<PAGE> 1
File No. 70-8339
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 5 TO
FORM U-1 APPLICATION-DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
______________________________________
CENTRAL AND SOUTH WEST CORPORATION
1616 Woodall Rodgers Freeway
P.O. Box 660164
Dallas, Texas 75202
(Names of companies filing this statement and
addresses of principal executive offices)
_____________________________________
CENTRAL AND SOUTH WEST CORPORATION
(Name of top registered holding company parent)
____________________________________
Stephen J. McDonnell
Treasurer
Central and South West Corporation
1616 Woodall Rodgers Freeway
P.O. Box 660164
Dallas, Texas 75202
Joris M. Hogan
Milbank, Tweed, Hadley & McCloy
One Chase Manhattan Plaza
New York, New York 10005
(Names and addresses of agents for service)
with copies to
George J. Forsyth & Guilford W. Gaylord
Milbank, Tweed, Hadley & McCloy
One Chase Manhattan Plaza
New York, New York 10005
<PAGE> 2
Central and South West Corporation ("CSW"), a Delaware corporation
and a holding company registered under the Public Utility Holding Company Act
of 1935, as amended (the "Act"), hereby files this Amendment No. 5 to the
Form U-1 Application-Declaration in File No. 70-8339 for the purpose of
amending Item 6 in the following respects. In all other respects, the
Application-Declaration as previously filed and amended will remain the same.
Item 6. Exhibits and Financial Statements.
Item 6 is hereby amended to include and file the following
additional exhibits as follows, and the related Index of Exhibits is amended
and restated as attached to add such additional exhibits and to correct
certain typographical errors:
I. Exhibits.
D-2.1 - New Mexico Public Utility Commission Procedural Order
(4/05/94)
D-3.49 - New Mexico Public Utility Commission Reply to Applicants'
Response (3/30/94)
D-3.50 - American Forest and Paper Association Reply to the Improper
Answer of Applicants (4/01/94)
D-3.51 - Public Utility Commission of Texas Response to Answer of
Applicants Motions to Intervene (4/04/94)
D-3.52 - City of Las Cruces Motion to Reply and Answer to
Applicants' Answer to Interventions (4/05/94)
D-3.53 - Public Service Company of New Mexico Motion for Leave to
File Response and Response to Applicants' Answer (4/05/94)
D-3.54 - Southwestern Public Service Company Answer in Opposition to
Applicants' Request for Leave to Respond to Protests
(4/05/94)
D-3.55 - El Paso Electric Company and Central and South West
Services, Inc. Response to Answers by Certain Intervenors
to Applicants' Answer filed March 21, 1994 (4/19/94)
D-3.56 - Federal Energy Regulatory Commission Answer to El Paso
Electric Company's Application of March 22, 1994 (4/20/94)
D-3.57 - Southwestern Public Service Company Answer to Applicants'
Response to Answers filed April 19, 1994 (5/02/94)
<PAGE> 3
D-4.31 - New Mexico Public Utility Commission Reply to Applicants'
Response (3/30/94)
D-4.32 - Public Utility Commission of Texas Response to Answer of
Applicants' to Motion to Intervene (4/04/94)
D-4.33 - Public Service Company of New Mexico Motion for Leave to
File Response and Response to Applicants' Answer (4/05/94)
D-4.34 - Southwestern Public Service Company Answer in Opposition to
Applicants' Request for Leave to Respond to Protests
(4/05/94)
D-4.35 - El Paso Electric Company and Central and South West
Services, Inc. Response to Answers by Certain Intervenors
to Applicants' Answer Filed March 21, 1994 (4/19/94)
D-4.36 - Southwestern Public Service Company Answer to Applicants'
Response to Answer filed April 19, 1994 (5/02/94)
D-5.38 - American Forest and Paper Association Reply to the Improper
Answer of Applicants (4/01/94)
D-7.1 - Nuclear Regulatory Commission Notice in Federal Register
(3/02/94)
D-7.2 - Plains Electric G & T Cooperative Petition Filed to Address
Anti-Competitive Issues and Request a Hearing (4/01/94)
D-7.3 - Arizona Public Service Company Letter to Provide
Supplemental Information for EPE's NRC Filing (4/08/94)
D-7.4 - Public Utility Commission of Texas Petition to Intervene
(4/12/94)
D-7.5 - Southwestern Public Service Company Petition for Leave to
Intervene and Comments (4/13/94)
D-7.6 - City of Las Cruces Comments Regarding Anti-trust Concerns
(4/13/94)
D-7.7 - Nuclear Regulatory Commission Notice in Federal Register
(4/14/94)
D-7.8 - Nuclear Regulatory Commission Order for Plains Electric
Generation and Transmission Cooperative, Inc.'s Petition of
April 1, 1994 (4/14/94)
D-7.9 - El Paso Electric Company and Central and South West
Services, Inc. Letter to NRC (5/17/94)
<PAGE> 4
S I G N A T U R E
- - - - - - - - -
Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, as amended, the undersigned company has duly caused this document
to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: June 14, 1994
CENTRAL AND SOUTH WEST CORPORATION
By: STEPHEN J. MCDONNELL
Stephen J. McDonnell
Treasurer
<PAGE> 1
INDEX OF EXHIBITS
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
The number in parentheses after each exhibit description refers to the
number of the amendment to this Application-Declaration with which that
exhibit was filed (exhibit descriptions followed by "(0)" were filed with the
original Form U-1 Application-Declaration).
