UNITED STATES OF AMERICA
before the
SECURITIES AND EXCHANGE COMMISSION
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
- ----------------------------------------------
In the matter of
EnerShop, Inc. REPORT FOR PERIOD
Dallas, Texas 75266 October 1, 1997 to
December 31, 1997
File No. 070-08645 PURSUANT TO RULE 24
This report is filed under Rule 24 of the Public Utility Holding Company
Act of 1935 by EnerShop, Inc. ("EnerShop"), a wholly owned subsidiary of Central
and South West Corporation ("CSW"). Under HCAR 35-26367, EnerShop is authorized
to provide energy and demand side management services to nonassociates; CSW has
authority to make loans to EnerShop; and to make guarantees of Enershop's
obligations. Attached is the information required pursuant to HCAR 35-26367.
(A)
(1)Narrative report of activities undertaken in connection with energy and
demand side management services. See Exhibit A.
(2)Description of any services received by EnerShop from CSW Services, Inc.
and each of the electric utility company subsidiaries of CSW aggregate
dollar value of the services by company. See Exhibit B.
(B)
(1) Statement of Income for quarter ended December 31, 1997. See Exhibit C.
(2) Balance sheet for period ended December 31, 1997. See Exhibit D.
(3)Statement of cash flow for the period ended December 31, 1997. See
Exhibit E.
(4)Amounts and forms of currently effective CSW guarantees of and similar
arrangements concerning the performance and undertaking of obligations by
EnerShop. See Exhibit F.
(5)Measure of hours spent by associate companies on services rendered to
EnerShop. See Exhibit G.
This is the last Rule 24 filing that CSW intends to make for Enershop. Enershop
qualifies as an "energy services company" under Rule 58. Accordingly, CSW will
make future Enershop filings on Report U-9C-3.
<PAGE>
S I G N A T U R E
As requested by order of this Commission pursuant to the Public Utility
Holding Company Act of 1935, EnerShop, Inc., has duly caused this report to be
signed on its behalf on this 30th day of March 1998.
EnerShop, Inc.
/s/ Kenneth C. Raney, Jr.
Kenneth C. Raney, Jr.
Secretary
EXHIBIT A
EnerShop, Inc. Energy Services and Demand-Side Management Activities
For Period Ended Calendar Quarter December, 1997
EnerShop, Inc. is an energy services company, providing cost-effective energy
management solutions and strategies for commercial and industrial customers,
both inside and outside the service territories of the CSW electric operating
companies. EnerShop's turn-key energy efficiency and demand-side management
solutions include engineering, design specification, equipment installation,
project management and financing placement. EnerShop analyzes potential
customer's operations and identifies equipment, usage, and other changes that
will lower their overall energy bills or provide greater productivity. On most
projects EnerShop manages the efforts of several parties, including equipment
vendors, engineering firms, and subcontractors. This management allows our
customers to look to a sole-source conduit for activities that would otherwise
detract from their time and resources.
The following represents EnerShop's activities for the quarter ended December
1997:
Provisional Studies and Final Contract Proposals - EnerShop performed energy
audits and/or developed energy efficiency proposals for a number of commercial
customers. These studies or proposals typically consisted of a facility energy
and operational audit, estimates of energy and operational saving opportunities,
and associated equipment costs. EnerShop successfully negotiated three
Implementation Contracts for services, and continued negotiations with other
potential customers.
EnerShop provided detailed engineering studies and subsequent energy and
demand-side management projects for a number of customers in 1997. EnerShop's
primary focus today is the commercial business sector in Dallas and Houston,
Texas, and the service territories of the four CSW operating companies.
EXHIBIT B
EnerShop, Inc.
Intercompany Service Transactions
For the Quarter Ended December 31, 1997
Name Type of Service Amount
- ------------------------------- ------------------------------------- -------
Central and South West Salaries, and overheads (direct and $301,203
Services, Inc. indirect) in support of EnerShop
(Wholly owned subsidiary of
Central and South West
Corporation)
EXHIBIT C
EnerShop, Inc.
Income Statement
For The Quarter Ended December 31, 1997
Unaudited
(000's)
Contract Revenue $ 2,239
Maintenance Revenue (3)
Other Revenue 0
-------------
Total Revenue 2,236
Cost of Revenue 1,775
-------------
Gross Profit 461
Operating Expenses 1,455
Outside Services - CSWS 225
Interest and Taxes Other Than Income 222
-------------
Total Expenses 1,902
Federal Income Taxes (485)
-------------
Net Income / (Loss) $ (956)
=============
EXHIBIT D
EnerShop, Inc.
Balance Sheet
At December 31, 1997
Unaudited
(000's)
ASSETS
- ---------------------------------------------------------
Current Assets:
Accounts Receivable $ 843
Prepaid Assets 18
Federal Income Tax Benefit 438
Other Assets 733
------------
Total Current Assets 2,032
------------
Work In Progress 1,499
Plant, Property & Equipment:
Furniture & Fixtures 875
Accumulated Depreciation / Amortization (65)
------------
Net Plant, Property & Equipment 810
------------
Other Assets:
Prepaid Benefits 37
Other Non-Current Assets 0
------------
Total Other Assets: 37
------------
TOTAL ASSETS $4,378
============
LIABILITIES & EQUITY
- ---------------------------------------------------------
Current Liabilities:
Accounts Payable - Non-Affiliated $ 887
Accounts Payable - Affiliated 199
------------
Total Current Liabilities
1,086
------------
Notes Payable - Affiliated
7,458
Notes Payable - Other 173
------------
Total Liabilities 8,717
------------
Equity:
Common Stock and Additional Paid in Capital 1
Retained Earnings (4,340)
------------
Total Equity (4,339)
------------
TOTAL LIABILITIES & EQUITY $4,378
============
EXHIBIT E
EnerShop, Inc.
Statement of Cash Flows
For The Quarter Ended December 31, 1997
Unaudited
(000's)
OPERATING ACTIVITIES
Net Income (Loss) $ (956)
Depreciation 19
Amortization 21
Change in Assets and Liabilities:
Change in Affiliated Accounts Receivable (189)
Change in Nonaffiliated Accounts Receivable (399)
Change in Affiliated Accounts Payable 2,994
Change in Nonaffiliated Accounts Payable 655
Change in Accrued Taxes (75)
Change in Other (326)
--------------
TOTAL OPERATING ACTIVITIES 1,744
INVESTING ACTIVITIES
Construction Expenditures (2,067)
Note Receivable Increase / (Decrease) -
Equity Investments in Common Stock 323
Other Investing Activities -
--------------
TOTAL INVESTING ACTIVITIES (1,744)
FINANCING ACTIVITIES
Capital Contributions -
Change in Short Term Debt -
--------------
TOTAL FINANCING ACTIVITIES -
==============
NET CHANGE IN CASH AND CASH EQUIVALENTS -
==============
EXHIBIT F
EnerShop, Inc.
Schedule of CSW Guarantees
At December 31, 1997
CSW does not currently guarantee or act as surety on any bonds,
indebtedness or other obligations undertaken by EnerShop.
EXHIBIT G
EnerShop, Inc.
Schedule of Hours Spent in Support of EnerShop
At December 31, 1997
Hours
Associated Company Rendered
CSW Services, Inc. 1,634
(Wholly owned subsidiary of CSW)