File No. 70-7322
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
AMENDMENT NO. 3
TO
FORM U-1
APPLICATION OR DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
PROVIDENCE ENERGY CORPORATION
100 Weybosset Street
Providence, RI 02903
(Name of Company filing this Statement and Address
of Principal Executive Office)
PROVIDENCE ENERGY CORPORATION
(Name of Top Registered (Exempt) Holding Company Parent
of Applicant or Declarant)
ALYCIA L. GOODY, ESQ.
100 Weybosset Street
Providence, RI 02903
(Name and Address of Agent for Service)
Copy to:
Edwin G. Torrance, Esq.
Hinckley, Allen & Snyder
1500 Fleet Center
Providence, RI 02903
<PAGE>
Item 1. Description of Proposed Transaction
(a) Procedural Background
Reference is made to the application of Providence Energy
Corporation ("Providence Energy") on Form U-1 (File No. 70-7322)
filed with the Securities and Exchange Commission (the
"Commission") under covering letter of November 17, 1986, as
subsequently amended by amendments Nos. 1 and 2, respectively
(collectively, the "Application").
The Application requested an order of the Commission under
Section 9(a)(2) of the Public Utility Holding Company Act of 1935
(the "Act") approving the acquisition by Providence Energy of all
of the outstanding capital stock of North Attleboro Gas Company, a
Massachusetts gas utility company ("North Attleboro"). The
application also requested an order of the Commission under
Section 3(a)(1) of the Act declaring Providence Energy exempt from
all of the provisions of the Act except Section 9(a)(2), from and
after the consummation of the proposed acquisition.
By order dated March 10, 1987 the Commission authorized the
proposed acquisition but reserved jurisdiction over the requested
Section 3(a)(1) exemption order.
On March 18, 1987 the acquisition which was the subject of
the Application was consummated, and from and after that date the
business of North Attleboro has been conducted as a wholly owned
subsidiary of Providence Energy.
In accordance with discussions with the Commission staff at
the time of the issuance of the order referred to above,
Providence Energy has treated that portion of the Application
requesting the issuance of an order of exemption under Section
3(a)(1) of the Act as having been made under Section 3(a) of the
Act, and pursuant to the provisions of Section 3(c) of the Act has
considered itself exempt from any obligation, duty or liability
imposed by the Act upon it as a holding company until the
Commission acts upon that portion of the Application. In
accordance with agreement reached with the Commission staff,
Providence Energy has filed annually with the Commission the
information called for under Form U-3A-2 by a holding company
otherwise claiming exemption from the provisions of the Act under
Rule U-3A-2.
(b) Further Factual Statement
Providence Energy is organized under the laws of the State
of Rhode Island and its principal offices are located in
Providence, Rhode Island. Providence Energy's business is
strictly that of a holding company. Providence Energy owns two
public-utility subsidiaries: (i) The Providence Gas Company
("Providence Gas"), and (ii) North Attleboro. Providence Gas is
organized under the laws of Rhode Island, is engaged in the
business of distributing gas in 25 cities and towns in Rhode
Island, and has its principal offices in Providence, Rhode Island.
Providence Gas conducts its gas utility business exclusively
within the State of Rhode Island. In 1994, Providence Gas's
utility revenues and income of $219,143,001 and $14,456,772,
respectively, represented approximately 98% and 97% of Providence
Energy's consolidated gas utility revenues and income,
respectively. Consequently, Providence Energy derives a material
part of its income from Providence Gas.
North Attleboro is organized under the laws of
Massachusetts, is engaged in the business of distributing gas in
the Towns of North Attleboro and Plainville, Massachusetts and has
it principal offices in North Attleboro, Massachusetts. North
Attleboro carries on its utility business exclusively within
Massachusetts; however, Providence Energy does not derive a
material part of its income from North Attleboro. In 1994, North
Attleboro's gas utility revenues and income of $3,635,338 and
$379,894, respectively, represented approximately 2% and 3% of
Providence Energy's consolidated gas utility revenues and income,
respectively. Therefore, Providence Energy is a public-utility
holding company which is entitled to claim exemption under section
3(a)(1) of the Act from all of the provisions of the Act, except
for section 9(a)(2), because Providence Energy and the only
public-utility subsidiary from which it derives a material part of
its income, Providence Gas, will be predominantly intrastate in
character and will carry on their utility businesses substantially
within the State of Rhode Island.
Item 2. Fees, Commissions and Expenses
The fees, commissions and expenses paid or incurred, or to
be paid or incurred, in connection with this amendment will not
exceed $2,000 in the aggregate and substantially all thereof will
consist of legal fees.
Item 6. Exhibits and Financial Statements
The following financial statements are filed herewith:
Consolidating balance sheet and consolidating statement
of income and surplus of Providence Energy and its
subsidiary companies as of September 30, 1994 and for the
fiscal year then ended (incorporated by reference to
Exhibit A to statement filed by Providence Energy with
the Securities and Exchange Commission on April 3, 1995
in connection with its application for exemption under
Section 3(a)(1) of the Act).
All statements heretofore filed with the Commission by the
Applicant in connection with its Application for exemption under
the Act are incorporated herein by reference.
WHEREFORE, Providence Energy Corporation requests that the
Securities and Exchange Commission release its jurisdiction over
the exemption of Providence Energy Corporation by rule and,
pursuant to Section 3(a) of the Public Utility Holding Company Act
of 1935, issue an order exempting Providence Energy Corporation
and every subsidiary company thereof as such from the provisions
of the Public Utility Holding Company Act of 1935, as amended,
except Section 9(a)(2).
SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned, as Applicant, has duly
caused this statement to be signed on its behalf by the
undersigned thereunto duly authorized.
PROVIDENCE ENERGY CORPORATION
By/s/ James H. Dodge
James H. Dodge, Chairman,
President and Chief
Executive Officer
DATE: November 22, 1995
STATE OF RHODE ISLAND
COUNTY OF PROVIDENCE
Subscribed and sworn to before me in the City of
Providence and State of Rhode Island this 22nd day of
November, 1995.
/s/ Anne W. ConnorNotary Public
PG014015.BH6
