File No. 70-7888
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
POST-EFFECTIVE AMENDMENT NO. 9
TO
FORM U-1
APPLICATION OR DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Allegheny Power System, Inc. Monongahela Power Company
Tower Forty Nine 1310 Fairmont Avenue
12 East 49th Street Fairmont, WV 26554
New York, NY 10017
Allegheny Power Service Corporation The Potomac Edison Company
800 Cabin Hill Drive 10435 Downsville Pike
Greensburg, PA 15601 Hagerstown, MD 21740
Allegheny Generating Company West Penn Power Company
Tower Forty Nine 800 Cabin Hill Drive
12 East 49th Street Greensburg, PA 15601
New York, NY 10017
(Name of company or companies filing this statement
and addresses of principal executive offices)
Allegheny Power System, Inc.
(Name of top registered holding company parent of
each applicant or declarant)
Thomas K. Henderson, Esquire
Vice President
Allegheny Power Service Corporation
Tower Forty Nine
12 East 49th Street
New York, NY 10017
(Name and address of agent for service)
<PAGE>
1. Applicants hereby amend Item 1. Description of Proposed Transaction
by adding the following to the end thereof:
Allegheny Power System, Inc. ("Allegheny") requests the Commission to
raise Allegheny's aggregate limit on short-term debt financing from $165
million to $400 million, subject to the same terms and conditions as are
contained in the original Application. In support thereof, Allegheny submits
the following.
Allegheny has not sought an increase in the amount of its short-term
debt financing authority since 1992. (See HCAR 25481 wherein Allegheny was
approved to borrow up to $165 million). On September 22, 1995, Applicants
filed Post-Effective Amendment No. 6 seeking simply to continue their
previously approved short-term debt financing authority. On November 28,
1995, the Commission issued an order (HCAR No. 26418, the "Order") authorizing
Allegheny, Monongahela Power Company ("Monongahela"), The Potomac Edison
Company ("Potomac Edison"), West Penn Power Company ("West Penn"), and
Allegheny Generating Company ("AGC") to continue their short-term debt
financing authority for the period December 31, 1995 through December 31,
1997, and to continue the Allegheny Power System Money Pool for the period
December 31, 1995 through December 31, 1997. Since the time that Applicants
filed for continuation of their authority, however, several events have
occurred which require Allegheny to request additional financing authority.
Allegheny received an order in File No. 70-8411 on October 27, 1995.
The October order authorized an increase of funding from $3 million to $100
million for nonutility activities to be performed by Allegheny's nonutility
<PAGE>
subsidiary, AYP Capital, Inc. ("AYP Capital"), or by a special purpose
subsidiary of AYP Capital. (HCAR 25401) Allegheny may fund the increase by
either making a capital contribution or a loan to AYP Capital. In either
case, Allegheny may use short-term debt to supply up to the entire $100
million.
In addition, AYP Capital on November 28, 1995 signed an agreement to
purchase Duquesne Light Company's 50% interest in Unit No. 1 of the Fort
Martin Generating Station for $181 million. Although the financing structure
for this acquisition has not yet been finalized, one alternative is for
Allegheny to borrow the purchase amount on a short-term basis and make a cash
capital contribution to AYP Capital until permanent financing is put in place.
Additionally, AYP Capital on November 29, 1995 applied to the Commission
for authority to invest up to $5 million in preliminary development activities
in connection with new technologies and to invest up to $15 million to acquire
an interest as a limited partner in a Delaware limited partnership to be
formed with Advent International Corporation. The purpose of the limited
partnership will be to invest in companies that are developing new
technologies, products or services related to Allegheny's core business
operations. Allegheny may provide up to $20 million needed by AYP Capital in
order to engage in these transactions. One alternative is for Allegheny to
use short-term debt in order to make a loan or capital contribution to AYP
Capital.
<PAGE>
These transactions have increased Allegheny's potential financing
requirements by $290 million since the time that it filed for a continuance of
its short-term debt authority last September. Allegheny requests that the
Commission increase its short-term debt authority by $235 million, to an
aggregate of $400 million, through December 31, 1997.
2. Applicants hereby amend Item 3. Applicable Statutory Provisions by
adding the following to the end thereof:
Short-term borrowings by Allegheny are subject to
Sections 6 and 7 of the Public Utility Holding Company
Act of 1935.
