FORM U-3A-2
Annual Filing--1996
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
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 six 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"), and Market Responsive Energy ("MRE"). One of Centerior's former
subsidiaries, Dynamic Energy Ventures, Inc. was merged into CPC in 1995,
and Diagnostic Services Group, Inc., another Centerior subsidiary, became
a subsidiary of CCO.
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. During
the 12 months ended December 31, 1995, 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. During the 12 months
ended December 31, 1995, 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.
MRE is an Ohio corporation organized June 30, 1995 that will be a power
marketer in the wholesale power markets.
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, and MRE 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 the
Lake Shore Plant (256 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 the
Acme Station (78 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 located in 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 transmit-ting 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 21,247,287,000 11,149,448,000 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 996,541,000 301,650,000 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 72,566,000* 47,493,000* 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 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 27th day of February, 1996.
CENTERIOR ENERGY CORPORATION
(Name of Claimant)
By: TERRENCE G. LINNERT____________________
Terrence G. Linnert, Senior Vice
President,
Chief Financial Officer and General
Counsel
ATTEST: (Centerior Energy Corporation has no
seal)
KEVIN P. MURPHY ASST. SEC'Y._________________
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)
EXHIBIT A
CONSOLIDATING FINANCIAL STATEMENTS OF
THE CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
FOR 1995
(UNAUDITED)
The following consolidating balance sheet at December 31, 1995 and the
consolidating income statement and retained earnings statement for the
twelve months ended December 31, 1995 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 or CEI) and The
Toledo Edison Company (Toledo Edison or TE) 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 or CSC), 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). The consolidating financial statements also
include the accounts of three other wholly owned subsidiaries of Centerior
Energy: Centerior Properties Company (CPC), CCO Company (CCO) and Market
Responsive Energy, Inc. (MRE). 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 December 31, 1995
(Thousands of Dollars)
(Unaudited)
<CAPTION>
CCO Eliminations &
CEI TE CSC Centerior & Subs CPC Classifications Consolidated
---------- --------- -------- --------- -------- -------- ---------------- -------------
OPERATING REVENUES
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Electric 1,768,737 873,657 - - - - (126,872)(1) 2,515,522
Service Company Revenues - - 208,076 - - - (208,076)(2) -
OPERATING EXPENSES
Fuel and Purchased Power 413,390 156,875 - - - - (104,920)(3) 465,345
Other Operation and Maintenance 417,945 224,708 198,751 335 - - (224,512)(4) 617,227
Generation Facilities Rental Exp. 55,566 103,966 - - - - - 159,533
Depreciation and Amortization 196,247 84,270 - - - - - 280,517
Taxes, Other than FIT 229,962 91,042 9,120 388 - - (9,120)(5) 321,392
Deferred Operating Expenses, Net (36,148) (16,799) - - - - - (52,947)
Federal Income Taxes 93,875 41,528 (1) (193) - - 1 (6) 135,210
---------- --------- -------- --------- -------- -------- ---------------- -------------
Total Operating Expenses 1,370,838 685,589 207,870 530 - - (338,551) 1,926,277
---------- --------- -------- --------- -------- -------- ---------------- -------------
OPERATING INCOME 397,898 188,068 206 (530) - - 3,602 589,244
NON OPERATING INCOME