In accordance with Rule 202 of Regulation S-T, exhibits denoted by an
asterisk (*) are being filed in paper pursuant to a continuing hardship
exemption.
A-1 Second Restated Certificate of Incorporation ---
of CSW (incorporated by reference to CSW's
Annual Report on Form 10-K for the year ended
December 31, 1992 (Exhibit H-1 hereto)) (0)
A-2 By-Laws of CSW (incorporated by reference to ---
CSW's Annual Report on Form 10-K for the year
ended December 31, 1992 (Exhibit H-1 hereto))
(0)
A-3 Articles of Incorporation of EPE (0) ---
A-4 By-Laws of EPE (0) ---
A-5 Form of Articles of Incorporation of CSW ---
Sub (to be filed by amendment)
A-6 Form of By-Laws of CSW Sub (to be filed by ---
amendment)
A-7 Form of Amended and Restated Articles of ---
Incorporation of Reorganized EPE (including
Statement of Resolution Establishing Series
of Shares) (0)
A-8 Form of By-Laws of Reorganized EPE (0) ---
A-9 Form of Articles of Merger (0) ---
A-10 Form of CSW Common Stock Certificate (0) ---
A-11 Form of CSW Sub Common Stock Certificate ---
(to be filed by amendment)
A-12 Form of Reorganized EPE Preferred Stock ---
Certificate (to be filed by amendment)
A-13 Form of Reorganized EPE First Mortgage Bond ---
Indenture, including forms of bonds (1)
A-14 Form of Reorganized EPE Second Mortgage ---
Bond Indenture, including forms of bonds (1)
<PAGE> 2
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
A-15 Form of Reorganized EPE Senior Debt ---
Securities Indenture, including forms of
notes (1)
A-16 Form of Reorganized EPE Term Loan Agreement ---
for Class 3A Secured Floating Rate Notes
(including form of note) (0)
A-17 Form of Reorganized EPE Term Loan Agreement ---
for Class 5A Secured Floating Rate Notes
(including forms of note) (0)
A-18 Form of Reorganized EPE Term Loan Agreement ---
for Class 6A Secured Floating Rate Notes
(including form of note) (0)
A-19 Form of Reorganized EPE Term Loan Agreement ---
for Class 13 Senior Floating Rate Notes
(including form of note) (0)
A-20 Forms of Reorganized EPE Letter of Credit ---
and Reimbursement Agreements (1)
A-21 Summary of Variances from Statement of Policy ---
Regarding First Mortgage Bonds Subject to the
Public Utility Holding Company Act of 1935 (0)
A-22 Summary of Variances from Statement of Policy ---
Regarding Preferred Stock Subject to the
Public Utility Holding Company Act of 1935 (0)
B-1 CSW-EPE Merger Agreement (0) ---
B-2 EPE Modified Third Amended Plan of
Reorganization (0) ---
B-3 Disclosure Statement to EPE Modified Third ---
Amended Plan of Reorganization (without
exhibits) (0)
B-4 CSW System Operating Agreement (0) ---
B-5 Form of CSW System-EPE Operating ---
Agreement (0)
B-6 CSW System Service Agreement (0) ---
B-7 CSWS-EPE Service Agreement (to be filed by ---
amendment)
B-8 OP Settlement Agreements (0) ---
<PAGE> 3
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
B-9 APS Settlement Agreement (0) ---
B-9.1 Supplement to APS Settlement Agreement (1) ---
D-1 Application to the PUCT (2) ---
D-1.1 Presiding Officer's Order No. 1: Suspension ---
Order and Notice of Consolidated Prehearing
Conference (1/12/94) (4)
D-1.2 Order No. 2: Rescheduling Prehearing ---
Conference (1/14/94) (4)
D-1.3 Order No. 3: Granting Motion to Extend ---
(1/31/94) (4)
D-1.4 Order No. 4: Prehearing Order, Notice of ---
Hearing on the Merits, Consolidation of
Dockets (2/02/94) (4)
D-1.5 Order No. 5: Order Denying Motion to ---
Reconsider (2/04/94) (4)
D-1.6 Order No. 6: Suspending Deadline for Filing ---
Motion for Material Deficiencies (2/07/94) (4)
D-1.7 Order No. 7: Extending Time for Filing Motion ---
to Compel; Revenue Requirement Phase
(2/07/94) (4)
D-1.8 Errata Filing, Docket Nos. 12700 & 12701 ---
(2/15/94) (4)
D-1.9 Order No. 8: Protective Order (2/16/94) (4) ---
D-1.10 Order No. 9: Scheduling Prehearing Conference ---
(2/17/94) (4)
D-1.11 Order No. 10: Regarding Regional Hearing ---
(2/18/94) (4)
D-1.12 Order No. 11: Rescheduling Time of Prehearing ---
and Adding Topic to be Discussed (2/23/94) (4)
D-1.13 Order No. 12: Ruling on OPC's Motion to Compel ---
EPEC and CSW to Respond to OPC's Third Request
for Information (3/01/94) (4)
D-1.14 Order No. 13: Memorializing Prehearing Order ---
