CENTRAL VERMONT PUBLIC SERVICE CORP
U-3A-2, 1999-03-12
ELECTRIC SERVICES
Previous: CENTRAL & SOUTH WEST CORP, 10-K, 1999-03-12
Next: CHATTEM INC, 10-K/A, 1999-03-12



     Adopted November 9, 1939                                 File No. 69-65
     
     
                                    UNITED STATES
                         SECURITIES AND EXCHANGE COMMISSION 
     
                                Washington, D.C. 20549
     
     
                                     FORM U-3A-2 
     
                         For the Year Ended December 31, 1998
     
      STATEMENT BY HOLDING COMPANY CLAIMING EXEMPTION UNDER RULE U-3A-2 FROM 
          THE PROVISIONS OF THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 
     
     
                      CENTRAL VERMONT PUBLIC SERVICE CORPORATION 
                      ------------------------------------------
                                  (Name of Company) 
     
     hereby files with the Securities and 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:
     
       l.  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. 
     
                      CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                      ------------------------------------------
     
        Central Vermont Public Service Corporation ("CVPS"), incorporated under
     the laws of the State of Vermont, has its principal executive office in
     Rutland, Vermont.  
     
          The principal business of the Company is the generation and purchase
     of electric energy and its transmission, distribution and sale for light,
     power, heat and other purposes to about 140,000 customers in Middlebury,
     Randolph, Rutland, Springfield, Windsor, Bradford, Bennington, Brattleboro,
     St. Johnsbury, St. Albans, Woodstock, Poultney, Manchester and 163 other
     towns and villages in Vermont.  CVPS also sells electric energy at
     wholesale in New Hampshire to its subsidiary, Connecticut Valley Electric
     Company Inc.; Woodsville Fire District Water and Light Dept.; New Hampshire
     Electric Cooperative Inc.; and in Vermont to one small private utility.  It
     also interchanges economy and emergency power through the New England Power
     Pool.  
     
                       CONNECTICUT VALLEY ELECTRIC COMPANY INC.
                       ----------------------------------------
     
          Connecticut Valley Electric Company Inc. ("CVEC"), a wholly owned
     subsidiary of CVPS, incorporated under the laws of the State of New
     Hampshire, has its principal office in Claremont, New Hampshire. 
     
          CVEC acquired on December 31, 1949, the business and properties of
     CVPS located in New Hampshire and used in carrying on the intrastate
     business of CVPS in that State.  (See Form U-1 in File No. 70-2075) 
     
          The principal business of CVEC is the purchase of electric energy and
     its transmission, distribution, and sale for light, power, heat and other
     purposes to about 10,000 customers in Claremont and 12 other towns and
     villages in New Hampshire.  
     
                         VERMONT ELECTRIC POWER COMPANY, INC.
                         ------------------------------------
     
          Vermont Electric Power Company, Inc. ("VELCO"), a subsidiary of CVPS 
     which owns 56.8% of its outstanding Common Stock, $100 Par Value, and 46.6%
     of its outstanding Preferred Stock, $100 Par Value, incorporated under the
     laws of the State of Vermont, has its principal office in the Town of
     Rutland, Vermont.  
     
          VELCO operates pursuant to the terms of the 1985 Four-Party Agreement
     (as amended) with the Company and two other major distribution companies in
     Vermont.  Although the Company owns 56.8% of VELCO's outstanding common
     stock, the Four-Party Agreement effectively restricts the Company's control
     of VELCO and therefore VELCO's financial statements have not been
     consolidated.  The Four-Party Agreement continued in full force and effect
     until May 1995 and was extended for an additional two-year term in May
     1995, and every two years thereafter, unless at least ninety (90) days
     prior to any two-year anniversary, any party shall notify the other parties
     in writing that it desires to terminate the agreement as of such
     anniversary.  No such notification has been filed by the parties.
     
          VELCO provides transmission services for the State of Vermont acting
     by and through the Vermont Department of Public Service and for all of the
     electric distribution utilities in the State of Vermont.  VELCO is
     reimbursed for its costs (as defined in the agreements relating thereto)
     for the transmission of power which VELCO transmits for the State of
     Vermont and the electric distribution utilities. 
     
          VELCO also has agreements for single unit and system power purchases
     which it resells at its cost to various electric distribution utilities in
     the State of Vermont.  
     
          VELCO is also a participant with all of the major electric utilities
     in New England in the New England Power Pool, acting for itself and as
     agent for twenty-two other electric utilities in Vermont, including CVPS,
     whereby the generating and transmission facilities of all of the
     participants are coordinated on a New England-wide basis through a central
     dispatching agency to assure their operation and maintenance in accordance
     with proper standards of reliability, and to attain the maximum practicable
     economy for all of the participants through the interchange of economy and
     emergency power.
     
                      VERMONT ELECTRIC TRANSMISSION COMPANY, INC.
                      -------------------------------------------
     
          Vermont Electric Transmission Company, Inc. ("VETCO"), a wholly owned
     subsidiary of VELCO, incorporated under the laws of the State of  Vermont,
     has its principal office in the Town of Rutland, Vermont. 
     
          VETCO was formed to construct, finance and operate the Vermont portion
     of the high voltage DC transmission line which ties the New England
     transmission system to the Hydro-Quebec transmission system.
     
                        VERMONT YANKEE NUCLEAR POWER CORPORATION 
                        ----------------------------------------
     
          Vermont Yankee Nuclear Power Corporation ("VY"), an affiliate of CVPS
     which owns 31.3% of its outstanding common stock, $100 Par Value,
     incorporated under the laws of the State of Vermont, has its principal in
     Brattleboro, Vermont. 
     
          Vermont Yankee was formed by a group of New England Utilities for the
     purpose of constructing and operating a nuclear-powered generating plant in
     Vernon, Vermont.  The electricity generated by the Vernon plant is sold to
     Vermont Yankee's sponsoring stockholders. 
     
                                  C. V. REALTY, INC. 
                                  ------------------
     
          C. V. Realty, Inc., incorporated under the laws of the State of
     Vermont, has its principal office in Rutland, Vermont.  
     
          C. V. Realty, Inc., a wholly owned subsidiary of CVPS, was formed for
     the purpose of owning, acquiring, buying, selling, and leasing real and
     personal property and interests therein.  It is not the purpose of this
     Company to own or operate facilities used for the generation, transmission
     or distribution of electric energy as an electric utility company.  
     
                         CENTRAL VERMONT PUBLIC SERVICE CORPORATION -      
                                EAST BARNET HYDROELECTRIC, INC.    
                         --------------------------------------------
     
          Central Vermont Public Service Corporation - East Barnet
     Hydroelectric, Inc. ("East Barnet"), a wholly owned subsidiary of CVPS
     incorporated under the laws of the State of Vermont, has its principal
     office in Rutland, Vermont. 
     
          East Barnet was formed for the purpose of acquiring and constructing a
     hydroelectric project having a capacity of 2200 KW in East Barnet, Vermont
     and leasing said project to CVPS. 
     
          For financial reporting purposes, East Barnet's financial data is
     included with CVPS on the Consolidating Financial Statements.
     
                           CATAMOUNT INVESTMENT CORPORATION
                           --------------------------------
     
          Catamount Investment Corporation ("CIC"), incorporated under the laws
     of the State of Vermont, has its principal office in Rutland, Vermont.
     
          Catamount Investment Corporation, a wholly owned subsidiary of CVPS,
     was formed for the purpose of holding CVPS' subsidiaries that invest in
     unregulated business opportunities.
     
                               SMARTENERGY SERVICES, INC.
                               --------------------------
     
          SmartEnergy Services, Inc. ("SES"), incorporated under the laws of the
     State of Vermont, has its principal office in Rutland, Vermont.
     
          SES, a wholly owned subsidiary of CIC, was formed for the purpose of
     engaging in the sale or rental of electric water heaters, energy efficient
     products and other related goods and services.  SES has three wholly owned
     subsidiaries:  Home Service Solutions, L.L.C., SmartEnergy Control Systems,
     Inc. and SmartEnergy USA, Inc.
     
