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FORM 8-A
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
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NEVADA POWER COMPANY
(Exact Name of Registrant as Specified in its Charter)
NEVADA 88-0045330
(State or Other Jurisdiction (I.R.S. Employer Identification Number)
of Incorporation or Organization)
NVP CAPITAL III
(Exact name of registrant as specified in its Trust Agreement)
DELAWARE TO BE APPLIED FOR
(State of incorporation or (I.R.S. Employer
organization) Identification No.)
6226 West Sahara Avenue
Las Vegas, Nevada 89146
(Address of principal executive offices, including zip code)
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Securities to be registered pursuant to Section 12(b) of the Act:
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Title of each class Name of each exchange on which
to be so registered each class is to be so registered
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___% Trust Issued New York Stock Exchange, Inc.
Preferred Securities of NVP Capital III
(and the Guarantee of Nevada Power Company
with respect thereto)
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If this Form relates to the registration of a class of debt securities and
is effective upon filing pursuant to General Instruction A.(c)(1), please check
the following box. / /
If this Form relates to the registration of a class of debt securities and
is to become effective simultaneously with the effectiveness of a concurrent
registration statement under the Securities Act of 1933 pursuant to General
Instruction A.(c)(2), please check the following box. / /
Securities to be registered pursuant to Section 12(g) of the Act: None
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The Commission respectfully is requested to send copies of all notices,
orders and communications to:
John R. Rottschaefer, Esq.
Best Best & Krieger LLP
P.O. Box 1028
Riverside, CA 92502
(909) 686-1450
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INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED.
The securities to be registered hereby are ____% Trust Issued Preferred
Securities ("Preferred Securities"), representing preferred undivided
beneficial ownership interests in the assets of NVP Capital III, a Delaware
business trust, together with the guarantee by Nevada Power Company (the
"Company"), a Nevada corporation, set forth in the form of the Preferred
Securities Guarantee Agreement executed and delivered by the Company to IBJ
Schroder Bank & Trust Company, as Guarantee Trustee (the "Guarantee"). The
Guarantee is incorporated by reference to Exhibit 4.7 to the Registration
Statement on Form S-3 of the Company and NVP Capital III (Registration Nos.
333-63613 and 333-63613-01) filed with the Securities and Exchange
Commission (the "Commission") on September 17, 1998 under the Securities Act
of 1933, as such Registration Statement may be amended (the "Registration
Statement"). It is anticipated that the Registration Statement will become
effective on or about September 23, 1998. The particular terms of the
Preferred Securities and the Guarantee will be described in a prospectus,
filed with the Commission pursuant to Rule 424(b) of the Securities Act of
1933, as amended, in connection with the Registration Statement (the
"Prospectus"). The Prospectus shall be deemed to be incorporated by
reference herein as set forth in Item 2 below.
Item 2. EXHIBITS.
The Preferred Securities and Guarantee described herein are to be
registered on the New York Stock Exchange, on which no other securities of NVP
Capital III are registered. Accordingly, the following Exhibits required in
connection with Part II to the instructions as to Exhibits to Form 8-A have been
duly filed with the New York Stock Exchange. Each Exhibit was previously filed
as indicated with the Commission and is incorporated herein by reference.
<TABLE>
<CAPTION>
Exhibit Description and
Number Method of Filing
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<S> <C> <C>
1(a) The Prospectus To be Filed pursuant to Rule 424(b) in
connection with the Registration
Statement of the Company, NVP Capital
III (Reg. Nos. 333-63613 and 333-63613-01).
4(a) Certificate of Trust of Filed as Exhibit 4.2 to the Registration
NVP Capital III Statement (Reg. Nos. 333-63613 and
333-63613-01).
4(b) Trust Agreement for NVP Filed as Exhibit 4.3 to the Registration
Capital III Statement (Reg. Nos. 333-63613 and 333-
63613-01).
4(c) Form of Amended and Filed as Exhibit 4.4 to the Registration
Restated Declaration of Statement (Reg. Nos. 333-63613 and 333-
Trust 63613-01).
4(d) Form of Indenture Filed as Exhibit 4.1 to the Registration
between the Company and Statement (Reg. Nos. 333-63613 and 333-
IBJ Schroder Bank & 63613-01).
Trust Company, as
Trustee
4(e) Form of Junior Filed as Exhibit 4.9 to the Registration
Subordinated Deferrable Statement (Reg. Nos. 333-63613 and 333-
Interest Debenture 63613-01).
4(f) Form of Preferred Filed as Exhibit 4.7 to the Registration
Securities Guarantee Statement (Reg. Nos. 333-63613 and 333-
Agreement 63613-01).
5(a) Form of Preferred Filed as Exhibit 4.5 to the Registration
Security Certificate for Statement (Reg. Nos. 333-63613 and 333-
NVP Capital III 63613-01).
</TABLE>
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securities and Exchange
Act of 1934, the registrants have duly caused this registration statement to be
signed on their behalf by the undersigned, thereto duly authorized.
Dated: September 17, 1998 NVP CAPITAL III
By: Nevada Power Company
By: /s/ Charles A. Lenzie
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Charles A. Lenzie, Chairman
of the Board and Chief Executive
Officer
NEVADA POWER COMPANY
By: /s/ Charles A. Lenzie
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Charles A. Lenzie, Chairman
of the Board and Chief Executive
Officer