AFUDC-Equity 2,173 874 - - - - - 3,048
Other Income and Deductions, Net 2,318 6,242 - 221,785 (564) 398 (224,066)(7) 6,113
Deferred Carrying Charges 28,493 14,018 - - - - - 42,511
Federal Income Taxes - Cr (Exp) (1,686) (2,300) - (783) 69 (141) - (4,840)
---------- --------- -------- --------- -------- -------- ---------------- -------------
Total Nonoperating Income 31,299 18,835 - 221,002 (495) 257 (224,066) 46,832
INCOME BEFORE INTEREST CHARGES 429,197 206,903 206 220,472 (495) 257 (220,464) 636,076
INTEREST CHARGES
Long-Term Debt 244,950 104,112 - - - - - 349,061
Short-Term Debt 3,229 6,703 206 - - - (917)(8) 9,222
AFUDC-Borrowed Funds (2,701) (674) - - - - - (3,375)
---------- --------- -------- --------- -------- -------- ---------------- -------------
Net Interest Charges 245,478 110,141 206 - - - (917) 354,908
INCOME AFTER INTEREST CHARGES 183,719 96,762 - 220,472 (495) 257 (219,547) 281,168
PREFERRED DIVIDEND REQ OF SUBS - - - - - - 60,696 (9) 60,696
---------- --------- -------- --------- -------- -------- ---------------- -------------
NET INCOME 183,719 96,762 - 220,472 (495) 257 (280,243) 220,472
========== ========= ======== ========= ======== ======== ================ =============
PREFERRED DIVIDEND REQUIREMENTS 42,444 18,252 - - - - (60,696)(9) -
---------- --------- -------- --------- -------- -------- ---------------- -------------
EARNINGS AVAILABLE FOR COMMON STOCK 141,275 78,510 - 220,472 (495) 257 (219,547) 220,472
========== ========= ======== ========= ======== ======== ================ =============
AVERAGE COMMON SHARES OUTSTANDING 148,031
=============
EARNINGS PER COMMON SHARE 1.49
=============
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
INCOME STATEMENT
INTERCOMPANY ELIMINATIONS & RECLASSIFICATIONS
For Year Ended December 31, 1995
(Thousands of Dollars)
<CAPTION>
1. Operating Revenue - Electric
-------------------------------
<S> <C>
Centerior Utilities transmission line revenues (1,558)
Centerior Utilities microwave line revenues (299)
Centerior Utilities wheeling revenues (42)
Centerior Utilities A&G revenues (376)
Centerior Utilities sales for resale (104,920)
Centerior Utilities Labor Additive revenues (10,955)
Centerior Utilities Production Revenues (8,722)
----------------
OPERATING REVENUES (126,872)
2. Service Company Revenues
----------------
---------------------------
Service Company Revenues (208,076)
3. Fuel and Purchased Power
---------------------------
Centerior Utilities purchased power expenses (104,920)
4. Other Operation and Manitenance
---------------------------------
Centerior Utilities transmission line billings (1,558)
Centerior Utilities microwave line billings (299)
Centerior Utilities A&G expense billings (9,099)
Centerior Utilities overhead expense billings (10,955)
Centerior Utilities working capital billings (1,692)
Service Company expenses (less Taxes Other Than Income) (198,750)
Centerior Utilities rental expense billings (2,117)
Centerior Utilities wheeling expenses (42)
----------------
Other Operation and Maintenance (224,512)
5. Taxes, Other Than Income Taxes
---------------------------------
Service Company Taxes, other than income taxes (9,120)
6. Federal Income Taxes
-----------------------
Service Company federal income taxes 1
7. Other Income and Deductions
------------------------------
Centerior Utilities working capital billings (1,692)
Centerior Utilities Rental Billings (2,116)
Centerior Utilities interest income (711)
Centerior Utilities equity earnings (219,547)
Service Company other income & deductions -
----------------
(224,066)
8. Short Term Debt
------------------
Centerior Utilities interest expense (917)
9. Preferred Dividend Requirement of Centerior Utilities 60,696
--------------------------------------------------------
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
BALANCE SHEET Page 1 of 4
At December 31, 1995
(Thousands of Dollars)
(Unaudited)
<CAPTION>
CEI TE CSC Centerior
