Amendment No. 4 to
SEC File No. 70-8315
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-1
APPLICATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 ("Act")
GENERAL PUBLIC UTILITIES CORPORATION ("GPU")
100 Interpace Parkway
Parsippany, New Jersey 07054
ENERGY INITIATIVES, INC. ("EI")
One Upper Pond Road
Parsippany, New Jersey 07054
(Names of companies filing this statement and addresses
of principal executive offices)
GENERAL PUBLIC UTILITIES CORPORATION
(Name of top registered holding company parent of applicants)
Don W. Myers, Vice President Douglas E. Davidson, Esq.
and Treasurer Berlack, Israels & Liberman
M. A. Nalewako, Secretary 120 West 45th Street
GPU Service Corporation New York, New York 10036
100 Interpace Parkway
Parsippany, New Jersey 07054
B. L. Levy, President
K. A. Tomblin, Secretary
Energy Initiatives, Inc.
One Upper Pond Road
Parsippany, New Jersey 07054
(Names and addresses of agents for service)
<PAGE>
GPU and EI hereby amend their Application on Form U-1,
docketed in SEC File No. 70-8315, as heretofore amended, as
follows:
1. By amending Paragraph B of Item 1 thereof to read
in its entirety as follows:
B. 1. EI now proposes to acquire through an
indirect wholly owned subsidiary formed for the purpose up
to a 25% limited partnership equity interest ("Partnership
Interest") in Brooklyn Energy Limited Partnership (the
"Partnership"), a Canadian limited partnership formed to
develop, construct, own and operate a wood and oil fired
cogeneration facility in Brooklyn, Nova Scotia, Canada (the
"Project"). The Project's gross power production capacity
is expected to be 29.6 MW. It is expected that wholly-
owned subsidiaries of Polsky Energy Corporation ("PEC") will
be the general partner and a limited partner of the
Partnership. The Project's net electrical output will be
sold to Nova Scotia Power Corp. under a long-term power
purchase agreement; steam will be sold to Bowater Mersey
Paper Company, Ltd. The Project will also consist of
related transmission interconnection components that are
necessary to deliver electric energy from the Project's
generator terminals, step-up transformer and metering
station to Nova Scotia Power Inc.'s substation. The Project
will not engage in any retail electric sales. Accordingly,
the Project is an "eligible facility" under Section
32(a)(2) of the Act and the Partnership qualifies as an
"exempt wholesale generator" under Section 32(a)(1) of the
Act ("EWG") and the related regulations of the Federal
Energy Regulatory Commission ("FERC") thereunder. By Order
dated January 26, 1994, the FERC granted EWG status to the
Partnership (File No. EG94-13-000).
2. The Partnership Interest will be acquired by
2322117 Nova Scotia Limited ("Equity Sub"), a wholly-owned
subsidiary of 2322133 Nova Scotia Limited ("Holding Sub"),
which in turn is a wholly-owned subsidiary of EI. Holding
Sub will also own all of the outstanding common stock of
2322120 Nova Scotia Limited ("O&M Sub"), which is expected
to perform certain operation and maintenance services for
the Partnership. (EI does not presently anticipate
performing or furnishing operation or maintenance services
to O&M Sub or the Partnership, and would seek prior
authorization under the Act to do so to the extent such
authorization were required.) Equity Sub, Holding Sub and
O&M Sub are Nova Scotia corporations, and on January 18,
1994, filed applications with the FERC seeking status as
EWGs (File Nos. EG94-15-000, EG94-17-000, and EG94-16-000,
respectively).
1
<PAGE>
2. By filing the following exhibits in Item 6
thereof:
H-1 - EWG Application of Equity Sub (FERC
File No. EG94-15-000).
H-2 - EWG Application of Holding Sub
(FERC File No. EG94-17-000).
H-3 - EWG Application of O&M Sub (FERC
File No. EG94-16-000)
2
<PAGE>
SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE PUBLIC UTILITY
HOLDING COMPANY ACT OF 1935, THE UNDERSIGNED COMPANIES HAVE DULY
CAUSED THIS STATEMENT TO BE SIGNED ON THEIR BEHALF BY THE UNDER-
SIGNED THEREUNTO DULY AUTHORIZED.
GENERAL PUBLIC UTILITIES CORPORATION
By:
________________________________
Don W. Myers
Vice President and Treasurer
ENERGY INITIATIVES, INC.
By:______________________________
B. L. Levy, President
Date: February 4, 1994
<PAGE>
EXHIBITS TO BE FILED BY EDGAR
Exhibits:
H-1 - EWG Application of Equity Sub (FERC
File No. EG94-15-000).
H-2 - EWG Application of Holding Sub
(FERC File No. EG94-17-000).
