File No. 70-9627
(Potomac Edison Asset Transfer)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST EFFFECTIVE AMENDMENT NO. 1
FORM U-1
APPLICATION/DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
_________________________________
Allegheny Energy, Inc. Allegheny Energy Supply Company, LLC
10435 Downsville Pike R.R. 12, P.O. Box 1000
Hagerstown, Maryland 21740 Roseytown, Penna. 15601
The Potomac Edison Company Allegheny Energy Service Corporation
(d/b/a Allegheny Power) 10435 Downsville Pike
10435 Downsville Pike Hagerstown, Maryland 21740
Hagerstown, Maryland 21740
__________________________________
Allegheny Energy, Inc.
10435 Downsville Pike
Hagerstown, Maryland 21740
The Commission is requested to send copies of all notices, orders
and communications in connection with this Application /
Declaration to:
Thomas K. Henderson, Esq.
Vice President and General Counsel
Allegheny Energy, Inc.
10435 Downsville Pike
Hagerstown, MD 21740
Anthony Wilson, Esq.
Senior Attorney
Allegheny Energy Service Corporation
10435 Downsville Pike
Hagerstown, MD 21740
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Allegheny Energy, Inc. ("Allegheny"), a registered holding
company under the Public Utility Holding Company Act of 1935, as
amended, Allegheny Energy Service Corporation ("AESC"), a service
subsidiary of Allegheny, The Potomac Edison Company ("Potomac
Edison"), a wholly owned public utility electric subsidiary of
Allegheny, and Allegheny Energy Supply Company, LLC ("Genco"), a
wholly owned generating company subsidiary of Allegheny
(collectively, "Applicants"), hereby submit for filing Post-
Effective Amendment No. 1 to the Application on Form U-1 in File
No. 70-9627 to amend the Application - Declaration as set forth
below. Applicants request that the Securities and Exchange
Commission (the "Commission") issue a public notice of the
proposed transaction and an order authorizing the proposal not
later than November 1, 2000 with an effective date of July 31,
2000 The Potomac Edison asset transfer order date.
1. Applicants hereby amend the application - declaration by
adding the following paragraph at the end of Item 1 D(3)
Agreements:
Finally, Potomac Edison and Genco propose to enter into a
leaseback agreement to allow Potomac Edison to offset its West
Virginia distribution base and to comply with the requirements of
the West Virginia State Tax Department to eliminate the potential
for the imposition of a $380,000 per month distribution tax on
both Potomac Edison and Genco. The leaseback agreement will
eliminate the tax on Potomac Edison, allow Potomac Edison to
fulfill its regulatory obligations in West Virginia, and allow the
Allegheny system to avoid double taxation on the generation and
distribution of energy in West Virginia.
2. Applicants hereby amend the application by adding the
following Exhibit to Item 6:
B-12 Form of Leaseback Agreement
(Filed October 12, 2000).
B-13 Approval Letter from the West Virginia State Tax Department
(Filed October 12, 2000).
<PAGE>
SIGNATURE
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned companies have duly
caused this statement to be signed on their behalf by the
undersigned thereunto duly authorized.
Allegheny Energy, Inc.
The Potomac Edison Power Company
Allegheny Energy Supply Company, LLC
Allegheny Energy Service Company
/S/ THOMAS K. HENDERSON
Thomas K. Henderson
Dated: October 12, 2000
