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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
Form U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed under Section 33(a) of the
Public Utility Holding Company Act of 1935, as amended
Name of foreign utility company:
Metrogas S.A.
Name and address of filing company, if filed on behalf of a foreign utility
company:
ENSERCH Corporation
ENSERCH Center
300 South St. Paul
Dallas, Texas 75201
The Commission is requested to mail copies of all
communications relating to this Notification to:
John F. Stephens, Jr.
ENSERCH Corporation
ENSERCH Center
300 South St. Paul
Dallas, Texas 75201
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ENSERCH Corporation ("ENSERCH"), a Texas corporation, acting on
behalf of Metrogas S.A., a Chilean corporation ("Metrogas"), hereby
notifies the Securities and Exchange Commission that Metrogas is, and
hereby claims status for Metrogas as, a foreign utility company ("FUCO")
within the meaning of Section 33 of the Public Utility Holding Company Act
of 1935, as amended (the "Act").
Item 1. Name, Business Address, Facilities and Ownership
The name and address of the entity claiming foreign utility status is
Metrogas S.A., Edeficio Torre el Bosque, Av. el Bosque Norte 0177 Piso 11,
Las Condes, Chile. Metrogas is a corporation formed under the laws of the
Republic of Chile. Metrogas intends, either directly or through one or
more subsidiaries, to purchase and transport natural gas from a city gate
in Santiago, Chile and to distribute natural gas to industrial, residential
and commercial customers in the greater Santiago area.
All of the issued and outstanding shares of capital stock of Metrogas
currently are owned by Gasco S.A., a Chilean corporation ("Gasco"). The
assets of Metrogas consist principally of "cracking units" suitable for the
manufacture of low-Btu gas ("city gas") and city gas distribution
facilities, including a 1200 kilometer pipe network, formerly owned and
operated by Gasco. Through these facilities, Metrogas distributes 121
million cubic meters of city gas to approximately 101,000 customers in the
greater Santiago area. It is anticipated that following the Investment
Date (as defined below), Metrogas will renovate and convert the Santiago
city gas system into a system suitable for the distribution of natural gas.
Metrogas projects that this natural gas distribution system will serve over
250,000 customers in the metropolitan Santiago area by the year 2000. It
is projected that natural gas will become available in Santiago by May of
1997 via a newly constructed pipeline from Argentina.
On or about April 15, 1996 (the "Investment Date"), Lone Star Gas de
Chile S.A., a Chilean corporation ("LSG Chile") intends to purchase, in a
privately negotiated transaction, a 10% equity interest in Metrogas. All
of the outstanding voting shares of LSG Chile are owned by Lone Star
International, Inc., a Texas corporation ("LSG International"), which in
turn is a wholly-owned subsidiary of ENSERCH. Several other entities that
are unaffiliated with LSG Chile, LSG International and ENSERCH also will
hold interests in Metrogas. As of the Investment Date, the names and
equity ownership interests of the other Metrogas investors shall be as
follows: Gasco -- 40.0%; Copec S.A., a Chilean corporation -- 22.5%;
Chilgener S.A., a Chilean corporation -- 10.0%; Novacorp International,
Inc., a Canadian corporation -- 10%; and Enagas S.A., a Chilean corporation
-- 7.5%. Voting interests are roughly proportional to the equity
interests.
Item 2. Domestic Public Utility Company
ENSERCH, through its Lone Star Gas Company division, is a gas utility
operating in the State of Texas. ENSERCH owns 100% of the stock of LSG
International, which in turn owns 100% of the stock of LSG Chile. LSG
Chile will contribute approximately $23 million to purchase its 10%
interest in Metrogas. Lone Star Gas Company will provide Metrogas with
technical assistance and training from time to time pursuant to a separate
service contract.
Exhibit A State Certifications Required under Section 33(a)(2) of the
Act.
Certification by the Texas Railroad Commission, dated April 3,
1996.
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SIGNATURES
The undersigned company has duly caused this statement to be signed
on its behalf by the undersigned thereunto duly authorized.
ENSERCH CORPORATION
Date: April 11, 1996 By: /s/ A. E. Gallatin
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A. E. Gallatin
Vice President and Treasurer
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EXHIBIT A
[Seal of the State of Texas]
RAILROAD COMMISSION OF TEXAS
Carole Keeton Rylander, Chairman
Barry Williamson, Commissioner
Charles R. Matthews, Commissioner
April 3, 1996
Secretary
Securities & Exchange Commission
Room 6184, Mail Drop 6-9
450 Fifth Street
Washington, D.C. 20549
Certification Pursuant to Section 33(a)(2)
of the Public Utility Holding Company Act of 1935
The Railroad Commission of Texas (the "Commission") hereby certifies that:
(1) the Commission has been notified that a subsidiary of ENSERCH
Corporation intends to enter into a transaction whereby it will provide
technical assistance to and acquire an equity interest in certain gas
distribution and transmission facilities in Chile; (2) the Commission has
made such inquiry into and received such information concerning this
transaction as it deems necessary or appropriate to carry out its
regulatory responsibilities; (3) the Commission has the authority and
resources to protect rate payers subject to its jurisdiction, including
rate payers who are customers of ENSERCH Corporation; and (4) the
Commission intends to exercise the above-stated authority.
/s/ Ron Kitchens
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Ron Kitchens, Gas Services Director
on the behalf of the
Railroad Commission of Texas
cc: Office of Public Utility Regulation
Securities & Exchange Commission
Room 10236, Mail Drop 10-6
450 Fifth Street
Washington, D.C. 20549
1701 North Congress Avenue*Post Office Box 12967*Austin, Texas 78711-2967
Phone: 512/463-7158 Fax: 512/463-7161
TDD 800-735-2989 or TDY 512-463-7284
An Equal Opportunity Employer