          For financial reporting purposes, SES's financial data is included
     with CIC on the Consolidating Financial Statements.
     
                          SMARTENERGY CONTROL SYSTEMS, INC.
                          ---------------------------------
     
          SmartEnergy Control Systems, Inc. ("SCS"), incorporated under the laws
     of the State of Vermont, has its principal office in Rutland, Vermont.
     
          SCS, a wholly owned subsidiary of SES, was formed for the purpose of
     developing and distributing energy efficiency products with dairy industry
     applications.
     
          For financial reporting purposes, SCS's financial data is included
     with CIC on the Consolidating Financial Statements.
     
                           HOME SERVICE SOLUTIONS, L.L.C.
                           ------------------------------
     
          Home Service Solutions, L.L.C., incorporated under the laws of the
     State of Delaware, has its principal office in Rutland, Vermont.
     
          Home Service Solutions, L.L.C., a wholly owned subsidiary of SES, was
     formed for the purpose of marketing and engaging in a national home
     maintenance and repair business.
     
          For financial reporting purposes, Home Service Solutions, L.L.C.'s
     financial data is included with CIC on the Consolidating Financial
     Statements.
     
                               SMARTENERGY USA, INC.
                               ---------------------
     
          SmartEnergy USA, Inc., incorporated under the laws of the State of
     Vermont, has its principal office in Rutland, Vermont.
     
          SmartEnergy USA, Inc., a wholly owned subsidiary of SES, was formed
     for the purpose of engaging in rate swap transactions in Virginia.
     
          For financial reporting purposes, SmartEnergy USA, Inc.'s financial
     data is included with CIC on the Consolidating Financial Statements.
     
                             CATAMOUNT ENERGY CORPORATION
                             ----------------------------
     
          Catamount Energy Corporation ("CEC"), incorporated under the laws of
     the State of Vermont, has its principal office in Rutland, Vermont.
     
          CEC, a wholly owned subsidiary of CIC, was formed primarily for the
     purpose of investing in energy supply projects.  CEC has eleven wholly
     owned subsidiaries:  Catamount Rumford Corporation, Equinox Vermont
     Corporation, Appomattox Vermont Corporation, Catamount Rupert Corporation,
     Catamount Glenns Ferry Corporation, Summersville Hydro Corporation, Gauley
     River Management Corporation, Catamount Thetford Corporation, Catamount
     Heartlands Corporation, Catamount Heartlands Limited, and Catamount
     Operations, Inc.
     
          For financial reporting purposes, CEC's financial data is included
     with CIC on the Consolidating Financial Statements.
     
                             CATAMOUNT RUMFORD CORPORATION
                             -----------------------------
     
          Catamount Rumford Corporation, formerly CV Rumford, Inc., incorporated
     under the laws of the State of Vermont, has its principal office in
     Rutland, Vermont.  
     
          Catamount Rumford Corporation, a wholly owned subsidiary of CEC, is a
     15.0537% limited partner in the Rumford Cogeneration Company, a limited
     partnership that owns an 85 MW cogeneration facility located in Rumford,
     Maine.
     
          For financial reporting purposes, Catamount Rumford Corporation's
     financial data is included with CIC on the Consolidating Financial
     Statements.
     
                             RUMFORD COGENERATION COMPANY, L.P.
                             ----------------------------------
     
          Rumford Cogeneration Company, L.P., formed under the laws of the State
     of Maine, has its principal office in Rumford, Maine.  
     
                               EQUINOX VERMONT CORPORATION
                               ---------------------------
     
          Equinox Vermont Corporation, incorporated under the laws of the State
     of Vermont, has its principal office in Rutland, Vermont.
     
          Equinox Vermont Corporation, a wholly owned subsidiary of CEC, is a
     33.11265% general partner in Ryegate Associates, a general partnership that
     owns a 20 MW wood-fired generating facility in East Ryegate, Vermont.
     
          For financial reporting purposes, Equinox Vermont Corporation's
     financial data is included with CIC on the Consolidating Financial
     Statements.
     
                                  RYEGATE ASSOCIATES
                                  ------------------
     
          Ryegate Associates is a general partnership formed under the laws of
     the State of Utah and has its principal office in Houston, Texas.  
     
                            APPOMATTOX VERMONT CORPORATION
                            ------------------------------
     
          Appomattox Vermont Corporation, incorporated under the laws of the
     State of Vermont, has its principal office in Rutland, Vermont.
     
          Appomattox Vermont Corporation, a wholly owned subsidiary of CEC, is a
     24.75% limited partner in Appomattox Cogeneration Limited Partnership, a
     limited partnership that owns a leasehold interest in a 41 MW coal and
     wood-fired cogeneration facility located in Hopewell, Virginia.
     
          For financial reporting purposes, Appomattox Vermont Corporation's
     financial data is included with CIC on the Consolidating Financial
     Statements.
     
                             APPOMATTOX COGENERATION, INC.
                             -----------------------------
     
          Appomattox Cogeneration, Inc., a subsidiary of CEC which owns 50% of
     its outstanding Common Stock, $1 Par Value, is incorporated under the laws
     of the State of Delaware and has its principal office in Houston, Texas.
     
          Appomattox Cogeneration, Inc. was formed for the purpose of acquiring
     a general partnership interest in Appomattox Cogeneration Limited
     Partnership, a limited partnership that owns a leasehold interest in a 41
     MW coal and wood-fired cogeneration facility located in Hopewell, Virginia.
     
                              APPOMATTOX COGENERATION L.P.
                              ----------------------------
     
          Appomattox Cogeneration L.P., formed under the laws of the State of
     Delaware, has its principal office in Houston, Texas.  
     
                               CATAMOUNT RUPERT CORPORATION
                               ----------------------------
     
          Catamount Rupert Corporation, incorporated under the laws of the State
     of Vermont, has its principal office in Rutland, Vermont.
     
          Catamount Rupert Corporation, a wholly owned subsidiary of CEC, was
     formed for the purpose of owning a 49.5% limited partnership interest in
     Rupert Cogeneration Partners, Ltd., which developed and owns a 10 MW 
gas-fired cogeneration facility in Rupert, Idaho.
     
          For financial reporting purposes, Catamount Rupert Corporation's
     financial data is included with CIC on the Consolidating Financial
     Statements.
     
                                  RUPERT MANAGEMENT, INC.
                                  -----------------------
     
          Rupert Management, Inc., a subsidiary of CEC which owns 50% of its
     outstanding Common Stock, no Par Value, is incorporated under the laws of
     the State of Delaware and has its principal office in Rutland, Vermont.
     
          Rupert Management, Inc. was formed for the purpose of acquiring a
     general partnership interest in Rupert Cogeneration Partners, Limited,
     which developed and owns a 10 MW gas-fired cogeneration facility in Rupert,
     Idaho.
     
                            RUPERT COGENERATION PARTNERS, LIMITED
                            -------------------------------------
     
          Rupert Cogeneration Partners, Limited, formed under the laws of the
     State of Colorado, has its principal office in Rutland, Vermont.  
     
                             CATAMOUNT GLENNS FERRY CORPORATION
                             ----------------------------------
     
          Catamount Glenns Ferry Corporation, incorporated under the laws of the
     State of Vermont, has its principal office in Rutland, Vermont.
     
          Catamount Glenns Ferry Corporation, a wholly owned subsidiary of CEC, 
     is a 49.5% limited partner in Glenns Ferry Cogeneration Partners, Ltd.,
     which developed and owns a 10 MW gas-fired cogeneration facility in Glenns
     Ferry, Idaho.
     
          For financial reporting purposes, Catamount Glenns Ferry 
     Corporation's financial data is included with CIC on the Consolidating
     Financial Statements.
     
                                GLENNS FERRY MANAGEMENT, INC.
                                -----------------------------
     
          Glenns Ferry Management, Inc., a subsidiary of CEC which owns 50% of
     its outstanding Common Stock, no Par Value, is incorporated under the laws
     of the State of Delaware and has its principal office in Rutland, Vermont.
     
