File No. 70-9075
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1 TO
FORM U-1 APPLICATION-DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
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CENTRAL POWER AND LIGHT COMPANY
539 North Carancahua Street
Corpus Christi, Texas 78401-2802
PUBLIC SERVICE COMPANY OF OKLAHOMA
212 East Sixth Street
Tulsa, Oklahoma 74119-1212
SOUTHWESTERN ELECTRIC POWER COMPANY
428 Travis Street
Shreveport, Louisiana 71156-0001
WEST TEXAS UTILITIES COMPANY
301 Cypress Street
Abilene, Texas 79601-5820
CENTRAL AND SOUTH WEST SERVICES, INC.
Williams Tower 2
2 West 2nd Street
Tulsa, Oklahoma 74103
(Names of companies filing this statement and addresses
of principal executive offices)
---------------------------
CENTRAL AND SOUTH WEST CORPORATION
(Name of top registered holding company parent)
-----------------------------
Wendy G. Hargus, 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 10005-1413
(Names and addresses of agents for service)
<PAGE>
Central Power and Light Company, Public Service Company of Oklahoma,
Southwestern Electric Power Company and West Texas Utilities Company (the
"Operating Companies"), wholly owned public utility subsidiaries of Central and
South West Corporation ("CSW"), a registered holding company under the Public
Utility Holding Company Act of 1935, as amended (the "Act"), and Central and
South West Services, Inc., a wholly owned subsidiary of CSW that is authorized
to provide services to associate companies pursuant to Section 13(b) of the Act
and rules of the Securities and Exchange Commission (the "Commission")
promulgated thereunder (the "Service Company"), hereby submit for filing this
Amendment No. 1 to the Form U-1 Application-Declaration in this File No. 70-9075
(the "Application") for the purpose of amending Item 1 thereof in order to
request that the Commission reserve jurisdiction over the possible future
inclusion of warranty plans for the servicing and repair of home entertainment
video and audio systems. In all other respects, the Application as previously
filed and amended will remain the same.
Item 1 is hereby amended to read in its entirety as follows:
Item 1. Description of Proposed Transactions.
The Operating Companies, directly or through the Service
Company, propose to enter into agreements with one or more providers of warranty
plans ("Plan Providers") for the servicing and repair of electric and gas
appliances, including kitchen and laundry appliances, heating, ventilation and
air conditioning systems, personal computer systems and, subject to future
approval of the Commission upon application therefor, home entertainment video
and audio systems (the "Plans") and to offer the Plans to their customers. All
such arrangements would include the following features:
1. The Plans would be offered to customers of the
Operating Company using marketing materials designed
by the Operating Companies (or designed by the Plan
Providers and approved by the Operating Companies)
and mailed to customers as billing inserts, or
directly, using the billing and mailing systems of
the Operating Companies.
2. The Plans would be legal obligations of the Plan
Providers, underwritten by such insurance
arrangements as the Operating Companies might
require.
3. The Plan Providers would be responsible for
responding to customers' calls for service and for
making arrangements with adequately licensed and
insured service contractors to perform the services
covered by the Plans. In certain cases, the Operating
Companies might qualify as service contractors under
the Plans.
4. The Operating Companies would bill customers that
enrolled in the Plans monthly fees for coverages
selected by them and remit the fees to the Plan
Providers. The Plan Providers would either pay a
service and administration fee to the Operating
Companies or the Operating Companies would retain
such a fee out of the monthly fees paid by customers.
The Operating Companies would not have any
responsibility for ensuring the payment of the
monthly fees by their customers.
It is currently estimated that the Plans could generate gross
revenues to the Operating Companies of $50,000, $980,000 and $1,137,500 during
1997 (assuming a September 1 start-up date), 1998 and 1999 and expenses
(including start-up expenses) during those years of $100,000, $150,000 and
$175,000, respectively.
It is requested that the Commission reserve jurisdiction over
the possible future inclusion of warranty plans for the servicing and repair of
home entertainment video and audio systems.
Rule 54 promulgated under the Act states that in determining
whether to approve the issue or sale of a security by a registered holding
company for purposes other than the acquisition of an exempt wholesale generator
("EWG") or a foreign utility company ("FUCO"), or other transactions by such
registered holding company or its subsidiaries other than with respect to EWGs
or FUCOs, the Commission shall not consider the effect of the capitalization or
earnings of any subsidiary which is an EWG or a FUCO upon the registered holding
company system if Rule 53(a), (b) and (c) are satisfied. As set forth below, all
applicable conditions set forth in Rule 53(a) are, and, assuming the
consummation of the transactions proposed herein, will be, satisfied and none of
the conditions set forth in Rule 53(b) exist or will exist as a result of the
transactions proposed herein.
Rule 54 under the Act is satisfied because Rules 53(a), (b)
and (c) are satisfied. As of March 31, 1997, CSW has invested approximately
$894.2 million in EWGs and FUCOs or approximately 46% of CSW's "consolidated
retained earnings" of $1,939 million as of the end of its four fiscal quarters
ended March 31, 1997, thus satisfying Rule 53(a)(1). CSW maintains in conformity
with United States generally accepted accounting principles and makes available
the books and records required by Rule 53(a)(2). No more than 2% of the
employees of CSW's operating subsidiaries will, at any one time, directly or
indirectly, render services to an EWG or FUCO in which CSW directly or
indirectly owns an interest, satisfying Rule 53(a)(3). And lastly, CSW will
submit a copy of Item 9 and Exhibits G and H of CSW's Form U5S to each of the
public service commissions having jurisdiction over the retail rates of CSW's
operating utility subsidiaries, satisfying Rule 53(a)(4). None of the conditions
described in Rule 53(b) exist with respect to CSW or any of its subsidiaries,
thereby satisfying said Rule and making Rule 53(c) inapplicable.
<PAGE>
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: September 16, 1997
CENTRAL POWER AND LIGHT COMPANY
By:/s/WENDY G. HARGUS
Wendy G. Hargus
Treasurer
PUBLIC SERVICE COMPANY OF OKLAHOMA
By:/s/WENDY G. HARGUS
Wendy G. Hargus
Treasurer
SOUTHWESTERN ELECTRIC POWER COMPANY
By:/s/WENDY G. HARGUS
Wendy G. Hargus
Treasurer
WEST TEXAS UTILITIES COMPANY
By:/s/WENDY G. HARGUS
Wendy G. Hargus
Treasurer
CENTRAL AND SOUTH WEST SERVICES, INC.
By:/s/WENDY G. HARGUS
Wendy G. Hargus
Treasurer