------------ ------------ ------------ ------------
ASSETS
PROPERTY, PLANT AND EQUIPMENT
<S> <C> <C> <C> <C>
Utility Plant In Service 6,871,468 2,896,320 - -
Accumulated Depreciation and Amortization (2,094,092) (942,088) - -
------------ ------------ ------------ ------------
4,777,376 1,954,232 - -
Construction Work In Progress 73,250 27,781 - -
Perry Unit 2 - - - -
------------ ------------ ------------ ------------
4,850,626 1,982,013 - -
Nuclear Fuel, Net of Amortization 121,966 77,741 - -
Other Property, Less Accummulated Depreciation 58,299 19,555 - -
------------ ------------ ------------ ------------
5,030,891 2,079,309 - -
CURRENT ASSETS
Cash and Temporary Cash Investments 69,770 93,669 230 10,611
Amounts Due from Customers and Others, Net 157,068 86,982 64,407 1,577
Unbilled Revenues 78,500 21,844 - -
Materials and Supplies, at Average Cost 79,540 39,967 - -
Fossil Fuel Inventory, at Average Cost 21,391 9,273 - -
Taxes Applicable to Succeeding Years 184,099 71,044 - -
Other 7,197 4,315 1,953 5,096
------------ ------------ ------------ ------------
597,565 327,094 66,590 17,284
DEFERRED CHARGES AND OTHER ASSETS
Amounts Due from Customers for Future Federal Income 651,264 416,351 (240) -
Unamortized Loss from Beaver Valley Unit 2 Sale - 96,206 - -
Unamortized Loss on Reacquired Debt 61,252 27,640 - -
Carrying Charges and Operating Expenses, Other 643,606 409,659 - -
Nuclear Plant Decommissioning Trusts 61,497 52,185 - -
Other 105,651 65,345 2,078 599
------------ ------------ ------------ ------------
1,523,270 1,067,386 1,838 599
------------ ------------ ------------ ------------
Investments In Associated Companies - - - 1,966,361
------------ ------------ ------------ ------------
7,151,726 3,473,789 68,428 1,984,244
============ ============ ============ ============
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
BALANCE SHEET Page 2 of 4
At December 31, 1995
(Thousands of Dollars)
(Unaudited)
<CAPTION>
Intercompany
Eliminations
CCO & Reclass-
& Subs CPC ifications Consolidated
------------ ---------- ---------------- ----------------
ASSETS
PROPERTY, PLANT AND EQUIPMENT
<S> <C> <C> <C> <C>
Utility Plant In Service - - - 9,767,788
Accumulated Depreciation and Amortization - - - (3,036,181)
------------ ---------- ---------------- ----------------
- - - 6,731,607
Construction Work In Progress - - - 101,031
Perry Unit 2 - - - -
------------ ---------- ---------------- ----------------
- - - 6,832,638
Nuclear Fuel, Net of Amortization - - - 199,707
Other Property, Less Accummulated Depreciation 523 23,368 - 101,745
------------ ---------- ---------------- ----------------
523 23,368 - 7,134,090
CURRENT ASSETS
Cash and Temporary Cash Investments 321 4,437 - 179,038
Amounts Due from Customers and Others, Net 332 1,643 (88,781) (1) 223,228
Unbilled Revenues - - - 100,344
Materials and Supplies, at Average Cost - - - 119,507
Fossil Fuel Inventory, at Average Cost - - - 30,663
Taxes Applicable to Succeeding Years - - - 255,142
Other - - - 18,562
------------ ---------- ---------------- ----------------
653 6,080 (88,781) 926,484
DEFERRED CHARGES AND OTHER ASSETS
Amounts Due from Customers for Future Federal Income - - - 1,067,374
Unamortized Loss from Beaver Valley Unit 2 Sale - - - 96,206
Unamortized Loss on Reacquired Debt - - - 88,893
Carrying Charges and Operating Expenses, Other - - - 1,053,265
Nuclear Plant Decommissioning Trusts - - - 113,681
Other 793 129 (11,487) (2) 163,111
------------ ---------- ---------------- ----------------
793 129 (11,487) 2,582,530
------------ ---------- ---------------- ----------------
Investments In Associated Companies - - (1,966,361) (3) -
------------ ---------- ---------------- ----------------
1,969 29,577 (2,066,629) 10,643,104
============ ========== ================ ================
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
BALANCE SHEET Page 3 of 4
AT December 31, 1995
(Thousands of Dollars)
(Unaudited)
<CAPTION>
