File No. 69-140
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-3A-2
STATEMENT BY HOLDING COMPANY CLAIMING EXEMPTION UNDER RULE U-3A-2 FROM
THE PROVISIONS OF THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
To be filed annually prior to March 1
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
hereby files with the Securities Exchange Commission, pursuant to Rule 2,
its statement claiming exemption as a holding company from the provisions
of the Public Utility Holding Company Act of 1935, and submits the
following information:
1. Name, State of organization, location and nature of business of
claimant and every subsidiary thereof, other than any exempt wholesale
generator (EWG) or foreign utility company in which claimant directly or
indirectly holds an interest.
(a) The claimant. Central Illinois Public Service Company (the
"Company") is an Illinois corporation, and has its principal executive
office at 607 East Adams Street, Springfield, Illinois 62739. On April 25,
1990, the Company shareholders approved a corporate restructuring plan
which provided for the establishment of CIPSCO Incorporated (CIPSCO), a
holding company. After receipt of the final necessary regulatory approval,
on October 1, 1990, CIPSCO became the parent of the Company and shares of
the Company's common stock were converted on a share-for-share basis into
common stock of CIPSCO. The Company provides certain services to CIPSCO
for which all costs incurred are reimbursed to the Company.
CIPSCO and Union Electric Company have entered into an agreement
and plan of merger as described in the Company's Annual Report on Form 10-K
for the year ended December 31, 1995 and in the Company's Quarterly Report
on Form 10-Q for the quarters ended March 31, 1996, June 30, 1996 and
September 30, 1996.
The Company is a public utility engaged principally in the sale
of electricity which it generates, transmits and distributes in portions of
central and southern Illinois. It also sells natural gas which it
purchases from suppliers and distributes through the system in various
parts of the territory served. During 1996, the Company furnished electric
service to about 322,000 customers in 557 incorporated and unincorporated
communities and adjacent suburban and rural areas, including a number of
rural electric cooperatives to which it sold electric energy at wholesale.
The Company also furnished natural gas services to about 169,000 customers
in 267 communities and adjacent suburban and rural areas. For further
information with respect to the Company, its properties and its business,
reference is made to the Company's Registration Statement, Registration No.
2-61730, Registration No. 33-59674, and the map included therein showing
the territory served by the Company, the Company's Annual Report on Form 10-
K for the year ended December 31, 1995, and the Company's Quarterly Reports
on Form 10-Q for the quarters ended March 31, 1996, June 30, 1996 and
September 30, 1996, and the papers and documents descriptive of or relating
to the Company on file with the Commission in Administrative Proceeding
File No. 3-1568 (70-4631).
(b) Electric Energy, Inc. The Company owns 20 percent (accounted
for under the equity method) of Electric Energy, Inc. (EEI), which owns a
1,000,000 KW generating station at Joppa, Illinois. The equity investment
in EEI is included on the Company's balance sheet in "Other Assets." For a
description of the organization, business, financing and properties of EEI,
reference is made to the applications and declarations (and the amendments
and exhibits thereto) relating to EEI heretofore filed with the Securities
and Exchange Commission, under the Public Utility Holding Company Act of
1935, by EEI, the Company and others in File Nos. 70-2540, 70-2647, 70-
2973, 70-3095, 70-3120, 70-3595 and 70-3596, and to the findings, opinions
and orders of the Commission with respect thereto.
(c) CIPS Energy, Inc. and Illinois Steam, Inc., are inactive and
not "public utility companies" within the meaning of the Public Utility
Holding Company Act of 1935.
2. A brief description of the properties of claimant and each of its
subsidiary public utility companies used for the generation, transmission
and distribution of electric energy for sale, or for the production,
transmission and distribution of natural or manufactured gas, indicating
the location of principal generating plants, transmission lines, producing
fields, gas manufacturing plants, and electric and gas distribution
facilities, including all such properties which are outside the State in
which claimant and its subsidiaries are organized and all transmission or
pipelines which deliver or receive electric energy or gas at the borders of
such State.
(a) The Company is engaged principally in the sale of electricity
which it generates, transmits and distributes in portions of central and
southern Illinois. The Company furnished electric service to about 322,000
customers in 557 incorporated and unincorporated communities and adjacent
suburban and rural areas, including a number of rural electric cooperatives
to which it sold electric energy at wholesale.
