(As filed on October 23, 1998)
File No. 70-9377
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 1 ON
FORM U-1/A
APPLICATION-DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
___________________________________
INTERSTATE POWER COMPANY
1000 MAIN STREET
P.O. BOX 769
DUBUQUE, IOWA 52004-07691
(Name of company filing this statement
and address of principal executive offices)
___________________________________
INTERSTATE ENERGY CORPORATION
(Name of top registered holding company parent of each
applicant or declarant)
___________________________________
Erroll B. Davis, Jr., Chief Executive Officer
Interstate Power Company
P.O. Box 192
Madison, Wisconsin 53701-0192
(Name and address of agent for service)
___________________________________
The Commission is also requested to send copies of any
communications in connection with this matter to:
Barbara J. Swan, General Counsel William T. Baker, Jr., Esq.
Steven R. Suleski, Senior Attorney Thelen Reid & Priest LLP
Interstate Energy Corporation 40 West 57th Street
222 West Washington Avenue New York, New York 10019-4097
Madison, Wisconsin 53703-0192
<PAGE>
Paragraph 2 of the initial Form U-1 of Interstate Power
Company, filed via the edgar system with the Securities and
Exchange Commission on October 9, 1998 (the "Initial Filing"), is
hereby deleted and replaced with the following:
"2. The aggregate principal amount of the
Debt Securities shall not exceed $80 million. Such
amount excludes the principal amount of the Tax-Exempt
Collateral Bonds and any other forms of credit
enhancements related to the Tax-Exempt Bonds, including
letters of credit and any related subordinated security
interests, guarantees and insurance policies. The
aggregate principal amount of the Tax-Exempt Collateral
Bonds shall not exceed an amount equal to the sum of
the principal amount of the Tax-Exempt Bonds plus
interest payments thereon. Payments by the Company
with respect to any guarantees and insurance policies
are described in paragraph 49 below. Each of the
proposed transactions is discussed in detail below."
The following sentence is hereby added as the last
sentence of paragraph 49 of the Initial Filing:
"Unless otherwise stated herein, any Tax-
Exempt Collateral Bond, Letter of Credit or any related
subordinated security interest, coverage under any
insurance policy, or guarantee discussed in this
paragraph and the preceding paragraph shall be in an
aggregate amount no greater than the principal amount
of the Tax-Exempt Bonds plus interest thereon and shall
be designed to track or reflect the payment terms of
the Tax-Exempt Bonds."
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned company has duly
caused this statement to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: October 23, 1998 INTERSTATE POWER COMPANY
By: /s/ Erroll B. Davis, Jr.
------------------------------
Name: Erroll B. Davis, Jr.
Title: Chief Executive Officer
