(As filed on November 24, 1998)
File No. 70-9377
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
AMENDMENT NO. 3 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, William T. Baker, Jr., Esq.
General Counsel Thelen Reid & Priest LLP
Steven R. Suleski, 40 West 57th Street
Senior Attorney New York, New York 10019-4097
Interstate Energy Corporation
222 West Washington Avenue
Madison, Wisconsin 53703-0192
<PAGE>
Paragraph 55 of Item 2 of the initial Form U-1 of
Interstate Power Company (as filed with the Securities and
Exchange Commission via the Edgar system on October 9, 1998), as
amended by Amendment No. 1 thereto (as filed with the Securities
and Exchange Commission via the Edgar system on October 23,
1998), and as amended by Amendment No. 2 thereto (as filed with
the Securities and Exchange Commission via the Edgar system on
November 20, 1998), is hereby deleted and replaced with the
following:
"55. The fees, commissions and expenses, other than
those of the underwriters, to be incurred in connection with the
issuance and sale of the First Mortgage Bonds, Senior Debentures
and Subordinated Debentures are not expected to exceed the
following estimates:
Each
Initial Additional
Sale Sale
-------- ---------
Registration statement $125,000 --
Application-declaration 5,000 --
Rating agencies' fees 30,000 $ 30,000
Trustees' fees 10,000 5,000
Fees of Company's counsels 50,000 30,000
Fees of service company affiliate 30,000 20,000
Accountants' fees 15,000 10,000
Printing and engraving costs 25,000 20,000
Miscellaneous expenses (including 25,000 15,000
blue-sky expenses) -------- --------
Total estimated expenses $315,000 $130,000
======== ========
[The remainder of this page is left intentionally blank.]
<PAGE>
Paragraph 56 of Item 2 of the Form U-1 is hereby
deleted and replaced with the following:
"56. The fees, commissions and expenses, other than
those of the underwriters, to be incurred in connection with the
issuance and sale of the Tax-Exempt Bonds (including expenses
related to the issuance and pledge of the Tax-Exempt Collateral
Bonds) are not expected to exceed the following estimates:
Each
Initial Additional
Sale Sale
Rating agencies' fees $ 30,000 $ 30,000
Trustees' fees 10,000 10,000
Fees of bond counsel 30,000 20,000
Fees of state bond counsel 25,000 15,000
Fees of Company's counsels 50,000 35,000
Fees of service company affiliate 30,000 20,000
Accountants' fees 10,000 10,000
Printing and engraving costs 20,000 20,000
Miscellaneous expenses (including 20,000 10,000
blue-sky expenses) -------- --------
Total estimated expenses $225,000 $170,000
======== ========
[The remainder of this page is left intentionally blank.]
-2-
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned company has duly
caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
Dated: November 24, 1998 INTERSTATE POWER COMPANY
By: /s/ Erroll B. Davis, Jr.
--------------------------
Name: Erroll B. Davis, Jr.
Title: Chief Executive
Officer
-3-
