File 70-9073
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST EFFECTIVE AMENDMENT 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)
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CENTRAL AND SOUTH WEST CORPORATION
(Name of top registered holding company parent)
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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)
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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. (the "Service Company"), 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, hereby submit for filing this
Post-Effective Amendment to the Application-Declaration on Form U-1 in File No.
70-9073 to amend and restate the Application-Declaration with respect to the
application of Rules 53 and 54 to the Applicants' request for authority herein.
In all other respects, the Application-Declaration shall remain the same.
Item 3. Applicable Statutory Provisions.
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. The Applicants
currently meet all of the criteria of Rule 53(a), except for clause (1). At June
30, 1998, CSW's "aggregate investment," as defined in Rule 53(a)(1), in EWGs and
FUCOs was approximately $917 million, or approximately 51.51% of CSW's average
"consolidated retained earnings," as defined in Rule 53(a)(1), for the four
quarters ended June 30, 1998 (approximately $1.781 billion), which exceeds the
50% "safe harbor" limitation contained in that rule.
By order dated January 24, 1997, (HCAR No. 26653) ("January
1997 Order"), the Commission authorized CSW to increase to 100% of average
"consolidated retained earnings," as defined in Rule 53(a)(1), the aggregate
amount which it may invest in EWGs and FUCOs. Although CSW's aggregate
investment exceed the 50% "safe harbor" limitation contained in Rule 53, CSW's
aggregate investment in below the 100% limitation authorized under the January
1997 Order.
As of September 30, 1996, the most recent period for which
financial statement information was evaluated in the January 1997 Order, CSW's
consolidated capitalization consisted of 43.5% equity and 56.5% debt. CSW's
consolidated pro forma capitalization as of June 30, 1998, taking into account
the effect of the proposed transactions, is 41.8% equity and 58.2 % debt.
CSW asserts that since the date of the January 1997 Order,
there has been no material change in its consolidated capitalization ratio. CSW
further states that this ratio remains within acceptable ranges and limits, as
evidenced by CSW's corporate consolidated "A2" short term credit rating, which
has remained the same since the January 1997 Order.
In 1997, the government of Great Britain imposed a windfall
profits tax of $176 million on Seeboard, plc, a FUCO in the United Kingdom
wholly owned by CSW. Notwithstanding the imposition of this tax, earnings
attributable to CSW's interests in EWGs and FUCOs contributed positively to
consolidated earnings in the calendar year ending after the January 1997 Order.
Accordingly, since the date of the January 1997 Order, the earnings attributable
to CSW's investments in EWGs and FUCOs have not had any adverse impact on CSW's
financial integrity.
CSW will continue to maintain in conformity with United States
generally accepted accounting principles and make available the books and
records required by Rule 53(a)(2). CSW does, and will continue to, comply with
the requirement that no more than 2% of the employees of CSW's operating
subsidiaries shall, 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 continue to 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.
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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 company has duly caused this
document to be signed on its behalf by the undersigned thereunto duly
authorized.
Dated: November 2, 1998.
CENTRAL POWER AND LIGHT COMPANY
By: WENDY G. HARGUS
Wendy G. Hargus
Treasurer
PUBLIC SERVICE COMPANY OF OKLAHOMA
By: WENDY G. HARGUS
Wendy G. Hargus
Treasurer
SOUTHWESTERN ELECTRIC POWER COMPANY
By: WENDY G. HARGUS
Wendy G. Hargus
Treasurer
WEST TEXAS UTILITIES COMPANY
By: WENDY G. HARGUS
Wendy G. Hargus
Treasurer
CENTRAL AND SOUTH WEST SERVICES, INC.
By: WENDY G. HARGUS
Wendy G. Hargus
Treasure
