FORM U-3A-2
Annual Filing--1995
File No. 69-315
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Statement by Holding Company Claiming Exemption Under Rule U-3A-2
from the Provisions of the Public Utility Holding Company Act of 1935.
To Be Filed Annually Prior to March 1
CENTERIOR ENERGY CORPORATION
hereby files with the Securities and Exchange Commission, pursuant to
Rule U-3A-2, its statement claiming exemption as a holding company from
the provisions of the Public Utility Holding Company Act of 1935. In
support of such claim for exemption the following information is submitted.
1. Name, State of organization, location and nature of business of
claimant and every subsidiary thereof.
Centerior Energy Corporation ("Centerior") was incorporated in the
State of Ohio in 1985. The principal executive offices of Centerior
are located in Independence, Ohio. Centerior is a Holding
Company within the meaning of Section 2(a)(7) of the Public Utility
Holding Company Act of 1935 (the "Act").
Centerior's principal business is the holding of all of the outstanding
common stock of seven subsidiaries which are The Cleveland
Electric Illuminating Company ("CEI"), The Toledo Edison
Company ("TE"), Centerior Service Company ("CSC"), Centerior
Properties Company ("CPC"), CCO Company ("CCO"), Dynamic
Energy Ventures, Inc. ("Dyneco") and Diagnostic Services Group,
Inc. ("DSG").
CEI was incorporated under the laws of the State of Ohio in 1892
and is a public utility engaged primarily in the generation,
transmission, distribution and sale of electric energy to an area of
approximately 1,700 square miles in northeastern Ohio, including
Cleveland, extending about 100 miles along the southern shore of
Lake Erie west from Pennsylvania, with an estimated population of
1,830,000. During the 12 months ended December 31, 1994, all of
CEI's operating revenues were derived from the sale of electricity.
TE was incorporated under the laws of the State of Ohio in 1901
and is a public utility engaged primarily in the generation,
transmission, distribution and sale of electric energy in Toledo and
northwestern Ohio, covering an area of approximately 2,500 square
miles, with an estimated population of 800,000. During the 12
months ended December 31, 1994, all of TE's operating revenues
were derived from the sale of electricity.
CSC was incorporated under the laws of the State of Ohio in 1986
and is a service company that has entered into service agreements in
the State of Ohio concerning management, engineering, legal,
finance, nuclear operations, construction, systems dispatch and
certain other matters with CEI, TE and Centerior.
CPC (previously "The CEICO Company" and "CEICO Service
Company") is an Ohio corporation organized on March 23, 1929
that is involved in real estate activities.
CCO is an Ohio corporation organized on July 28, 1971 whose
principal business presently involves the ownership of stock
investments in certain non-utility ventures.
Dyneco is an Ohio corporation organized on October 19, 1983 that
was involved in energy management activities but presently carries
on no business activities.
DSG is an Ohio corporation organized on June 1, 1994 that is
involved in electrical testing and maintenance activities.
2. A brief description of the properties of claimant and each of its
subsidiary public utility companies used for the generation,
transmission, and distribution of electric energy for sale, or for the
production, transmission, and distribution of natural or
manufactured gas, indicating the location of principal generating
plants, transmission lines, producing fields, gas manufacturing plants,
and electric and gas distribution facilities, including all such
properties which are outside the State in which claimant and its
subsidiaries are organized and all transmission or pipelines which
deliver or receive electric energy or gas at the borders of such State.
Centerior owns no such property and CSC, CPC, CCO, Dyneco and
DSG are not public utilities.
CEI
CEI's generating properties consist of all or a portion of (i) 17 units
at four fossil fuel plants including the Avon Lake Plant, located in
Avon Lake, Ohio, the Lake Shore Plant, located in Cleveland, Ohio,
the Eastlake Plant, located in Eastlake, Ohio, and the Ashtabula
Plant, located, in Ashtabula, Ohio; (ii) a 454 megawatt share of
Davis-Besse Nuclear Power Station located in Oak Harbor, Ohio;
and (iii) a 351 megawatt share of a pumped storage hydroelectric
plant (the Seneca Plant) located in Warren, Pennsylvania.
These six CEI-owned plants have a net demonstrated capability of
3,351 megawatts during the winter, although this includes Unit 18 of
the Lake Shore Plant (245 megawatts), which is on cold standby
status and can be returned to service, if needed.
On September 30, 1987, CEI sold essentially all of its 470 megawatt
undivided tenant-in-common interests in Units 1, 2 and 3 of the
Mansfield Plant located in Shippingport, Pennsylvania. As a result
of separate sale and leaseback transactions completed on that date,
CEI and TE are co-lessees of 6.5% (51 megawatts), 45.9% (358
megawatts) and 44.38% (355 megawatts) of Units 1, 2 and 3,
respectively, of the coal-fired Mansfield Plant for terms of about
29-1/2 years.