          Glenns Ferry Management, Inc. was formed for the purpose of acquiring
     a general partnership interest in Glenns Ferry Cogeneration Partners,
     Limited, which developed and owns a 10 MW gas-fired cogeneration facility
     in Glenns Ferry, Idaho.
     
                     GLENNS FERRY COGENERATION PARTNERS, LIMITED
                     -------------------------------------------
     
          Glenns Ferry Cogeneration Partners, Limited, formed under the laws of
     the State of Colorado, has its principal office in Rutland, Vermont.  
     
                         GAULEY RIVER MANAGEMENT CORPORATION
                         -----------------------------------
     
          Gauley River Management Corporation, incorporated under the laws of
     the State of Vermont, has its principal office in Rutland, Vermont.
     
          Gauley River Management Corporation, a wholly owned subsidiary of CEC,
     was formed for the purpose of serving as the General Partner in Gauley
     River Power Partners, L.P., which was formed to develop, own and operate a
     small power production hydroelectric facility on the Gauley River, Nicholas
     County, West Virginia.
     
                           SUMMERSVILLE HYDRO CORPORATION
                           ------------------------------
     
          Summersville Hydro Corporation, incorporated under the laws of the
     State of Vermont, has its principal office in Rutland, Vermont.
     
          Summersville Hydro Corporation, a wholly owned subsidiary of CEC, was
     formed for the purpose of owning the limited partnership interest in Gauley
     River Power Partners, L.P. which was formed to develop, own and operate a
     small power production hydroelectric facility on the Gauley River, Nicholas
     County, West Virginia.
     
                            GAULEY RIVER POWER PARTNERS, L.P. 
                            ---------------------------------
     
          Gauley River Power Partners, L.P., formed under the laws of the State
     of Vermont, has its principal office in Rutland, Vermont.
     
                            CATAMOUNT THETFORD CORPORATION
                            ------------------------------
     
          Catamount Thetford Corporation, incorporated under the laws of the
     State of Vermont, has its principal office in Rutland, Vermont.
     
          Catamount Thetford Corporation, a wholly owned subsidiary of CEC,  was
     formed for the purpose of owning approximately 44% of the common stock of
     Fibrothetford Ltd., a private company limited by shares which was formed to
     develop, own and operate a poultry litter fired power station in Thetford,
     England designed to produce 38.5 MW.
     
          For financial reporting purposes, Catamount Thetford Corporation's 
     financial data is included with CIC on the Consolidating Financial
     Statements.
     
                               FIBROTHETFORD, LTD.
                               -------------------
     
          Fibrothetford, Ltd., formerly Fibrowatt Thetford, Ltd., formed under
     the laws of England is a private company limited by shares, has its
     registered office at London, England.
     
                            CATAMOUNT HEARTLANDS CORPORATION
                            --------------------------------
     
          Catamount Heartlands Corporation, incorporated under the laws of the
     State of Delaware, has its principal office in Rutland, Vermont.
     
          Catamount Heartlands Corporation, a wholly owned subsidiary of CEC,
     was formed for the purpose of making certain loans to Heartlands Power
     Limited, a limited liability corporation which was formed to develop, own
     and operate a natural gas-fired power station in Fort Dunlop, England
     designed to produce 98 MW.
     
          For financial reporting purposes, Catamount Heartlands Corporation's
     financial data is included with CIC on the Consolidating Financial
     Statements.
     
                             CATAMOUNT HEARTLANDS LIMITED
                             ----------------------------
     
          Catamount Heartlands Limited, a private company limited by shares, 
     formed under the laws of England, has its registered office at 69 Old Broad
     Street, London, United Kingdom.  
     
          Catamount Heartlands Limited, a wholly owned subsidiary of CEC, was
     formed for the purpose of investing in a foreign subsidiary.  Currently,
     Catamount Heartlands Limited has no investments.  
     
          For financial reporting purposes, Catamount Heartlands Limited's
     financial data is included with CIC on the Consolidating Financial
     Statements.
     
                              CATAMOUNT OPERATIONS, INC.
                              --------------------------
     
          Catamount Operations, Inc., a subsidiary of CEC which owns 95% of its
     outstanding Common Stock, no Par Value, is incorporated under the laws of
     the State of Vermont and has its principal office in Rutland, Vermont.  The
     remaining 5% of the outstanding Common Stock is owned by Gauley River Power
     Partners, L.P.
     
          Catamount Operations, Inc. was formed for the purpose of providing
     operations and maintenance services to independent power facilities.
     
     
          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. 
     
                      CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                      ------------------------------------------
     
          CVPS's electric properties consist of five principal distribution
     systems, namely, the so-called Central, Bennington, St. Albans, St.
     Johnsbury and Brattleboro systems.  All, except the Brattleboro system, are
     connected with the transmission facilities of VELCO (an affiliate of CVPS)
     and all except the St. Albans system are interconnected at the Vermont
     State line with the facilities of New England Power Company (not an
     affiliate of CVPS); also the Brattleboro System is directly connected at
     the Vermont State line with the facilities of the Public Service Company of
     New Hampshire (not an affiliate of CVPS).  The electric generating plants
     of the Company consist of 20 hydroelectric generating stations, two gas
     turbine generating stations, and one diesel-electric generating station, of
     which one hydroelectric generating station is located in New York and the
     remainder in Vermont. 
     
          The electric systems of CVPS include about 614 miles of transmission
     lines, about 7,322 miles of overhead distribution lines and about 257 miles
     of underground distribution lines, which are located in Vermont except for
     about 23 miles of transmission lines which are located in  New Hampshire
     and about two miles which are located in New York. 
     
          CVPS is a stockholder, together with other New England utilities, in
     four nuclear generating companies.  CVPS is entitled to a percentage of the
     power output of each of such companies, as follows:
     
          Vermont Yankee Nuclear Power Corporation in Vermont (31.141% - 154.8
     MW); Maine Yankee Atomic Power Company ("MY") in Maine (2% - 16.9 MW);
     Connecticut Yankee Atomic Power Company ("CY") in Connecticut (2% - 11.6
     MW); and Yankee Atomic Electric Company ("YA") in Massachusetts (3.5% -
     6.153 MW).
     
          MY, CY & YA permanently ceased power operations of their nuclear power
     plants.  
     
          CVPS is a participant with other New England utilities in three major
     electric generating stations pursuant to joint ownership agreements under
     each of which the Lead Participant has constructed and is operating the
     plant for the Participants (including itself) as tenants-in-common.  The
     plants and locations, and the amount of CVPS's participation is as follows:
     
          Wyman #4 in Maine (1.7769% - 11 MW); Millstone #3 in Connecticut
     (1.7303% - 20 MW); Joseph C. McNeil Generating Station in Vermont (20% -
     10.76 MW).  
     
          The Company, along with eight other Vermont Joint-Owners, owns and
     operates a 200 MW converter station and associated transmission line in
     Highgate, Vermont.  The station and the associated transmission line
     interconnects the VELCO system with the system of Hydro-Quebec.  The
     Company is a 47.35% owner of this project.
     
                       CONNECTICUT VALLEY ELECTRIC COMPANY INC. 
                       ----------------------------------------
     
          CVEC's electric properties consist of two principal systems in New
     Hampshire which are not interconnected with each other but each of which is
     connected directly with facilities of CVPS.
     
          The electric systems of CVEC include about two miles of transmission
     lines, about 430 miles of overhead distribution lines and about 12 miles of
     underground distribution lines. 
     