CEI TE CSC Centerior
------------ ------------ ------------ ------------
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
<S> <C> <C> <C> <C>
Long-Term Debt 2,665,981 1,067,603 - -
Preferred Stock 456,291 215,020 - -
Common Stock Equity 1,126,762 762,877 22,133 1,983,560
------------ ------------ ------------ ------------
4,249,034 2,045,500 22,133 1,983,560
CURRENT LIABILITIES
Current Portion of Long Term Debt and Preferred 176,474 58,297 - -
Current Portion of Lease Obligations 54,634 40,019 - -
Accounts Payable 152,999 109,478 7,224 84
Accrued Taxes 296,141 78,178 439 (1,971)
Accrued Interest 58,608 24,250 193 -
Dividends Declared 15,818 - - -
Other 40,766 18,607 12,604 1,351
------------ ------------ ------------ ------------
795,440 328,829 20,460 (536)
DEFERRED CREDITS AND OTHER LIABILITIES
Unamortized Investment Tax Credits 184,002 79,350 - -
Accumulated Deferred Federal Income Taxes 1,298,260 573,035 1,305 1,215
Deferred Fuel Costs 10,246 943 - -
Unamortized Gain - Bruce Mansfield Sale 310,678 188,093 - -
Accumulated Def. Rents for Bruce Mansfield
plant and Beaver Valley Unit 2 91,604 53,789 - -
Nuclear Fuel Lease Obligations 85,569 51,691 - -
Retirement Benefits 65,424 103,060 21,582 -
Other 61,469 49,499 2,948 5
------------ ------------ ------------ ------------
2,107,252 1,099,460 25,835 1,220
------------ ------------ ------------ ------------
------------ ------------ ------------ ------------
7,151,726 3,473,789 68,428 1,984,244
============ ============ ============ ============
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
BALANCE SHEET Page 4 of 4
AT December 31, 1995
(Thousands of Dollars)
(Unaudited)
<CAPTION>
Intercompany
Eliminations
CCO & Reclass-
& Subs CPC ifications Consolidated
------------ ---------- ---------------- ----------------
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
<S> <C> <C> <C> <C>
Long-Term Debt 308 - - 3,733,892
Preferred Stock - - - 671,311
Common Stock Equity 1,581 26,053 (1,939,406) (4) 1,983,560
------------ ---------- ---------------- ----------------
1,889 26,053 (1,939,406) 6,388,763
CURRENT LIABILITIES
Current Portion of Long Term Debt and Preferred - - - 234,771
Current Portion of Lease Obligations - - - 94,653
Accounts Payable 273 121 (117,272) (5) 152,909
Accrued Taxes (194) 1,164 - 373,757
Accrued Interest - - - 83,050
Dividends Declared - - (1,152) (6) 14,666
Other - - - 73,328
------------ ---------- ---------------- ----------------
79 1,285 (118,424) 1,027,134
DEFERRED CREDITS AND OTHER LIABILITIES
Unamortized Investment Tax Credits - - - 263,352
Accumulated Deferred Federal Income Taxes - 1,265 - 1,875,080
Deferred Fuel Costs - - - 11,189
Unamortized Gain - Bruce Mansfield Sale - - - 498,771
Accumulated Def. Rents for Bruce Mansfield
plant and Beaver Valley Unit 2 - - - 145,393
Nuclear Fuel Lease Obligations - - - 137,260
Retirement Benefits - - (11,487) (2) 178,579
Other 1 974 2,688 (7) 117,583
------------ ---------- ---------------- ----------------
1 2,239 (8,799) 3,227,207
------------ ---------- ---------------- ----------------
------------ ---------- ---------------- ----------------
1,969 29,577 (2,066,629) 10,643,104
============ ========== ================ ================
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
BALANCE SHEET
INTERCOMPANY ELIMINATIONS & RECLASSIFICATIONS
For Year Ended December 31, 1995
(Thousands of Dollars)
<CAPTION>
1. Amounts Due From Affiliates
------------------------------
<S> <C> <C>
Intercompany receivables/payables (88,781)
2. Deferred Charges - Other
---------------------------
Reclassification of Cleveland Electric's
Pension Cost Accrual (11,487)
3. Investment In Associated Companies
-------------------------------------
Centerior Utilities Investment/Equity Elimination (238,281)
Centerior Utilities Loan From Centerior Energy (25,950)
Centerior Utilities Common Stock Elimination (1,918,433)
Undistributed Income 216,303
----------------
(1,966,361)
