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File No. 70-8157
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 14 (POST-EFFECTIVE) TO
FORM U-1 APPLICATION-DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
___________________________________
CENTRAL AND SOUTH WEST CORPORATION SOUTHWESTERN ELECTRIC POWER COMPANY
1616 Woodall Rodgers Freeway 428 Travis Street
Dallas, Texas 75202 Shreveport, Louisiana 71156-0001
CENTRAL POWER AND LIGHT COMPANY WEST TEXAS UTILITIES COMPANY
539 North Carancahua Street 301 Cypress Street
Corpus Christi, Texas 78401-2802 Abilene, Texas 79601-5820
PUBLIC SERVICE COMPANY OF OKLAHOMA TRANSOK, INC.
212 East Sixth Street 2 West Sixth Street
Tulsa, Oklahoma 74119-1212 Tulsa, Oklahoma 74119
CENTRAL AND SOUTH WEST SERVICES, INC.
1616 Woodall Rodgers Freeway
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
Dallas, Texas 75202
Joris M. Hogan, Esq.
Milbank, Tweed, Hadley & McCloy
1 Chase Manhattan Plaza
New York, New York 10005
(Names and addresses of agents for service)
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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"), and its subsidiary companies Central Power
and Light Company ("CPL"), Public Service Company of Oklahoma ("PSO"),
Southwestern Electric Power Company ("SWEPCO"), West Texas Utilities Company
("WTU"), Transok, Inc. ("TOK") and Central and South West Services, Inc.
("CSWS"), each referred to as a "Subsidiary" and collectively referred to as
the "Subsidiaries", hereby file this Post-Effective Amendment No. 14 to the
Form U-1 Application- Declaration in this File No. 70-8157 (the "Application-
Declaration") for the purposes of amending Items 1, 2 and 6 to include the
following additional information. In all other respects, the Application-
Declaration as previously filed and amended will remain the same.
Item 1. Description of Proposed Transaction.
Item 1 is hereby amended to include the following additional
information:
On February 4, 1994, the Securities and Exchange Commission
("Commission") issued a notice in this file (HCAR No. 35-25986) relating to
proposed increases in borrowing levels for CSW and its subsidiaries, CPL and
CSWS. On March 18, 1994, the Commission issued an order in this file (HCAR
No. 35-26007) approving certain of the proposed increases in borrowing
authority but reserving jurisdiction over $20 million of CSW's proposed
increase and $60 million of CSWS' proposed increase, pending completion of the
record. On June 15, 1994, the Commission issued a supplemental order in this
file (HCAR No. 35-26066) approving certain of the proposed increases in
borrowing authority but reserving jurisdiction over $20 million of CSW's
proposed increase and $40 million of CSWS' proposed increase, pending
completion of the record.
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CSW now requests that jurisdiction be released over the remaining
$20 million of its proposed increase in its borrowing authority. CSW's
current borrowing limit as authorized by the Commission in this file (HCAR No.
35-26007; March 18, 1994) is $930 million.
The increase in CSW's money pool authorization is necessary for the
following purposes: (1) to fund increased investment in CSW Energy, Inc.
