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
London Electricity plc
Templar House, 81-87 High Holborn,
London WC1V 6NU, England
East Midlands Electricity plc
398 Coppice Road, Arnold
Nottingham NG5 7HX, England
Northern Electric plc
Carliol House, Market Street,
Newcastle upon Tyne NE1 6NE, England
SEEBOARD plc
Forest Gate, Brighton Road
Crawley, West Sussex RH11 9BH, England
South Wales Electricity plc
Newport Road, St. Mellons, Cardiff CF3 9XW, Wales
Yorkshire Electricity Group plc
Wetherby Road, Scarcroft, Leeds LS14 3HS, England
_________________________________________________
(Name of foreign utility company)
Central and South West Corporation
_________________________________________________
(Name of filing company if filed on behalf
of a foreign utility company)
The Commission is requested to mail copies of all
communications relating to this Notification to:
Joris M. Hogan
Milbank, Tweed, Hadley & McCloy
1 Chase Manhattan Plaza
New York, New York 10005<PAGE>
Central and South West Corporation ("CSW"), a Delaware corporation
and a registered holding company under the Public Utility Holding Company Act
of 1935, as amended (the "Act"), acting on behalf of London Electricity plc
("London Electricity"), East Midlands Electricity plc ("East Midlands"),
Northern Electric plc ("Northern Electric"), SEEBOARD plc ("SEEBOARD"), South
Wales Electricity plc ("SWALEC"), and Yorkshire Electricity Group plc
("Yorkshire Electricity"), each of which is a corporation organized under the
laws of England and/or Wales, hereby notifies the Securities and Exchange
Commission (the "Commission") that each of London Electricity, East Midlands,
Northern Electric, SEEBOARD, SWALEC, and Yorkshire Electricity is, and on
behalf of each such company claims status for such company as, a foreign
utility company ("FUCO") within the meaning of Section 33 of the Act.
Item 1. Name of entity(ies) on whose behalf foreign utility company status
is claimed, its (their) business address(es), and a description of
the facilities used for the generation, transmission and
distribution of electric energy for sale or for the distribution
at retail of natural or manufactured gas. Identity of each person
that holds five percent (5%) or more of any class of voting
securities of the foreign utility company(ies) and description of
the amount and nature of the interest.
The names and registered offices of the companies on whose behalf
FUCO status is claimed are as follows:
London Electricity plc
Templar House, 81-87 High Holborn, London WC1V 6NU, England
East Midlands Electricity plc
398 Coppice Road, Arnold, Nottingham NG5 7HX, England
Northern Electric plc
Carliol House, Market Street, Newcastle upon Tyne NE1 6NE, England
SEEBOARD plc
Forest Gate, Brighton Road, Crawley, West Sussex RH11 9BH, England
South Wales Electricity plc
Newport Road, St. Mellons, Cardiff CF3 9XW, Wales
Yorkshire Electricity Group plc
Wetherby Road, Scarcroft, Leeds LS14 3HS, England
Each of the foregoing companies is a "regional electricity
company" (or "REC") which purchases and sells electricity to retail customers
in the United Kingdom.
London Electricity plc ("London Electricity")
According to London Electricity's 1994-95 Annual Report and
Accounts, the company is engaged in the distribution of electricity to nearly
2 million customers within the London area, and its principal assets consist
of the distribution facilities used to serve such electric customers. London
Electricity is also engaged in the generation of electric energy through a
wholly owned subsidiary, London Power Company Ltd., and holds a 13.5% stake in
Barking Power Limited, owner of a 1000MW combined cycle gas turbine power
station in East London. London Electricity also holds a 10.5% interest in The
National Grid Holdings plc, which, through a subsidiary, owns and operates the
national electric power transmission grid of England and Wales.
London Electricity has issued and outstanding a single class of
capital shares, "ordinary shares of 50p each". London Electricity's 1994-95
Annual Report and Accounts indicates that as of June 29, 1995, the following
entity had holdings of 5% or more of the company's outstanding shares:
Prudential Corporation Group of Companies (5.13%).