4. Common Stock Equity
----------------------
Centerior Utilities Investment/Equity Elimination (238,281)
Common Equity (1,918,581)
Retained Earnings 217,456
----------------
(1,939,406)
5. Accounts and Notes Payable to Affiliates
-------------------------------------------
Centerior Utilities Loan From Centerior Energy (25,950)
Intercompany receivables/payables;
and Mortgage Debt Reclass (91,322)
----------------
(117,272)
6. Dividends
------------
Preferred Dividend Accrual Adjustment (1,152)
7. Deferred Credit - Other
--------------------------
Elimination of Intercompany receivables/payables 2,688
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIDARIES
RETAINED EARNINGS
For Year Ended December 31, 1995
(Thousands of Dollars)
(Unaudited)
<CAPTION>
CCO Intercompany
CEI TE CSC Centerior & Subs CPC Eliminations Consolidated
---------- --------- ---- ---------- ------ ------- ------------ ------------
Retained Earnings (Deficit)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
at December 31, 1994 (261,521) (113,235) - (437,708) 6 10,911 363,839 (1) (437,708)
ADDITIONS
Net Income for the twelve months
ended at December 31, 1995 183,719 96,762 - 220,472 (495) 257 (280,243)(2) 220,472
DEDUCTIONS
Dividends Declared
Common Stock 74,213 - - 118,425 - - (74,213)(3) 118,425
Preferred Stock 40,694 18,454 - - - - (59,148)(4) -
---------- --------- ---- ---------- ------ ------- ----------- -----------
Total Dividends 114,907 18,454 - 118,425 - - (133,361) 118,425
---------- --------- ---- ---------- ------ ------- ----------- -----------
Other 437 (1) - 439 61 - (498)(5) 439
---------- --------- ---- ---------- ------ ------- ----------- -----------
Total Deductions 115,344 18,453 - 118,864 61 - (133,859) 118,864
---------- --------- ---- ---------- ------ ------- ----------- -----------
Retained Earnings (Deficit)
at December 31, 1995 (193,146) (34,926) - (336,100) (550) 11,168 217,455 (336,100)
========== ========= ==== ========== ====== ======= =========== ===========
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
RETAINED EARNINGS
INTERCOMPANY ELIMINATIONS
For Year Ended December 31, 1995
(Unaudited)
<S> <C>
1. Cumulative differences at beginning of year 363,839
2. Centerior Utilities net income (280,243)
3. Common stock dividends paid by Centerior Utilities to Centerior Energy (74,213)
4. Preferred stock dividends included in consolidated net income (59,148)
5. Preferred stock redemption expenses of Centerior Utilities recorded
by Centerior Energy (498)
</TABLE>
<TABLE>
<CAPTION>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES Centerior
CASH FLOWS The Cleveland Energy
for Twelve Months Ended December 31, 1995 Electric The Toledo Centerior Corporation
(Thousands of Dollars) Illuminating Edison Service and Intercompany
(Unaudited) Company Company Company Subsidiaries Eliminations Consolidated
------------ ---------- --------- ------------ ------------ ------------
CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C> <C> <C> <C> <C>
Net Income 183,719 96,762 220,472 (280,481)(1) 220,472
------- -------- -------- -------- -------
Adjustments to Reconcile Net Income
to Cash from Operating Activities:
Depreciation and amortization 196,247 84,270 280,517
Deferred federal income taxes 56,062 16,316 453 (301) (453)(2) 72,077
Unbilled revenues (7,000) 0 (7,000)
Deferred fuel 8,706 (2,601) 6,105
Deferred carrying charges (28,493) (14,018) (42,511)
Leased nuclear fuel amortization 70,745 54,099 1 124,845
Deferred operating expenses, net (36,148) (16,799) (52,947)
Allowance for equity funds used during
construction (2,173) (874) (1) (3,048)
Changes in amounts due from customers and others,
net (5,927) (6,283) 557 (954) 557 (3) (12,050)
Changes in inventories 9,818 7,988 1 17,807
Changes in accounts payable 1,084 8,043 184 (412) 91 (4) 8,990
Changes in working capital affecting operations (16,985) 3,321 633 1,170 1,357 (5) (10,504)
Other noncash items 283 8,699 (219,785) 219,785 (6) 8,982