(3/07/94) (4)
<PAGE> 4
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-1.15 Order No. 14: Notice of Regional Hearing, ---
and Procedure for Consolidating Appeals
from City Ratemaking Ordinances
(3/14/94) (4)
D-1.16 Order No. 15: Ordering the Companies to File ---
and Index (3/23/94) (4)
D-2 Application to the NMPUC (4) ---
D-2.1 New Mexico Public Utility Commission P*
Procedural Order (4/05/94)
D-3 Section 203 Application to the FERC (2) ---
D-3.1 Federal Energy Regulatory Commission Notice of ---
Filing (1/13/94) (4)
D-3.2 El Paso Electric Company and Central and South ---
West Services, Inc. Supplemental Filing to
Exhibit G and Workpapers for George R. Hall
(1/13/94) (4)
D-3.3 Texas Office of Public Utility Counsel, Public ---
Utility Commission of Texas, Attorney General
of the State of New Mexico, Louisiana Public
Service Commission, and City of Las Cruces
Motion for an Extension of Time to File
Protests and Interventions and Request for
Expedited Action on this Motion (1/18/94) (4)
D-3.4 Southwestern Public Service Company Motion ---
for an Extension of Time (1/18/94) (4)
D-3.5 Arkansas Public Service Commission Response in ---
Support of Motion for an Extension of Time to
File Protests and Interventions (1/19/94) (4)
D-3.6 Arkansas Public Service Commission Notice of ---
Intervention (1/19/94) (4)
D-3.7 Federal Energy Regulatory Commission Notice of ---
Filing (1/21/94) (4)
D-3.8 El Paso Electric Company and Central and South ---
West Services, Inc. Answer to Motions for
Extension of Time (1/21/94) (4)
<PAGE> 5
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-3.9 Louisiana Public Service Commission Notice ---
of Intervention (1/27/94) (4)
D-3.10 Federal Energy Regulatory Commission Notice ---
of Extension of Time (1/28/94) (4)
D-3.11 New Mexico Industrial Energy Consumers ---
Motion for Leave to Intervene
(2/01/94) (4)
D-3.12 El Paso Electric Company and Central and ---
South West Services, Inc. Filing to Provide
Workpapers for Applicants' Witnesses:
Samuel C. Hadaway, David A. Harrell, and
James A. Bruggeman (2/03/94) (4)
D-3.13 New Mexico Public Utility Commission Notice ---
of Intervention (2/08/94) (4)
D-3.14 City of El Paso, Texas Notice of Intervention ---
and Motion to Intervene (2/15/94) (4)
D-3.15 Texas-New Mexico Power Company Motion to ---
Intervene (2/17/94) (4)
D-3.16 Salt River Project Agricultural Improvement ---
and Power District Motion to Intervene
(2/22/94) (4)
D-3.17 Arizona Public Service Company Motion to ---
Intervene (2/22/94) (4)
D-3.18 Southern California Public Power Authority ---
Motion for Leave to Intervene (2/22/94) (4)
D-3.19 Dona Ana County, New Mexico Motion to ---
Intervene (2/23/94) (4)
D-3.20 Louisiana Public Service Commission Protest, ---
Request for Hearing, Motion for Consolidation
(2/24/94) (4)
D-3.21 Texas Utilities Electric Company Motion to ---
Intervene (2/24/94) (4)
D-3.22 Public Utility Commission of Texas Notice of ---
Intervention, Protest, Motion for
Consolidation, and Request for Hearing
(2/24/94) (4)
<PAGE> 6
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-3.23 Arkansas Public Service Commission Protest ---
and Request for Hearing (2/24/94) (4)
D-3.24 New Mexico Attorney General Motion to ---
Intervene and Protest (2/24/94) (4)
D-3.25 Tucson Electric Power Company Motion to ---
Intervene (2/24/94) (4)
D-3.26 Southern California Edison Company Motion for ---
Leave to Intervene (2/24/94) (4)
D-3.27 Texas Office of Public Utility Counsel Motion ---
to Intervene, Motion for Consolidation,
Protest, and Request for Hearing (2/25/94) (4)
D-3.28 Houston Lighting & Power Company Motion to ---
Intervene (2/25/94) (4)
D-3.29 Imperial Irrigation District Motion to ---
Intervene (2/25/94) (4)
D-3.30 Entergy Service, Inc. Motion to Intervene ---
(2/25/94) (4)
D-3.31 Cajun Electric Power Cooperative, Inc. Motion ---
to Intervene, Protest, and Request for Hearing
(2/25/94) (4)
D-3.32 TDU Customers Joint and Several Motion to ---
Intervene and Request that the Commission
Initiate Hearing Procedures of Certain
Transmission Dependent Customers on the
Central and South West Corporation and
Southwestern Public Service Company Systems
(2/25/94) (4)
D-3.33 Northeast Texas Electric Cooperative, Inc. ---