CEI also owns a 371 megawatt share of Perry Nuclear Power Plant
Unit No. 1 (Perry Unit 1) located in Perry, Ohio, which was placed
in commercial operation on November 18, 1987. In addition, CEI
owns a 201 megawatt share of Beaver Valley Nuclear Power Station
Unit No. 2 located in Shippingport, Pennsylvania, which was placed
in commercial operation on November 17, 1987 and leases, as
co-lessee with TE, another 18.26% (150 megawatts) of Beaver
Valley Unit 2 for a term of about 29-1/2 years.
CEI owns the transmission facilities located in the area it serves in
northeastern Ohio for transmitting electric energy to all of its
customers, except for one 5.5 mile 138kV transmission line that CEI
leases from the City of Cleveland. The portions of the transmission
lines located in Pennsylvania to the Seneca Plant, Mansfield Plant
and the Beaver Valley Power Station are not owned by CEI. CEI
has a transmission interconnection with Pennsylvania Electric
Company which provides for transmission of electric energy from
the Seneca Plant.
CEI also has interconnections with Ohio Edison Company which
provide for the transmission of electric energy from the Mansfield
Plant and the Beaver Valley Nuclear Power Station, and also
interconnects with AEP (Ohio Power).
CEI's transmission facilities consist of transmission lines and
transmission substations operating at various voltages between
11,000 volts and 345,000 volts.
CEI owns the distribution facilities located in the area it serves in
northeastern Ohio for distributing electric energy to all of its
customers. These distribution facilities consist primarily of
distribution lines and distribution substations and related service
facilities and are used to serve electric energy to customers pursuant
to franchises granted by the State of Ohio and, in some instances, by
municipalities.
TE
TE's generating properties consist of (i) two wholly-owned fossil fuel
electric generating stations, Acme and Bay Shore, located in Lucas
County, Ohio; and (ii) a 429 megawatt share of Davis-Besse Nuclear
Power Station located in Oak Harbor, Ohio. TE also owns five
internal combustion turbine generator units with an aggregate
capability of 77 megawatts located in northwestern Ohio. These
TE-owned plants have a net demonstrated capability of 1,212
megawatts during the winter, although this includes Unit 2 of the
Acme Station (75 megawatts), which is on cold standby status and
can be returned to service, if needed.
On September 30, 1987, TE sold essentially all of its 294 megawatt
undivided tenant-in-common interests in Units 2 and 3 of the
Mansfield Plant locatedin Shippingport, Pennsylvania. As a result of
separate sale and leaseback transactions completed on that date, TE
and CEI are co-lessees of 6.5% (51 megawatts), 45.9% (358
megawatts) and 44.38% (355 megawatts) of Units 1, 2 and 3,
respectively, of the coal-fired Mansfield Plant for terms of about
29-1/2 years.
TE also owns a 238 megawatt share of Perry Unit 1. On September
30, 1987 TE sold about 18.26% (150 megawatts) of its undivided
tenant-in-common interests in Beaver Valley Power Station Unit No.
2 located in Shippingport, Pennsylvania (TE had owned 19.91% (163
megawatts) and has retained about a 1.65% interest in that Unit).
On the same day, the purchasers leased those interests to TE (with
CEI as co-lessee) for a term of about 29-1/2 years. TE is selling
150 megawatts of its Beaver Valley Unit 2 leased capacity
entitlement to CEI. This sale commenced in November 1988 and it
is anticipated that it will continue at least until 1998.
TE's transmission facilities consist of transmission lines and
transmission substations operating at various voltages between
23,000 volts and 345,000 volts. TE owns the transmission facilities
located in the area it serves in northwestern Ohio for transmitting
electric energy to all of its customers. The portions of the
transmission lines located in Pennsylvania to the Mansfield Plant
and the Beaver Valley Power Station are not owned by TE. TE has
interconnections with Ohio Edison Company which provide for the
transmission of electric energy from the Mansfield Plant and the
Beaver Valley Nuclear Power Station. TE also has transmission
interconnections with Consumers Power Company, Detroit Edison
and AEP (Ohio Power).
TE owns the distribution facilities located in the area it serves in
northwestern Ohio for distributing electric energy to all of its
customers. These distribution facilities consist primarily of
distribution lines and distribution substations and related service
facilities and are used to serve electric energy to its customers.
3. The following information for the last calendar year with respect to
claimant and each of its subsidiary public utility companies:
(a) Number of kwh of electric energy sold (at retail or wholesale),
and Mcf. of natural or manufactured gas distributed at retail.
Centerior CEI Toledo Edison CSC
N/A 20,311,908,000 10,912,832,000 N/A
kwh kwh
(b) Number of kwh of electric energy and Mcf. of natural or
manufactured gas distributed at retail outside the State in which
each such company is organized.
Centerior CEI Toledo Edison CSC
N/A None None N/A
(c) Number of kwh of electric energy and Mcf. of natural or
manufactured gas sold at wholesale outside the State in which each
such company is organized, or at the State line.