At December 31, 1996, the Company owned and regularly operated
five steam electric generating stations as follows:
Generating Station MW Capacity
Newton Newton, Illinois 1,109
Coffeen Coffeen, Illinois 900
Meredosia Meredosia, Illinois 517
Grand Tower Grand Tower, Illinois 186
Hutsonville Hutsonville, Illinois 159
At that date, the Company also owned about 13,051 pole miles of
overhead electric lines and 997 miles of underground electric lines. This
transmission system is located at the hub of 13 major utility systems
joined by interconnections at various locations. The major electric
interconnections are as follows:
Interconnections
Commonwealth Edison Co. 2
Northern Indiana Public Service Co. 1
AEP (Indiana and Michigan Electric) 1
CINergy Corp. 2
Southern Illinois Power Cooperative 2
Illinois Power 26
Tennessee Valley Authority (owned with Illinois Power)
Electric Energy, Inc. 3
Kentucky Utilities (owned with Electric Energy, Inc.)
Union Electric Co. 8
Central Illinois Light Co. 1
Springfield City Water, Light & Power 1
IES Utilities 2
The Company also sells natural gas which it purchased from
suppliers and distributed through the system in various parts of Illinois.
The Company furnished natural gas services to about 169,000 customers in
267 communities and adjacent suburban and rural areas.
At December 31, 1996, the Company owned a propane-air gas plant
at Quincy, Illinois and five underground gas storage facilities at Ashmore,
Sciota North, Belle Gent, Johnson City and Richwood, Illinois. The Company
also leased other underground gas storage facilities from Texas Eastern
Transmission Corporation, Panhandle Eastern Pipeline Company, Natural Gas
Pipeline Company of America, Texas Gas Transmission Company, Trunkline Gas
Company and Eastex Gas Storage and Exchange Inc.
The underground gas storage facilities and the propane-air gas
plant are used by the Company to supplement the available supply of natural
gas during periods of high demands.
At December 31, 1996, the Company also owned about 1,386 miles of
natural gas transmission mains and 3,234 miles of natural gas distribution
mains. The Company is served by six interstate pipeline companies,
Panhandle Eastern Pipeline Company (Panhandle), Texas Eastern Transmission
Company (Texas Eastern), Texas Gas Transmission Company (Texas Gas),
Natural Gas Pipeline Company of America (Natural), Trunkline Gas
Transmission Company (Trunkline), and Midwestern Gas Transmission Company
(Midwestern). The major gas inter-connections are as follows:
Interconnections
Panhandle 18
Texas Eastern 3
Texas Gas 6
Natural 7
Trunkline 9
Midwestern 3
The Company owns no properties located outside the State of
Illinois. For further information with respect to the Company, its
principal electric generating stations and transmission lines and its
electric and gas distribution facilities, reference is made to the
Company's registration statement, reports and map and the papers and
documents referred to in the answer to Item 1 above.
(b) Reference is made to Paragraph (b) under Item 1 above and the
filings with the Securities and Exchange Commission referred to therein for
a description of the properties of EEI.
3. The following information for the last calendar year with respect
to claimant and each of its subsidiary public utility companies:
(a) Number of kwh. of electric energy sold (at retail or
wholesale), and Mcf. of natural or manufactured gas distributed at retail.
(b) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas distributed at retail outside the State in which each
company is organized.
(c) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas sold at wholesale outside the State in which each such
company is organized, or at the State line.
(d) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas purchased outside the State in which each such company is
organized, or at the State line.
The information required by this item with respect to sales and
purchases of electric energy is set forth in Exhibit D hereto. In the
calendar year 1996, the Company distributed at retail 258,156,176 therms of
gas, all within the state of Illinois. The Company does not distribute at
retail any gas outside the state of Illinois. During 1996, the Company
sold at wholesale approximately 423,000 Mcf. of natural gas outside the
state of Illinois. The Company, during 1996, purchased 25,940,657 Mcf. of
natural gas outside the state of Illinois.
EEI does not engage in the business of selling or distributing
gas.
4. The following information for the reporting period with respect to
claimant and each interest it holds directly or indirectly in an EWG or a
foreign utility company, stating monetary amounts in United States dollars:
(a) Name, location, business address and description of the
facilities used by the EWG or foreign utility company for the generation,
transmission and distribution of electric energy for sale or for the
distribution at retail of natural or manufactured gas.
(b) Name of each system company that holds an interest in such
EWG or foreign utility company; and description of the interest held.
(c) Type and amount of capital invested, directly or indirectly,
by the holding company claiming exemption; any direct or indirect guarantee
of the security of the EWG or foreign utility company by the holding
company claiming exemption; and any debt or other financial obligation for
which there is recourse, directly or indirectly, to the holding company
claiming exemption or another system company, other than the EWG or foreign
utility company.
(d) Capitalization and earnings of the EWG or foreign utility
company during the reporting period.
(e) Identify any service, sales or construction contract(s)
between the EWG or foreign utility company and a system company, and
describe the services to be rendered or goods sold and fees or revenues
under such agreement(s).