Motion to Intervene (2/25/94) (4)
D-3.34 Tex-La Electric Cooperative of Texas, Inc. ---
Motion to Intervene (2/25/94) (4)
D-3.35 Oklahoma Corporation Commission Notice of ---
Intervention (2/25/94) (4)
D-3.36 Plains Electric Generation and Transmission ---
Cooperative, Inc. Motion to Intervene,
Protest and Request for Hearing (2/25/94) (4)
<PAGE> 7
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-3.37 Public Service Company of New Mexico Protest, ---
Motion for Leave to Intervene, Request for
Hearing, and Motion to Consolidate FERC
Docket No. TX94-2-000 with this Proceeding
(2/25/94) (4)
D-3.38 Southwestern Public Service Company Motion to ---
Intervene, Protest, Motion to Consolidate, and
Request for Hearing (2/25/94) (4)
D-3.39 City of Las Cruces, New Mexico Motion to ---
Intervene and Protest (2/25/94) (4)
D-3.40 Public Service Company of New Mexico Motion ---
for Leave to File One Day Out of Time
(2/28/94) (4)
D-3.41 El Paso Electric Company and Central and South ---
West Services, Inc. Response to Notice of
Intervention of the New Mexico Public Utility
Commission (3/01/94) (4)
D-3.42 Southwestern Public Service Company Answer to ---
Applicants' Motion for an Extension of Time to
Answer (3/02/94) (4)
D-3.43 Arkansas Public Service Commission Response in ---
Opposition to Motion for Extension of Time to
Answer, Motion to Intervene (3/03/94) (4)
D-3.44 Public Utilities Board, City of Brownsville, ---
Texas Motion to Intervene, Protest, and
Answer (3/04/94) (4)
D-3.45 American Forest and Paper Association Motion ---
to Intervene and Protest and Motion to
Consolidate (3/07/94) (4)
D-3.46 Federal Energy Regulatory Commission Notice ---
of Extension of Time (3/08/94) (4)
D-3.47 El Paso Electric Company and Central and ---
South West Services, Inc. Supplemental
Filing to Exhibit G (3/21/94) (4)
D-3.48 El Paso Electric Company and Central and ---
South West Services, Inc. Answer to Motions
to Intervene (3/21/94) (4)
<PAGE> 8
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-3.49 New Mexico Public Utility Commission Reply P*
to Applicants' Response (3/30/94)
D-3.50 American Forest and Paper Association P*
Reply to the Improper Answer of Applicants
(4/01/94)
D-3.51 Public Utility Commission of Texas Response P*
to Answer of Applicants Motions to Intervene
(4/04/94)
D-3.52 City of Las Cruces Motion to Reply and Answer P*
to Applicants' Answer to Interventions (4/05/94)
D-3.53 Public Service Company of New Mexico Motion P*
for Leave to File Response and Response to
Applicants' Answer (4/05/94)
D-3.54 Southwestern Public Service Company Answer in P*
Opposition to Applicants' Request for Leave
to Respond to Protests (4/05/94)
D-3.55 El Paso Electric Company and Central and South P*
West Services, Inc. Response to Answers by
Certain Intervenors to Applicants' Answer filed
March 21, 1994 (4/19/94)
D-3.56 Federal Energy Regulatory Commission Answer P*
to El Paso Electric Company's Application of
March 22, 1994 (4/20/94)
D-3.57 Southwestern Public Service Company Answer to P*
Applicants' Response to Answers filed April 19,
1994 (5/02/94)
D-4 Section 205 Application to the FERC (2) ---
D-4.1 Federal Energy Regulatory Commission Notice ---
of Filing (1/13/94) (4)
D-4.2 Texas Office of Public Utility Counsel, ---
Public Utility Commission of Texas, Attorney
General of the State of New Mexico,
Louisiana Public Service Commission, and
City of Las Cruces Motion for an Extension
of Time to File Protests and Interventions
and Request for Expedited Action on this
Motion (1/18/94) (4)
<PAGE> 9
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-4.3 Arkansas Public Service Commission Notice ---
of Intervention (1/19/94) (4)
D-4.4 Arkansas Public Service Commission Response ---
in Support of Motion for an Extension of Time
to File Protests and Interventions
(1/19/94) (4)
D-4.5 El Paso Electric Company and Central and ---
South West Services, Inc. Answer to Motions
for Extension of Time (1/21/94) (4)
D-4.6 Louisiana Public Service Commission Notice ---
of Intervention (1/27/94) (4)
D-4.7 Federal Energy Regulatory Commission Notice ---
of Extension of Time (1/28/94) (4)
D-4.8 New Mexico Public Utility Commission Notice ---