Centerior CEI Toledo Edison CSC
N/A 544,560,000 387,798,000 N/A
kwh kwh
(d) Number of kwh of electric energy and Mcf. of natural or
manufactured gas purchased outside the State in which each such
company is organized or at the State line.
Centerior CEI Toledo Edison CSC
N/A 81,251,000* 111,164,000* N/A
kwh kwh
____________________
* Net Kwh of purchases and non-monetary power exchange
transactions with wholesale customers outside the State.
4. The following information for the reporting period with respect to
claimant and each interest it holds directly or indirectly in an EWG
or a foreign utility company, stating monetary amounts in United
States dollars:
(a) Name, location, business address and description of the facilities
used by the EWG or foreign utility company for the generation,
transmission and distribution of electric energy for sale or for the
distribution at retail of natural or manufactured gas.
Not applicable.
(b) Name of each system company that holds an interest in such
EWG or foreign utility company; and description of the interest
held.
Not applicable.
(c) Type and amount of capital invested, directly or indirectly, by
the holding company claiming exemption; any direct or indirect
guarantee of the security of the EWG or foreign utility company by
the holding company claiming exemption; and any debt or other
financial obligation for which there is recourse, directly or indirectly,
to the holding company claiming exemption or another system
company, other than the EWG or foreign utility company.
Not applicable.
(d) Capitalization and earnings of the EWG or foreign utility
company during the reporting period.
Not applicable.
(e) Identify any service, sales or construction contract(s) between
the EWG or foreign utility company and a system company, and
describe the services to be rendered or goods sold and fees or
revenues under such agreement(s).
Not applicable.
Attached hereto as Exhibit A is a consolidating statement of income
and surplus of the claimant and its subsidiary companies for the last
calendar year together with a consolidating balance sheet of claimant and
its subsidiary companies as of the close of such calendar year.
The above-named claimant has caused this statement to be duly
executed on its behalf by its authorized officer on this 24th day of
February, 1995.
CENTERIOR ENERGY CORPORATION
(Name of Claimant)
By:ROBERT J.FARLING
Robert J. Farling, Chairman
President and Chief Executive Officer
ATTEST:
J.T.PERCIO
Name, title, and address of officer to whom notices and correspondence
concerning this statement should be addressed:
Janis T. Percio Secretary
(Name) (Title)
Centerior Energy Corporation, P.O. Box 94661, Cleveland, Ohio
44101-4661
(Address)
<PAGE>
EXHIBIT A
CONSOLIDATING FINANCIAL STATEMENTS OF
THE CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
FOR 1994
(UNAUDITED)
The following consolidating balance sheet at December 31, 1994 and the
consolidating income statement and retained earnings statement for the
twelve months ended December 31, 1994 are for the Centerior Energy
Corporation (Centerior Energy) and Subsidiaries.
Centerior Energy was organized in 1985 and acquired The Cleveland
Electric Illuminating Company and Subsidiaries (Cleveland Electric) and
The Toledo Edison Company (Toledo Edison) on April 29, 1986. This
business combination was accounted for as a pooling of interests. The
consolidating financial statements also include the accounts of Centerior
Energy's wholly-owned subsidiary, Centerior Service Company (Service
Company), which was incorporated in 1986. The Service Company
provides, at cost, management, financial, administrative, engineering, legal
and other services to Centerior Energy, Cleveland Electric and Toledo
Edison (Centerior Utilities). In 1994, Centerior Energy formed another
wholly-owned subsidiary, Diagnostic Services Group, Inc. Also in 1994,
Cleveland Electric's three subsidiaries - Centerior Properties Company,
CCO Company and Dynamic Energy Ventures, Inc. - were reorganized to
become wholly-owned subsidiaries of Centerior Energy. All significant
intercompany items have been eliminated in consolidation.
Centerior Energy and the Centerior Utilities follow the Uniform System of
Accounts prescribed by the Federal Energy Regulatory Commission and
adopted by The Public Utilities Commission of Ohio (PUCO). The
Service Company follows the Uniform System of Accounts for Mutual
Service Companies as prescribed by the Securities and Exchange
Commission under the Public Utility Holding Company Act of 1935.