The Company does not hold, directly or indirectly, an interest in
an EWG or a foreign utility company.
* * * * *
On the basis of the foregoing, the Company is entitled to exemption as
a holding company pursuant to Paragraphs (1) and (2) of Section 3(a) of the
Public Utility Holding Company Act of 1935 and Paragraphs (a)(1) and (a)(2)
of Rule 2 of the Commission promulgated under said Act. Reference is made
to the exhibits filed herewith. In 1996, the Company received dividends
from EEI amounting to $2,437,672.00.
In making and filing this statement, the Company specifically reserves
the right to apply at any time to the Securities and Exchange Commission
(a) pursuant to Section 2(a)(7) of the Public Utility Holding Company Act
of 1935, for an order declaring that it is not a holding company under
clause (A) of said section by reason of its investment in Electric Energy,
Inc. and/or (b) for an order exempting it from the provisions of the Public
Utility Holding Company Act of 1935 pursuant to Section 3(a) or any other
provision of said Act or of any rule or regulation of the Commission
thereunder. Neither the making and filing of this statement nor anything
contained herein shall constitute or be construed to be an admission that
the Company is not entitled to any such order.
LIST OF EXHIBITS
________________
Exhibit A-1 Balance Sheet of the Company as of December 31, 1996.
Exhibit A-2 Statement of Income of the Company for the year ended
December 31, 1996.
Exhibit A-3 Statement of Retained Earnings of the Company for the year
ended December 31, 1996.
Exhibit A-4 Balance Sheet of Electric Energy, Inc. as of December 31,
1996.*
Exhibit A-5 Statement of Income of Electric Energy, Inc. for the year
ended December 31, 1996.*
Exhibit A-6 Statement of Retained Earnings of Electric Energy, Inc. for
the year ended December 31, 1996.*
Exhibit B Financial Data Schedule of the Company for the year
ended December 31, 1996.
Exhibit C Not applicable.
Exhibit D Statement showing sales and purchases of electric
energy by the Company and Electric Energy, Inc. for the year
ended December 31, 1996.
* As furnished by Electric Energy, Inc., but unaudited.
The above-named claimant has caused this statement to be duly
executed on its behalf by its authorized officers on this 28th day of
February, 1997.
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
By /s/ W. A. Koertner
____________________________________
Vice President and Secretary
(Corporate Seal)
Attest:
/s/ R. C. Porter
_______________________
Assistant Secretary
* * * * *
Names, titles and addresses of officers to whom notices and correspondence
concerning this statement should be addressed:
W. A. Koertner, Vice President and Secretary
Central Illinois Public Service Company
607 East Adams Street
Springfield, Illinois 62739
C. L. Greenwalt, President and Chief Executive Officer
Central Illinois Public Service Company
607 East Adams Street
Springfield, Illinois 62739
Exhibit A-1
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
Assets
Utility Plant, at original cost:
Electric $2,244,571
Gas 242,664
_________
Less - Accumulated depreciation 2,487,235
1,099,261
_________
1,387,974
Construction work in progress 70,150
_________
1,458,124
_________
Current Assets:
Cash 2,261
Accounts receivable, net 74,761
Accrued unbilled revenues 30,126
Materials and supplies, at average cost 38,806
Fuel for electric generation, at average cost 21,610
Gas stored underground, at average cost 13,361
Prepayments 14,323
Other current assets 7,704
_________
202,952
Other Assets:
Regulatory Assets 64,754
Other Assets 27,488
_________
$1,753,318
=========
Capitalization and Liabilities
Capitalization:
Common shareholder's equity:
Common stock, 25,452,373 shares outstanding $ 121,282
Retained earnings 459,942
_________
581,224
Preferred stock 80,000
Long-term debt 421,228
_________
1,082,452
_________
Current Liabilities:
Long-term debt due within one year 58,000
Short-term borrowings 57,768
Accounts payable 62,243
Accrued wages 10,279
Accrued taxes 13,943
Accrued interest 8,432
Other 49,301
_________
259,966
_________
Deferred Credits:
Accumulated deferred income taxes 303,700
Investment tax credits 48,885
Regulatory liabilities, net 58,315
_________
410,900
_________
$1,753,318
=========
Exhibit A-2
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
STATEMENT OF INCOME
FOR THE YEAR ENDED DECEMBER 31, 1996
(in thousands)
Operating Revenues:
Electric $ 730,834
Gas 155,352
_________
Total operating revenues 886,186
_________
Operating Expenses:
Fuel for electric generation 220,936
Purchased power 53,279
Gas costs 96,228
Other operation 145,332
Maintenance 61,458
Depreciation and amortization 86,937
Taxes other than income taxes 57,792
Income taxes 47,693
_________
Total operating expenses 769,655
_________
Operating Income 116,531
_________
Other Income and Deductions:
Allowance for equity funds used during construction 378
Nonoperating income taxes 407
Miscellaneous, net (2,652)
_________
Total other income and deductions (1,867)
_________
Income Before Interest Charges 114,664
_________
Interest Charges:
Interest on long-term debt 33,118
Other interest charges 4,636
Allowance for borrowed funds used during construction (483)
_________
Total interest charges 37,271
_________
Net Income 77,393
Preferred Stock Dividends 3,721
_________
Earnings for Common Stock $ 73,672
=========
Exhibit A-3
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
STATEMENT OF RETAINED EARNINGS
FOR THE YEAR ENDED DECEMBER 31, 1996
(in thousands)
Balance, beginning of year $ 449,137
Add (deduct):
Net income 77,393
Dividends:
Preferred stock (3,721)
Common stock (62,950)
Other 83
_________
Balance, end of year $ 459,942
=========
Exhibit A-4
ELECTRIC ENERGY, INC.