East Midlands Electricity plc ("East Midlands")
According to East Midlands' 1995 Annual Review and Accounts, East
Midlands is engaged in the distribution of electricity to approximately 2.2
million businesses and homes in an area in England stretching from Coventry to
the Lincolnshire coast and from Milton Keynes to Chesterfield. East Midlands
buys electricity from generators and supplies it to all smaller businesses and
residential customers in its franchise area and to larger business customers
anywhere in the country on a negotiated contract basis. East Midlands'
principal assets of consist of the distribution facilities used to serve such
customers. East Midlands is also engaged in the generation of electric energy
by virtue of its ownership interests in the Corby combined cycle gas
generation station, the Taff-Ely wind farm, and small renewable generation
projects. In addition, East Midlands holds an 8.4% interest in The National
Grid Holdings plc, which, through a subsidiary, owns and operates the national
electric power transmission grid of England and Wales.
East Midlands has issued and outstanding a single class of capital
shares, "ordinary shares of 56 9/11p each". East Midlands' 1995 Annual Review
and Accounts indicates that as of June 22, 1995, the company's directors had
not been notified of any beneficial interest of 5% or more of the company's
issued share capital.
Northern Electric plc ("Northern Electric")
According to Northern Electric's 1995 Report and Accounts,
Northern Electric is engaged in the distribution and supply of electricity to
more than 1.4 million electric customers in England in the counties of
Northumberland, Tyne and Wear, Durham, Cleveland and North Yorkshire, and the
supply of electricity to a number of large customers throughout England and
Wales. Its principal assets consist of the facilities used to serve such
customers. Northern Electric is also engaged in the generation of electric
energy through three wholly owned subsidiaries: Northern Electric Generation
Limited, which holds a 15.4% interest in Teesside Power Limited, which owns
and operates a gas-fired combined cycle power generating station in England;
Northern Electric Generation (Peaking) Limited; and Neptune Power Limited.
Northern Electric also holds a 6.5% interest in The National Grid Holdings
plc, which, through a subsidiary, owns and operates the national electric
power transmission grid of England and Wales.
Northern Electric has issued and outstanding a single class of
capital shares, "ordinary shares of 50p each". North Electric's 1995 Report
and Accounts indicates that as of June 19, 1995, the following entity had
holdings of 5% or more of the company's outstanding shares: Prudential
Corporation (6.41%).
SEEBOARD plc ("SEEBOARD")
According to SEEBOARD's 1995 Annual Report & Accounts, SEEBOARD is
engaged in the distribution of electricity to approximately 2 million
residential and small business customers in the southeastern portion of
England, and its principal assets consist of the distribution facilities used
to serve such customers. SEEBOARD is also engaged in the generation of
electric energy through a 37.5% interest in Medway Power Ltd., owner of a 660
MW gas-fired power station on the Isle of Grain, and also holds a 7.3%
interest in The National Grid Holdings plc, which, through a subsidiary, owns
and operates the national electric power transmission grid of England and
Wales.
SEEBOARD has issued and outstanding a single class of capital
shares, "ordinary shares of 50p each". SEEBOARD's 1995 Annual Report &
Accounts indicates that as of May 31, 1995 the following entity had holdings
of 5% or more of the company's outstanding shares: Norwich Union Life
Insurance Society Limited (5.78%).
South Wales Electricity plc ("SWALEC")
According to SWALEC's 1994-95 Annual Report and Accounts, SWALEC
is engaged in the distribution of electricity to approximately 950,000
residential, commercial and industrial customers in South Wales, and its
principal assets consist of the distribution facilities used to serve such
customers. SWALEC is also engaged in the generation of electric energy
through one direct and two indirect wholly owned subsidiaries -- South Wales
Electricity Generating Limited, South Wales Power Limited, and South Wales TPL
Investments Limited -- and through a 30% share interest in Kirkby Moor
Windfarm Limited and a 25% stake in Bryn Titli Windfarm Limited. Through
subsidiary companies, SWALEC holds a 7.7% interest in Teesside Power Limited,
which owns and operates a gas-fired power generating station in England. In
addition, SWALEC in 1995 purchased Renewable Power Generation Ltd., a company
with contracts to generate power from methane gas produced by the
decomposition of domestic waste at landfill sites, and won contracts to
develop four new windfarm sites in South Wales on a joint venture basis.