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARES
INCOME STATEMENT - YTD
For Twelve Months Ended
(THOUSANDS OF DOLLARS)
(Unaudited)
<CAPTION>
Centerior
Intercompany Energy
CEI Eliminations & Corporation
& Subs TE CSC Centerior CCO CPC Dyneco DSG Classifications Consolidated
---------- --------- -------- --------- ----- ----- ------ ----- ---------------- -------------
OPERATING REVENUES
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Electric 1,698,021 864,647 - - - - - - (141,628)(1) 2,421,040
Service Company Revenues - - 194,996 - - - - - (194,996)(2) -
OPERATING EXPENSES
Fuel and Purchased Power 390,779 167,305 - - - - - - (116,030)(3) 442,053
Other Operation and Maintenance 394,307 229,032 188,978 349 - - - - (217,008)(4) 595,657
Generation Facilities Rental Exp. 55,566 103,966 - - - - - - - 159,533
Depreciation and Amortization 195,172 83,197 - - - - - - - 278,369
Taxes, Other than FIT 218,635 90,205 5,844 554 - - - - (5,844)(5) 309,394
Deferred Operating Expenses, Net (34,393) (21,244) - - - - - - - (55,637)
Federal Income Taxes 81,946 32,687 174 (332) - - - - (174)(6) 114,301
---------- --------- -------- --------- ----- ----- ------ ----- ---------------- -------------
Total Operating Expenses 1,302,012 685,148 194,996 570 - - - - (339,056) 1,843,670
---------- --------- -------- --------- ----- ----- ------ ----- ---------------- -------------
OPERATING INCOME 396,009 179,499 - (570) - - - - 2,432 577,370
NON OPERATING INCOME
AFUDC-Equity 3,750 943 - - - - - - - 4,692
Other Income and Deductions, Net 5,837 3,871 - 205,044 - 397 - 3 (206,720)(7) 8,431
Deferred Carrying Charges 25,369 14,539 - - - - - - - 39,908
Federal Income Taxes - Cr (Exp) (3,509) (1,655) - (897) - (105) - - - (6,166)
---------- --------- -------- --------- ----- ----- ------ ----- ---------------- -------------
Total Nonoperating Income 31,447 17,698 - 204,146 - 291 - 3 (206,720) 46,865
INCOME BEFORE INTEREST CHARGES 427,456 197,197 - 203,576 - 291 - 3 (204,288) 624,235
INTEREST CHARGES
Long-Term Debt 241,884 109,343 - - - - - - - 351,226
Short-Term Debt 5,301 5,992 - 47 - - - - (1,688)(8) 9,652
AFUDC-Borrowed Funds (5,160) (669) - - - - - - - (5,829)
---------- --------- -------- --------- ----- ----- ------ ----- ---------------- -------------
Net Interest Charges 242,025 114,666 - 47 - - - - (1,688) 355,049
INCOME AFTER INTEREST CHARGES 185,431 82,531 - 203,529 - 291 - 3 (202,600) 269,186
PREFERRED DIVIDEND REQ OF SUBS - - - - - - - - 65,657 (9) 65,657
---------- --------- -------- --------- ----- ----- ------ ----- ---------------- -------------
NET INCOME 185,431 82,531 - 203,529 - 291 - 3 (268,257) 203,529
========== ========= ======== ========= ===== ===== ====== =====
================ =============
PREFERRED DIVIDEND REQUIREMENTS 45,437 20,220 - - - - - - (65,657)(9) -
---------- --------- -------- --------- ----- ----- ------ ----- ---------------- -------------
EARNINGS AVAILABLE FOR COMMON STOCK 139,994 62,311 - 203,529 - 291 - 3 (202,600) 203,529
========== ========= ======== ========= ===== ===== ====== =====
================ =============
AVERAGE COMMON SHARES OUTSTANDING 147,838
=============
EARNINGS PER COMMON SHARE 1.38
=============
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
INCOME STATEMENT
INTERCOMPANY ELIMINATIONS & RECLASSIFICATIONS
For Year Ended December 31, 1994
(Thousands of Dollars)
<CAPTION>
<S> <C>
1. Operating Revenue - Electric
- -------------------------------
Centerior Utilities transmission line revenues (1,934)
Centerior Utilities microwave line revenues (327)
Centerior Utilities wheeling revenues (153)
Centerior Utilities A&G revenues (490)
Centerior Utilities sales for resale (116,030)
Centerior Utilities Labor Additive revenues (10,715)
Centerior Utilities Production Revenues (11,979)
----------------
OPERATING REVENUES (141,628)
2. Service Company Revenues
----------------
- ---------------------------
Service Company Revenues (194,996)
3. Fuel and Purchased Power
- ---------------------------
Centerior Utilities purchased power expenses (116,030)
4. Other Operation and Manitenance
- ---------------------------------
Centerior Utilities transmission line billings (1,934)
Centerior Utilities microwave line billings (327)
Centerior Utilities A&G expense billings (12,468)
Centerior Utilities overhead expense billings (10,714)
Centerior Utilities working capital billings (1,924)
Service Company expenses (less Taxes Other Than Income) (188,980)
Centerior Utilities rental expense billings (508)
Centerior Utilities wheeling expenses (153)
----------------
Other Operation and Maintenance (217,008)
