File No. 70-9343
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM U-1
(AMENDMENT NO. 3)
APPLICATION/DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
NORTHEAST UTILITIES
174 Brush Hill Avenue
West Springfield, Massachusetts 01090-0010
NORTHEAST UTILITIES SERVICE COMPANY
NU ENTERPRISES, INC.
107 Selden Street
Berlin, Connecticut 06037
(Name of companies filing this statement
and address of principal executive offices)
NORTHEAST UTILITIES
(Name of top registered holding company)
Cheryl W. Grise, Esq.
Senior Vice President, Secretary and General Counsel
Northeast Utilities Service Company
P.O. Box 270
Hartford, Connecticut 06141-0270
(Name of address of agent for service)
The Commission is requested to mail signed copies of all orders, notices and
communications to:
David R. McHale Jane P. Seidl, Esq.
Vice President and Treasurer Senior Counsel
Northeast Utilities Northeast Utilities
Service Company Service Company
P.O. Box 270 P.O. Box 270
Hartford, Connecticut Hartford, Connecticut
06141-0270 06141-0270
BACKGROUND
1. By Order dated November 12, 1998 (HCAR No. 35-26939), in this
File No. 70-9343, the Commission, among other things, authorized (i) the
formation and financing by Northeast Utilities ("NU") of a nonutility
subsidiary company (which is referred to therein as "Newco" but which is now
known as NU Enterprises, Inc. ("NUEI")) which will engage, through multiple
subsidiaries, in a variety of energy related and other activities and (ii)
the acquisition by NUEI of the securities of GENCO (now known as Northeast
Generation Company), Northeast Generation Services, Inc. (now known as
Northeast Generation Service Company), HEC Inc., Mode 1 Communications, Inc.
and Select Energy, Inc. (collectively the "Nonutility Subsidiaries"). The
Commission also authorized NU and NUEI to issue guarantees or provide other
forms of credit support or enhancements (collectively, "Guarantees") to or
for the benefit of NUEI, the Nonutility Subsidiaries and NU's other direct or
indirect Rule 58 subsidiaries to be formed by NU, in an aggregate amount not
to exceed $75 million. The Applicants now propose to increase the aggregate
amount of Guarantees which may be provided by NU or NUEI to the Nonutility
Subsidiaries and other to be formed Rule 58 subsidiaries to $250 million.
2. This post-effective amendment to the Application is filed to
obtain authorization for the increase in the Guarantee limit and the
extension of the Guarantee period as described above.
AMENDMENTS TO THE APPLICATION
To reflect the foregoing, the Application/Declaration in this
proceeding, as previously amended, is further amended as follows:
3. The first sentence of Paragraph 8 is deleted and replaced with the
following:
"NU and NEWCO also propose to issue guarantees or provide other forms
of credit support or enhancements (collectively, "Guarantees") to or for
the benefit of NEWCO, the Nonutility Subsidiaries and NU's other direct
and indirect Rule 58 subsidiaries to be formed by NU, NEWCO or the
Nonutility Subsidiaries (the "Guaranteed Entities") in an aggregate
amount not to exceed $ 250 million ("Aggregate Authorization"), through
December 31, 1999.
ITEM 5. PROCEDURE
4. The Applicants hereby waive any recommended decision by a hearing
officer or by any other responsible officer of the Commission and waive the
30-day waiting period between issuance of the Commission's order and the date
on which it is to become effective, since it is desired that the Commission's
order, when issued, become effective immediately. The Applicants consent
that the Office of Public Utility Regulation within the Division of
Investment Management may assist in the preparation of the Commission's
decision and/or order.
ITEM 6. EXHIBITS AND FINANCIAL STATEMTENTS
5. (a) Exhibits
H.2 Proposed Form of Notice
(b) Financial Statements
The pro-forma effect on NU's financial statements of the proposed
amendments increasing the aggregate amount of Guarantees to be issued by NU
and NUEI is not material and therefore no new financial statements are filed.
SIGNATURES
Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, as amended, the undersigned have duly caused this Amendment to be
signed on behalf of each of them by the undersigned thereunto duly
authorized.
Date: March 3, 1999
NORTHEAST UTILITIES
NORTHEAST UTILITIES SERVICE COMPANY
NU ENTERPRISES, INC.
By: /s/David R. McHale
David R. McHale
Vice President and Treasurer
EXHIBIT H.2
FORM OF PROPOSED NOTICE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Release No. 35- / , 1999
Filings Under the Public Utility Holding Company Act of 1935 ("Act")
Notice is hereby given that the following filing(s) has/have been made
with the Commission pursuant to provisions of the Act and rules promulgated
thereunder. All interested persons are referred to the application(s) and/or
declaration(s) for complete statements of the proposed transaction(s)
summarized below. The application(s) and/or declaration(s) and any
amendment(s) thereto is/are available for public inspection through the
Commission's Office of Public Reference.
Interested persons wishing to comment or request a hearing on the
application(s) and/or declaration(s) should submit their views in writing by
, 1998 to the Secretary, Securities and Exchange Commission, Washington,
D.C. 20549, and serve a copy on the relevant applicant(s) and/or declarant(s)
at the address(es) specified below. Proof of service (by affidavit or, in case
of an attorney at law, by certificate) should be filed with the request. Any
request for hearing shall identify specifically the issues of fact or law
that are disputed. A person who so requests will be notified of any hearing,
if ordered, and will receive a copy of any notice or order issued in the
matter. After said date, the application(s) and/or declaration(s), as filed,
or as amended, may be granted and/or permitted to become effective.
Northeast Utilities, et al. (70-9343)
Northeast Utilities ("NU"), a registered holding company, located at 174
Brush Hill Avenue, West Springfield, MA 01090-0010, and NU's wholly-owned
subsidiary, Northeast Utilities Service Company and a newly formed subsidiary
of NU, NU Enterprises, Inc. ("NUEI"), both located at 107 Selden Street,
Berlin, Connecticut 06037, have filed an amendment to their
application/declaration pursuant to the Public Utility Holding Company Act of
1935, as amended, and the related rules thereunder.
By order of the Commission dated November 12, 1998 (HCA Rel. No.26939),
the Commission authorized, among other things, (i) the formation and
financing by NU of a nonutility subsidiary company (which is referred to
therein as "Newco" but which is now known as NUEI and (ii) the acquisition by
NUEI of the securities of GENCO (now known as Northeast Generation Company),
Northeast Generation Services, Inc. (now known as Northeast Generation
Service Company), HEC Inc., Mode 1 Communications, Inc. and Select Energy,
Inc. (collectively the "Nonutility Subsidiaries"). The Commission also
authorized NU and NUEI to issue guarantees or provide other forms of credit
support or enhancements (collectively, "Guarantees") to or for the benefit of
NUEI, the Nonutility Subsidiaries and NU's other direct or indirect Rule 58
subsidiaries to be formed by NU, in an aggregate amount not to exceed $75
million through December 31, 1999. The Applicants now propose to increase
the aggregate amount of Guarantees which may be provided by NU or NUEI to the
Nonutility Subsidiaries and other to be formed rule 58 subsidiaries to $250
million. Guarantees may take the form of NU or NUEI agreeing to guarantee,
undertake reimbursement obligations, assume liabilities or other obligations
with respect to or act as surety on, bonds, letters of credit, evidences of
indebtedness, equity commitments, performance and other obligations
undertaken by NU, NUEI, the nonutility subsidiaries and their affiliates.
For the Commission, by the Division of Investment Management, pursuant
to delegated authority.