                        VERMONT ELECTRIC POWER COMPANY, INC. 
                        ------------------------------------
     
          VELCO has no generating facilities but has approximately 483 miles of
     transmission lines and twenty-five associated substations located in the
     State of Vermont.  VELCO's properties interconnect with the lines of the
     New York Power Authority at the New York-Vermont State line near
     Plattsburgh, New York; with the transmission facilities of Niagara Mohawk
     Power Corporation at the New York-Vermont State line near Whitehall, New
     York, and North Troy, New York; with lines of New England Power Company at
     or near the New Hampshire-Vermont State line at Wilder, Vermont and at
     Monroe, New Hampshire, Claremont, New Hampshire, and at the Massachusetts-
Vermont State line near North Adams, Massachusetts; with the lines of
     Public Service Company of New Hampshire at or near the New Hampshire-
Vermont State line at Littleton, New Hampshire, Ascutney, Vermont and
     Vernon, Vermont; and with the lines of Hydro-Quebec at the Quebec/Vermont
     border near Highgate, Vermont through an AC/DC/AC converter and 7.6 miles
     of transmission lines jointly owned by several Vermont utilities.  All of
     its transmission facilities are in Vermont except for approximately 4.3
     miles of transmission lines which are located in New Hampshire.  
     
                      VERMONT ELECTRIC TRANSMISSION COMPANY, INC.
                      -------------------------------------------
     
          VETCO has approximately 52 miles of high voltage DC transmission line
     connecting at the Quebec-Vermont border in the Town of Norton, Vermont with
     the transmission line of Hydro-Quebec and connecting at the Vermont-New
     Hampshire border near New England Power Company's Moore Hydroelectric
     Generating Station with the transmission line of New England Electric
     Transmission Corporation, a subsidiary of New England Electric System (not
     an affiliate of CVPS).
     
                       VERMONT YANKEE NUCLEAR POWER CORPORATION
                       ----------------------------------------
     
          Upon installation of the new low pressure turbines in April 1995,
     Vermont Yankee declared its nuclear power electric generating plant with a
     net maximum dependable capacity of 510 (MWe).  The plant, which began
     commercial operation on November 30, 1972, is located on the west bank of
     the Connecticut River in Vernon, Vermont. 
     
                     CENTRAL VERMONT PUBLIC SERVICE CORPORATION -
                           EAST BARNET HYDROELECTRIC, INC.     
                     --------------------------------------------
     
          Electric properties of East Barnet consist of a 2200 KW hydroelectric
     generating station and associated facilities at East Barnet, Vermont,
     involving real estate of 25.54 acres.
     
     
          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.
     
                    State    Electric (KWH)      Revenues         Gas (Mcf)
                    -----    --------            --------         ---
     
               VY     
                      VY    3,358,696,000 (1)   $195,249,105.    None
     
               CVPS
                      VT    3,404,520,616       $277,523,207.    None
                      NH      171,457,543         13,966,299.    None
                      VA       13,383,615            681,100.    None
                            -------------        ------------
                            3,589,361,774 (2)   $292,170,606.
     
               CVEC
                      NH      168,184,503        $21,081,107.    None
     
               VELCO  
                      VT          360,787        $18,015,919     None
     
         (1) Includes sales to Vermont Electric Power Company, Inc. 
     
         (2) Includes sales to Connecticut Valley Electric Company Inc. and
             Vermont Electric Power Company, Inc.
     
     
          (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.
     
                       None 
     
     
          (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.
     
                    State   Electric (KWH)(1)    Expenses       Gas (Mcf)
                    -----   --------             --------       ---
     
               VY           None                 None            None
     
               CVPS
                    NH      171,457,543          $13,966,299.    None
                    VA       13,383,615              681,100.
                            -----------          ------------
                            184,841,158 (2)      $14,647,399.
     
               CVEC         None                 None            None
     
               VELCO        None                 None            None
     
           (1)  Deliveries made at the step-up substation at the site.
     
           (2)  Includes sales to Connecticut Valley Electric Company Inc. and
                Vermont Electric Power Company, Inc.
     
     
          (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.
     
                    State   Electric (KWH)      Revenues         Gas (Mcf)
                    -----   --------            --------         ---
     
               VY           None                None             None
     
               CVPS 
                    AL       40,292,000          $ 1,085,861.    None
                    CT      106,295,285            2,685,344.    None
                    KY       16,786,030              456,846.    None
                    MA      265,981,140            5,312,906.    None
                    MD          720,000               16,560.    None
                    ME       26,390,630              610,959.    None
                    NE        6,000,000              150,000.    None
                    NH      125,137,105            3,778,782.    None
                    NY            2,619                  338.    None
                    PA        3,720,000               96,720.    None
                    TX      109,647,790            2,971,147.    None
                            -----------           -----------
                            700,972,599          $17,165,463.
              
               CVEC 
                    VT      132,810,300          $ 6,730,188.    None
     
               VELCO
                    NH          152,662          $ 5,917,115     None
     
     
                     Central Vermont Public Service Corporation -
                           East Barnet Hydroelectric, Inc.     
                     --------------------------------------------
     
     East Barnet leases one hydroelectric generating station, which went into
     service September 1, 1984 to CVPS.
     
          4.     The following information for the reporting period with respect
     to claimant and each interest it holds directly or indirectly in an exempt
     wholesale generator ("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.
     
          Fibrothetford Limited, under construction in Thetford in Norfolk,
     England; its registered office is 38 Clarendon Road, London, England W11
     3AD.  The facility is a poultry litter fired power station designed to
     produce 38.5 MW.
     
          Glenns Ferry Cogeneration Partners, Ltd. located in Glenns Ferry,
     Idaho; its registered office is 71 Allen Street, Building A, Rutland,
     Vermont.  The facility is a 10 MW gas- fired cogeneration facility placed
     in operation on December 2, 1996.
     
          Rupert Cogeneration Partners, Ltd. located in Rupert, Idaho; its
     registered office is 71 Allen Street, Building A, Rutland, Vermont.  The
     facility is a 10 MW gas-fired cogeneration facility placed in operation on
     November 21, 1996.
     
          (b)     Name of each system company that holds an interest in such EWG
     or foreign utility company; and description of the interest held.
     
          Central Vermont Public Service Corporation ("the Company") is the
     holding company system; Catamount Energy Corporation ("CEC") is a wholly
     owned subsidiary of Catamount Investment Corporation;  Catamount Thetford
     Corporation ("CTC") is a wholly owned subsidiary of CEC.  CTC is currently
     a 15% (ultimately 44%) shareholder of Fibrothetford Limited ("Thetford"),
     Foster Wheeler Energy Limited is a 5% shareholder; and Fibrowatt Limited is
     currently an 80% (ultimately 51%) shareholder.  Thetford is incorporated as
     a private company limited by shares under the Companies Act of 1985, formed
     under and in accordance with the laws of England and Wales, United 
Kingdom. 
     Thetford is constructing and operating an electric power station fueled
     predominantly by poultry litter.
     
          Central Vermont Public Service Corporation ("the Company") is the
     holding company system; Catamount Energy Corporation ("CEC") is a wholly
     owned subsidiary of Catamount Investment Corporation; Catamount Glenns
     Ferry Corporation ("CGFC") is a wholly owned subsidiary of CEC.  CEC owns
     50% of Glenns Ferry Management Inc. ("GFM"), the 1% general partner of
     Glenns Ferry Cogeneration Partners, Ltd. ("Glenns Ferry") and The Eastern
     Group owns 50%.  CGFC owns 49.5% of Glenns Ferry and Eastern Glenns Ferry
     owns the remaining 49.5%.  Glenns Ferry is a limited partnership formed
     under and in accordance with the laws of the State of Colorado.  The
     facility is used for the generation of electric energy for sale at
     wholesale and steam for sale at wholesale.
     
          Central Vermont Public Service Corporation ("the Company") is the
     holding company system; Catamount Energy Corporation ("CEC") is a wholly
     owned subsidiary of Catamount Investment Corporation; Catamount Rupert
     Corporation ("CRC") is a wholly owned subsidiary of CEC.  CEC owns 50% of
     Rupert Management Inc. ("RM"), the 1% general partner of Rupert
     Cogeneration Partners, Ltd. ("Rupert") and Eastern Power Corporation owns
     50%.  CRC owns 49.5% of Rupert and Eastern Rupert owns the remaining 
49.5%. 
     Rupert is a limited partnership formed under and in accordance with the
     laws of the State of Colorado.  The facility is used for the generation of
     electric energy for sale at wholesale and steam for sale at wholesale.
     