of Intervention (2/08/94) (4)
D-4.9 Texas Utilities Electric Company Motion to ---
Intervene (2/08/94) (4)
D-4.10 Arizona Public Service Company Motion to ---
Intervene (2/22/94) (4)
D-4.11 Salt River Project Agricultural Improvement ---
and Power District Motion to Intervene
(2/22/94) (4)
D-4.12 Louisiana Public Service Commission Protest, ---
Request for Hearing, and Motion for
Consolidation (2/24/94) (4)
D-4.13 Public Utility Commission of Texas Notice of ---
Intervention, Protest, Motion for
Consolidation, and Request for Hearing
(2/24/94) (4)
D-4.14 Arkansas Public Service Company Protest and ---
Request for Hearing (2/24/94) (4)
D-4.15 Cajun Electric Power Cooperative, Inc. Motion ---
to Intervene, Protest and Request for Hearing
(2/25/94) (4)
D-4.16 Houston Lighting and Power Company Motion to ---
Intervene (2/25/94) (4)
<PAGE> 10
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-4.17 Texas Office of Public Utility Counsel Motion ---
to Intervene, Motion for Consolidation,
Protest and Request for Hearing (2/25/94) (4)
D-4.18 Southwestern Public Service Company Motion ---
to Intervene and Motion to Consolidate
(2/25/94) (4)
D-4.19 Public Utilities Board of the City of ---
Brownsville, Texas Motion to Intervene
(2/25/94) (4)
D-4.20 Public Service Company of New Mexico Motion ---
for Leave to Intervene (2/25/94) (4)
D-4.21 Northeast Texas Electric Cooperative, Inc. ---
Motion to Intervene (2/25/94) (4)
D-4.22 TDU Customers Joint and Several Motion to ---
Intervene, Protest and Request that the
Commission Initiate Hearing Procedures of
Certain Transmission Dependent Customers on
the Central and South West Corporation and
Southwestern Public Service Company Systems
(2/25/94) (4)
D-4.23 Oklahoma Corporation Commission Notice of ---
Intervention (2/25/94) (4)
D-4.24 Public Service Company of New Mexico Motion ---
for Leave to File One Day Out of Time
(2/28/94) (4)
D-4.25 El Paso Electric Company and Central and South ---
West Services, Inc. Motion for Extension of
Time to Answer Motions to Intervene and Motion
for Expedited Procedures (3/01/94) (4)
D-4.26 Central and South West Services, Inc. ---
Response to Notice of Intervention of the New
Mexico Public Utility Commission (3/01/94) (4)
D-4.27 Southwestern Public Service Company Answer to ---
Applicants' Motion for an Extension of Time
to Answer (3/02/94) (4)
D-4.28 Arkansas Public Service Commission Response in ---
Opposition to Motion for Extension of Time to
Answer Motion to Intervene (3/03/94) (4)
<PAGE> 11
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-4.29 Federal Energy Regulatory Commission Notice ---
of Extension of Time (3/08/94) (4)
D-4.30 El Paso Electric Company and Central and South ---
West Services, Inc. Answer to Motions to
Intervene (3/21/94) (4)
D-4.31 New Mexico Public Utility Commission Reply P*
to Applicants' Response (3/30/94)
D-4.32 Public Utility Commission of Texas Response P*
to Answer of Applicants' to Motion to
Intervene (4/04/94)
D-4.33 Public Service Company of New Mexico Motion P*
for Leave to File Response and Response to
Applicants' Answer (4/05/94)
D-4.34 Southwestern Public Service Company Answer P*
in Opposition to Applicants' Request for
Leave to Respond to Protests (4/05/94)
D-4.35 El Paso Electric Company and Central and P*
South West Services, Inc. Response to Answers
by Certain Intervenors to Applicants' Answer
Filed March 21, 1994 (4/19/94)
D-4.36 Southwestern Public Service Company Answer P*
to Applicants' Response to Answer filed
April 19, 1994 (5/02/94)
D-5 Section 211 Application to the FERC (2) ---
D-5.1 Federal Energy Regulatory Commission Notice ---
of Filing (11/10/93) (4)
D-5.2 Southwestern Public Service Company Motion ---
for an Extension of Time and Request for
Expedited Action on Motion (11/17/93) (4)
D-5.3 El Paso Electric Company and Central and ---
South West Services, Inc. Answer to Motion
of Southwestern Public Service Company for
an Extension of Time (11/18/93) (4)
D-5.4 Federal Energy Regulatory Commission Notice ---
of Extension of Time (11/22/93) (4)
D-5.5 Louisiana Public Service Commission Notice ---
of Intervention (11/23/93) (4)
<PAGE> 12
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-5.6 New Mexico Public Utility Commission Motion ---
