File No. 70-8193
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Amendment No. 4 to
Form U-1
APPLICATION OR DECLARATION
under
The Public Utility Holding Company Act of 1935
GEORGIA POWER COMPANY
333 Piedmont Avenue, N.E.
Atlanta, Georgia 30308
SAVANNAH ELECTRIC AND POWER COMPANY
600 East Bay Street
Savannah, Georgia 31402
(Name of company or companies filing this statement
and addresses of principal executive offices)
THE SOUTHERN COMPANY
(Name of top registered holding company parent
of each applicant or declarant)
Judy M. Anderson Kirby R. Willis
Vice President and Corporate Secretary Vice President and Chief
Georgia Power Company Financial Officer
333 Piedmont Avenue, N.E. Savannah Electric and Power Company
Atlanta, Georgia 30308 600 East Bay Street
Savannah, Georgia 31402
(Names and addresses of agents for service)
The Commission is requested to mail signed copies of all orders, notices
and communications to:
W. L. Westbrook, Financial Vice President
The Southern Company
64 Perimeter Center East
Atlanta, Georgia 30346
John F. Young, Vice President John D. McLanahan, Esq.
Southern Company Services, Inc. Troutman Sanders
One Wall Street, 42nd Floor NationsBank Plaza, Suite 5200
New York, New York 10005 600 Peachtree Street
Atlanta, Georgia 30308
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INFORMATION REQUIRED
Item 1. Description of Proposed Transactions.
Item 1 of the statement on Form U-1 in this proceeding is
hereby amended and restated in its entirety as follows:
1.1 Georgia Power Company ("GPC") and Savannah Electric and
Power Company ("Savannah") are wholly-owned subsidiaries of The
Southern Company, a registered holding company under the Public
Utility Holding Company Act of 1935. Both GPC and Savannah are
corporations organized and existing under the laws of the State of
Georgia.
1.2 Savannah currently owns real property on which GPC and
Savannah propose to construct eight (8) complete combustion
turbine-generator units ("CTs") to be known as Plant McIntosh CT
Nos. 01, 02, 03, 04, 05, 06, 07 and 08, and up to eight (8)
additional complete combustion turbine-generator units to be known
as Plant McIntosh CT Nos. 09, 10, 11, 12, 13, 14, 15 and 16, any
one of which is also referred to as an Additional Plant McIntosh
CT. Collectively, the sixteen combustion turbine-generators are
referred to as the Plant McIntosh CTs. Initially, GPC is
proposing to develop Plant McIntosh CT Nos. 01 and 02, CT Nos. 03
and 04, and CT Nos. 07 and 08 (the "GPC Plant McIntosh CTs").
Thus, of the eight initial CTs, six are to be developed for GPC
and two for Savannah. The construction costs of such CTs and
associated facilities are estimated to be approximately $182
million for GPC and $61 million for Savannah. The two Savannah
CTs are planned for commercial operation during 1994, the six GPC
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CTs by the end of 1995. No plans for any additional CTs have been
finalized.
Upon completion of the eight initial CTs described herein,
GPC will own a 100% interest in six of them and Savannah will own
a 100% interest in two. GPC and Savannah will each be entitled to
100% of the output of its respective CT units. The facilities
common to all of such eight CTs will be jointly owned by GPC and
Savannah as tenants-in-common, with GPC having a 75% (6/8)
undivided ownership interest and Savannah having a 25% (2/8)
undivided ownership interest.
The eight initial CTs are simple-cycle generators each having
a nominal capacity of 80 megawatts. Such CTs are to burn
primarily natural gas with No. 2 fuel oil available as a backup
fuel supply. In addition to the CT units, other facilities to be
constructed for the project include fuel systems (a storage tank
for No. 2 fuel oil and associated equipment for supplying fuel to
the CTs), water systems (a water storage tank and demineralized
water treatment plant to provide demineralized water for the water
injection emission control process), an extension of existing fire
protection systems, a switchyard, a 230-kv tie line to the
existing Plant McIntosh substation and a service building
containing a control room, maintenance shop and warehouse.
1.3 Pursuant to the Plant McIntosh Combustion Turbine
Purchase and Ownership Participation Agreement dated as of
December 15, 1992 ("Purchase and Ownership Agreement"), Savannah
proposes to sell to GPC, and GPC proposes to purchase, a
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percentage undivided ownership interest in certain of the
equipment (described below) which will comprise the facilities
common to all of the Plant McIntosh CTs (the "CT Common
Facilities"). This ownership interest will be equivalent to GPC's
Pro Forma Ownership Interest, i.e., the percentage of the Plant
McIntosh CTs constructed by GPC, and will be held by GPC as a
tenant in common with Savannah.
The assets to be acquired by GPC at closing consist of a pre-
existing fuel oil storage tank which shall be converted into a
demineralized water tank for use as a CT Common Facility. The
purchase price for the fuel oil storage tank represents GPC's Pro
Forma Ownership Interest (75%) of the original book cost of such
asset less depreciation, which, if calculated as of 12-31-92, is
estimated to be $648,710.
1.4 Pursuant to the Purchase and Ownership Agreement, GPC
and Savannah also propose that Savannah lease to GPC (a) a 100%
leasehold interest in the real property on which the GPC Plant
McIntosh CTs will be developed (the "GPC Plant McIntosh CTs
Site"), (b) a percentage undivided interest, equivalent to GPC's
Pro Forma Ownership Interest, in that portion of the CT Common
Facilities which consist of real property (the "CT Common
Facilities Site"), and (c) any related easements or other rights
necessary to develop the GPC Plant McIntosh CTs Site and the CT
Common Facilities Site.
The annual rent for the leasehold interests proposed to be
conveyed to GPC represents the sum of (a) the original book cost
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of the GPC Plant McIntosh CTs Site plus (b) the original book cost
of the CT Common Facilities Site times GPC's Pro Forma Ownership
Interest, multiplied by (c) Savannah's weighted cost of pretax
capital as of December 31, 1991. The annual rental payments to
Savannah are based on the original book cost of the land
comprising the GPC Plant McIntosh CTs Site and the CT Common
Facilities Site in order to make Savannah whole for its investment
in this real property. Savannah's weighted cost of pretax capital
as of December 31, 1991 is used as a multiplier because this was
the most recent figure available during the development of the
Purchase and Ownership Agreement. It is estimated that the rental
payments to be made by GPC to Savannah as described in this Item
1.4 will amount to approximately $2,200 annually.
1.5 Pursuant to the Plant McIntosh Combustion Turbine
Operating Agreement dated as of December 15, 1992 ("Operating
Agreement"), GPC and Savannah propose to make Savannah "Agent" to
act for itself and on behalf of GPC in the procurement,
construction, management, control, operation, maintenance,
renewal, addition, replacement, modification and disposal of the
Plant McIntosh CTs, the CT Common Facilities and the fuel supply
for the Plant McIntosh CTs. The Operating Agreement provides for
the sharing of operating costs and costs of construction by
Savannah and GPC in accordance with their respective Pro Forma
Ownership Interests.
Savannah has implemented accounting systems and procedures so
that all costs properly allocable to GPC shall be paid by GPC on a
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current basis. These accounting systems and procedures primarily
consist of a depository account into which GPC deposits funds on
an ongoing basis to cover the costs of construction and operation
and maintenance of the CTs in which it has an ownership interest.
Each month Savannah estimates and informs GPC of the amounts which
will be needed from GPC to cover construction and operation and
maintenance costs in the next succeeding month. GPC deposits such
amounts in the designated account and Savannah draws on these
funds to make payments when needed. At the end of each month a
true-up is performed to reconcile the amounts estimated by
Savannah and paid by GPC with the amounts actually expended by
Savannah.
1.6 The execution and delivery of the ground lease,
described in Item 1.4, is scheduled to take place as soon as all
requisite regulatory approvals have been obtained. The proposed
execution and delivery is subject to GPC's and Savannah's receipt
of all requisite approvals of all applicable regulatory agencies,
including the Securities and Exchange Commission.
1.7 The closing for the proposed purchase by GPC of an
ownership interest in the CT Common Facilities, as described in
Item 1.3, is scheduled to take place on or before October 1, 1994,
or as soon as all requisite regulatory approvals have been
obtained. The proposed purchase is subject to GPC's and
Savannah's receipt of all requisite approvals of all applicable
regulatory agencies, including the Securities and Exchange
Commission.
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1.8 Prior to selecting the Plant McIntosh site for GPC's and
Savannah's respective combustion turbine-generators, GPC, Savannah
and personnel from Southern Company Services, Inc. conducted
detailed economic evaluations of several potential new and
existing sites for the development of new CTs. These studies
examined, among other things, water supply availability, natural
gas availability, oil and propane availability, land use
compatibility, site development considerations and environmental
impact considerations. The four major cost components of the
economic evaluations were capital costs, transmission costs, fuel
costs and operation and maintenance costs. Taking into
consideration each of these factors, the economic analyses
identified the Plant McIntosh site to be the best location for
GPC's and Savannah's respective CTs primarily due to savings
associated with (1) low transmission connection cost and (2)
existing facilities and staffing associated with the existing coal
plant on the Plant McIntosh site. The proposed CTs are required
to meet GPC's and Savannah's respective peaking capacity needs.
As indicated under Item 4 herein, the Georgia Public Service
Commission has issued certificates of public convenience and
necessity for the initial eight CTs. GPC and Savannah will
finance their respective construction costs relating to the CTs,
as they finance their current construction programs generally,
from internal sources and, to the extent necessary, external
financings (subject to Commission approval if required.)
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SIGNATURE
Pursuant to the requirements of the Public Utility Holding
Company Act of 1935, the undersigned companies have duly caused
this amendment to be signed on their behalf by the undersigned
thereunto duly authorized.
Dated: November 2, 1994
GEORGIA POWER COMPANY
By: /s/Wayne Boston
Wayne Boston
Assistant Secretary
SAVANNAH ELECTRIC AND POWER COMPANY
By: /s/Wayne Boston
Wayne Boston
Assistant Secretary
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