          (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.
     
                             Indirect                       Debt or
                             Capital        Guarantee       Financial
                             Invested       of Security     Obligation
                             --------       -----------     ----------
     
     CATAMOUNT THETFORD      $7,601,039.    None            None
     CORPORATION
     
     CATAMOUNT GLENNS
     FERRY CORPORATION       $1,164,837.    None            None
     
     CATAMOUNT RUPERT
     CORPORATION             $1,494,821.    None            None
     
     
          (d)     Capitalization and earnings of the EWG or foreign utility
     company during the reporting period.
     
                                    Capitalization                Earnings
                                    --------------                --------
     
     
          CATAMOUNT THETFORD
          CORPORATION               $106,618,000.                 $2,464,000.
     
          CATAMOUNT GLENNS
          FERRY CORPORATION         $ 13,724,049.                 $  930,808.
     
          CATAMOUNT RUPERT
          CORPORATION               $ 13,093,119.                 $  959,391.
     
     
          (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).
     
          Construction management oversight provided at Fibrothetford, fees -
     $90,937. plus reimbursement of expenses - $66,568.
     
          Administrative management services provided at Glenns Ferry
     Cogeneration, fees - $76,837.
     
          Administrative management services provided at Rupert Cogeneration,
     fees - $76,837.
     
                                  EXHIBITS 
                                  --------
     
          Exhibit A consists of a consolidating statement of income and retained
     earnings of the claimant and its subsidiary companies for the last calendar
     year, together with a consolidating balance sheet of claimant and its
     subsidiary companies as of the close of such calendar year.  See
     attachments for consolidating financial statements of CVPS and its
     subsidiaries for the year 1998.
     
          Exhibit B is the Financial Data Schedule.
     
          Exhibit C is the Organizational chart showing the relationship of each
     exempt wholesale generator ("EWG") to associate companies in the holding-
company system.
     
          The above-named claimant has caused this statement to be duly executed
     on its behalf by its authorized officer on this 12th day of March 1999. 
     
     
                     CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                     ------------------------------------------
                                (Name of Claimant) 
     
     
     
                     By:    /s/  James M. Pennington                     
                          James M. Pennington, Vice President, Controller
     
                                                   
     CORPORATE SEAL
     
     Attest: 
     
     
     
       /c/  Carole L. Root        
          Assistant Secretary 
     
     
     
     
     Name, title, and address of officer to whom notices and correspondence
     concerning this statement should be addressed:
     
     
     
     Carole L. Root                          Assistant Secretary             
     ----------------------------------------------------------------------
          (Name)                                  (Title)
     
                   Central Vermont Public Service Corporation                
     ----------------------------------------------------------------------
     
                     77 Grove Street, Rutland, VT   05701                    
                                   (Address)
     <PAGE>
     <TABLE>
     <CAPTION>
     
                                                            Exhibit A

                                             CENTRAL VERMONT PUBLIC SERVICE CORPORATION         1 of 2
                                                         AND ITS SUBSIDIARIES
                                         Consolidating Statement of Income and Retained Earnings     
                                                       Year Ended December 31, 1998
                                                          (Dollars in thousands)              
                                                                                    Consol-
                                                                                    idating    TOTAL
                                           CVPS-CONS   VELCO     VETCO      VY      Entries     CONS
                                           --------- --------- --------- --------- --------- ----------
<S>                                         <C>       <C>       <C>       <C>       <C>       <C>
                                                       56.8%   (Note C)    31.3%
                                                       Owned               Owned

Operating revenues                         $303,835   $17,268    $5,614  $195,249  ($74,935)  $447,031
                                           --------- --------- --------- --------- --------- ----------
Operating expenses:
  Operation:
    Purchased power                         184,887         -         -         -   (60,754)   124,133
    Production and transmission              23,383     1,182        39    15,902   (13,842)    26,664
    Other operation                          44,110     5,159       177    89,441      (339)   138,548
  Maintenance                                15,613     1,928       472    34,494         -     52,507
  Depreciation                               16,708     4,027     2,440    17,059         -     40,234
  Decommissioning expense                         -         -         -    12,625         -     12,625
  Other taxes, principally property taxes    11,426     2,349       560     8,223         -     22,558
  Taxes on income (Note B)                     (283)      (68)      485     2,223         -      2,357
                                           --------- --------- --------- --------- --------- ----------
       Total operating expenses             295,844    14,577     4,173   179,967   (74,935)   419,626
                                           --------- --------- --------- --------- --------- ----------
Operating income                              7,991     2,691     1,441    15,282         -     27,405

Other income and deductions:
  Equity in earnings of companies not
   consolidated                               3,191       609         -         -    (3,409)       391
  Allow. for equity funds during construction    61         -         -        36         -         97
  Other income, net                           4,050       178       148     5,114         -      9,490
  Other taxes                                  (224)        -         -    (1,911)        -     (2,135)
  Benefit (provision) for income taxes         (426)        -         -         -         -       (426)
                                           --------- --------- --------- --------- --------- ----------
Total operating and other income             14,643     3,478     1,589    18,521    (3,409)    34,822
Net interest expense                         10,660     2,325       980    11,396         -     25,361
                                           --------- --------- --------- --------- --------- ----------
Net income (loss) before minority interest    3,983     1,153       609     7,125    (3,409)     9,461
Minority interest in net income                   -         -         -         -    (5,478)    (5,478)
                                           --------- --------- --------- --------- --------- ----------
Net income after minority interest            3,983     1,153       609     7,125    (8,887)     3,983

Retained Earnings, January 1                 75,841       204        23     1,191    (1,418)    75,841
                                           --------- --------- --------- --------- --------- ----------
                                             79,824     1,357       632     8,316   (10,305)    79,824
Cash dividends declared:                   --------- --------- --------- --------- --------- ----------
  Preferred stock                             1,945       550         -         -      (550)     1,945
  Common stock                               10,131       540       550     6,770    (7,860)    10,131
                                           --------- --------- --------- --------- --------- ----------
       Total dividends                       12,076     1,090       550     6,770    (8,410)    12,076
                                           --------- --------- --------- --------- --------- ----------
Retained Earnings, December 31              $67,748      $267       $82    $1,546   ($1,895)   $67,748
                                           ========= ========= ========= ========= ========= ==========

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                             CENTRAL VERMONT PUBLIC SERVICE CORPORATION         2 of 2
                                                         AND ITS SUBSIDIARIES
                                         Consolidating Statement of Income and Retained Earnings     
                                                       Year Ended December 31, 1998
                                                          (Dollars in thousands)              
                                                                                   Reclassi-
                                                                                    fying &
                                                                                    Consol-
                                                                                    idating
                                           CVPS        CVEC    CV Realty    CIC     Entries  CVPS-CONS
                                           --------- --------- --------- --------- --------- ----------
<S>                                         <C>       <C>       <C>       <C>       <C>       <C>

Operating revenues                         $297,662   $18,933        $0    $7,596  ($20,356)  $303,835
                                           --------- --------- --------- --------- --------- ----------
Operating expenses:
  Operation and maintenance:
    Purchased power                         184,413    12,704         -         -  ($12,230)   184,887
    Production and transmission              23,363        20         -         -         -     23,383
    Other operation                          41,506     3,004         -    11,504   (11,904)    44,110
  Maintenance                                15,071       542         -         -         -     15,613
  Depreciation                               16,266       442         3       395      (398)    16,708
  Other taxes                                10,710       715         -       194      (193)    11,426
  Taxes on income (Note B)                     (681)      398         5       827      (832)      (283)
                                           --------- --------- --------- --------- --------- ----------
       Total operating expenses             290,648    17,825         8    12,920   (25,557)   295,844
                                           --------- --------- --------- --------- --------- ----------
Operating income (loss)                       7,014     1,108        (8)   (5,324)    5,201      7,991

