TO OPERATE AND
MAINTAIN THE RECOMMISSIONED DISTRIBUTION SYSTEM. Phoenix will also develop, own
and operate an approximately 16 mile natural gas pipeline that will transport
natural gas from Ballylumford, near the northeast coast of Northern Ireland, to
Belfast.
The ownership structure of Phoenix is as follows: (i) KeySpan CI, Ltd.
("KeySpan"), a Cayman Island company owns 24.5% of Phoenix's voting stock; and
(ii) British Gas plc owns 75.5% of Phoenix's voting stock.
ITEM 2
KeySpan is an indirect wholly-owned subsidiary of The Brooklyn
Union Gas Company ("Brooklyn Union"). Brooklyn Union is a public
utility company which sells gas at retail to customers located in New
York. Brooklyn Union has acquired, indirectly through KeySpan, 24.5%
of Phoenix's voting stock. The purchase price paid by Brooklyn
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Union, through KeySpan, to acquire its indirect ownership interest in Phoenix is
approximately $20 million. Accordingly, Phoenix is an "affiliate" and
"subsidiary" company, as those terms are defined in PUHCA, of Brooklyn Union.
Exhibit A
Attached hereto as Exhibit A is a copy of the state certification, required
under Section 33(a)(2) of PUHCA, that Brooklyn Union received from the New York
Public Service Commission ("NYPSC"). The NYPSC sent this certification to the
Securities Exchange Commission in October of 1996.
The undersigned company has duly caused this statement to be signed on its
behalf by the undersigned thereunto duly authorized.
The Brooklyn Union Gas Company
By: /s/ Robert B. Catell
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Robert B. Catell
Chairman
Date: February 24, 1997
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Exhibit A
[State of New York Department of Public Service letterhead]
October 23, 1996
Mr. Robert P. Wason
Securities and Exchange Commission
Mail Stop 10-6
450 Fifth Street, N.W.,
Washington, DC 20549
SUBJECT: The Brooklyn Union Gas Company
Form U-57
Dear Mr. Wason:
This is sent to you in response to a request from The Brooklyn Union Gas Company
for a certification pursuant to the Public Utility Holding Company Act of 1935
at Section 33 (a) that this commission has the authority and resources to
protect ratepayers subject to our jurisdiction and that it intends to exercise
its authority.
Please be advised that pursuant to the New York State Public Service Law and
rules and regulations adopted pursuant thereto and published in Volume 16 of the
Official Compilation of New York Codes, Rules and Regulations), the New York
Public Service Commission has the authority and also has the resources to
protect the ratepayers of The Brooklyn Union Gas Company, and it does now and
expects to continue exercising such authority.
This certification is made with the understanding that it may be revised or
withdrawn prospectively by written notice to you.
By /s/ John C. Crary,
---------------------------------
John C. Crary, Secretary