CONSOLIDATED BALANCE SHEET
DECEMBER 31, 1996
(in thousands)
Assets
Property, Plant and Equipment:
In service $ 342,906
Construction work in progress 1,311
_________
344,217
Less - Accumulated provision for depreciation and
amortization 244,906
_________
99,311
_________
Current Assets:
Cash 372
Temporary cash investments 4,300
Accounts receivable 25,896
Fuel stock, at average cost 7,531
Material and supplies, at average cost 4,630
Prepayments 221
_________
42,950
_________
Other Assets 18,085
_________
$ 160,346
=========
Capitalization and Liabilities
Stockholders' Equity:
Common stock, 62,000 shares outstanding $ 6,200
Retained earnings 2,634
_________
8,834
Long-term debt 130,000
_________
138,834
_________
Current Liabilities:
Accounts payable 13,557
Accrued taxes 8
Accrued interest 417
Dividend declared 2,458
_________
16,440
_________
Other Liabilities 5,072
_________
$ 160,346
=========
Exhibit A-5
ELECTRIC ENERGY, INC.
CONSOLIDATED STATEMENT OF INCOME
FOR THE YEAR ENDED DECEMBER 31, 1996
(in thousands)
Operating Revenues:
Sales to Department of Energy $ 159,130
Sales to Sponsoring Companies 64,391
Other 666
_________
Total operating revenues 224,187
_________
Operating Expenses:
Cost of fuel 79,276
Purchased power 61,387
Operation 18,211
Maintenance 17,110
Depreciation and amortization 15,412
Taxes other than income taxes 1,951
Income taxes 7,690
_________
Total operating expenses 201,037
_________
Operating Income 23,150
_________
Other (Income) and Expense:
Interest income (316)
Interest expense 10,007
Miscellaneous, net 1,271
_________
Total other (income) and expense 10,962
_________
Net Income $ 12,188
=========
Exhibit A-6
ELECTRIC ENERGY, INC.
CONSOLIDATED STATEMENT OF RETAINED EARNINGS
FOR THE YEAR ENDED DECEMBER 31, 1996
(in thousands)
Balance, beginning of year $ 2,634
Dividends declared (12,188)
Net income for year 12,188
_________
Balance, end of year $ 2,634
=========
Exhibit B
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
FINANCIAL DATA SCHEDULE
FOR THE YEAR ENDED DECEMBER 31, 1996
Item No. Description Amount
________ ___________ ______
(in thousands)
1 Total Assets $1,753,318
2 Total Operating Revenues $ 886,186
3 Net Income $ 77,393
Exhibit D
CENTRAL ILLINOIS PUBLIC SERVICE COMPANY
SALES AND PURCHASES OF ELECTRIC ENERGY
FOR THE YEAR ENDED DECEMBER 31, 1996
Central Illinois
Public Service Electric
Company(a) Energy, Inc.(a)
________________ _______________
Kwh. sold (at retail or wholesale) 8,838,380,267 11,755,513,991
Kwh. distributed at retail outside
of State in which organized none 8,634,588,991 (b)
Kwh. sold at wholesale outside of
State in which organized or at
State line none (c)
Kwh. purchased outside of State in
which organized or at State line none none
(a) Exclusive of interchange power.
(b) Represents energy sold to the Paducah, Kentucky, Department of Energy
facility operated by the United States Enrichment Corporation.
(c) Central Illinois Public Service Company is advised that in 1996
Electric Energy, Inc. (EEI) sold to Kentucky Utilities Company
1,570,074,000 kilowatthours of energy manufactured at the Joppa,
Illinois, plant of EEI and transmitted over EEI lines to a point at
the Paducah, Kentucky, gaseous diffusion plant.
