<PAGE> 1
File No. 70-8345
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 5 TO
FORM U-1 APPLICATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
____________________
CENTRAL POWER AND LIGHT COMPANY
539 North Carancahua Street
Corpus Christi, Texas 78401
PUBLIC SERVICE COMPANY OF OKLAHOMA
212 East 6th Street
Tulsa, Oklahoma 74119
SOUTHWESTERN ELECTRIC POWER COMPANY
428 Travis Street
Shreveport, Louisiana 71156
WEST TEXAS UTILITIES COMPANY
301 Cypress
Abilene, Texas 79601
(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)
<PAGE> 2
Central Power and Light Company, a Texas corporation ("CPL"), Public
Service Company of Oklahoma, an Oklahoma corporation ("PSO"), Southwestern
Electric Power Company, a Delaware corporation ("SWEPCO"), and West Texas
Utilities Company, a Texas corporation ("WTU"), are electric 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"). CPL, PSO, SWEPCO and WTU are referred to collectively
herein as the "CSW Companies." The CSW Companies hereby file this Amendment
No. 5 to the Form U-1 Application in this File No. 70-8345 for the purposes of
amending and restating Item 1 as follows. In all other respects, the
Application as previously filed and as heretofore amended will remain the
same.
In Item 1 ("Description of Proposed Transaction"):
(a) the first sentence of the sixth paragraph (beginning with the
words "The CSW Companies anticipate") is hereby amended to delete the words
"expected to" between the words "shall not" and "exceed at", and to delete the
words "annual average" between the words "a maximum" and "of 50%".
Item 1. Description of Proposed Transaction.
Item 1 is hereby restated in its entirety to read as follows:
The CSW Companies hereby request authority through July 1, 1999, to
lease owned unit trains and railcars to nonaffiliated third parties. By
orders dated March 22, 1989 (HCAR No. 24844; 70-7563), June 29, 1989 (HCAR No.
24914; 70-7656) and May 4, 1990 (HCAR No. 25085; 70-7683) (the "Orders"), the
Commission authorized CPL, SWEPCO and PSO, respectively, to lease owned unit
trains and railcars to nonaffiliated third parties from time to time on a
short-term basis when not needed by CPL, PSO and SWEPCO through March 1, 1994,
<PAGE> 3
June 1, 1994 and September 30, 1994, respectively. The unit trains and
railcars are used by CPL, PSO and SWEPCO to transport coal to CPL's Coleto
Creek electric generating plant located in Fannin, Texas, PSO's Northeastern
Power Station located in Oologah, Oklahoma, and SWEPCO's Welsh Power Plant
located near Cason, Texas and Flint Creek Power Plant located near Gentry,
Arkansas (the "Plants").
From time to time, the CSW Companies have been approached by other
utilities and by railroads seeking to enter into short-term leases of unit
trains and railcars, and the CSW Companies desire to take advantage of such
opportunities. On those occasions when coal inventory temporarily exceeds its
requirements or at such times when the Plants are inoperative for scheduled
maintenance, the CSW Companies do not need 100% of their unit trains and
railcars.
Lease terms will cover those periods during which the CSW Companies
do not need the unit trains and railcars for operations. Such periods will
generally range from as short as the time it takes to make one trip from the
location of a coal source to a Plant to as long as two months; however, if the
Plants were to be out of service, either for scheduled maintenance or for some
other unforeseen reason, such periods could extend up to ten months. Any
leases will provide for lease rates at or near market rates at the time such
leases are entered into.
The CSW Companies' forecast of excess railcar capacity for 1994 is:
CPL PSO SWEPCO WTU
--- --- ------ ---
Current
number of
railcars 381 791 1472 0
Number of
railcars
to be leased
during 1994 0 2 1 0
<PAGE> 4
The low projected number of excess cars during 1994 reflects current coal
inventories and maintenance schedules. The number of excess cars could be
significantly higher from time to time depending on these and other factors.
Recent railcar leasing experience for PSO and SWEPCO is as follows:
1992 and 1993 Leasing Summary:
PSO SWEPCO
--- ------
1992 0 0
1993 10/12 - 10/31 116 111 4th qtr
11/01 - 11/30 115
12/01 - 12/31 227
During the 1992-1993 period, CPL leased no railcars. WTU had no authority to
lease railcars during 1992 and 1993. PSO's leasing activity was high in the
fourth quarter of 1993 due to the flooding that occurred in the mid-western
United States during 1993. During the flooding numerous companies and plants
could not receive coal deliveries. Once the flooding subsided, shipments of
coal to this region increased, providing PSO an opportunity to lease railcars
that would not occur under normal circumstances.
Because of the circumstances under which opportunities to enter into
the proposed leases arise, the CSW Companies cannot anticipate when unit
trains and railcars will be available for leasing in sufficient time to seek
specific authority from the Commission. Requiring such authority would
preclude the CSW Companies from taking advantage of short-term opportunities
to lease excess unit train and railcar capacity. Accordingly, the CSW
Companies request general authority to enter into lease transactions under the
circumstances described herein.
The CSW Companies anticipate that leases of owned unit trains and
railcars to nonaffiliated third parties will be a small percentage which shall
not exceed at any one time a maximum of 50% of owned railcars for each CSW
<PAGE> 5
Company. The CSW Companies will only sublease railcars if revenue generated
by the sublease will cover all variable costs and make a contribution to fixed
costs. The reduction in fixed costs would benefit customers. Rental income
received from the leasing of unit trains and railcars as proposed will be
recorded as a credit to fuel stock account number 151 and will go to offset
the depreciation of railcars and unit trains which is charged to this account,
thus reducing the overall cost of fuel to the CSW Companies customers. Any
leasing income in excess of the amount of depreciation charged to account
number 151 will be credited to rental income account number 454.
The CSW Companies will file within 60 days after the end of each
calendar quarter pursuant to Rule 24 the following information for each CSW
Company: (1) period of time the railcars are leased; (2) number of railcars
leased; (3) revenues earned, variable cost and contribution to fixed cost by
month from leasing railcars to nonaffiliates; (4) average number of railcars
leased during the period and (5) average number of railcars owned during the
period.
<PAGE> 6
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: June 27, 1994
CENTRAL POWER AND LIGHT COMPANY
By: DAVID P. SARTIN
David P. Sartin
Controller
PUBLIC SERVICE COMPANY OF OKLAHOMA
By: DAVID M. THOMISON
David M. Thomison
Treasurer
SOUTHWESTERN ELECTRIC POWER COMPANY
By: A. G. HAMMETT, III
A. G. Hammett, III
Treasurer
WEST TEXAS UTILITIES COMPANY
By: SHIRLEY BRIONES
Shirley Briones
Treasurer