H-3 - EWG Application of O&M Sub (FERC
File No. EG94-16-000)
<PAGE>
Exhibit H-1
UNITED STATES OF AMERICA
BEFORE THE
FEDERAL ENERGY REGULATORY COMMISSION
2322117 Nova Scotia Limited Docket No.
APPLICATION OF 2322117 NOVA SCOTIA LIMITED
FOR DETERMINATION OF STATUS
AS AN EXEMPT WHOLESALE GENERATOR
Pursuant to Section 32(a)(1) of the Public Utility
Holding Company Act of 1935 ("1935 Act"), 15 U.S.C. Section 79z-
5a.(a)(1), as added by Section 711 of the Energy Policy Act of
1992, Pub. L. No. 102-486, 106 Stat. 2776 (1992) ("EPACT"), and
Part 365 of the Regulations of the Federal Energy Regulatory
Commission ("Commission"), 18 C.F.R. Part 365 (1993), 2322117
Nova Scotia Limited ("Equity Sub") hereby applies to the
Commission for a determination that Equity Sub is an "exempt
wholesale generator" ("EWG").
Background
Equity Sub is a Nova Scotia corporation formed for the
sole purpose of acquiring and holding a limited partnership
interest in Brooklyn Energy Limited Partnership ("BELP"), a Nova
Scotia limited partnership. BELP, in turn, was formed to own an
electric and steam generating facility ("Facility") to be located
<PAGE>
in Brooklyn, the Province of Nova Scotia, Canada.*
The location of Equity Sub's business office is c/o
Energy Initiatives, Inc., One Upper Pond Road, Parsippany, New
Jersey 07054. All communications in this proceeding should be
addressed to the following persons:
Kelly A. Tomblin, Esq.
Energy Initiatives, Inc.
One Upper Pond Road
Parsippany, New Jersey 07054
and
Douglas E. Davidson, Esq.
Berlack, Israels & Liberman
120 West 45th Street
New York, New York 10036
The Facility will be a wood-fired cogeneration facility
with a gross power production capacity of 29.6 MW. The Facility
will also consist of related transmission interconnection
components that are necessary to deliver electric energy from the
Facility's generator terminals, step-up transformer and metering
station to Nova Scotia Power, Inc.'s substation. Steam from the
Facility will be sold to Bowater Mersey Paper Company, Ltd. for
use in its Brooklyn paper mill.
All of the outstanding capital stock of Equity Sub is
owned by 2322133 Nova Scotia Limited, a Nova Scotia corporation
("Holding Sub"), which in turn is a wholly-owned subsidiary of
* On December 29, 1993, BELP filed an application with the
Commission for EWG status.
2
<PAGE>
Energy Initiatives, Inc. ("EI").* EI is an indirect wholly-
owned subsidiary of General Public Utilities Corporation ("GPU"),
a registered holding company under the 1935 Act.
Exempt Wholesale Generator Status
In support of its request, Equity Sub hereby states and
affirms that it satisfies the requirements of the 1935 Act
regarding EWG status:
1. Equity Sub is engaged directly, or indirectly
through one or more affiliates, and exclusively in the business
of owning or operating, or both owning and operating, all or part
of one or more eligible facilities and selling foreign electric
energy at wholesale.
As mentioned above, Equity Sub will acquire a limited
partnership interest in BELP. Under the BELP partnership
agreement, that interest will constitute the holding with the
power to vote of more than five percent of the outstanding voting
securities of BELP.** Therefore, BELP will be an affiliate of
Equity Sub as defined in Section 2(a)(11)(B) of the 1935 Act.
Equity Sub owns no assets other than its interest in
BELP and will conduct no business other than holding such
interest. Accordingly, Equity Sub, indirectly through BELP, its
Section 2(a)(11)(B) affiliate, is exclusively engaged in the
business of
* By separate application Holding Sub is also applying for EWG
status.
** See Noverco, Inc. (SEC no action letter available April 6,
1987); See also SEI Hawaiian Cogenerators, Inc. 63 FERC
Paragraph 61,261 (June 7, 1993).
3
<PAGE>
owning or operating, or both owning and operating, all or part of
an eligible facility and selling foreign electric energy at
wholesale.
None of the electric energy generated by the Facility
will be sold to consumers in the United States.
2. There are no exceptions for foreign sales of power
at retail.
3. There are no leasing arrangements involving the
Facility and public utility companies. The Facility will include
the related interconnection components described above.
4. Jersey Central Power & Light Company, Metropolitan
Edison Company and Pennsylvania Electric Company, all of which
are "electric utility companies" as defined in Section 2(a)(3) of
the 1935 Act and wholly-owned subsidiaries of GPU, are "associate
companies" as defined in Section 2(a)(10) of the 1935 Act of
Equity Sub. No electric utility company will be an affiliate (as
defined in Section 2(a)(11) of the 1935 Act or (except as
provided for hereinabove) an associate company of Equity Sub.
5. The Facility is an "eligible facility" within the
meaning of Section 32(a)(2), as modified by Section 32(b), of the
1935 Act. The Facility is used for the generation of electric
energy exclusively for sale at wholesale, and for the generation
and sale of incidental amounts of steam.*
* Equity Sub notes that the Commission has determined that (i)
a person otherwise meeting the EWG requirements may engage
in incidental sales of by-products of electric generation
such as steam, and (ii) an eligible facility may also be a
cogeneration facility. See Order No. 550-A, 63 FERC
Paragraph 61,055 (1993), and Richmond Power Enterprise,
L.P., 62 FERC Paragraph 61,157 (1993).
4
<PAGE>
6. No portion of the Facility will be owned or
operated by an electric utility company that is an affiliate or
an associate company of Equity Sub. No rate or charge for, or in
connection with, the construction of the Facility, or for
electric energy produced by the Facility (other than any portion
of a rate or charge which represents recovery of the cost of a
wholesale rate or charge) was in effect under the laws of any
State as of October 24, 1992, the enactment date of the EPACT.
Public Notice
Included herewith is a copy of a notice of the applica-
tion suitable for publication in the Federal Register. A copy of
this notice is also submitted herewith on a 3 1/2 inch diskette
in ASCII format.
Summary of Request
For the reasons stated above, Equity Sub requests that
the Commission determine that Equity Sub is an "exempt wholesale
generator" under Section 32(a)(1) of the 1935 Act. The
undersigned is a legally authorized representative of Equity Sub.
Respectfully submitted,
______________________________
Kelly A. Tomblin, Esq.
Energy Initiatives, Inc.
One Upper Pond Road
Parsippany, New Jersey 07054
(201) 263-6950
Dated: January 17, 1994
5
<PAGE>
CERTIFICATE OF SERVICE
I hereby certify that I have this day served the
foregoing document upon the Securities and Exchange Commission
and any affected state commission in accordance with Section
365.3 of the Commission's Regulations and Section 383.2010 of the
Commission's Rules of Practice and Procedure.
Dated at Parsippany, New Jersey this 17th day of
January, 1994.
_______________________________
Kelly A. Tomblin
6
<PAGE>
UNITED STATES OF AMERICA
FEDERAL ENERGY REGULATORY COMMISSION
Before Commissioners:
2322177 Nova Scotia Limited ) Docket No.
DETERMINATION OF EXEMPT WHOLESALE GENERATOR STATUS
(Issued ______________, 1994)
On January ___, 1994, 2322117 Nova Scotia Limited
("Equity Sub") filed a verified application for determination of
exempt wholesale generator status pursuant to 18 C.F.R. Part 365
(1993) and Section 32 of the Public Utility Holding Company Act
of 1935, as amended ("1935 Act"), Pub. L. No. 102-486, 106 Stat.
2776 (1992); see 15 U.S.C. Section 79 et seq. (1988, as added
1992).
Notice of the application was published in the Federal
Register,(1) with protests, interventions or comments due on or
before ____________, 1994. None were filed.
In its application, Equity Sub states that it is
engaged, indirectly through an affiliate as defined in
2(a)(11)(B) of the 1935 Act, and exclusively in the business of
owning and operating or owning or operating all or part of one or
more eligible facilities and selling foreign electric energy at
wholesale, and that no portion of the Facility is owned or
operated by an electric utility company that is an affiliate or
associate company of Equity Sub within the meaning of Sections
2(a)(10) and 2(a)(11) of the 1935 Act, respectively.(2) Equity
Sub also states that the entire
(1) ____ Fed. Reg. ____________ (1993).
7
<PAGE>
(2) 15 U.S.C. Section 79b(a)(11)(B) (1988). See 1935 Act
Section 32(a)(1).
8
<PAGE>
Facility is used for the generation of electric energy
exclusively for sale at wholesale and for the generation and sale
of incidental amounts of steam, within the meaning of Section
201(d) of the Federal Power Act.(1) There are no lease
arrangements involving the Facility and public utility companies
nor are there any exceptions for foreign sales of power at
retail.
Accordingly, Equity Sub represents that the Facility is
an eligible facility as defined in Section 32(a)(2) of the 1935
Act and that Equity Sub is an exempt wholesale generator as
defined in Section 32(a)(1) of the 1935 Act.
Based upon the information contained in its verified
application, the Commission determines that Equity Sub is an
exempt wholesale generator as defined in Section 32(a)(1) of the
1935 Act. As required by Section 32(a)(1) of the 1935 Act, the
Secretary is directed to notify the Securities and Exchange
Commission of this determination.
By the Commission.
( SEAL )
Lois D. Cashell
Secretary
(1) 16 U.S.C. Section 824(d) (1988). See 1935 Act Section
32(a)(3).
9
<PAGE>
2322117 Nova Scotia Limited
Docket No. _________
NOTICE OF APPLICATION FOR COMMISSION DETERMINATION OF EXEMPT
WHOLESALE GENERATOR STATUS
On January __, 1994 2322117 Nova Scotia Limited
("Equity Sub") c/o Kelly A. Tomblin, Energy Initiatives, Inc.,
One Upper Pond Road, Parsippany, New Jersey 07054 filed with the
Federal Energy Regulatory Commission an application for
determination of exempt wholesale generator status pursuant to
Part 365 of the Commission's Regulations.
Equity Sub is a Nova Scotia corporation formed to
acquire a limited partnership interest in Brooklyn Energy Limited
Partnership, a Nova Scotia limited partnership formed to own an
electric and steam generating facility to be located in Brooklyn,
the Province of Nova Scotia, Canada.
Any person desiring to be heard concerning the
application for exempt wholesale generator status should file a
motion to intervene or comments with the Federal Energy
Regulatory Commission, 825 North Capitol Street, N.E.,
Washington, D.C. 20426, in accordance with Sub-Sections 385.211
and 385.214 of the Commission's Rules of Practice and Procedure.
The Commission will limit its consideration of comments to those
that concern the adequacy or accuracy of the application. All
such motions and comments should be filed on or before
________________, 1994 and must be served on applicant. Any
person wishing to become a party must file a motion to intervene.
Copies of this filing are on file with the Commission and are
available for public inspection.
10
<PAGE>
11
<PAGE>
2322117 Nova Scotia Limited Docket No. _________
VERIFICATION
Pursuant to 18 C.F.R. Section 385.2005(b)(2), Kelly A.
Tomblin being duly sworn, deposes and says that she is the
Secretary of 2322117 Nova Scotia Limited, the applicant for
determination of exempt wholesale generator status, that she has
read the foregoing application, that she knows the contents
thereof, and that the same are true to the best of her knowledge
and belief.
_____________________________
Kelly A. Tomblin
Subscribed and sworn to before me this _____ day of
January, 1994.
_____________________________
Notary Public
12
<PAGE>
Exhibit H-2
UNITED STATES OF AMERICA
BEFORE THE
FEDERAL ENERGY REGULATORY COMMISSION
2322133 Nova Scotia Limited Docket No.
APPLICATION OF 2322133 NOVA SCOTIA LIMITED
FOR DETERMINATION OF STATUS
AS AN EXEMPT WHOLESALE GENERATOR
Pursuant to Section 32(a)(1) of the Public Utility
Holding Company Act of 1935 ("1935 Act"), 15 U.S.C. Section 79z-
5a.(a)(1), as added by Section 711 of the Energy Policy Act of
1992, Pub. L. No. 102-486, 106 Stat. 2776 (1992) ("EPACT"), and
Part 365 of the Regulations of the Federal Energy Regulatory
Commission ("Commission"), 18 C.F.R. Part 365 (1993), 2322133
Nova Scotia Limited ("Holding Sub") hereby applies to the
Commission for a determination that Holding Sub is an "exempt
wholesale generator" ("EWG").
Background
Holding Sub is a Nova Scotia corporation formed for the
sole purpose of acquiring and holding all of the outstanding
capital stock of two subsidiaries: 2322117 Nova Scotia Limited
("Equity Sub") and 2322120 Nova Scotia Limited ("O&M Sub"), both
of which are also Nova Scotia corporations.*
* By separate applications, Equity Sub and O&M Sub are also
applying for EWG status.
<PAGE>
Equity Sub's sole business activity will be to acquire
and hold a limited partnership interest in Brooklyn Energy
Limited Partnership ("BELP"), a Nova Scotia limited partnership.
BELP, in turn, was formed to own an electric and steam generating
facility ("Facility") to be located in Brooklyn, the Province of
Nova Scotia, Canada.*
O&M Sub's sole business activity will be to perform
certain operation and maintenance services for the Facility
pursuant to the terms of an Operation and Maintenance Agreement
("O&M Agreement") between O&M Sub and BELP. Under the O&M
Agreement, O&M Sub will not have authority to exercise
independent judgment or sell or price the output of the Facility.
Thus, O&M Sub will have an agency relationship with BELP within
the meaning of Commission Order No. 550-A** and, accordingly,
BELP's sales of electric energy at wholesale will be imputed to
O&M Sub.
The location of Holding Sub's business office is c/o
Energy Initiatives, Inc., One Upper Pond Road, Parsippany, New
Jersey 07054. All communications in this proceeding should be
addressed to the following persons:
Kelly A. Tomblin, Esq.
Energy Initiatives, Inc.
One Upper Pond Road
Parsippany, New Jersey 07054
and
* On December 29, 1993, BELP filed an Applicaton with the
Commission for EWG status.
** 63 FERC Paragraph 61,055 (April 14, 1993).
2
<PAGE>
Douglas E. Davidson, Esq.
Berlack, Israels & Liberman
120 West 45th Street
New York, New York 10036
The Facility will be a wood-fired cogeneration facility
with a gross power production capacity of 29.6 MW. The Facility
will also consist of related transmission interconnection
components that are necessary to deliver electric energy from the
Facility's generator terminals, step-up transformer and metering
station to Nova Scotia Power, Inc.'s substation. Steam from the
Facility will be sold to Bowater Mersey Paper Company, Ltd. for
use in its Brooklyn paper mill.
All of the outstanding capital stock of Holding Sub is
owned by Energy Initiatives, Inc. ("EI"), an indirect wholly-
owned subsidiary of General Public Utilities Corporation ("GPU"),
a registered holding company under the 1935 Act.
Exempt Wholesale Generator Status
In support of its request, Holding Sub hereby states
and affirms that it satisfies the requirements of the 1935 Act
regarding EWG status:
7. Holding Sub is engaged directly, or indirectly
through one or more affiliates, and exclusively in the business
of owning or operating, or both owning and operating, all or part
of one or more eligible facilities and selling foreign electric
energy at wholesale.
(a) As mentioned above, Equity Sub will acquire a
limited partnership interest in BELP. Under the BELP partnership
agreement, that interest will constitute the holding with the
3
<PAGE>
power to vote of more than five percent of the outstanding voting
securities of BELP.* Therefore, BELP will be an affiliate of
Equity Sub as defined in Section 2(a)(11)(B) of the 1935 Act.
Moreover, because Holding Sub owns all of the voting stock of
Equity Sub, BELP will also be an affiliate of Holding Sub.
(b) O&M Sub will perform certain operation and
maintenance services for BELP and, as a result of its agency
relationship with BELP as described above, BELP's sales of
electric energy will be imputed to O&M Sub. In addition, since
Holding Sub owns all of the voting stock of O&M Sub, O&M Sub is
an affiliate of Holding Sub, and, therefore, Holding Sub (through
O&M Sub) will be indirectly performing operation and maintenance
services for BELP and selling electric energy at wholesale.
(c) Holding Sub owns no assets other than the
stock of Equity Sub and O&M Sub and will conduct no business
other than holding such stock. Accordingly, Holding Sub,
indirectly through such subsidiaries, which are its Section
2(a)(11)(B) affiliates, is exclusively engaged in the business of
owning or operating, or both owning and operating, all or part of
an eligible facility and selling foreign electric energy at
wholesale.
None of the electric energy generated by the Facility
will be sold to consumers in the United States.
8. There are no exceptions for foreign sales of power
at retail.
* See Noverco, Inc. (SEC no action letter available April 6,
1987); See also SEI Hawaiian Cogenerators, Inc. 63 FERC
4
<PAGE>
Paragraph 61,261 (June 7, 1993).
5
<PAGE>
9. There are no leasing arrangements involving the
Facility and public utility companies. The Facility will include
the related interconnection components described above.
10. Jersey Central Power & Light Company, Metropolitan
Edison Company and Pennsylvania Electric Company, all of which
are "electric utility companies" as defined in Section 2(a)(3) of
the 1935 Act and wholly-owned subsidiaries of GPU, are "associate
companies" as defined in Section 2(a)(10) of the 1935 Act of
Holding Sub. No electric utility company will be an affiliate as
defined in Section 2(a)(11) of the 1935 Act or (except as
provided for hereinabove) an associate company of Holding Sub.
11. The Facility is an "eligible facility" within the
meaning of Section 32(a)(2), as modified by Section 32(b), of the
1935 Act. The Facility is used for the generation of electric
energy exclusively for sale at wholesale, and for the generation
and sale of incidental amounts of steam.*
12. No portion of the Facility will be owned or
operated by an electric utility company that is an affiliate or
an associate company of Holding Sub. No rate or charge for, or
in connection with, the construction of the Facility, or for
electric energy produced by the Facility (other than any portion
of a rate or charge which represents recovery of the cost of a
wholesale rate or
* Holding Sub notes that the Commission has determined that
(i) a person otherwise meeting the EWG requirements may
engage in incidental sales of by-products of electric
generation such as steam, and (ii) an eligible facility may
also be a cogeneration facility. See Order No. 550-A, 63
FERC Paragraph 61,055 (1993), and Richmond Power Enterprise,
L.P., 62 FERC Paragraph 61,157 (1993).
6
<PAGE>
charge) was in effect under the laws of any State as of October
24, 1992, the enactment date of the EPACT.
Public Notice
Included herewith is a copy of a notice of the applica-
tion suitable for publication in the Federal Register. A copy of
this notice is also submitted herewith on a 3 1/2 inch diskette
in ASCII format.
Summary of Request
For the reasons stated above, Holding Sub requests that
the Commission determine that Holding Sub is an "exempt wholesale
generator" under Section 32(a)(1) of the 1935 Act. The
undersigned is a legally authorized representative of Holding
Sub.
Respectfully submitted,
______________________________
Kelly A. Tomblin, Esq.
Energy Initiatives, Inc.
One Upper Pond Road
Parsippany, New Jersey 07054
(201) 263-6950
Dated: January 17, 1994
7
<PAGE>
CERTIFICATE OF SERVICE
I hereby certify that I have this day served the
foregoing document upon the Securities and Exchange Commission
and any affected state commission in accordance with Section
365.3 of the Commission's Regulations and Section 383.2010 of the
Commission's Rules of Practice and Procedure.
Dated at Parsippany, New Jersey this 17th day of
January, 1994.
________________________________
Kelly A. Tomblin
8
<PAGE>
UNITED STATES OF AMERICA
FEDERAL ENERGY REGULATORY COMMISSION
Before Commissioners:
2322133 Nova Scotia Limited ) Docket No.
DETERMINATION OF EXEMPT WHOLESALE GENERATOR STATUS
(Issued ______________, 1994)
On January ___, 1994, 2322133 Nova Scotia Limited
("Holding Sub") filed a verified application for determination of
exempt wholesale generator status pursuant to 18 C.F.R. Part 365
(1993) and Section 32 of the Public Utility Holding Company Act
of 1935, as amended ("1935 Act"), Pub. L. No. 102-486, 106 Stat.
2776 (1992); see 15 U.S.C. Section 79 et seq. (1988, as added
1992).
