File No. 70-8507
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________
POST-EFFECTIVE AMENDMENT NO. 7
TO FORM U-1
APPLICATION AND DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
____________________________________________________
NORTHEAST UTILITIES
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 &
P.O. Box 270 MacRae,L.L.P.
Berlin, CT 06141-0270 125 W. 55th Street
New York, New York 10019-4513
ITEM 1. DESCRIPTION OF PROPOSED TRANSACTION
Northeast Utilities, Charter Oak Energy, Inc. and COE
Development Corporation (collectively, the "Applicants") hereby
amend their Application/Declaration on Form U-1, as previously
amended (File No. 70-8507) by adding the following paragraph to
the end of Item I.C.2:
The Applicants also seek authority for Intermediate
Companies and Exempt Projects to pay dividends to their parent
companies from time to time out of capital or unearned surplus,
and for Charter Oak to use such funds to pay dividends to NU, to
the extent permitted by applicable corporate law.<F1> The
Applicants believe that situations may arise where Intermediate
Companies and/or Exempt Projects will have unrestricted cash
available for distribution in excess of current and retained
earnings, such that payment of a dividend by such entities would
have to be charged, in whole or in part, to capital or unearned
surplus. The Applicants believe that the ability of Intermediate
Companies and Exempt Projects to pay dividends to NU system
companies, including, through Charter Oak, to NU, out of
distributable cash generated by Exempt Projects will benefit the
NU system because such dividends could be used to reduce
outstanding bank borrowings and/or to fund other system company
operations. The Applicants will cause Charter Oak, the
Intermediate Companies and, to the extent reasonably practicable
the Exempt Projects, to account for dividends paid from capital
or unearned surplus in a manner consistent with Rule 46.
____________________
<F1> All U.S. jurisdictions and many foreign jurisdictions limit
in some manner the authority of corporations to make dividend
distributions to shareholders. The Applicants will comply with
all such limitations.
ITEM 2. FEES, COMMISSIONS AND EXPENSES
The fees, commissions and expenses of the Applicants
expected to be paid or incurred, directly or indirectly, in
connection with the transactions described herein are estimated
as follows:
Legal fees $2,000
Miscellaneous $1,000
Total $3,000
ITEM 3. APPLICABLE STATUTORY PROVISIONS
The following sections of the Act, or the rules
thereunder, are applicable to the transactions described in this
Application: Section 12 and Rule 46.
To the extent that the transactions described in this
Application are considered by the Commission to require
authorization, approval or exemption under any section of the Act
or the rules thereunder other than those specifically referred to
in this Application, the Applicants hereby request such
authorization, approval or exemption.
ITEM 4. REGULATORY APPROVALS
No U.S. state or federal regulatory body or agency,
other than the Commission, has jurisdiction over the transactions
described herein.
ITEM 5. PROCEDURE
The Commission is respectfully requested to issue and
publish the requisite notice under Rule 23 with respect to the
filing of this Application not later than February 7, 1997, such
notice to specify a date not later than March 3, 1997, as the
date by which comments may be entered and after which an order of
the Commission granting and permitting the Application to become
effective may be entered by the Commission. A form of such
notice is filed herewith as Exhibit H.
The Applicants respectfully request that appropriate
and timely action be taken by the Commission in this matter. No
recommended decision by a hearing officer or other responsible
officer of the Commission is necessary or required in this
matter. The Division of Investment Management of the Commission
may assist in the preparation of the Commission's decision in
this matter. There should be no thirty-day waiting period
between the issuance and the effective date of any order issued
by the Commission in this matter, and it is respectfully
requested that any such order be made effective immediately upon
the entry thereof.
ITEM 6. EXHIBITS AND FINANCIAL STATEMENTS
a. Exhibits
F. Opinion of Counsel (previously filed)
H. Revised Proposed Form of Notice
ITEM 7. INFORMATION AS TO ENVIRONMENT EFFECTS
None of the matters that are the subject of this
Application involve a "major Federal action" nor do they
"significantly affect the quality of the human environment" as
those terms are used in section 102(2)(C) of the National
Environmental Policy Act. None of the transactions that are the
subject of this Application will result in changes in the
operation of the company that will have an impact on the
environment. The Applicants are not aware of any Federal agency
which has prepared or is preparing an environmental impact
statement with respect to the transactions which are the subject
of this Application.
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
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,
Charter Oak Energy, Inc. and COE
Development Corporation
Date: February 3, 1997
SECURITIES AND EXCHANGE COMMISSION
(Release No. 35- )
Filing Under the Public Utility Holding Company Act of 1935
______________, 1997
Northeast Utilities, Charter Oak Energy, Inc. and COE Development
Corporation (70-8507)
Northeast Utilities ("NU"), 174 Brush Hill Avenue, West
Springfield, Massachusetts 01089, a registered holding company,
and its wholly owned subsidiaries, Charter Oak Energy, Inc.
("Charter Oak") and COE Development Corporation ("COE
Development"), both located at 107 Seldon Street, Berlin,
Connecticut 06037, (collectively, the "Applicants") have filed a
Post-Effective Amendment to their Application and Declaration on
Form U-1 under Section 12 of the Public Utility Holding Company
Act of 1935 (the "Act") and Rule 46 thereunder, for the purpose
of obtaining an extension and modification of their authority to
engage in power development activities as previously authorized
in the Securities and Exchange Commission's (the "Commission")
order dated December 12, 1996 (the "Existing Order").
Pursuant to the Existing Order, Charter Oak and COE
Development are authorized to, among other things, invest in, and
finance the acquisition of, Exempt Wholesale Generators within
the meaning of Section 32 of the Act ("EWGs") and Foreign Utility
Companies within the meaning of Section 33 of the Act ("FUCOs,"
and together with EWGs, "Exempt Projects") subject to certain
limitations as well as to acquire interests in, finance the
acquisition, and hold the securities, of one or more companies
("Intermediate Companies") engaged directly or indirectly and
exclusively in the business of holding the securities of one or
more Exempt Projects and in project development activities
relating to the acquisition of such interests and securities in
the underlying projects, without filing specific project
applications with the Commission, and to issue guarantees and
assume liabilities subsequent to operation with regard to those
projects. NU's authorized investment in Charter Oak, Charter
Oak's authorized investment in COE Development and Charter Oak's
and COE Development's authorized expenditures are $200 million
for the period from January 1, 1997 to December 31, 1997.
The Applicants are hereby seeking to modify this
authority authorize Intermediate Companies and/or Exempt Projects
to pay dividends to their parent companies, from time to time out
of capital or unearned surplus, and for Charter Oak to use such
funds to pay dividends to NU, to the extent permitted by
applicable corporate law and to be accounted for in a manner
consistent with Rule 46 promulgated under the Act.
For the Commission, by the Division of Investment
Management, pursuant to delegated authority.