("CSWE") as authorized by the Commission by orders dated September 28, 1990,
November 22, 1991 and December 31, 1992 (HCAR Nos. 25162, 25414 and 25728,
respectively; 70-7758) and orders relating to specific projects authorized
thereunder; (2) to fund investments in CSW Communications, Inc. as authorized
by the Commission by order dated June 3, 1994 (HCAR No. 26061; 70-8199) which
authorizes CSW to provide up to $25 million in loans and capital
contributions; (3) to fund investments in CSW International, Inc. ("CSWI") as
authorized by the Commission by order dated November 3, 1994 (HCAR No. 26156;
70-8423) which authorizes CSW to finance activities of CSWI and its
subsidiaries in the form of capital contributions, loans or open account
advances and/or issue guarantees in the form of letters of credit, bid bonds
or other credit support up to an aggregate principal amount of $400 million to
secure certain obligations in connection with permitted activities incurred by
CSWI and its subsidiaries; (4) to ensure that CSW has sufficient borrowing
capacity to obtain external borrowings in order to loan funds through the CSW
system money pool to the Subsidiaries when required; and (5) to fund
short-term borrowing requirements of CSW that arise out of working capital
needs, including timing differences on the payment of dividends to
shareholders and receipt of dividends from the operating companies in the CSW
system. CSW does not currently anticipate providing $400 million to CSWI
through short-term borrowings; however, certain levels of short-term
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borrowings will be incurred by CSW on behalf of CSWI until external financing
can be obtained. To date, proceeds of CSW's outstanding short-term borrowings
have also been utilized to fund equity investments in TOK and CSWE of $150
million and $46 million, respectively, and loans to various CSWE projects
totaling $214 million.
Exhibit 12 sets forth a table showing CSW's forecast of the minimum
and maximum short-term debt levels for the balance of the first quarter of
1995 through the last quarter of 1995.
CSW therefore requests that jurisdiction be released over the
remaining $20 million of its proposed increase over which jurisdiction was
reserved in the Commission's order dated June 15, 1994 (HCAR No. 35-26066).
Item 2. Fees, Commissions and Expenses.
Item 2 is hereby amended to include the following additional
information:
An estimate of the fees and expenses to be paid in connection with
the proposed transaction additional to the fees and expenses as previously set
forth in the Application-Declaration is set forth below:
Counsel fees:
Milbank, Tweed, Hadley & McCloy
New York, New York ................... $2,500
Central and South West Corporation 1,000
Miscellaneous and incidental
expenses including travel,
telephone, postage and copying 0
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TOTAL $3,500
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Item 6. Exhibits and Financial Statements.
Item 6 is hereby amended to file the following exhibit:
Exhibit 12 - Forecast of CSW's Minimum and Maximum Short-Term
Debt for the period January 1, 1995 through
December 31, 1995.
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S I G N A T U R E
- - - - - - - - -
Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, as amended, the undersigned companies have duly caused this
document to be signed on their behalf by the undersigned thereunto duly
authorized.
Dated: January 20, 1995
CENTRAL AND SOUTH WEST CORPORATION CENTRAL POWER AND LIGHT COMPANY
By /s/ STEPHEN J. MCDONNELL By /s/ SHIRLEY S. BRIONES
Stephen J. McDonnell Shirley S. Briones
Treasurer Treasurer
PUBLIC SERVICE COMPANY OF OKLAHOMA SOUTHWESTERN ELECTRIC POWER COMPANY
By /s/ SHIRLEY S. BRIONES By /s/ SHIRLEY S. BRIONES
Shirley S. Briones Shirley S. Briones
Treasurer Treasurer
WEST TEXAS UTILITIES COMPANY TRANSOK, INC.
By /s/ SHIRLEY S. BRIONES By /s/ O. T. STEWART
Shirley S. Briones O. T. Stewart
Treasurer Treasurer
and Controller
CENTRAL AND SOUTH WEST SERVICES, INC.
By /s/ SHIRLEY S. BRIONES
Shirley S. Briones
Treasurer
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EXHIBIT INDEX
Exhibit Transmission
Number Exhibit Method
- ------- ------- ------------
12 Forecast of CSW's Minimum and Maximum Electronic
Short-Term Debt for the period January 1,
1995 through December 31, 1995.
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EXHIBIT 12
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CENTRAL AND SOUTH WEST CORPORATION
SHORT-TERM DEBT FORECAST
($ IN MILLIONS)
1995
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1st 2nd 3rd 4th
Qtr Qtr Qtr Qtr
---- ---- ---- ----
Minimum Short-Term
Debt Level $ 906 $ 945 $ 810 $ 800
Maximum Short-Term
Debt Level $ 945 $ 992 $1,020 $1,100