Notice of the application was published in the Federal
Register,(1) with protests, interventions or comments due on or
before ____________, 1994. None were filed.
In its application, Holding Sub states that it is
engaged, indirectly through affiliates as defined in 2(a)(11)(B)
of the 1935 Act, and exclusively in the business of owning and
operating or owning or operating all or part of one or more
eligible facilities and selling foreign electric energy at
wholesale, and that no portion of the Facility is owned or
operated by an electric utility company that is an affiliate or
associate company of Holding Sub within the meaning of Sections
2(a)(10) and 2(a)(11) of the 1935 Act, respectively.(2)
Holding Sub also
9
<PAGE>
(1) ____ Fed. Reg. ______________(1993).
(2) 15 U.S.C. Section 79b(a)(aa)(B) (1988). See 1935 Act
Section 32(a)(1).
10
<PAGE>
states that the entire Facility is used for the generation of
electric energy exclusively for sale at wholesale and for the
generation and sale of incidental amounts of steam, within the
meaning of Section 201(d) of the Federal Power Act.(1) There are
no lease arrangements involving the Facility and public utility
companies nor are there any exceptions for foreign sales of power
at retail.
Accordingly, Holding Sub represents that the Facility
is an eligible facility as defined in Section 32(a)(2) of the
1935 Act and that Holding Sub is an exempt wholesale generator as
defined in Section 32(a)(1) of the 1935 Act.
Based upon the information contained in its verified
application, the Commission determines that Holding Sub is an
exempt wholesale generator as defined in Section 32(a)(1) of the
1935 Act. As required by Section 32(a)(1) of the 1935 Act, the
Secretary is directed to notify the Securities and Exchange
Commission of this determination.
By the Commission.
( SEAL )
Lois D. Cashell
Secretary
(1) 16 U.S.C. Section 824(d) (1988). See 1935 Act Section
32(a)(3).
11
<PAGE>
2322133 Nova Scotia Limited
Docket No. _________
NOTICE OF APPLICATION FOR COMMISSION DETERMINATION OF EXEMPT
WHOLESALE GENERATOR STATUS
On January __, 1994 2322133 Nova Scotia Limited
("Holding Sub") c/o Kelly A. Tomblin, Energy Initiatives, Inc.,
One Upper Pond Road, Parsippany, New Jersey 07054 filed with the
Federal Energy Regulatory Commission an application for
determination of exempt wholesale generator status pursuant to
Part 365 of the Commission's Regulations.
Holding Sub is a Nova Scotia corporation formed to
acquire all of the capital stock of two subsidiaries. One such
subsidiary will acquire a limited partnership interest in
Brooklyn Energy Limited Partnership, a Nova Scotia limited
partnership formed to own an electric and steam generating
facility to be located in Brooklyn, the Province of Nova Scotia,
Canada. The other subsidiary will perform certain operation and
maintenance services for the facility.
Any person desiring to be heard concerning the
application for exempt wholesale generator status should file a
motion to intervene or comments with the Federal Energy
Regulatory Commission, 825 North Capitol Street, N.E.,
Washington, D.C. 20426, in accordance with Sub-Sections 385.211
and 385.214 of the Commission's Rules of Practice and Procedure.
The Commission will limit its consideration of comments to those
that concern the adequacy or accuracy of the application. All
such motions and comments should be filed on or before
________________, 1994 and must be served on applicant. Any
12
<PAGE>
person wishing to become a party must file a motion to intervene.
Copies of this filing are on file with the Commission and are
available for public inspection.
13
<PAGE>
2322133 Nova Scotia Limited Docket No. _________
VERIFICATION
Pursuant to 18 C.F.R. Section 385.2005(b)(2), Kelly A.
Tomblin being duly sworn, deposes and says that she is the
Secretary of 2322133 Nova Scotia Limited, the applicant for
determination of exempt wholesale generator status, that she has
read the foregoing application, that she knows the contents
thereof, and that the same are true to the best of her knowledge
and belief.
_____________________________
Kelly A. Tomblin
Subscribed and sworn to before me this _____ day of
January, 1994.
_____________________________
Notary Public
14
<PAGE>
Exhibit H-3
UNITED STATES OF AMERICA
BEFORE THE
FEDERAL ENERGY REGULATORY COMMISSION
2322120 Nova Scotia Limited Docket No.
APPLICATION OF 2322120 NOVA SCOTIA LIMITED
FOR DETERMINATION OF STATUS
AS AN EXEMPT WHOLESALE GENERATOR
Pursuant to Section 32(a)(1) of the Public Utility
Holding Company Act of 1935 ("1935 Act"), 15 U.S.C. Section 79z-
5a.(a)(1), as added by Section 711 of the Energy Policy Act of
1992, Pub. L. No. 102-486, 106 Stat. 2776 (1992) ("EPACT"), and
Part 365 of the Regulations of the Federal Energy Regulatory
Commission ("Commission"), 18 C.F.R. Part 365 (1993), 2322120
Nova Scotia Limited ("O&M Sub") hereby applies to the Commission
for a determination that O&M Sub is an "exempt wholesale
generator" ("EWG").
