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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:
Compania Mexicana de Gas, S.A. de C.V.
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 Compania Mexicana de Gas, S.A. de C.V., a Mexican corporation
("Compania"), hereby notifies the Securities and Exchange Commission that
Compania proposes to be, and hereby claims status for Compania 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
Compania Mexicana de Gas, S.A. de C.V., Calle San Nicholas de las Garza
Nte. 2901 Colonia Cementos C.P. 64520 Monterrey, N.L. Mexico. The capital
stock of Compania currently is owned by a group of individual investors
comprised of Luis Vazquez Senties, Oscar Vazquez Senties, Roman Benavides
Vazquez, Alfredo Bejos Checa and Jose Luis Herrera Somellera (together,
"Grupo Mexicano").
Compania is located in the city of Monterrey and sells natural gas to
industrial customers located throughout the Monterrey area. Compania's
plans call for the development of a residential and commercial natural gas
distribution network in several areas in Monterrey. It is estimated that
by mid-1997 Compania, either directly or through wholly-owned subsidiaries,
will serve approximately 15,000 residential customers through a natural gas
pipeline network that currently is in the design stage.
ENSERCH de Monterrey, S.A. de C.V., a Mexican corporation
("Monterrey") has entered into an agreement to assume certain outstanding
debt of Compania in exchange for ownership of 49% of the outstanding voting
stock of Compania. All of the outstanding voting stock of Monterrey is
owned by Enserch de Mexico, S.A. de C.V. ("Mexico"), a Mexican corporation.
Mexico is a wholly-owned subsidiary of National Pipeline Company, a Texas
Corporation ("NPC"), which in turn is a wholly-owned indirect subsidiary of
ENSERCH.
Upon completion of the transaction, the members of Grupo Mexicano,
each of whom is unaffiliated with Monterrey, Mexico, NPC and ENSERCH,
together will hold 51% of the outstanding voting stock of Compania. The
ownership interests of each of the members of Grupo Mexicano expected to
own 5% or more of the outstanding voting stock of Compania will be as
follows: Luis Vazquez Senties -- 18.38%; Oscar Vazquez Senties -- 18.38%;
Roman Benavides Vazquez -- 7.65%.
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, indirectly through NPC and
Mexico, owns 100% of the capital stock of Monterrey. The Lone Star
division of ENSERCH will provide Compania with technical assistance and
training from time to time pursuant to a separate service contract.
The aggregate debt assumed by Monterrey as consideration for its
interest in Compania is expected to total approximately $20 million.
Monterrey anticipates that any additional investment in Compania will be
small, as expansion of the Compania pipeline system will be commensurate
with cash available from Compania operations.
Exhibit A. State Certifications Required under Section 33(a)(2) of the
Act.
The Texas Railroad Commission certification letter 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: June 10, 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 Mexico; (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