to Intervene (11/30/93) (4)
D-5.7 Western Farmers Electric Cooperative Motion ---
for Leave to Intervene (12/15/93) (4)
D-5.8 City of El Paso, Texas Motion to Intervene ---
(12/16/93) (4)
D-5.9 Public Service Company of New Mexico Motion ---
to Intervene (12/17/93) (4)
D-5.10 Southwestern Public Service Company's Full ---
Requirements Wholesale Customers Motion to
Intervene and Protest (12/20/93) (4)
D-5.11 Dona Ana County, New Mexico Motion to ---
Intervene (12/20/93) (4)
D-5.12 Texas Office of Public Utility Counsel Motion ---
to Intervene, Protest, and Motion to Deny
Summary Disposition (12/22/93) (4)
D-5.13 The New Mexico Attorney General Motion to ---
Intervene and Protest (12/22/93) (4)
D-5.14 New Mexico Industrial Energy Consumers Motion ---
to Intervene (12/22/93) (4)
D-5.15 Public Utility Commission of Texas Notice of ---
Intervention (12/22/93) (4)
D-5.16 Arkansas Public Service Commission Notice of ---
Intervention (12/22/93) (4)
D-5.17 Houston Lighting & Power Company Motion to ---
Intervene (12/22/93) (4)
D-5.18 City of Las Cruces, New Mexico Motion to ---
Intervene and Protest (12/22/93) (4)
D-5.19 TDU Customers Joint and Several Motion to ---
Intervene and Request that the Commission
Initiate Hearing Procedures of Certain
Transmission Dependent Customers on the
Central and South West Corporation and
Southwestern Public Service Company Systems
(12/22/93) (4)
<PAGE> 13
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-5.20 Westplains Energy Division of Utilicorp ---
United Inc. Motion to Intervene
(12/22/93) (4)
D-5.21 PSI Energy, Inc. Motion to Intervene ---
(12/22/93) (4)
D-5.22 Texas Utilities Electric Company Motion to ---
Intervene (12/22/93) (4)
D-5.23 Southwestern Public Service Company Protest, ---
Motion to Dismiss, Motion to Intervene, and
Answer (12/22/93) (4)
D-5.24 Duke Power Company Motion to Intervene ---
(12/22/93) (4)
D-5.25 Department of Defense Late Filed Motion to ---
Intervene and Protest (1/05/94) (4)
D-5.26 New Mexico Public Utility Commission Statement ---
in Support of Public Evidentiary Hearing
(1/12/94) (4)
D-5.27 El Paso Electric Company and Central and South ---
West Services, Inc. Response to Protest,
Motion to Dismiss, Motion to Intervene, and
Answer of Southwestern Public Service Company
(1/13/94) (4)
D-5.28 Southwestern Public Service Company Leave to ---
File and Reply to Applicants' Response
(1/26/94) (4)
D-5.29 Public Service Company of New Mexico Motion ---
for Leave to Reply to El Paso Electric
Company's and Central and South West Services,
Inc.'s Response Opposing PNM's Motion to
Intervene (1/27/94) (4)
D-5.30 Texas Utilities Electric Company Leave to ---
File a Reply to El Paso Electric Company's and
Central and South West Services, Inc.'s
Response (1/28/94) (4)
D-5.31 El Paso Electric Company and Central and South ---
West Services, Inc. Answer to Motion of
Southwestern Public Service Company for Leave
to File and Reply to Applicants' Response
(2/03/94) (4)
<PAGE> 14
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-5.32 El Paso Electric Company and Central and South ---
West Services, Inc. Answer to Motions of Public
Service Company of New Mexico and Texas
Utilities Electric Company to Reply to
Applicants' Response (2/10/94) (4)
D-5.33 The New Mexico Attorney General Letter ---
requesting that its Motion to Intervene
be considered timely filed despite being
one day late due to delivery problems
(2/28/94) (4)
D-5.34 Texas Utilities Electric Company Motion for ---
Leave to File and Reply to Applicants' Answer
to Texas Utilities Electric Company's Reply
to Applicants' Responses to Motion to
Intervene (3/04/94) (4)
D-5.35 American Forest and Paper Association ---
Motion to Intervene and Protest and
Motion to Consolidate (3/04/94) (4)
D-5.36 El Paso Electric Company and Central and ---
South West Services, Inc. Letter indicat-
ing no opposition to the New Mexico
Attorney General's letter of February 28,
1994 requesting previously submitted Motion
to Intervene to be timely filed despite
being filed one day late due to delivery
problem (3/07/94) (4)
D-5.37 El Paso Electric Company and Central and ---
South West Services, Inc. Answer to Motion
of Texas Utilities Electric Company for
Leave to File and Reply to Applicants'
Answer to Texas Utilities Electric Company's
Reply to Applicants' Response to Motion to
Intervene (3/21/94) (4)
D-5.38 American Forest and Paper Association P*
Reply to the Improper Answer of Applicants
(4/01/94)
D-6 Testimony of George R. Hall to the FERC ---
(contained in exhibit D-3) (2)
D-7 Application to the NRC (2) ---
<PAGE> 15
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-7.1 Nuclear Regulatory Commission Notice in P*
Federal Register (3/02/94)
D-7.2 Plains Electric G & T Cooperative Petition P*
Filed to Address Anti-Competitive Issues
and Request a Hearing (4/01/94)
D-7.3 Arizona Public Service Company Letter to P*
Provide Supplemental Information for EPE's
NRC Filing (4/08/94)
D-7.4 Public Utility Commission of Texas Petition P*
to Intervene (4/12/94)
D-7.5 Southwestern Public Service Company P*
Petition for Leave to Intervene and
Comments (4/13/94)
D-7.6 City of Las Cruces Comments Regarding P*
Antitrust Concerns (4/13/94)
D-7.7 Nuclear Regulatory Commission Notice in P*
Federal Register (4/14/94)
D-7.8 Nuclear Regulatory Commission Order for P*
Plains Electric Generation and Transmission
Cooperative, Inc.'s Petition of April 1,
1994 (4/14/94)
D-7.9 El Paso Electric Company and Central and P*
South West Services, Inc. Letter to NRC
(5/17/94)
D-8 Notice of Succession of Ownership to the ---
Department of Energy (to be filed by
amendment)
D-9 Notification and Report Form to U.S. ---
Department of Justice and Federal Trade
Commission (to be filed by amendment)
D-10 Exhibit E to the Disclosure Statement ---
(Rate Path) (0)
D-11 Order of Bankruptcy Court dated August 27, ---
1993 (Disclosure Statement Approval Order)
(0)
D-12 Order of Bankruptcy Court dated ---
September 15, 1993 (0)
<PAGE> 16
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
D-13 Order of Bankruptcy Court dated December 8, ---
1993 (Confirmation Order) (0)
D-14 Findings of Fact (0) ---
D-14.1 Amended Findings of Fact (1) ---
E-1 Map showing service territories of CSW and ---
EPE (to be filed by amendment)
E-2 Map showing interconnections of CSW and EPE ---
(to be filed by amendment)
F-1 Preliminary Opinion of Counsel (to be filed ---
by amendment)
F-2 Final or "past tense" opinion of Counsel (to ---
be filed by amendment)
G-1 Proposed Notice of Proceeding (0) ---
H-1 CSW Annual Report on Form 10-K for the year ---
ended December 31, 1992 (previously filed with
the Commission and hereby incorporated by
reference) (0)
H-2 EPE Annual Report on Form 10-K for the year ---
ended December 31, 1992 (previously filed with
the Commission and hereby incorporated by
reference) (0)
H-3 CSW Annual Report to Shareholders for the year ---
ended December 31, 1992 (previously filed with
the Commission and hereby incorporated by
reference) (0)
H-4 EPE Annual Report to Shareholders for the year ---
ended December 31, 1992 (previously filed with
the Commission and hereby incorporated by
reference) (0)
H-5 CSW Quarterly Report on Form 10-Q for the ---
quarter ended March 31, 1993 (previously filed
with the Commission and hereby incorporated by
reference) (0)
H-6 CSW Quarterly Report on Form 10-Q for the ---
quarter ended June 30, 1993 (previously filed
with the Commission and hereby incorporated
by reference) (0)
<PAGE> 17
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
H-7 CSW Quarterly Report on Form 10-Q for the ---
quarter ended September 30, 1993 (previously
filed with the Commission and hereby incorpo-
rated by reference) (0)
H-8 EPE Quarterly Report on Form 10-Q for the ---
quarter ended March 31, 1993 (previously filed
with the Commission and hereby incorporated by
reference) (0)
H-9 EPE Quarterly Report on Form 10-Q for the ---
quarter ended June 30, 1993 (previously filed
with the Commission and hereby incorporated
by reference) (0)
H-10 EPE Quarterly Report on Form 10-Q for the ---
quarter ended September 30, 1993 (previously
filed with the Commission and hereby incorpo-
rated by reference) (0)
J-1 Morgan Stanley opinion to the CSW Board of ---
Directors dated April 30, 1993 (0)
J-2 Barr Devlin opinion to the EPE Board of ---
Directors dated May 3, 1993 (0)
II. Financial Statements.
FS-1 Consolidated Balance Sheet of CSW as of ---
December 31, 1992 (incorporated by reference
to CSW's Annual Report on Form 10-K for the
year ended December 31, 1992 (Exhibit H-1
hereto)) (0)
FS-2 Consolidated Statement of Income of CSW for ---
the year ended December 31, 1992 (incorporated
by reference to CSW's Annual Report on Form
10-K for the year ended December 31, 1992
(Exhibit H-1 hereto)) (0)
FS-3 Consolidated Statement of Cash Flows of CSW ---
for the year ended December 31, 1992 (incorpo-
rated by reference to CSW's Annual Report on
Form 10-K for the year ended December 31,
1992 (Exhibit H-1 hereto)) (0)
<PAGE> 18
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
FS-4 Consolidated Statement of Retained Earnings ---
of CSW for the year ended December 31, 1992
(incorporated by reference to CSW's Annual
Report on Form 10-K for the year ended
December 31, 1992 (Exhibit H-1 hereto)) (0)
FS-5 Notes to Consolidated Financial Statements ---
of CSW for the year ended December 31, 1992
(incorporated by reference to CSW's Annual
Report on Form 10-K for the year ended
December 31, 1992 (Exhibit H-1 hereto)) (0)
FS-6 Balance Sheet of EPE as of December 31, 1992 ---
(incorporated by reference to EPE's Annual
Report on Form 10-K for the year ended
December 31, 1992 (Exhibit H-2 hereto)) (0)
FS-7 Statements of Operations of EPE for the year ---
ended December 31, 1992 (incorporated by
reference to EPE's Annual Report on Form
10-K for the year ended December 31, 1992
(Exhibit H-2 hereto)) (0)
FS-8 Statement of Cash Flows of EPE for the year ---
ended December 31, 1992 (incorporated by
reference to EPE's Annual Report on Form
10-K for the year ended December 31, 1992
(Exhibit H-2 hereto)) (0)
FS-9 Statement of Retained Earnings (Deficit) of ---
EPE for the year ended December 31, 1992
(incorporated by reference to EPE's Annual
Report on Form 10-K for the year ended
December 31, 1992 (Exhibit H-2 hereto)) (0)
FS-10 Notes to Financial Statements of EPE for the ---
year ended December 31, 1992 (incorporated
by reference to EPE's Annual Report on Form
10-K for the year ended December 31, 1992
(Exhibit H-2 hereto)) (0)
FS-11 Unaudited Actual and Pro Forma Combined ---
Capitalization of CSW and EPE as of June 30,
1993 (0)
FS-12 Unaudited Pro Forma Combined Financial ---
Statements as of and for the year ended
June 30, 1993 (0)
<PAGE> 19
EXHIBIT TRANSMISSION
NUMBER EXHIBIT METHOD
- ------- ------- ------------
FS-13 CSW Consolidated Balance Sheet as of ---
September 30, 1993 (see page 4 of the
Quarterly Report of CSW on Form 10-Q for
the quarter ended September 30, 1993,
incorporated by reference as Exhibit H-7
hereto) (0)
FS-14 CSW Consolidated Statement of Income and ---
Surplus for the twelve months ended
September 30, 1993 (see page 3 of the
Quarterly Report of CSW on Form 10-Q for
the quarter ended September 30, 1993,
incorporated by reference as Exhibit
H-7 hereto) (0)
FS-15 CSW Consolidated Statement of Income and ---
Surplus for its last three fiscal years
(see page 24 of the Annual Report of CSW
to Shareholders for the quarter ended
December 31, 1992, incorporated by
reference as Exhibit H-3 hereto) (0)
FS-16 EPE Balance Sheet as of September 30, ---
1993 (see page 1 of the Quarterly Report
of EPE on Form 10-Q for the Quarter
ended September 30, 1993 filed herewith
as Exhibit H-10 hereto) (0)
FS-17 EPE Statement of Income and Surplus for ---
the twelve months ended September 30,
1993 (see page 3 of Quarterly Report of
EPE on Form 10-Q for the quarter ended
September 30, 1993, incorporated by
reference as Exhibit H-10 hereto) (0)
FS-18 EPE Statement of Income and Surplus for ---
its last three fiscal years (see page 58
of the Annual Report of EPE on Form 10-K
for the year ended December 31, 1992,
incorporated by reference as Exhibit
H-2 hereto) (0)
There have been no material changes, not in the ordinary course of
business, to the financial statements listed above since the date of such
financial statements.