SWALEC also holds a 5.4% interest in The National Grid Holdings plc, which,
through a subsidiary, owns and operates the national electric power
transmission grid of England and Wales.
SWALEC has issued and outstanding a single class of capital
shares, "ordinary shares of 50p each". SWALEC's 1994-95 Annual Report and
Accounts indicates that as of May 18, 1995, the following entities had
holdings of 5% or more of SWALEC's capital shares: Norwich Union Life
Insurance Society (6.0%) and Prudential Corporation plc (5.3%).
Yorkshire Electricity Group plc ("Yorkshire Electricity")
According to Yorkshire Electricity's 1995 Annual Report and
Accounts, Yorkshire Electricity is engaged in the distribution of electricity
to customers in the north-central part of England, and its principal assets
consist of the distribution facilities used to serve such customers.
Yorkshire Electricity is also engaged in the generation of electric energy
through Yorkshire Electric Power Ltd, a wholly owned subsidiary holding
company for generation activities, and Regional Power Generators Ltd, a 75%
owned indirect subsidiary which owns a 240 MW combined cycle gas turbine
generating station at Brigg on South Humberside, and Yorkshire Windpower Ltd.,
a 50% owned joint venture with Yorkshire Water which holds interests in wind
farms at Ovenden Moor near Halifax and at Royd Moor in South Yorkshire. In
addition, Yorkshire Electricity owns eight diesel-powered package generator
units for use in periods of high-cost power from the electricity pool, and has
reached agreement to build on-site combined heat and power gas-fired
generation units for customers in Leeds and Bradford. Yorkshire Electricity
also holds a 9.2% interest in The National Grid Holdings plc, which, through a
subsidiary, owns and operates the national electric power transmission grid of
England and Wales.
Yorkshire Electricity has issued and outstanding a single class of
capital shares, "ordinary shares of 56 9/11p each". The company's 1995 Annual
Report and Accounts indicates that as of June 1, 1995, the following entity
had holdings of 5% or more of the company's outstanding shares: Swiss Bank
Corporation (5.69%).
Share Ownership by CSW
As of the date hereof, CSW owned no shares of capital stock of
London Electricity, East Midlands, Northern Electric, SEEBOARD, SWALEC or
Yorkshire Electricity. CSW may acquire all or part of the issued and
outstanding capital shares (including shares, if any, held through American
Depositary Receipts) of any or all of the foregoing companies and/or options
in respect of such shares. Such shares may be acquired through open market
and/or privately negotiated purchases or by public offer to purchase, either
directly by CSW or indirectly through CSW's wholly owned subsidiary CSW
International, Inc. and/or one or more Project Parent(s) established pursuant
to the authority granted in the Commission's orders in File No. 70-8423,
Release Nos. 35-26156 (Nov. 3, 1994) & 35-26383 (Sept. 27, 1995).
Item 2. Name of any domestic associate public-utility companies and, if
applicable, its holding company, and description of the
relationship between the foreign utility company and such company,
and the purchase price paid by any such domestic associate public-
utility company for its interest in the foreign utility company.
The following companies are domestic public utility companies of
CSW: Central Power and Light Company, Public Service Company of Oklahoma,
Southwestern Electric Power Company, and West Texas Utilities Company. None
of the foregoing domestic public utility companies has made an investment in
or has any contractual relationship with London Electricity, East Midlands,
Northern Electric, SEEBOARD, SWALEC, or Yorkshire Electricity, and no such
investment or contractual relationship is contemplated.
Exhibit A: State certifications required under Section 33(a)(2) of the Act.
Because CSW is a registered holding company, state certifications
under Section 33(a)(2) are not required.
SIGNATURE
The undersigned company has duly caused this statement to be
signed on its behalf by the undersigned thereunto duly authorized.
CENTRAL AND SOUTH WEST CORPORATION
By:/s/STEPHEN J. MCDONNELL
Steve J. McDonnell
Treasurer
Date: November 8, 1995
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