Background
O&M Sub is a Nova Scotia corporation formed for the
sole purpose of providing certain operation and maintenance
services to an electric and steam generating facility
("Facility") to be located in Brooklyn, the Province of Nova
Scotia, Canada. The
<PAGE>
Facility is owned by Brooklyn Energy Limited Partnership
("BELP"), a Nova Scotia limited partnership.*
The location of O&M Sub's business office is c/o Energy
Initiatives, Inc., One Upper Pond Road, Parsippany, New Jersey
07054. All communications in this proceeding should be addressed
to the following persons:
Kelly A. Tomblin, Esq.
Energy Initiatives, Inc.
One Upper Pond Road
Parsippany, New Jersey 07054
and
Douglas E. Davidson, Esq.
Berlack, Israels & Liberman
120 West 45th Street
New York, New York 10036
The Facility will be a wood-fired cogeneration facility
with a gross power production capacity of 29.6 MW. The Facility
will also consist of related transmission interconnection
components that are necessary to deliver electric energy from the
Facility's generator terminals, step-up transformer and metering
station to Nova Scotia Power, Inc.'s substation. Steam from the
Facility will be sold to Bowater Mersey Paper Company, Ltd. for
use in its Brooklyn paper mill.
O&M Sub will perform certain operation and maintenance
services for the Facility pursuant to the terms of an Operation
and Maintenance Agreement ("O&M Agreement") between O&M Sub and
BELP. Under the O&M Agreement, O&M Sub will not have authority
to exercise independent judgment or sell or price the output of
the
2
<PAGE>
* On December 29, 1993, BELP filed an application with the
Commission for EWG status.
3
<PAGE>
Facility. Thus, O&M Sub will have an agency relationship with
BELP within the meaning of Commission Order No. 550-A* and,
accordingly, BELP's sales of electric energy at wholesale will be
imputed to O&M Sub.
All of the outstanding capital stock of O&M Sub is
owned by 2322133 Nova Scotia Limited, a Nova Scotia corporation
("Holding Sub"), which in turn is a wholly-owned subsidiary of
Energy Initiatives, Inc. ("EI").** EI is an indirect wholly-
owned subsidiary of General Public Utilities Corporation ("GPU"),
a registered holding company under the 1935 Act.
Exempt Wholesale Generator Status
In support of its request, O&M Sub hereby states and
affirms that it satisfies the requirements of the 1935 Act
regarding EWG status:
13. O&M Sub is engaged directly, or indirectly through
one or more affiliates, and exclusively in the business of owning
or operating, or both owning and operating, all or part of one or
more eligible facilities and selling foreign electric energy at
wholesale.
None of the electric energy generated by the Facility
will be sold to consumers in the United States.
14. There are no exceptions for foreign sales of power
at retail.
* 63 FERC Paragraph 61,055 (April 14, 1993).
** By separate application Holding Sub is also applying for EWG
status.
4
<PAGE>
15. There are no leasing arrangements involving the
Facility and public utility companies. The Facility will include
the related interconnection components described above.
16. Jersey Central Power & Light Company, Metropolitan
Edison Company and Pennsylvania Electric Company, all of which
are "electric utility companies" as defined in Section 2(a)(3) of
the 1935 Act and wholly-owned subsidiaries of GPU, are "associate
companies" as defined in Section 2(a)(10) of the 1935 Act of O&M
Sub. No electric utility company will be an affiliate as defined
in Section 2(a)(11) of the 1935 Act or (except as provided
hereinabove) an associate company of O&M Sub.
17. The Facility is an "eligible facility" within the
meaning of Section 32(a)(2), as modified by Section 32(b), of the
1935 Act. The Facility is used for the generation of electric
energy exclusively for sale at wholesale, and for the generation
and sale of incidental amounts of steam.*
18. No portion of the Facility will be owned or
operated by an electric utility company that is an affiliate or
an associate company of O&M Sub. No rate or charge for, or in
connection with, the construction of the Facility, or for
electric energy produced by the Facility (other than any portion
of a rate or charge which represents recovery of the cost of a
wholesale rate or charge) was
* O&M Sub notes that the Commission has determined that (i) a
person otherwise meeting the EWG requirements may engage in
incidental sales of by-products of electric generation such
as steam, and (ii) an eliegible facility may also be a
cogeneration facility. See Order No. 550-A, 63 FERC
Paragraph 61,055 (1993), and Richmond Power Enterprise,
L.P., 62 FERC Paragraph 61,157 (1993).
5
<PAGE>
in effect under the laws of any State as of October 24, 1992, the
enactment date of the EPACT.
Public Notice
Included herewith is a copy of a notice of the applica-
tion suitable for publication in the Federal Register. A copy of
this notice is also submitted herewith on a 3 1/2 inch diskette
in ASCII format.
Summary of Request
For the reasons stated above, O&M Sub requests that the
Commission determine that O&M Sub is an "exempt wholesale
generator" under Section 32(a)(1) of the 1935 Act. The
undersigned is a legally authorized representative of O&M Sub.
Respectfully submitted,
______________________________
Kelly A. Tomblin, Esq.
Energy Initiatives, Inc.
One Upper Pond Road
Parsippany, New Jersey 07054
(201) 263-6950
Dated: January 17, 1994
6
<PAGE>
CERTIFICATE OF SERVICE
I hereby certify that I have this day served the
foregoing document upon the Securities and Exchange Commission
and any affected state commission in accordance with Section
365.3 of the Commission's Regulations and Section 383.2010 of the
Commission's Rules of Practice and Procedure.
Dated at Parsippany, New Jersey this 17th day of
January, 1994.
________________________________
Kelly A. Tomblin
7
<PAGE>
UNITED STATES OF AMERICA
FEDERAL ENERGY REGULATORY COMMISSION
Before Commissioners:
2322120 Nova Scotia Limited ) Docket No.
DETERMINATION OF EXEMPT WHOLESALE GENERATOR STATUS
(Issued ______________, 1994)
On January ___, 1994, 2322120 Nova Scotia Limited ("O&M
Sub") filed a verified application for determination of exempt
wholesale generator status pursuant to 18 C.F.R. Part 365 (1993)
and Section 32 of the Public Utility Holding Company Act of 1935,
as amended ("1935 Act"), Pub. L. No. 102-486, 106 Stat. 2776
(1992); see 15 U.S.C. Section 79 et seq. (1988, as added 1992).
Notice of the application was published in the Federal
Register,(1) with protests, interventions or comments due on or
before ____________, 1994. None were filed.
In its application, O&M Sub states that it is engaged,
directly or indirectly through an affiliate and exclusively in
the business of owning and operating or owning or operating all
or part of one or more eligible facilities and selling foreign
electric energy at wholesale, and that no portion of the Facility
is owned or operated by an electric utility company that is an
affiliate or associate company of O&M Sub within the meaning of
Sections 2(a)(10) and 2(a)(11) of the 1935 Act, respectively.(2)
O&M Sub also states that the entire Facility is used for the
generation of
(1) ____ Fed. Reg. ___________ (1993).
(2) 15 U.S.C. Section 79b(a)(11)(B) (1988). See 1935 Act
Section 32(a)(1).
8
<PAGE>
electric energy exclusively for sale at wholesale and for the
generation and sale of incidental amounts of steam, within the
meaning of Section 201(d) of the Federal Power Act.(1) There are
no lease arrangements involving the Facility and public utility
companies nor are there any exceptions for foreign sales of power
at retail.
Accordingly, O&M Sub represents that the Facility is an
eligible facility as defined in Section 32(a)(2) of the 1935 Act
and that O&M Sub is an exempt wholesale generator as defined in
Section 32(a)(1) of the 1935 Act.
Based upon the information contained in its verified
application, the Commission determines that O&M Sub is an exempt
wholesale generator as defined in Section 32(a)(1) of the 1935
Act. As required by Section 32(a)(1) of the 1935 Act, the
Secretary is directed to notify the Securities and Exchange
Commission of this determination.
By the Commission.
( SEAL )
Lois D. Cashell
Secretary
(1) 16 U.S.C. Section 824(d) (1988). See 1935 Act Section
32(a)(3).
9
<PAGE>
2322120 Nova Scotia Limited
Docket No. _________
NOTICE OF APPLICATION FOR COMMISSION DETERMINATION OF EXEMPT
WHOLESALE GENERATOR STATUS
On January __, 1994 2322120 Nova Scotia Limited ("O&M
Sub") c/o Kelly A. Tomblin, Energy Initiatives, Inc., One Upper
Pond Road, Parsippany, New Jersey 07054 filed with the Federal
Energy Regulatory Commission an application for determination of
exempt wholesale generator status pursuant to Part 365 of the
Commission's Regulations.
O&M Sub is a Nova Scotia corporation formed to provide
certain operation and maintenance services to an electric and
steam generating facility to be located in Brooklyn, the Province
of Nova Scotia, Canada, which facility will be owned by Brooklyn
Energy Limited Partnership, a Nova Scotia limited partnership.
Any person desiring to be heard concerning the
application for exempt wholesale generator status should file a
motion to intervene or comments with the Federal Energy
Regulatory Commission, 825 North Capitol Street, N.E.,
Washington, D.C. 20426, in accordance with Sub-Sections 385.211
and 385.214 of the Commission's Rules of Practice and Procedure.
The Commission will limit its consideration of comments to those
that concern the adequacy or accuracy of the application. All
such motions and comments should be filed on or before
________________, 1994 and must be served on applicant. Any
person wishing to become a party must file a motion to intervene.
Copies of this filing are on file with the Commission and are
available for public inspection.
10
<PAGE>
11
<PAGE>
2322120 Nova Scotia Limited Docket No. _________
VERIFICATION
Pursuant to 18 C.F.R. Section 385.2005(b)(2), Kelly A.
Tomblin being duly sworn, deposes and says that she is the
Secretary of 2322120 Nova Scotia Limited, the applicant for
determination of exempt wholesale generator status, that she has
read the foregoing application, that she knows the contents
thereof, and that the same are true to the best of her knowledge
and belief.
_____________________________
Kelly A. Tomblin
Subscribed and sworn to before me this _____ day of
January, 1994.
_____________________________
Notary Public
12
<PAGE>