3. Applicants hereby amend Item 4. Regulatory Approval by adding the
following to the end thereof:
No commission other than the Securities and Exchange
Commission has jurisdiction over the proposed
transactions.
4. Applicants hereby amend Item 6. Exhibits and Financial
Statements, by adding the following:
(a) Exhibits
H-1-c
Form of Notice
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, the undersigned Applicants have duly caused this statement to be
signed on their behalf by the undersigned thereunto duly authorized.
ALLEGHENY POWER SYSTEM, INC.
ALLEGHENY POWER SERVICE CORPORATION
ALLEGHENY GENERATING COMPANY
MONONGAHELA POWER COMPANY
THE POTOMAC EDISON COMPANY
WEST PENN POWER COMPANY
By CAROL G RUSS
Carol G. Russ
Counsel
Dated: January 16, 1996
L:\MONYPOOL\POST-EFF.9
EXHIBIT H-1-c
SECURITIES AND EXCHANGE COMMISSION
(Release No. 35- : )
Allegheny Power System, Inc., et at.
Notice of Proposed Increase in Short-Term Borrowing Authority
for Allegheny Power System, Inc.
Allegheny Power System, Inc., 12 East 49th Street, New York, NY 10017,
a registered public utility holding company ("Allegheny"), requests the
Commission to raise its aggregate limit on short-term debt financing from $165
million to $400 million, subject to the same terms and conditions as are
contained in the original Application.
Allegheny has not sought an increase in the amount of its short-term
debt financing authority since 1992. (See HCAR 25481 wherein Allegheny was
approved to borrow up to $165 million). On September 22, 1995, Applicants
filed Post-Effective Amendment No. 6 seeking simply to continue their
previously approved short-term debt financing authority. On November 28,
1995, the Commission issued an order (HCAR No. 26418, the "Order") authorizing
Allegheny, Monongahela Power Company, The Potomac Edison Company, West Penn
Power Company, and Allegheny Generating Company to continue their short-term
debt financing authority for the period December 31, 1995 through December 31,
1997, and to continue the Allegheny Power System Money Pool for the period
December 31, 1995 through December 31, 1997. Since the time that Applicants
filed for continuation of their authority, however, several events have
occurred which require Allegheny to request additional financing authority.
Allegheny received an order in File No. 70-8411 on October 27, 1995.
The October order authorized an increase of funding from $3 million to $100
million for nonutility activities to be performed by Allegheny's nonutility
subsidiary, AYP Capital, Inc. ("AYP Capital"), or by a special purpose
subsidiary of AYP Capital. (HCAR 25401) In addition, AYP Capital on November
28, 1995 signed an agreement to purchase Duquesne Light Company's 50% interest
in Unit No. 1 of the Fort Martin Generating Station for $181 million.
Additionally, AYP Capital on November 29, 1995 applied to the Commission for
authority to invest up to $5 million in preliminary development activities in
connection with new technologies and to invest up to $15 million to acquire an
interest as a limited partner in a Delaware limited partnership to be formed
with Advent International Corporation.
Allegheny may fund these transactions by either making capital
contributions or loans to AYP Capital. In either case, Allegheny may use
short-term debt to supply the necessary funds. The above transactions have
increased Allegheny's potential financing requirements by $290 million since
the time that it filed for a continuance of its short-term debt authority last
September. Allegheny requests that the Commission increase its short-term
debt authority by $235 million, to an aggregate of $400 million, through
December 31, 1997.
<PAGE>
Except as described herein, no associate company or affiliate of the
Applicants or any affiliate of any such associate company has any material
interest, directly or indirectly, in the proposed transactions.
The application and any amendments thereto are available for public
inspection through the Commission's Office of Public Reference. Interested
persons wishing to comment or request a hearing should submit their views in
writing by , 1996, to the Secretary, Securities and Exchange
Commission, Washington, DC 20549, and serve a copy on the applicant at the
address specified above. Proof of service (by affidavit or, in case of an
attorney at law, by certificate) should be filed with the request. Any
request for a hearing shall identify specifically the issues of fact or law
that are disputed. A person who so requests will be notified of any hearing,
if ordered, and will receive a copy of any notice or order issued in this
matter. After said date, the application, as filed or as it may be amended,
may be granted.
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
