File No. 70-8507
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
----------------------------------------------------
POST-EFFECTIVE AMENDMENT NO. 11
TO FORM U-1
APPLICATION AND DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
----------------------------------------------------
NORTHEAST UTILITIES
NORTHEAST UTILITIES SERVICE COMPANY
174 Brush Hill Avenue
West Springfield, Massachusetts 01089
CHARTER OAK ENERGY, INC.
COE DEVELOPMENT CORPORATION
107 Selden Street
Berlin, CT 06037-1616
----------------------------------------------------
(Name of company filing this statement and
address of principal executive offices)
NORTHEAST UTILITIES
---------------------------------------
(Name of top registered holding
company parent of each applicant or declarant)
Jeffrey C. Miller, Esq.
Assistant General Counsel
NORTHEAST UTILITIES SERVICE COMPANY
P.O. Box 270
Hartford, Connecticut 06141-0270
---------------------------------------
(Name and address of agent for service)
The Commission is requested to mail copies of
all orders, notices and communications to:
Mark Malaspina, Esq. William S. Lamb, Esq.
Charter Oak Energy, Inc. LeBoeuf, Lamb, Greene & MacRae
P.O. Box 270 L.L.P.
Berlin, CT 06141-0270 125 W. 55th Street
New York, New York 10019-4513
This Post-Effective Amendment No. 11 to the Application and Declaration on
Form U-1 (File No. 70-8507) (the "Application") of Northeast Utilities ("NU"),
Northeast Utilities Service Company, Charter Oak Energy, Inc. ("Charter Oak")
and COE Development Corporation is filed for the purpose of amending and
restating Item 1.B.5 of the Application as follows:
5. NU Financing of Transfer Subsidiary
As noted above, as part of its strategy to maximize shareholder value, NU
may wish to retain an indirect interest in one or more of Charter Oak's Exempt
Project or Intermediate Company subsidiaries. The Applicants believe that the
acquisition of such interest by an existing NU subsidiary or the formation of a
new subsidiary to acquire such interest is exempt from the prior authorization
requirements of the Act under Sections 32 and 33 of the Act and the Commission's
staff interpretation thereof./1/ However, NU's ability to record a contribution
of capital as part of an internal transfer of a project to such subsidiary does
require Commission authorization and the Applicants hereby request that NU be
allowed to invest a maximum of $75 million in an existing or newly formed NU
subsidiary for the sole purpose of acquiring the securities of one or more
Exempt Project or Intermediate Holding Company that is currently a subsidiary of
Charter Oak. The authorization requested herein will allow the internal transfer
of a project from Charter Oak to another NU entity such that the project will
remain within the NU system following the sale of the stock of Charter Oak. This
internal transfer requires accounting entries reflecting a sale by Charter Oak
and purchase by the NU subsidiary. Thus, although no external funds will be used
to finance the internal transfer, NU will have an investment reflected on its
books. Such investment may take to form of acquisitions of common stock, capital
contributions, open account advances, and/or subordinated loans. Open account
advances or subordinated loans will either bear no interest or bear interest at
a rate based on NU's cost of funds in effect on the date of issue, but in no
case in excess of the prime rate at a bank designated by NU. Any investment by
NU in the equity securities of such subsidiary that have a stated par value will
be in an amount equal or greater to such value. To the extent NU forms a new
subsidiary for this transfer, NU requests authorization to retain such entity
outside the Charter Oak family. The NU subsidiary will not make any additional
acquisitions, and NU will not provide any additional funding, that require
Commission authorization without obtaining such authorization. Service Company
Employees may continue to provide services to such associated Exempt Projects
and Intermediate Companies at market rates under the same terms and conditions
as set forth in the Prior Orders.
- ----------
1 Entergy Corporation, SEC No-Action Letter (Oct. 24, 1995) (taking no action
position with respect to acquisition of interest in project parents for EWG
and FUCOs).
- ----------
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.
NORTHEAST UTILITIES
NORTHEAST UTILITIES SERVICE COMPANY
CHARTER OAK ENERGY, INC.
COE DEVELOPMENT CORPORATION
By: /s/ William S. Lamb
William S. Lamb
LeBoeuf, Lamb, Greene & MacRae
L.L.P.
A Limited Liability Partnership
Including Professional
Corporations
125 W. 55th Street
New York, NY 10019-4513
Attorney for Northeast Utilities,
Northeast Utilities Service Company,
Charter Oak Energy, Inc. and COE
Development Corporation
Date: December 22, 1997