------- ------- ------- ------- ------- -------
Total Adjustments 246,219 142,161 1,827 (220,282) 221,338 391,263
------- ------- ------- ------- ------- -------
Net Cash from Operating Activities 429,938 238,923 1,827 190 (59,143) 611,735
CASH FLOWS FROM FINANCING ACTIVITES
Notes payable to affiliates (53,100) 20,950 32,150 (7)
First mortgage bond issues 442,850 99,000 541,850
Reacquired common stock (28) (28)
Equity contributions from parent (4,817) 4,817
Maturities, redemptions and sinking funds (459,755) (214,745) (8,775) (683,275)
Nuclear fuel lease obligations (58,341) (43,634) (101,975)
Dividends paid (117,164) (18,454) (118,425) 135,618 (8) (118,425)
Premiums, discounts and expenses (10,798) (6,561) 0 (17,359)
------- ------- ------- ------- ------- -------
Net Cash from Financing Activities (256,308) (163,444) (4,817) (122,411) 167,768 (379,212)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash applied to construction (148,337) (52,818) (201,155)
Interest capitalized as AFUDC - borrowed (2,701) (674) (3,375)
Loans to affiliates 32,150 (32,150)(9)
Contributions to nuclear plant decommissioning
trusts (12,816) (10,771) (23,587)
Other cash received (applied) (5,649) (5,347) 1,102 74,602 (76,475)(10) (11,767)
------- ------- ------- ------- ------- --------
Net Cash from Investing Activities (169,503) (69,610) 1,102 106,752 (108,625) (239,884)
------- ------- ------- ------- ------- --------
NET CHANGE IN CASH AND TEMPORARY CASH INVESTMENTS 4,127 5,869 (1,888) (15,469) (7,361)
CASH AND TEMPORARY CASH INVESTMENTS AT BEGINNING
OF YEAR 65,643 87,800 2,118 30,838 186,399
------- ------- ------- ------- ------- --------
CASH AND TEMPORARY CASH INVESTMENTS AT END OF YEAR 69,770 93,669 230 15,369 179,038
======= ======= ======= ======= ======= ========
Inerest payments (net of amounts capitalized) 214,000 93,000 (1,000)(11) 306,000
Federal income tax payments 65,900 22,500 (400) 900 88,900
</TABLE>
<TABLE>
CENTERIOR ENERGY CORPORATION AND SUBSIDIARIES
CASH FLOWS
For Twelve Months Ended December 31, 1995
INTERCOMPANY ELIMINATIONS
(Thousands of Dollars)
(Unaudited)
<S> <C>
1. Elimination of equity earnings from Centerior Utilities (219,785)
Adjustment for Centerior Utilities preferred dividend requirements (60,696)
---------
(280,481)
2. Elimination of miscellaneous intercompany federal taxes (453)
3. Elimination of intercompany receivables and other 557
4. Elimination of intercompany payables and other 91
5. Elimination of miscellaneous intercompany working capital items 1,357
6. Elimination of equity earnings from Centerior Utilities 219,785
7. Elimination of intercompany loans between Centerior affiliates 32,150
8. Elimination of dividends paid to Centerior Energy 74,212
Elimination of Centerior Utilities preferred dividends included in net income 60,696
Elimination of miscellaneous intercompany equity transactions 710
---------
135,618
9. Elimination of intercompany loans between Centerior affiliates (32,150)
10. Elimination of change in Centerior Energy Corp equity investment due
to Centerior Utilities dividends (74,212)
Elimination of miscellaneous intercompany federal taxes 453
Elimination of miscellaneous intercompany working capital items (1,357)
Elimination of intercompany receivables and other (557)
Elimination of intercompany payables and other (91)
Elimination of intercompany loans between Centerior affiliates (32,150)
Elimination of intercompany loans between Centerior affiliates 32,150
Elimination of miscellaneous intercompany equity transactions (710)
Elimination of miscellaneous rounding (1)
---------
(76,475)
11. Elimination of miscellaneous intercompany interest payments (1,000)
</TABLE>
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
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-31-1995
<PERIOD-END> DEC-31-1995
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 10,643,104
<TOTAL-OPERATING-REVENUES> 2,515,522
<NET-INCOME> 220,472
</TABLE>