Other income and deductions:
  Equity in earnings of companies not
   consolidated                               5,649         -         -     6,740    (9,198)     3,191
  Allow. for equity funds during construction    61         -         -         -         -         61
  Other income (expenses), net                  888        41        17       568     2,536      4,050
  Other taxes                                   (31)        -         -         -      (193)      (224)
  Benefit (provision) for income taxes          425       (19)        -         -      (832)      (426)
                                           --------- --------- --------- --------- --------- ----------
Total operating and other income (loss)      14,006     1,130         9     1,984    (2,486)    14,643
Net interest expense                         10,023       388         -       277       (28)    10,660
                                           --------- --------- --------- --------- --------- ----------
Net income (loss)                             3,983       742         9     1,707    (2,458)     3,983
Retained Earnings, January 1                 75,841    (2,237)      206       (93)    2,124     75,841
                                           --------- --------- --------- --------- --------- ----------
                                             79,824    (1,495)      215     1,614      (334)    79,824
Cash dividends declared:                   --------- --------- --------- --------- --------- ----------
  Preferred stock                             1,945         -         -         -         -      1,945
  Common stock                               10,131         -         -       300      (300)    10,131
                                           --------- --------- --------- --------- --------- ----------
       Total dividends                       12,076         -         -       300      (300)    12,076
                                           --------- --------- --------- --------- --------- ----------
Retained Earnings, December 31              $67,748    ($1,495)    $215    $1,314      ($34)   $67,748
                                           ========= ========= ========= ========= ========= ==========

</TABLE>
<PAGE>
<TABLE>
<CAPTION>

                                                       Exhibit A

                                                CENTRAL VERMONT PUBLIC SERVICE CORPORATION      1 of 4
                                                            AND ITS SUBSIDIARIES

                                                       Consolidating Balance Sheet
                                                       Year Ended December 31, 1998
                                                          (Dollars in thousands)              


                                                                                    Consol-
                                                                         VERMONT    idating    TOTAL
                                           CVPS-Cons   VELCO     VETCO   YANKEE     Entries     CONS
                                           --------- --------- --------- --------- --------- ----------
<S>                                         <C>       <C>       <C>       <C>       <C>       <C>
                                                       56.8%   (Note C)    31.3%
                                                       Owned               Owned
                 Assets
                -------
Utility plant, at original cost            $469,204   $98,226   $47,847   410,574         - $1,025,851
  Less accumulated depreciation             160,666    55,909    29,958   269,494         -    516,027
                                           --------- --------- --------- --------- --------- ----------
                                            308,538    42,317    17,889   141,080         -    509,824
  Construction work in progress              10,461         -         -     3,731         -     14,192
                                           --------- --------- --------- --------- --------- ----------
                                            318,999    42,317    17,889   144,811         -    524,016
Nuclear fuel                                  7,280         -         -   420,332         -    427,612
  Less accumulated amortization               6,332         -         -   397,152         -    403,484
                                           --------- --------- --------- --------- --------- ----------
     Net utility plant                      319,947    42,317    17,889   167,991         -    548,144
                                           --------- --------- --------- --------- --------- ----------
Investments in affiliates, at equity (Note D)
  Nuclear generating companies               21,331         -         -         -   (16,969)     4,362
  Other affiliated companies                  4,811     2,782         -         -    (7,593)         0
                                           --------- --------- --------- --------- --------- ----------
     Total                                   26,142     2,782         -         -   (24,562)     4,362
                                           --------- --------- --------- --------- --------- ----------

Nonutility investments                       35,896         -         -         -         -     35,896
                                           --------- --------- --------- --------- --------- ----------
Nonutility property, less accumulated 
  depreciation of $4,291 consolidated         2,920         -         -         -         -      2,920
                                           --------- --------- --------- --------- --------- ----------
Current assets:
  Cash & Cash Equivilents                    10,475       256        88        93         -     10,912
  Accounts receivable, less allowance for   
    uncollectible accts. $2,242 consolidated 28,525    10,188         -    12,049         -     50,762
  Accounts receivable - affiliates              699     6,924         5     4,814   (12,396)        46
  Unbilled revenue                           18,677      (103)        -         -         -     18,574
  Materials and supplies, at average cost     3,746     1,840       102    16,149         -     21,837
  Prepayments                                 1,881       141         4     3,841         -      5,867
  Other current assets                        9,768     2,433         -         -         -     12,201
                                           --------- --------- --------- --------- --------- ----------
     Total current assets                    73,771    21,679       199    36,946   (12,396)   120,199
                                           --------- --------- --------- --------- --------- ----------
Regulatory assets and other deferred charge  71,606       880     1,176   402,840         -    476,502
                                           --------- --------- --------- --------- --------- ----------
      Total Assets                         $530,282   $67,658   $19,264  $607,777  ($36,958) $1,188,023
                                           ========= ========= ========= ========= ========= ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                                                           AND ITS SUBSIDIARIES
                                                                                            2 of 4
                                                       Consolidating Balance Sheet
                                                       Year Ended December 31, 1998
                                                          (Dollars in thousands)              

                                                                                    Consol-
                                                                                    idating    TOTAL 
                                           CVPS-CONS   VELCO     VETCO      VY      Entries     CONS
                                           --------- --------- --------- --------- --------- ----------
<S>                                         <C>       <C>       <C>       <C>       <C>       <C>
                                                       56.8%   (Note C)    31.3%
     Capitalization and Liabilities                    Owned               Owned
     ------------------------------
Capitalization:
 Common stock (Note E)                      $70,715    $6,000        $1   $40,001  ($46,002)   $70,715
 Other paid-in capital                       47,189        -      2,699    14,226    (7,037)    57,077
 Capital stock expense                       (1,871)       -         -         -         -      (1,871)
 Accum other comprehensive income              (365)       -         -         -         -        (365)
 Treasury stock, at cost (Note E)            (4,234)       -         -     (1,130)    1,130     (4,234)
 Retained earnings                           67,748       268        82     1,546    (1,896)    67,748

                                           --------- --------- --------- --------- --------- ----------
     Total common stock equity              179,182     6,268     2,782    54,643   (53,805)   189,070
                                           --------- --------- --------- --------- --------- ----------
Cumulative preferred and preference 
  stock (Note F)                             26,054    10,000        -         -    (10,000)    26,054
Return of Capital                                -     (7,300)       -         -      7,300          0
                                           --------- --------- --------- --------- --------- ----------
     Total preferred stock                   26,054     2,700        -         -     (2,700)    26,054
                                           --------- --------- --------- --------- --------- ----------

First Mortgage bonds                         73,500    29,236        -     75,845        -     178,581
Notes payable                                16,577        -      6,680        -         -      23,257
Other long-term debt                             -        384        -     17,429        -      17,813
Long-Term lease arrangements                 16,141        -         -         -         -      16,141
                                           --------- --------- --------- --------- --------- ----------
     Total long-term debt                   106,218    29,620     6,680    93,274        -     235,792
                                           --------- --------- --------- --------- --------- ----------

Minority interest                                -         -         -         -     31,943     31,943
                                           --------- --------- --------- --------- --------- ----------
     Total capitalization                   311,454    38,588     9,462   147,917   (24,562)   482,859
                                           --------- --------- --------- --------- --------- ----------

Current liabilities:
  Notes payable - banks                      37,000     1,400     2,500        -         -      40,900
  Long-term debt - current portion            6,773     4,024     1,880        -         -      12,677
  Accounts payable                           11,589    14,849         1       444        -      26,883
  Accounts payable - affiliates              11,784       779       261        44   (12,396)       472
  Accrued interest                              594       469        31     1,708        -       2,802
  Accrued income taxes                        2,975       164        67     2,177        -       5,383
  Other current liabilities                  31,511        68        -     27,877        -      59,456
                                           --------- --------- --------- --------- --------- ----------
     Total current liabilities              102,226    21,753     4,740    32,250   (12,396)   148,573
                                           --------- --------- --------- --------- --------- ----------

