UNITED STATES OF AMERICA
before the
SECURITIES AND EXCHANGE COMMISSION
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
- ----------------------------------------------
In the matter of
Central and South West Corporation REPORT FOR PERIOD
CSW International, Inc. April 1, 1998 to
CSW Energy, Inc. June 30, 1998
Dallas, Texas 75266 PURSUANT TO RULE 24
File No. 070-9091
This report is filed under Rule 24 of the Public Utility Holding Company
Act of 1935 by Central and South West Corporation ("CSW"), CSW International,
Inc. ("CSW International"), and CSW Energy, Inc. (CSW Energy.) The latter two
companies are wholly owned subsidiaries of CSW.
Under HCAR 35-26887, CSW and its above-named subsidiaries are authorized to
enter into agreements to provide energy-related services to certain associate
companies at fair market prices.
Attached is the information required pursuant to HCAR 35-26887..
(1) Consolidated Balance Sheets for CSW Energy and CSW International as of the
relevant quarter end. Refer to exhibits A and B respectively.
(2) Consolidated Statements of Income for CSW Energy and CSW International
for the Twelve Months preceding the relevant quarter end. Refer to
Exhibits C and D respectively.
(3) Name, owner, and location of each Exempt Project and QF served by CSW
Energy and CSW International or subsidiaries thereof. Refer to Exhibit E.
(4) The amount of compensation received for each QF or Exempt Project. Refer
to Exhibit E
(5) Information on intercompany service transactions with CSW Energy, CSW
International and their respective subsidiaries including
a.) The name of each associate company providing services
b.) A listing of services provided
c.) The total dollar amount of services provided, broken down by
associate company
Please refer to Exhibit E.
<PAGE>
S I G N A T U R E
As requested by order of this Commission pursuant to the Public Utility Holding
Company Act of 1935, CSW International, Inc. and CSW Energy, Inc have duly
caused this report to be signed on its behalf on this 27th day of August 1998.
CSW International, Inc.
CSW Energy, Inc.
/s/ Sandra S. Bennett
Sandra S. Bennett
Controller
Exhibit A
CSW Energy, Inc.
Consolidated Balance Sheet
June 30, 1998
(Unaudited)
($000's)
Assets
Current Assets
Cash and cash equivalents $ 26,404
Accounts receivable 17,222
Prepaid expenses 370
-----------
Total current assets 43,996
-----------
Investments In and Advances to Energy Projects 112,785
Notes Receivable - Affiliate 5,912
Notes Receivable 63,421
Other Assets
Construction in progress and project development costs 28,159
Property, Plant, and Equipment, net 195,973
Other - net 8,574
-----------
Total other assets 232,706
-----------
Total assets $ 458,820
===========
Liabilities and Shareholder's Equity
Current Liabilities
Accounts payable $ 20,607
Accrued liabilities and other 7,852
-----------
Total current liabilities 28,459
-----------
Long Term Debt 199,866
Deferred Income Taxes 48,177
Other 53,518
-----------
Total liabilities 330,020
-----------
-----------
Minority Interest $ 16,536
-----------
Shareholder's Equity
Common stock 1
Additional paid-in-capital 108,139
Accumulated retained earnings 4,124
-----------
Total shareholder's equity 112,264
-----------
Total liabilities, shareholder's equity
and minority interest $ 458,820
===========
Exhibit B
CSW International, Inc.
Consolidated Balance Sheet
June 30, 1998
(Unaudited)
ASSETS
Fixed Assets
Electric distribution plant $ 1,504,512
General plant 280,354
----------------
Total Electric Plant 1,784,866
Less - Accumulated depreciation 646,382
----------------
Total Fixed Assets 1,138,484
Current Assets
Cash and cash equivalents 153,647
Short-term investments 33,576
Accounts receivable 151,697
Advances to affiliates 15,502
Inventories 23,932
Other current assets 12,160
----------------
Total Current Assets 390,514
Other Assets
Goodwill 1,428,348
Prepaid benefit costs 60,045
Equity investments and other 204,242
----------------
Total Other Assets 1,692,635
----------------
Total Assets $ 3,221,633
================
CAPITALIZATION AND LIABILITIES
Capitalization
Common stock $ 1
Paid-in capital 829,000
Retained earnings 93,527
Foreign currency translation and other 20,794
----------------
943,322
Long-term debt 1,118,473
Current Liabilities
Accounts payable 222,744
Advances from affiliates 306,464
Accrued interest payable 44,605
Loan notes 42,992
Accrued taxes payable 140,880
Customer prepayments 14,834
Other 17,036
----------------
789,555
Deferred Credits
Deferred tax liability 271,976
Other 98,307
----------------
Total Deferred Credits 370,283
----------------
Total Capitalization and Liabilities $ 3,221,633
================
Exhibit C
CSW Energy, Inc.
Consolidated Statement of Income
For the Twelve Months ended June 30, 1998
Unaudited
$000's
OPERATING REVENUE
Equity in income from energy projects $ 14,510
Elecricity and Thermal Revenues 51,571
Operation and maintenance services 5,101
Other 3,442
---------
Total operating Revenue 74,625
OPERATING EXPENSES
Salaries, wages, and benefits 5,611
Fuel expense 32,695
Loss on construction contract -
Operation and maintenance services 14,271
General and administrative 6,301
Nonrecoverable project development costs -
---------
Total operating expenses 58,878
Income from Operations 15,747
OTHER INCOME (EXPENSE)
Interest income 16,873
Interest expense (21,435)
Other, net 64
---------
Total other income (expense) (4,498)
INCOME (LOSS) BEFORE INCOME TAXES 11,249
---------
PROVISION (BENEFIT) FOR INCOME TAXES 4,515
---------
Net income (loss) $ 6,734
==========
Exhibit D
CSW International, Inc.
Consolidated Statement of Income
For the Twelve Months Ended June 30, 1998
(Unaudited)
(thousands)
------------
Operating Revenues
Electric revenues $ 1,662,779
Other diversified 228,622
------------
1,891,401
------------
Operating Expenses
Cost of electric sales 1,137,369
General and administrative 247,926
Depreciation and amortization 92,956
Other diversified 157,822
------------
1,636,073
------------
Operating Income 255,328
------------
Other Income and (Deductions)
Investment income 12,052
Interest income 12,896
Interest expense (133,751)
(108,803)
------------
Income Before Income Taxes 146,526
------------
Provision for Income Taxes 22,798
------------
Net Income before Extraordinary Item 123,728
Extraordinary Item
Loss from United Kingdom windfall
profits tax (176,043)
------------
Net Income $ (52,315)
============
CSW Energy, Inc. and CSW International, Inc. Exhibit E
Energy-Related Services Provided to Associate Companies at Market Prices
File 70-9091
For the Quarter Ended June 30, 1998
Item 3 Name, Owner, Location of Associate Item 4 Compensation Received
Companies - QF's or Exempt Projects -
Served by CSW Energy, Inc. or
CSW International or one of its subsidiaries
Associate Company
Name Owner Location ($ thousands)
--------------------------------------------------- -------------
None None
Item 5 Intercompany transactions between CSW Energy Inc., CSW Interantional,
Inc., one of its subsidiaries, or associate companies Services provided
at Market Rates as Specified in the Order (Release No. 35-26887;
File No. 70-9091)
Service Provided by:
Company / Associate Services Provided ($ thousands)
--------------------------------------------------- -------------
None None