5. Taxes, Other Than Income Taxes
- ---------------------------------
Service Company Taxes, other than income taxes (5,844)
6. Federal Income Taxes
- -----------------------
Service Company federal income taxes (174)
7. Other Income and Deductions
- ------------------------------
Centerior Utilities working capital billings (1,924)
Centerior Utilities Rental Billings (508)
Centerior Utilities interest income (1,688)
Centerior Utilities equity earnings (202,599)
Service Company other income & deductions (1)
----------------
(206,720)
8. Short Term Debt
- ------------------
Centerior Utilities interest expense (1,688)
9. Preferred Dividend Requirement of Centerior Utilities 65,657
- --------------------------------------------------------
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES Page 1 of 2
BALANCE SHEET
AT DECEMBER 31, 1994
(Thousands of Dollars)
(Unaudited)
<CAPTION>
The Cleveland
Electric The Toledo Centerior Centerior
Illuminating Edison Service Energy CCO
Company Company Company Corporation Company
------------ ------------ ------------ ------------ ------------
ASSETS
PROPERTY, PLANT AND EQUIPMENT
<S> <C> <C> <C> <C> <C>
Utility Plant In Service 6,870,651 2,899,345 - - -
Accumulated Depreciation and Amortization (2,013,775) (892,331) - - -
------------ ------------ ------------ ------------ ------------
4,856,876 2,007,014 - - -
Construction Work In Progress 99,376 30,119 - - -
Perry Unit 2 - - - - -
------------ ------------ ------------ ------------ ------------
4,956,252 2,037,133 - - -
Nuclear Fuel, Net of Amortization 173,745 119,477 - - -
Other Property, Less Accummulated Depreciation 20,575 5,994 - - -
------------ ------------ ------------ ------------ ------------
5,150,572 2,162,604 - - -
CURRENT ASSETS
Cash and Temporary Cash Investments 65,643 87,800 2,118 19,384 57
Amounts Due from Customers and Others, Net 151,414 80,723 66,148 1,541 -
Unbilled Revenues 71,500 21,844 - - -
Materials and Supplies, at Average Cost 94,563 44,730 - - -
Fossil Fuel Inventory, at Average Cost 16,186 12,498 - - -
Taxes Applicable to Succeeding Years 179,716 72,160 - - -
Other 4,343 2,369 1,598 6,507 -
------------ ------------ ------------ ------------ ------------
583,365 322,124 69,864 27,432 57
DEFERRED CHARGES AND OTHER ASSETS
Amounts Due from Customers for Future Federal Income 641,249 405,308 (240) - -
Unamortized Loss from Beaver Valley Unit 2 Sale - 100,698 - - -
Unamortized Loss on Reacquired Debt 57,827 28,094 - - -
Carrying Charges and Operating Expenses, Other 578,302 378,751 - - -
Nuclear Plant Decommissioning Trusts 44,211 37,755 - - -
Other 95,114 66,798 1,826 674 -
------------ ------------ ------------ ------------ ------------
1,416,703 1,017,404 1,586 674 -
------------ ------------ ------------ ------------ ------------
Investments In Associated Companies - - - 1,856,381 -
------------ ------------ ------------ ------------ ------------
7,150,640 3,502,132 71,450 1,884,487 57
============ ============ ============ ============
============
</TABLE>
<TABLE>
<PAGE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES Page 2 0f 2
BALANCE SHEET
AT DECEMBER 31, 1994
(Thousands of Dollars)
(Unaudited)
<CAPTION>
Dynamic Diagnostic Intercompany Centerior
Centerior Energy Services Eliminations Energy
Properties Ventures Group & Reclass- Corporation
Company Inc. Inc. ifications Consolidated
---------- --------- ---------- ---------------- ----------------
ASSETS
PROPERTY, PLANT AND EQUIPMENT
<S> <C> <C> <C> <C> <C>
Utility Plant In Service - - - - 9,769,996
Accumulated Depreciation and Amortization - - - - (2,906,106)
---------- --------- ---------- ---------------- ----------------
- - - - 6,863,890
Construction Work In Progress - - - - 129,495
Perry Unit 2 - - - - -
---------- --------- ---------- ---------------- ----------------
- - - - 6,993,385
Nuclear Fuel, Net of Amortization - - - - 293,222
Other Property, Less Accummulated Depreciation 23,449 - - - 50,018
---------- --------- ---------- ---------------- ----------------
23,449 - - - 7,336,625
CURRENT ASSETS
Cash and Temporary Cash Investments 11,344 - 52 - 186,399
Amounts Due from Customers and Others, Net 2,880 12 8 (91,548) (1) 211,178
Unbilled Revenues - - - - 93,344
Materials and Supplies, at Average Cost - - - - 139,293
Fossil Fuel Inventory, at Average Cost - - - - 28,684
Taxes Applicable to Succeeding Years - - - - 251,877
Other - - 5 - 14,822
---------- --------- ---------- ---------------- ----------------
14,224 12 65 (91,548) 925,597
DEFERRED CHARGES AND OTHER ASSETS
Amounts Due from Customers for Future Federal Income - - - - 1,046,317
Unamortized Loss from Beaver Valley Unit 2 Sale - - - - 100,698
Unamortized Loss on Reacquired Debt - - - - 85,921
Carrying Charges and Operating Expenses, Other - - - - 957,053
Nuclear Plant Decommissioning Trusts - - - - 81,967
Other 91 - - (7,221) (2) 157,278
---------- --------- ---------- ---------------- ----------------
91 - - (7,221) 2,429,234
---------- --------- ---------- ---------------- ----------------
Investments In Associated Companies - - - (1,856,381) (3) -
---------- --------- ---------- ---------------- ----------------
37,764 12 65 (1,955,150) 10,691,456
========== ========= ========== ================
================
</TABLE>
<TABLE>
<PAGE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES Page 1 of 2
BALANCE SHEET
AT DECEMBER 31, 1994
(Thousands of Dollars)
(Unaudited)
<CAPTION>
The Cleveland
Electric The Toledo Centerior Centerior
Illuminating Edison Service Energy CCO
Company Company Company Corporation Company
------------ ------------ ------------ ------------ ------------
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
<S> <C> <C> <C> <C> <C>
Long-Term Debt 2,543,036 1,154,046 - - -
Preferred Stock 486,842 216,685 - - -
Common Stock Equity 1,058,190 684,568 26,950 1,881,930 53
------------ ------------ ------------ ------------ ------------
4,088,068 2,055,299 26,950 1,881,930 53
CURRENT LIABILITIES
Current Portion of Long Term Debt and Preferred 281,785 82,891 - - -
Current Portion of Lease Obligations 47,403 35,696 - - -
Accounts Payable 205,589 78,891 9,952 2,137 -
Accrued Taxes 309,724 74,909 684 (1,956) 3
Accrued Interest 62,210 27,027 319 - -
Dividends Declared 18,075 - - - -
Other 33,028 16,566 9,517 855 -
------------ ------------ ------------ ------------ ------------
957,814 315,980 20,472 1,036 3
DEFERRED CREDITS AND OTHER LIABILITIES
Unamortized Investment Tax Credits 192,151 86,673 - - -
Accumulated Deferred Federal Income Taxes 1,233,830 540,836 853 1,516 -
Deferred Fuel Costs 1,540 3,544 - - -
Unamortized Gain - Bruce Mansfield Sale 326,930 198,089 - - -
Accumulated Def. Rents for Bruce Mansfield
plant and Beaver Valley Unit 2 84,454 54,165 - - -
Nuclear Fuel Lease Obligations 132,180 87,285 - - -
Retirement Benefits 59,471 102,897 21,075 - -
Other 74,202 57,364 2,100 5 1
------------ ------------ ------------ ------------ ------------
2,104,758 1,130,853 24,028 1,521 1
------------ ------------ ------------ ------------ ------------
------------ ------------ ------------ ------------ ------------
7,150,640 3,502,132 71,450 1,884,487 57
============ ============ ============ ============ ============
</TABLE>
<TABLE>
<PAGE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES Page 2 of 2
BALANCE SHEET
AT DECEMBER 31, 1994
(Thousands of Dollars)
(Unaudited)
<CAPTION>
Dynamic Diagnostic Intercompany Centerior
Centerior Energy Services Eliminations Energy
Properties Ventures Group & Reclass- Corporation
Company Inc. Inc. ifications Consolidated
---------- --------- ---------- ---------------- ----------------
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
<S> <C> <C> <C> <C> <C>
Long-Term Debt - - - - 3,697,082
Preferred Stock - - - - 703,527
Common Stock Equity 25,784 12 23 (1,795,581) (4) 1,881,930
---------- --------- ---------- ---------------- ----------------
25,784 12 23 (1,795,581) 6,282,539
CURRENT LIABILITIES
Current Portion of Long Term Debt and Preferred - - - 8,775 (8) 373,451
Current Portion of Lease Obligations - - - - 83,099
Accounts Payable 9,131 - 41 (161,822) (5) 143,919
Accrued Taxes 748 - 2 - 384,114
Accrued Interest - - - - 89,556
Dividends Declared - - - (2,700) (6) 15,376
Other - - - - 59,964
---------- --------- ---------- ---------------- ----------------
9,879 - 43 (155,747) 1,149,479
DEFERRED CREDITS AND OTHER LIABILITIES
Unamortized Investment Tax Credits - - - - 278,824
Accumulated Deferred Federal Income Taxes 1,393 - - - 1,778,429
Deferred Fuel Costs - - - - 5,084
Unamortized Gain - Bruce Mansfield Sale - - - - 525,020
Accumulated Def. Rents for Bruce Mansfield
plant and Beaver Valley Unit 2 - - - - 138,619
Nuclear Fuel Lease Obligations - - - - 219,465
Retirement Benefits - - - (7,221) (2) 176,221
Other 708 - (1) 3,399 (7) 137,776
---------- --------- ---------- ---------------- ----------------
2,101 - (1) (3,822) 3,259,438
---------- --------- ---------- ---------------- ----------------
---------- --------- ---------- ---------------- ----------------
37,764 12 65 (1,955,150) 10,691,456
========== ========= ========== ================
================
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
BALANCE SHEET
INTERCOMPANY ELIMINATIONS & RECLASSIFICATIONS
For Year Ended December 31, 1994
(Thousands of Dollars)
<CAPTION>
<S> <C>
1. Amounts Due From Affiliates
- ------------------------------
Intercompany receivables/payables (91,548)
2. Deferred Charges - Other
- ---------------------------
Reclassification of Toledo Edison and Centerior Service
Company's net pension accrual balance -
Pension Cost Accrual (7,221)
3. Investment In Associated Companies
- -------------------------------------
Centerior Utilities Investment/Equity Elimination (241,098)
Centerior Utilities Loan From Centerior Energy (58,100)
Centerior Utilities Common Stock Elimination (1,918,322)
Undistributed Income 361,139
----------------
(1,856,381)
4. Common Stock Equity
- ----------------------
Centerior Utilities Investment/Equity Elimination (241,098)
Common Equity (1,918,322)
Retained Earnings 363,839
----------------
(1,795,581)
5. Accounts and Notes Payable to Affiliates
- -------------------------------------------
Centerior Utilities Loan From Centerior Energy (58,100)
Intercompany receivables/payables (103,722)
----------------
(161,822)
6. Dividends
- ------------
Preferred Dividend Accrual Adjustment (2,700)
7. Deferred Credit - Other
- --------------------------
Reclassification of Toledo Edison and Centerior Service
Elimination of Intercompany receivables/payables 3,399
8. Reclassification of Long Term Debt
- -------------------------------------
Reclassification of Mortgage Debt 8,775
</TABLE>
<TABLE>
RETAINED EARNINGS
For Year Ended December 31, 1994
(Thousands of Dollars)
(Unaudited)
<CAPTION>
CEI Intercompany
& Subs TE CSC Centerior CCO CPC Dyneco DSG Eliminations Consolidated
--------- --------- ---- ---------- ----- ------- ------- ----- ------------ ------------
Retained Earnings (Deficit)
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
At December 31, 1993 (279,765) (175,428) (522,614) 3 9,206 (388) - 446,372 (1) (522,614)
ADDITIONS
Net income for the twelve months
ended December 31, 1994 185,431 82,531 203,529 - 2,093 - 3 (270,058) (2) 203,529
DEDUCTIONS
Dividends declared
Common stock 122,234 118,227 (122,234) (3) 118,227
Preferred stock 44,557 20,338 (64,895) (4)
--------- --------- ---- ---------- ----- ------- ------- ----- ------------- ------------
Total Dividends 166,791 20,338 118,227 - - - - (187,129) 118,227
Other 396 396 (396) (5) 396
--------- --------- ---- ---------- ----- ------- ------- ----- ------------- ------------
Total Deductions 167,187 20,338 118,623 - - - - (187,525) 118,623
--------- --------- ---- ---------- ----- ------- ------- ----- ------------- ------------
Retained Earnings (Deficit)
At December 31, 1994 (261,521) (113,235) (437,708) 3 11,299 (388) 3 363,839 (437,708)
========= ========= ==== ========== ===== ======= ======= =============
============
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
RETAINED EARNINGS
INTERCOMPANY ELIMINATIONS
For Year Ended December 31, 1994
(Unaudited)
<CAPTION>
ELIMINATIONS
------------
<S> <C>
1. Cumulative differences at beginning of year 446,372
2. Subsidiaries' net income (270,058)
3. Common stock dividends paid by Centerior Utilities to Centerior Energy (122,234)
4. Preferred stock dividends included in consolidated net income (64,895)
5. Preferred stock redemption expenses of Centerior Utilities recorded
by Centerior Energy (396)
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES The Cleveland
CASH FLOWS Electric
For Twelve Months Ended December 31, 1994 Illuminating The Toledo Centerior Centerior
(Thousands of Dollars) Company and Edison Service Energy Intercompany
(Unaudited) Subsidiaries Company Company Corporation Eliminations Consolidated
<CAPTION>
------------ ---------- --------- ------------------------ ------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C> <C> <C> <C>
Net Income 185,431 82,531 203,529 (267,962)(1) 203,529
------- -------- -------- -------- -------
Adjustments to Reconcile Net Income
to Cash from Operating Activities:
Depreciation and amortization 195,172 83,197 278,369
Deferred federal income taxes 49,618 46,140 107 (79) 0 (2) 95,786
Unbilled revenues 27,500 3,000 30,500
Deferred fuel (20,006) 3,004 (17,002)
Deferred carrying charges (25,369) (14,539) (39,908)
Leased nuclear fuel amortization 54,693 43,581 (1) 98,273
Deferred operating expenses, net (34,393) (21,244) (55,637)
Allowance for equity funds used during construction (3,750) (943) 1 (4,692)
Changes in amounts due from customers and others, net 9,487 1,185 (10) (706) (634)(3) 9,322
Changes in inventories 2,098 (2,405) (307)
Changes in accounts payable (34,431) (15,194) 8,907 975 (4,747)(4) (44,490)
Changes in working capital affecting operations 3,794 (15,475) 16,276 (5,486) 925 (5) 34
Other noncash items 4,538 9,568 (202,305) 202,305 (6) 14,106
------- ------- ------- ------- ------- -------
Total Adjustments 228,951 119,875 25,280 (207,601) 197,849 364,354
------- ------- ------- ------- ------- -------
Net Cash from Operating Activities 414,382 202,406 25,280 (4,072) (70,113) 567,883
CASH FLOWS FROM FINANCING ACTIVITES
Notes payable to affiliates 58,100 (58,100)(7)
First mortgage bond issues 46,100 30,500 76,600
Common stock issues 11,902 11,902
Equity contributions from parent (25,784) 25,784
Maturities, redemptions and sinking funds (116,112) (97,666) (213,778)
Nuclear fuel lease obligations (60,294) (49,211) (109,505)
Dividends paid (142,416) (20,338) (118,227) 162,754 (8) (118,227)
Premiums, discounts and expenses (899) (212) 0 (1,111)
------- ------- ------- ------- ------- -------
Net Cash from Financing Activities (215,521) (136,927) (25,784) (80,541) 104,654 (354,119)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash applied to construction (164,268) (40,669) (204,937)
Interest capitalized as AFUDC - borrowed (5,160) (669) (5,829)
Loans to affiliates (58,100) 58,100 (9)
Contributions to nuclear plant decommissioning trusts (14,293) (11,949) (26,242)
Other cash received (applied) (26,871) (6,434) 2,521 107,815 (92,641)(10) (15,610)
------- ------- ------- ------- ------- --------
Net Cash from Investing Activities (210,592) (59,721) 2,521 49,715 (34,541) (252,618)
------- ------- ------- ------- ------- --------
NET CHANGE IN CASH AND TEMPORARY CASH INVESTMENTS (11,731) 5,758 2,017 (34,898) (38,854)
CASH AND TEMPORARY CASH INVESTMENTS AT BEGINNING OF YEAR 77,374 82,042 101 65,736 225,253
------- ------- ------- ------- ------- --------
CASH AND TEMPORARY CASH INVESTMENTS AT END OF YEAR 65,643 87,800 2,118 30,838 186,399
======= ======= ======= ======= ======= ========
Interest payments (net of amounts capitalized) 208,000 94,000 (2,000)(11) 300,000
Federal income tax payments 15,200 4,800 (14,600) 700 6,100
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
CASH FLOWS
For Twelve Months Ended December 31, 1994
INTERCOMPANY ELIMINATIONS
(Thousands of Dollars)
(Unaudited)
<CAPTION>
<S> <C>
1. Elimination of equity earnings from Centerior Utilities (202,305)
Adjustment for Centerior Utilities preferred dividend requirements (65,657)
---------
(267,962)
2. Elimination of miscellaneous intercompany federal taxes 0
3. Elimination of intercompany receivables and other (634)
4. Elimination of intercompany payables and other (4,747)
5. Elimination of miscellaneous intercompany working capital items 925
6. Elimination of equity earnings from Centerior Utilities 202,305
7. Elimination of intercompany loans between Centerior affiliates (58,100)
8. Elimination of dividends paid to Centerior Energy 96,676
Elimination of Centerior Utilities preferred dividends included in net income 65,657
Elimination of miscellaneous intercompany equity transactions 421
---------
162,754
9. Elimination of intercompany loans between Centerior affiliates 58,100
10. Elimination of change in Centerior Energy Corp equity investment due
to Centerior Utilities dividends (96,676)
Elimination of miscellaneous intercompany federal taxes 0
Elimination of miscellaneous intercompany working capital items (925)
Elimination of intercompany receivables and other 634
Elimination of intercompany payables and other 4,747
Elimination of intercompany loans between Centerior affiliates 58,100
Elimination of intercompany loans between Centerior affiliates (58,100)
Elimination of miscellaneous intercompany equity transactions (421)
---------
(92,641)
11. Elimination of miscellaneous intercompany interest payments (2,000)
</TABLE>
<PAGE>
EXHIBIT B
FINANCIAL DATA SCHEDULE
If, at the time a report on this form is filed, the registrant is
required to submit this report and any amendments thereto electronically via
EDGAR, the registrant shall furnish a Financial Data Schedule. The Schedule
shall set forth the financial and other data specified below that are
applicable to the registrant on a consolidated basis.
Item No. Caption Heading
1 Total Assets
2 Total Operating Revenues
3 Net Income
<PAGE>
EXHIBIT C
An organizational chart showing the relationship of each EWG or foreign
utility company to associate companies in the holding-company system.
NOT APPLICABLE
<TABLE> <S> <C>
<ARTICLE> OPUR3
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> DEC-31-1994
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 10709356
<TOTAL-OPERATING-REVENUES> 2421040
<NET-INCOME> 203529
</TABLE>