Accumulated deferred income taxes            47,581     1,262     3,475    13,683        -      66,001
Deferred investment tax credits               6,831       579     1,043     4,432        -      12,885
Accrued decommissioning costs                23,239        -         -    260,141        -     283,380
Regulatory liabilities & other deferred cre  38,951     5,476       544   149,354        -     194,325
                                           --------- --------- --------- --------- --------- ----------
                                            116,602     7,317     5,062   427,610        -     556,591
                                           --------- --------- --------- --------- --------- ----------
Total Capitalization and Liabilities       $530,282   $67,658   $19,264  $607,777  ($36,958) $1,188,023
                                           ========= ========= ========= ========= ========= ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                CENTRAL VERMONT PUBLIC SERVICE CORPORATION      3 of 4
                                                            AND ITS SUBSIDIARIES

                                                       Consolidating Balance Sheet
                                                       Year Ended December 31, 1998
                                                          (Dollars in thousands)              


                                                                                    Consol-
                                                                                    idating
                                             CVPS      CVEC    CV Realty    CIC     Entries  CVPS-CONS
                                           --------- --------- --------- --------- --------- ----------
<S>                                        <C>        <C>       <C>       <C>       <C>       <C>
                                                     (Note A)   (Note A)  (Note A)
 
                 Assets
                -------
Utility plant, at original cost            $455,975   $13,229         -         -         -   $469,204
  Less accumulated depreciation             155,981     4,685         -         -         -    160,666
                                           --------- --------- --------- --------- --------- ----------
                                            299,994     8,544         -         -         -    308,538
  Construction work in progress               9,882       579         -         -         -     10,461
                                           --------- --------- --------- --------- --------- ----------
                                            309,876     9,123         -         -         -    318,999
Nuclear fuel                                  7,280         -         -         -         -      7,280
  Less accumulated amortization               6,332         -         -         -         -      6,332
                                           --------- --------- --------- --------- --------- ----------
     Net utility plant                      310,824     9,123         -         -         -    319,947
                                           --------- --------- --------- --------- --------- ----------
Investments in affiliates, 
  at equity (Note D)
  Nuclear generating companies               21,331         -         -         -         -     21,331
  Other affiliated companies                 42,902         -         -         -   (38,091)     4,811
                                           --------- --------- --------- --------- --------- ----------
     Total                                   64,233         0         0         0   (38,091)    26,142
                                           --------- --------- --------- --------- --------- ----------

Nonutility investments                            0         -         -    35,896         -     35,896
                                           --------- --------- --------- --------- --------- ----------
Nonutility property, less accumulated 
  depreciation of $266 parent company
  and $4,291 consolidated                       656         -        36     2,228         -      2,920
                                           --------- --------- --------- --------- --------- ----------
Current assets:
  Cash & Cash Equivilents                     4,809       111       246     5,309         -     10,475
  Accounts receivable, less allowance for   
    uncollectible accounts $2,018 parent
    company and $2,424 consolidated          20,699     2,130         -     5,696         -     28,525
  Accounts receivable - affiliates            5,687       (46)       54       732    (5,728)       699
  Unbilled revenue                           18,324       353         -         -         -     18,677
  Materials and supplies, at average cost     3,745         -         -         1         -      3,746
  Prepayments                                 1,778       103         -         -         -      1,881
  Other current assets                        9,624        21         -       123         -      9,768
                                           --------- --------- --------- --------- --------- ----------
     Total current assets                    64,666     2,672       300    11,861    (5,728)    73,771
                                           --------- --------- --------- --------- --------- ----------
Regulatory assets and other deferred charge  71,592         6         -         8         -     71,606
                                           --------- --------- --------- --------- --------- ----------
      Total Assets                         $511,971   $11,801      $336   $49,993  ($43,819)  $530,282
                                           ========= ========= ========= ========= ========= ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                                                CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                                                           AND ITS SUBSIDIARIES
                                                                                            4 of 4
                                                       Consolidating Balance Sheet
                                                       Year Ended December 31, 1998
                                                          (Dollars in thousands)              

                                                                                    CONSOL-
                                                                                    IDATING 
                                              CVPS     CVEC    CV Realty    CIC     ENTRIES  CVPS-CONS
                                           --------- --------- --------- --------- --------- ----------
<S>                                         <C>       <C>       <C>       <C>       <C>       <C>
                                                     (Note A)  (Note A)   (Note A)
     Capitalization and Liabilities
     ------------------------------
Capitalization:
 Common stock (Note E)                      $70,715      $700        30        -      ($730)   $70,715
 Other paid-in capital                       47,189     1,250        -     26,378   (27,628)    47,189
 Capital stock expense                       (1,871)       -         -         -         -      (1,871)
 Accum other comprehensive income              (365)       -         -         -         -        (365)
 Retained earnings                           67,748    (1,495)      215    11,013    (9,733)    67,748
 Treasury stock (Note E)                     (4,234)       -         -         -         -      (4,234)
                                           --------- --------- --------- --------- --------- ----------
     Total common stock equity              179,182       455       245    37,391   (38,091)   179,182
                                           --------- --------- --------- --------- --------- ----------
Cumulative preferred and preference 
  stock (Note F)                             26,054        -         -         -         -      26,054
                                           --------- --------- --------- --------- --------- ----------

First Mortgage bonds                         73,500        -         -         -         -      73,500
Notes payable                                16,300        -         -        277        -      16,577
Long-Term lease arrangements                 16,141        -         -         -         -      16,141
                                           --------- --------- --------- --------- --------- ----------
     Total long-term debt                   105,941        -         -        277        -     106,218
                                           --------- --------- --------- --------- --------- ----------

     Total capitalization                   311,177       455       245    37,668   (38,091)   311,454
                                           --------- --------- --------- --------- --------- ----------

Current liabilities:
  Notes payable - banks                      37,000         0        -         -         -      37,000
  Long-term debt - current portion            3,000     3,750        -         23        -       6,773
  Accounts payable                            9,758       293        -      1,538        -      11,589
  Accounts payable - affiliates              12,583     3,631        91     1,207    (5,728)    11,784
  Accrued interest                              595        (2)       -          1        -         594
  Accrued Income taxes                        3,021      (107)       -         61        -       2,975
  Other current liabilities                  29,276     1,741        -        494        -      31,511
                                           --------- --------- --------- --------- --------- ----------
     Total current liabilities               95,233     9,306        91     3,324    (5,728)   102,226
                                           --------- --------- --------- --------- --------- ----------

Accumulated deferred income taxes            41,347      (775)       -      7,009        -      47,581
Deferred investment tax credits               6,754        77        -         -         -       6,831
Nuclear decommissioning costs                23,239        -         -         -         -      23,239
Deferred credits                             34,221     2,738        -      1,992        -      38,951
                                           --------- --------- --------- --------- --------- ----------
                                            105,561     2,040        -      9,001        -     116,602
                                           --------- --------- --------- --------- --------- ----------
Total Capitalization and Liabilities       $511,971   $11,801      $336   $49,993  ($43,819)  $530,282
                                           ========= ========= ========= ========= ========= ==========
</TABLE>
<PAGE>

                                   Exhibit A

                  CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                              AND ITS SUBSIDIARIES

                  Notes to Consolidating Financial Statements
                     For the Year Ended December 31, 1998



Note A-Consolidation:
     The consolidating financial statements include the accounts of Central
Vermont Public Service Corporation (CVPS), its wholly owned subsidiaries,
Connecticut Valley Electric Company Inc. (CVEC), C. V. Realty, Inc., and
Catamount Investment Corporation (CIC) which compose CVPS consolidated.  In
addition, for purposes of this SEC Form U-3A-2, the consolidating financial
statements include the accounts of CVPS's affiliates, Vermont Electric Power
Company, Inc. (VELCO) 56.8% owned, Vermont Electric Transmission Company, Inc.
(VETCO), a wholly owned subsidiary of VELCO and Vermont Yankee Nuclear Power
Corporation (VY) 31.3% owned, which constitutes total consolidated.

     CVPS follows the equity method of accounting for its investments in
affiliates.  See Note D.


Note B-Income taxes:
     CVPS and its wholly owned subsidiaries
     --------------------------------------
     The Company records income taxes in accordance with the Financial
Accounting Standards Board's (SFAS) No. 109, "Accounting for Income Taxes,"
requiring an asset and liability approach to determine income tax liabilities. 
The Standard requires recognition of tax assets and liabilities for the
cumulative effect of all temporary differences between financial statement
carrying amounts and the tax basis of assets and liabilities.

    A valuation allowance has not been recorded, as the Company expects all
deferred income tax assets will be utilized in the future.

     VELCO
     -----
     VELCO records income taxes in accordance with SFAS No. 109, "Accounting
for Income Taxes," requiring an asset and liability approach to determine
income tax liabilities.  The Standard requires recognition of tax assets and
liabilities for the cumulative effect of all temporary differences between
financial statement carrying amounts and the tax basis of assets and
liabilities.  Under SFAS No. 109, additional deferred tax assets and
liabilities resulting from VELCO's transmission billing calculation will be
returned to, or collected from, ratepayers in future transmission billings. 
VELCO expects all deferred income tax assets will be utilized in the future.

<PAGE>
                  CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                              AND ITS SUBSIDIARIES

                  Notes to Consolidating Financial Statements
                                  (continued)


     VY
     --
     Vermont Yankee records taxes in accordance with SFAS No. 109, "Accounting
for Income Taxes," requiring an asset and liability approach to determine
income tax liabilities.  The Standard requires recognition of tax assets and
liabilities for the cumulative effect of all temporary differences between
financial statement carrying amounts and the tax basis of assets and
liabilities.


Note C-VETCO:


     VETCO was incorporated in 1982, and is a wholly owned subsidiary of
VELCO.  VETCO was formed to construct, own and operate the Vermont portion of
a high voltage transmission line connecting the electric system of New England
with that of Hydro Quebec, a Canadian utility.

     VETCO has entered into support agreements in connection with construction
of the transmission line with substantially all of the New England electric
utilities.  The support agreements require the utilities to reimburse VETCO
for all operating and capital costs of the transmission line on an
unconditional and absolute basis.  In return, VETCO has agreed to build, own,
operate and maintain the line and to involve itself in no other activities
during the term of the agreement, which extends for 30 years from the date of
commercial operation of the line.  These support agreements also provide for
an advisory committee made up of participants to review the operations of
VETCO and to make recommendations on major decisions.  VETCO is obligated to
follow these recommendations to the extent reasonably practical.

     Because these provisions of the support agreements effectively restrict
VELCO's control, VELCO has not consolidated its financial information with
that of VETCO and instead is accounting for its investment using the equity
method.

<PAGE>

                  CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                              AND ITS SUBSIDIARIES

                  Notes to Consolidating Financial Statements



Note D-Investments in affiliates:
     CVPS accounts for investments in its affiliates by the equity method
(dollars in thousands):

                                                             December 31,
                                                                 1998
                                                             ------------
     Nuclear generating companies
          VY                                                   $16,969
          Maine Yankee Atomic Power Company                      1,578
          Connecticut Yankee Atomic Power Company                2,094
          Yankee Atomic Electric Company                           690

     Other affiliated companies:
          CVEC                                                     455
          C. V. Realty, Inc.                                       245

          CIC                                                   37,391
          VELCO:
             Common stock                                        3,513
             Preferred stock                                     1,298
                                                               -------
               Total investments - CVPS                         64,233


          VELCO investment in VETCO                              2,782
                                                               -------
               Total investments                                67,015

     Consolidating eliminations                                 62,653
                                                               -------
               Total consolidated                              $ 4,362
                                                               =======
<PAGE>
                  CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                              AND ITS SUBSIDIARIES

                  Notes to Consolidating Financial Statements



Note E-Common stock:
     The authorized and outstanding common stock for each of the companies was
as follows (dollars in thousands):

                                                             December 31,
                                                                 1998
                                                             ------------
     CVPS:
          Common stock, $6 par value, authorized
             19,000,000 shares; outstanding
             11,785,848 shares                                $ 70,715
             Treasury stock, at cost 324,717 shares             (4,234)
     CVEC:
          Common stock, $50 par value, authorized
             20,000 shares; outstanding 14,000 shares              700
     C. V. Realty, Inc.:
          Common stock, $100 par value, authorized
             500 shares; outstanding 300 shares                     30

     CIC:
          Common stock, $100 par value, authorized
             10,000 shares; outstanding 1 share                    -  


     VELCO:
          Common stock, $100 par value, Class B-authorized
             92,000 shares; outstanding 60,000 shares            6,000
     VETCO:
          Common stock, $100 par value, authorized
             and outstanding 10 shares                               1
     VY:
          Common stock, $100 par value, authorized 
             400,100 shares; outstanding 400,014 shares         40,001
             Treasury stock, at cost 7,533 shares               (1,130)
                                                              --------
                  Total common stock equity                    112,083

     Consolidating eliminations                                 45,602
                                                              --------
                  Total consolidated                          $ 66,481
                                                              ========

<PAGE>
                  CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                              AND ITS SUBSIDIARIES

                  Notes to Consolidating Financial Statements



Note F-Preferred and preference stock:
     Cumulative preferred and preference stock outstanding were as follows
(dollars in thousands):
                                                             December 31,
                                                                 1998
                                                             ------------
     CVPS:
          Preferred stock, $100 par value, authorized
             500,000 shares
              Outstanding:
               4.15%  series,  37,856 shares                   $ 3,786
               4.65%  series,  10,000 shares                     1,000
               4.75%  series,  17,682 shares                     1,768
               5.375% series,  15,000 shares                     1,500
               8.30%  series, 180,000 shares                    18,000
          Preferred stock, $25 par value, authorized
             1,000,000 shares; outstanding - none                  -
          Preference stock, $1 par value, authorized
             1,000,000 shares; outstanding - none                  -

     VELCO:
          Preferred stock, $100 par value, authorized
             125,000 shares; outstanding 100,000 shares         10,000
          Return of capital                                     (7,300)

     VY:
          Preferred stock, $100 par value, authorized 
             300,000 shares; outstanding - none                    -  
                                                              --------
               Total cumulative preferred and
                preference stock                                28,754

     Consolidating eliminations                                  2,700
                                                              --------
               Total consolidated                             $ 26,054
                                                              ========

<PAGE>
                                   EXHIBIT C
                                   ---------


     Organizational chart showing the relationship of each EWG or foreign
utility company to associate companies in the holding-company system.


<TABLE>
<CAPTION>

                  CENTRAL VERMONT PUBLIC SERVICE CORPORATION
                           (Name of Holding Company)
<S>

                                     100%
                       CATAMOUNT INVESTMENT CORPORATION

                                     100%
                         CATAMOUNT ENERGY CORPORATION

       <C>          <C>           <C>         <C>          <C>

       100%         100%          50%         100%         50%
    CATAMOUNT    CATAMOUNT      GLENNS     CATAMOUNT     RUPERT
    THETFORD       GLENNS       FERRY        RUPERT      MGMNT.,
      CORP.        FERRY        MGMNT.,       CORP.       INC.
                                CORP.         INC.


       15%         49.5%          1%          49.5%        1% 
  FIBROTHETFORD    GLENNS       GLENNS       RUPERT      RUPERT
       LTD.        FERRY        FERRY        COGEN.      COGEN.
                   COGEN.       COGEN.      PARTNERS,   PARTNERS
                  PARTNERS,    PARTNERS,      LTD.        LTD.
                    LTD.         LTD.

</TABLE>

<TABLE> <S> <C>

<ARTICLE> OPUR3
<MULTIPLIER> 1,000
       
<S>                             <C>
<PERIOD-TYPE>                   YEAR
<FISCAL-YEAR-END>                          DEC-31-1998
<PERIOD-END>                               DEC-31-1998
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-ASSETS>                               1,188,023
<TOTAL-OPERATING-REVENUES>                     447,031
<NET-INCOME>                                     3,983
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission