SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-3A-2
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
ATLANTIC ENERGY, INC.
Name of Company
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, and submits the following information:
<PAGE>
1. Name, State of organization, location and nature of business
of claimant and every subsidiary thereof, other than any
exempt wholesale generator (EWG) or foreign utility company
in which claimant directly or indirectly holds an interest.
Atlantic Energy, Inc. (Claimant) organized under the
laws of New Jersey on August 13, 1986, has its principal
office at 6801 Black Horse Pike, Egg Harbor Township, New
Jersey 08234-4130. Claimanty's business is a holding
company.
The Claimant's directly and indirectly-owned
subsidiaries are as follows:
Atlantic City Electric Company ("ACE") T/A Atlantic
Electric, organized under the laws of New Jersey on April
28, 1924, has its principal offices at 6801 Black Horse
Pike, Egg Harbor Township, New Jersey 8234-4130. ACE, a
public utility as defined in N.J.S.A.48:2-13, is engaged
principally in the business of furnishing electric service
(involving generation, purchase, interchange, transmission
and distribution of electric energy) to the public
throughout the southern part of New Jersey. It serves an
area having an estimated population exceeding 1,000,000.
ACE
is a wholly-owned subsidiary of Claimant.
Deepwater Operating Company ("Deepwater"), a wholly
owned subsidiary of ACE organized under the laws of New
Jersey on December 17, 1929, has its principal offices at
6801 Black Horse Pike, Egg Harbor Township, New Jersey
08234-4130. Deepwater operates generating equipment and
provides operating services to ACE in New Jersey.
Atlantic Capital I, a Delaware trust formed by ACE, on
June 20, 1996, in connection with the issuance of Cumulative
Quarterly Income Preferred Securities.
Atlantic Energy Enterprises, Inc. ("AEE"),a wholly
owned subsidiary of Claimant organized under the laws of New
Jersey on January 3, 1995 has its principal offices at 5100
Harding Highway, Mays Landing, New Jersey 08330. AEE holds
interests in nonregulated energy related businesses.
Atlantic Generation Inc. ("AGI"), a wholly owned
subsidiary of AEE organized under the laws of New Jersey on
October 9, 1986, has its principal offices at 5100
Harding
Highway, Mays Landing, New Jersey 08330. AGI's business is
the development, ownership, operation and management of
cogeneration and small power production facilities.
AGI's has limited partnerships interests in three
cogeneration power projects, located in Binghamton, New
York, Pedricktown, New Jersey, and Vineland, New Jersey.
These projects managed by the following wholly owned
subsidiaries:
Binghamton General, Inc., organized under the laws of
Delaware on May 2, 1990, owns 10% of the Binghamton
Cogeneration Limited Partnership.*
Binghamton Limited, Inc., organized under the laws of Delaware
on May 3, 1990, owns 23.33% of the Binghamton Cogeneration
Limited Partnership.*
* In 1997, AGI began the process of selling its interests
in the Binghamton project.
Pedricktown General, Inc., organized under the laws of New
Jersey on July 28, 1989, owns 15% % of the Pedricktown
Cogeneration Limited Partnership.
Pedricktown Limited, Inc., organized under the laws of New
Jersey on July 28, 1989, owns 35%
of the Pedricktown Cogeneration Limited Partnership.
Vineland General, Inc., organized under the laws of Delaware
on August 28, 1990, owns 5%
of the Vineland Cogeneration Limited Partnership.
Vineland Limited, Inc., organized under the laws of Delaware on
August 28, 1990, owns 45% of the Vineland Cogeneration Limited
Partnership.
Atlantic Energy International, Inc. ("AEII"),a wholly
owned
subsidiary of Claimant organized under the laws of
Delaware on
July 6, 1996, has its principal offices at 6801 Black
Horse Pike,
Egg Harbor Township, New Jersey 08234-4130. AEII sells energy
related equipment and provides consulting services.
Atlantic Southern Properties, Inc. ("ASP")**a wholly
owned
subsidiary of AEE, organized under the laws of New
Jersey on
June 24, 1970, has its principal offices at 5100
Harding
Highway,Mays Landing,, New Jersey 08330. ASP's business is
commercial real estate acquisition, development and management of
projects which can be used by Claimant in its future operations.
** On January 4, 1988, Atlantic Housing, Inc. filed, with
the Secretary of State of the State of New Jersey, a
Certificate of Amendment to The Certificate of
Incorporation changing the corporate name of Atlantic
Housing, Inc. to Atlantic Southern Properties, Inc.
ATE Investment, Inc ("ATE").,a wholly owned subsidiary
of
AEE organized under the laws of New Jersey on October 9,
1986,
has its principal offices at 5100 Harding Highway, Mays Landing,
New Jersey 08330. ATE I is principally engaged in leveraged
lease investments and is also involved in management of capital
resources on behalf of holding company system.
EnterTech Capital Partners L. P.("EnterTech"),formed on
August 9, 1996, of which ATE owns 94% is registered in
Delaware.
EnterTech invests in technology companies.
Atlantic Energy Technology,Inc. ("AET"), a wholly owned
subsidiary of AEE organized under the laws of Delaware on April
11, 1991, has its principal offices at 5100 Harding Highway,
Mays
Landing, New Jersey 08330. AET is engaged in acquiring and
managing equity interests in businesses functionally related and
complementary to the activities and interests of Claimant and
AEE.
The Earth Exchange ("TEE")(formerly known as Geotech Energy
Conversion Corporation), a wholly owned subsidiary of AET
organized as Geotech Energy Conversion Corporation under the
laws
of Delaware on October 13, 1987, has its principal offices at
5100 Harding Highway, Mays Landing, New Jersey 08330 holds a
patent on a geothermal energy process.
Atlantic Thermal Systems Inc. ("ATS"), a wholly owned
subsidiary of AEE organized under the laws of Delaware on
May,6
1994, has its principal offices at 5100 Harding Highway, Mays
Landing, New Jersey 08330. ATS is engaged in the business of
providing heating and cooling systems.
Atlantic Jersey Thermal Systems, Inc. ("AJTS"), a wholly
owned subsidiary of ATS organized under the laws of Delaware on
May 10, 1994, has its principal offices at 5100 Harding
Highway
,
Mays Landing, New Jersey 08330. AJTS provides operating services
for thermal heating and cooling systems.
ATS Operating Services, Inc. ("ATSOS"), a wholly owned
subsidiary of ATS organized under the laws of Delaware on March
31, 1995, has its principal offices at 5100 Harding Highway,
Mays
Landing, New Jersey 08330. ATSOS provides thermal energy
operating services.
Thermal Energy Limited Partnership I ("TELP"), wholly owned
by ATS and AJTS registered in Delaware, has its principal
offices
at 5100 Harding Highway, Mays Landing, New Jersey 08330. TELP
hold investment in the Midtown Energy Center.
Coastal Com. Inc., a wholly owned subsidiary of AEE
organized under the laws of Delaware on November 2, 1995, has
its
principal offices at 5100 Harding Highway, Mays Landing,
New
Jersey 08330. CoastalCom invests in telecommunications.
Enerval, LLC ("Enerval"), formed on March 17, 1995, of which
AEE owns 50% is registered in Delaware. Enerval is a gas
management services company.
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.
Claimant owns no property used for the generation, transmission
and distribution of electric energy for sale, or for the
production, transmission and distribution of natural or
manufactured gas.
Claimant's subsidiary public utility companies are Atlantic
Electric and Deepwater which are electric utility companies. A
description of the properties of Atlantic Electric and Deepwater,
which are located predominantly in New Jersey, used for the
generation, transmission and distribution of electric energy for
sale is as follows:
Atlantic Electric
The principal New Jersey properties of Atlantic Electric
used for the generation, transmission and distribution of
electric energy for sale consist of two steam electric
generating stations:
(1) B.L. England Generating Station, a station of 447
MW capacity located in Cape May County.
(2) Deepwater Generating Station, a 239 MW capacity
station located in Salem County and
Seven combustion turbine stations:
(1) Missouri Ave. Station, a 60 MW capacity station
located in Atlantic County.
(2) Middle Station, a 77 MW capacity station located
in Cape May County.
(3,4,5) Carlls Corner Station (73 MW), Cumberland
Station (84 MW), and Sherman Ave.Station (81 MW),
all located in Cumberland County.
(6) Mickleton Station, a 59 MW capacity station
located in Gloucester County.
(7) Cedar Station, a 68 MW capacity station located in
Ocean County.
The Claimant also owns and maintains forty-four
transmission, has a joint interest in one transmission and
owns and maintains fifty-nine distribution substations as well
as
10,184 transmission or distribution tower, pole, and underground
miles located throughout its service territory which includes all
of Atlantic, Cape May, Cumberland, and Salem Counties and
portions of Burlington, Camden, Gloucester, and Ocean Counties.
In addition to the New Jersey properties, Claimant owns
or
has ownership interests in the following:
(1) A generating station of 1,700 MW capacity (Keystone
Generating Station), located in Armstrong County,
Pennsylvania, of which Claimant owns a 2.47% undivided
interest as tenant in common with the following:
Baltimore Gas and Electric Company
Delmarva Power and Light Company
Jersey Central Power and Light Company
Pennsylvania Power and Light Company
Philadelphia Electric Company (Now PECO Energy
Company)
Public Service Electric and Gas Company
(2) A generating station of 1,700 MW capacity (Conemaugh Steam
Electric Station), located in Indiana County, Pennsylvania,
of which Claimant owns a 3.83% undivided interest as tenant
in common with the following:
Baltimore Gas and Electric Company
Delmarva Power and Light Company
Metropolitan Edison Company
Pennsylvania Power and Light Company
Philadelphia Electric Company (Now PECO Energy
Company)
Potomac Electric Power Company
Public Service Electric and Gas Company
The United Gas Improvement Company
(3) An extra-high-voltage transmission line (Conemaugh-
Conastone), of which Claimant owns an 8% undivided interest
as tenant in common of that portion of the line traversing
through 10 counties of Pennsylvania with the following:
Baltimore Gas and Electric Company
Delmarva Power and Light Company
Metropolitan Edison Company
Pennsylvania Power and Light Company
Philadelphia Electric Company (Now PECO Energy
Company)
Potomac Electric Power Company
Public Service Electric and Gas Company
The United Gas Improvement Company
(4) A nuclear generating station of 2,126 MW capacity (Peach
Bottom Atomic Power Station), located in York County,
Pennsylvania, of which Claimant owns a 7.51% undivided
interest as tenant in common with the following:
Delmarva Power and Light Company
Philadelphia Electric Company (Now PECO Energy
Company)
Public Service Electric and Gas Company
(5) A nuclear generating station of 2,212 MW capacity (Salem
Nuclear Generating Station), located in Salem County, New
Jersey, of which Claimant owns a 7.41% undivided interest as
tenant in common with the following:
Delmarva Power and Light Company
Philadelphia Electric Company (Now PECO Energy
Company)
Public Service Electric and Gas Company
(6) A nuclear generating station of 1,031 MW capacity (Hope
Creek Nuclear Generating Station), located in Salem County,
New Jersey, of which Claimant owns a 5% undivided interest
as tenant in common with Public Service Electric and Gas
Company.
(7) Claimant owns a transmission line extending from Mantua
Creek to the New Jersey-Pennsylvania border at the Delaware
River, a distance of 9.7 miles, by means of which electric
energy and capacity is interchanged (not sold or purchased)
at the border of said states under an interconnection
agreement between Claimant, Philadelphia Electric Company,
now PECO Energy Company and Public Service Electric and Gas
Company. Claimant owns as tenants in common a transmission
line and switching station extending from Hope Creek Nuclear
Generating Station to the New Jersey-Delaware border, a
distance of 13 miles, by means of which electric energy and
capacity is interchanged (not sold or purchased) under a
transmission system agreement between Delmarva Power and
Light Company, Jersey Central Power and Light Company,
Philadelphia Electric Company, Public Service Electric and
Gas Company and Claimant.
Deepwater
Deepwater, a wholly-owned subsidiary of Atlantic
Electric, owns no utility plant. It operates
generating units owned by Atlantic Electric.
3. The following information for the last calendar year with respect
to claimant and each of its subsidiary public utility companies:
FOR YEAR 1996
(A) Number of kwh. of electric energy sold (at retail or
wholesale), and Mcf. of natural or manufactured gas
distributed at retail.
Claimant - None
Atlantic Electric - 10,164,520,000 kwh.
Deepwater - None
(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.
Claimant - None
Atlantic Electric - None
Deepwater - None
(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.
Claimant - None
Atlantic Electric - 209,236,000 kwh. (a)
Deepwater - None
(a) kwh excludes 602,231,000 kwh sold to power
brokers, ultimate destination not determinable.
(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.
Claimant - None
Atlantic Electric - 1,760,344,000 kwh.
Deepwater - None
(b) kwh excludes 1,358,425,000 kwh purchased
from
power brokers, original source not determinable.
In 1996 Atlantic Electric received 600,751,000 kwh. of
interchanged energy and delivered 1,006,516,000 kwh. of
interchanged energy pursuant to arrangements mentioned above.
In 1996, Deepwater, as operator of the Deepwater Generating
Station at Deepwater, New Jersey, delivered to Atlantic Electric,
the owner of that station, 506,533,000 kwh. of electric energy.
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:
Claimant holds no interest, either directly or indirectly, in an
EWG or a foreign utility company.
(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.
Non-applicable.
(B) Name of each system company that holds an interest in such
EWG or foreign utility company; and description of the
interest held.
Non-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.
Non-applicable.
(D) Capitalization and earnings of the EWG or foreign utility
company during the reporting period.
Non-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).
Non-applicable.
EXHIBIT A
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.
A consolidating statement of income and retained earnings 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 December 31, 1996 are
attached hereto and made a part hereof.
EXHIBIT B
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
(thousands of dollars)
1 Total Assets
2,670,762
2 Total Operating Revenues
980,255
3 Net Income
58,767
EXHIBIT C
An organizational chart showing the relationship of each EWG or
foreign utility company to associate companies in the holding-
company system.
Non-applicable.
The above-named Claimant has caused this statement to be duly
executed on its behalf by its authorized officer on this 28th day
of February, 1997.
ATLANTIC ENERGY, INC.
By: /s/ J. E. Franklin, II
J. E. Franklin, II
Vice President Secretary
& General Counsel
CORPORATE SEAL
ATTEST:
/s/ Alfred J. Vola
Alfred J. Vola
Name, title and address of officer to whom notices and correspondence
concerning this statement should be addressed:
J. E. Franklin, II
Vice President, Secretary & General Counsel
Atlantic Energy, Inc.
6801 Black Horse Pike
Egg Harbor Township, New Jersey 08234-4130
Atlantic Energy, Inc. and Subsidiaries Exhibit A
Consolidating Statement of Income and Retained Earnings
December 31, 1996
(thousands of dollars)
Atlantic
Energy,
Inc.
Operating Revenues
Electric $ -
Other -
Total Operating Revenue -
Operating Expenses:
Energy -
Purchased Capacity -
Operations 3,894
Maintenance -
Depreciation and Amortization 4
State Excise Taxes -
State Income Taxes -
Federal Income Taxes (1,959)
Other Taxes -
Total Operating Expenses 1,939
Operating Income and Expense (1,939)
Other Income and Expense:
AFDC Equity Funds -
Earnings from Subsidiary Companies 72,252
Earnings from Investees -
Miscellaneous Income-Net 57
Total Other Income and Expense 72,309
Income Before Interest Charges 70,370
Interest Charges:
Interest on Long Term Debt 1,510
Other Interest Expense 189
Total Interest Charges 1,699
Allowance for Borrowed Funds Used During Construction -
Net Interest Charges 1,699
Less Preferred Securities Dividend Requirements
of Subsidiary (9,904)
Net Income (Loss) 58,767
Preferred Stock Dividend Requirements -
Income Available for Common Stock $ 58,767
Retained Earnings Beginning of Period $249,741
Net Income (Loss) 58,767
Dividends-Common Stock (81,163)
Dividends-Preferred Stock -
Preferred Stock Expense -
Other Changes 285
Retained Earnings, End of Period $227,630
Page 1 of 6<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Statement of Income and Retained Earnings
December 31, 1996
(thousands of dollars)
Atlantic
Energy,
International
Inc.
Operating Revenues
Electric $ -
Other 12
Total Operating Revenue 12
Operating Expenses:
Energy -
Purchased Capacity -
Operations 944
Maintenance -
Depreciation and Amortization 5
State Excise Taxes -
State Income Taxes -
Federal Income Taxes (328)
Other Taxes -
Total Operating Expenses 621
Operating Income and Expense (609)
Other Income and Expense:
AFDC Equity Funds -
Earnings from Subsidiary Companies -
Earnings from Investees -
Miscellaneous Income-Net -
Total Other Income and Expense -
Income Before Interest Charges (609)
Interest Charges:
Interest on Long Term Debt -
Other Interest Expense -
Total Interest Charges -
Allowance for Borrowed Funds Used During Construction -
Net Interest Charges -
Less Preferred Securities Dividend Requirements
of Subsidiary -
Net Income (Loss) (609)
Preferred Stock Dividend Requirements -
Income Available for Common Stock $ (609)
Retained Earnings Beginning of Period $ -
Net Income (Loss) (609)
Dividends-Common Stock -
Dividends-Preferred Stock -
Preferred Stock Expense -
Other Changes -
Retained Earnings, End of Period $ (609)
Page 2 of 6<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Statement of Income and Retained Earnings
December 31, 1996
(thousands of dollars)
Atlantic
City
Electric
Co.
Consol.
Operating Revenues
Electric $ 982,492
Other -
Total Operating Revenue 982,492
Operating Expenses:
Energy 223,091
Purchased Capacity 195,699
Operations 156,891
Maintenance 44,462
Depreciation and Amortization 80,845
State Excise Taxes 104,815
State Income Taxes -
Federal Income Taxes 32,272
Other Taxes 9,888
Total Operating Expenses 847,963
Operating Income and Expense 134,529
Other Income and Expense:
AFDC Equity Funds 879
Earnings from Subsidiary Companies -
Earnings from Investees -
Miscellaneous Income-Net 4,908
Total Other Income and Expense 5,787
Income Before Interest Charges 140,316
Interest Charges:
Interest on Long Term Debt 60,029
Other Interest Expense 4,818
Total Interest Charges 64,847
Allowance for Borrowed Funds Used During Construction (976)
Net Interest Charges 63,871
Less Preferred Securities Dividend Requirements
of Subsidiary (1,428)
Net Income (Loss) 75,017
Preferred Stock Dividend Requirements (9,904)
Income Available for Common Stock $ 65,113
Retained Earnings Beginning of Period $ 252,484
Net Income (Loss) 75,017
Dividends-Common Stock (82,163)
Dividends-Preferred Stock (9,904)
Preferred Stock Expense (486)
Other Changes -
Retained Earnings, End of Period $ 234,948
Page 3 of 6<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Statement of Income and Retained Earnings
December 31, 1996
(thousands of dollars)
Atlantic
Energy
Enterprises
Inc.
Consolidated
Operating Revenues
Electric $ -
Other 9,752
Total Operating Revenue 9,752
Operating Expenses:
Energy -
Purchased Capacity -
Operations 10,183
Maintenance 117
Depreciation and Amortization 742
State Excise Taxes -
State Income Taxes 265
Federal Income Taxes (1,519)
Other Taxes 319
Total Operating Expenses 10,107
Operating Income and Expense (355)
Other Income and Expense:
AFDC Equity Funds -
Earnings from Subsidiary Companies -
Earnings from Investees 3,326
Miscellaneous Income-Net (2,557)
Total Other Income and Expense 769
Income Before Interest Charges 414
Interest Charges:
Interest on Long Term Debt 468
Other Interest Expense 2,102
Total Interest Charges 2,570
Allowance for Borrowed Funds Used During Construction -
Net Interest Charges 2,570
Less Preferred Securities Dividend Requirements
of Subsidiary -
Net Income (Loss) (2,156)
Preferred Stock Dividend Requirements -
Income Available for Common Stock $ (2,156)
Retained Earnings Beginning of Period $ (9,382)
Net Income (Loss) (2,156)
Dividends-Common Stock -
Dividends-Preferred Stock -
Preferred Stock Expense -
Other Changes -
Retained Earnings, End of Period $(11,538)
Page 4 of 6<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Statement of Income and Retained Earnings
December 31, 1996
(thousands of dollars)
Elimination
& Reclass
Entries
(Debit)Credit
Operating Revenues
Electric $ (2,237)
Other (9,764)
Total Operating Revenue (12,001)
Operating Expenses:
Energy -
Purchased Capacity -
Operations 15,114
Maintenance 161
Depreciation and Amortization 750
State Excise Taxes -
State Income Taxes 265
Federal Income Taxes (3,806)
Other Taxes 319
Total Operating Expenses 12,803
Operating Income and Expense 802
Other Income and Expense:
AFDC Equity Funds -
Earnings from Subsidiary Companies (72,252)
Earnings from Investees (3,326)
Miscellaneous Income-Net (1,745)
Total Other Income and Expense (77,323)
Income Before Interest Charges (76,521)
Interest Charges:
Interest on Long Term Debt 1,978
Other Interest Expense 2,291
Total Interest Charges 4,269
Allowance for Borrowed Funds Used During Construction -
Net Interest Charges 4,269
Less Preferred Securities Dividend Requirements
of Subsidiary -
Net Income (Loss) (72,252)
Preferred Stock Dividend Requirements 9,904
Income Available for Common Stock $ (62,348)
Retained Earnings Beginning of Period $(243,102)
Net Income (Loss) (72,252)
Dividends-Common Stock 82,163
Dividends-Preferred Stock 9,904
Preferred Stock Expense 486
Other Changes -
Retained Earnings, End of Period $(222,801)
Page 5 of 6<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Statement of Income and Retained Earnings
December 31, 1996
(thousands of dollars)
Atlantic
Energy,
Inc.
Consolidated
Operating Revenues
Electric $980,255
Other -
Total Operating Revenue 980,255
Operating Expenses:
Energy 223,091
Purchased Capacity 195,699
Operations 156,799
Maintenance 44,418
Depreciation and Amortization 80,845
State Excise Taxes 104,815
State Income Taxes -
Federal Income Taxes 32,272
Other Taxes 9,888
Total Operating Expenses 847,827
Operating Income and Expense 132,428
Other Income and Expense:
AFDC Equity Funds 879
Earnings from Subsidiary Companies -
Earnings from Investees -
Miscellaneous Income-Net 663
Total Other Income and Expense 1,542
Income Before Interest Charges 133,970
Interest Charges:
Interest on Long Term Debt 60,029
Other Interest Expense 4,818
Total Interest Charges 64,847
Allowance for Borrowed Funds Used During Construction (976)
Net Interest Charges 63,871
Less Preferred Securities Dividends Requirements
of Subsidiary (11,332)
Net Income (Loss) 58,767
Preferred Stock Dividend Requirements -
Income Available for Common Stock $ 58,767
Retained Earnings Beginning of Period $249,741
Net Income (Loss) 58,767
Dividends-Common Stock (81,163)
Dividends-Preferred Stock -
Preferred Stock Expense -
Other Changes 285
Retained Earnings, End of Period $227,630
Page 6 of 6<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic
Energy,
Inc.
ASSETS
Electric Utility Plant: $
In Service -
Less Accumulated Depreciation -
Net -
Construction Work in Progress -
Land Held for Future Use -
Leased Property-Net -
Electric Utility Plant-Net -
Investment in Subsidiary Companies 820,250
Investment in Leveraged Leases -
Nuclear Decommissioning Trust Fund -
Nonutility Property and Equipment-Net 14
Other Investments and Funds -
Total Nonutility Property and
Investments 820,264
Current Assets:
Cash and Temporary Investments 784
Accounts Receivable:
Utility Service -
Miscellaneous 8,275
Allowance for Doubtful Accounts -
Notes Receivable-Associated Companies -
Advances-Associated Companies 1,684
Dividends Receivable-Subsidiaries 20,291
Accounts Receivable-Associated Companies 13,350
Unbilled Revenues -
Fuel (at average cost) -
Materials and Supplies (at average cost) -
Working Funds -
Deferred Income Taxes -
Deferred Energy Costs -
Prepaid Excise Tax -
Other 882
Total Current Assets 45,266
Deferred Debits:
Unrecovered Purchased Power Costs -
Unamortized Debt Costs -
Unrecovered State Excise Taxes -
Recoverable Federal Income Taxes -
Deferred Income Taxes 13
Other Regulatory Assets -
License Fees -
Other 149
Total Deferred Debits 162
Total Assets $ 865,692
Page 1 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic
Energy,
Inc.
LIABILITIES & CAPITALIZATION:
Capitalization:
Common Shareholder's Equity:
Common Stock $ 562,747
Other Equity -
Unearned Compensation -
Retained Earnings 227,630
Total Common Shareholder's Equity 790,377
Preferred Securities of Atlantic Electric
Not Subject to Mandatory Redemption -
Subject to Mandatory Redemption -
Cumulative Quarterly Income
Preferred Securities -
Long Term Debt -
Total Capitalization 790,377
Current Liabilities:
Preferred Stock Redemption Requirement -
Capital Lease Obligations - Current Portion -
Long Term Debt - Current Portion 37,575
Short Term Debt -
Accounts Payable -
Advances-Associated Companies -
Accounts Payable-Associated Companies 16,041
Taxes Accrued 10
Interest Accrued 251
Dividends Declared 20,291
Deferred Income Taxes -
Provision for Rate Refunds -
Other 1,147
Total Current Liabilities 75,315
Deferred Credits and Other Liabilities:
Deferred Income Taxes -
Deferred Income Tax Credits -
Capital Lease Obligations -
Other -
Total Deferred Credits
and Other Liabilities -
Total Liabilities and Capitalization $ 865,692
Page 2 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic
Energy,
International
Inc.
ASSETS
Electric Utility Plant: $
In Service -
Less Accumulated Depreciation -
Net -
Construction Work in Progress -
Land Held for Future Use -
Leased Property-Net -
Electric Utility Plant-Net -
Investment in Subsidiary Companies -
Investment in Leveraged Leases -
Nuclear Decommissioning Trust Fund -
Nonutility Property and Equipment-Net 17
Other Investments and Funds -
Total Nonutility Property and
Investments 17
Current Assets:
Cash and Temporary Investments -
Accounts Receivable:
Utility Service -
Miscellaneous 12
Allowance for Doubtful Accounts -
Notes Receivable-Associated Companies -
Advances-Associated Companies -
Dividends Receivable-Subsidiaries -
Accounts Receivable-Associated Companies 328
Unbilled Revenues -
Fuel (at average cost) -
Materials and Supplies (at average cost) -
Working Funds -
Deferred Income Taxes -
Deferred Energy Costs -
Prepaid Excise Tax -
Other 20
Total Current Assets 360
Deferred Debits:
Unrecovered Purchased Power Costs -
Unamortized Debt Costs -
Unrecovered State Excise Taxes -
Recoverable Federal Income Taxes -
Deferred Income Taxes -
Other Regulatory Assets -
License Fees -
Other -
Total Deferred Debits -
Total Assets $ 377
Page 3 of 12
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic
Energy,
International
Inc.
LIABILITIES & CAPITALIZATION:
Capitalization:
Common Shareholder's Equity:
Common Stock $ -
Other Equity -
Unearned Compensation -
Retained Earnings (609)
Total Common Shareholder's Equity (609)
Preferred Securities of Atlantic Electric
Not Subject to Mandatory Redemption -
Subject to Mandatory Redemption -
Cumulative Quarterly Income
Preferred Securities -
Long Term Debt -
Total Capitalization (609)
Current Liabilities:
Preferred Stock Redemption Requirement -
Capital Lease Obligations - Current Portion -
Long Term Debt- Current Portion -
Short Term Debt -
Accounts Payable 69
Advances-Associated Companies -
Accounts Payable-Associated Companies 917
Taxes Accrued -
Interest Accrued -
Dividends Declared -
Deferred Income Taxes -
Provision for Rate Refunds -
Other -
Total Current Liabilities 986
Deferred Credits and Other Liabilities:
Deferred Income Taxes -
Deferred Income Tax Credits -
Capital Lease Obligations -
Other -
Total Deferred Credits
and Other Liabilities -
Total Liabilities and Capitalization $ 377
Page 4 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic City
Electric Co.
Consolidated
ASSETS
Electric Utility Plant:
In Service $2,508,220
Less Accumulated Depreciation (871,531)
Net 1,636,689
Construction Work in Progress 117,188
Land Held for Future Use 5,604
Leased Property-Net 39,914
Electric Utility Plant-Net 1,799,395
Investment in Subsidiary Companies -
Investment in Leveraged Leases -
Nuclear Decommissioning Trust Fund 71,120
Nonutility Property and Equipment Net 7,588
Other Investments and Funds 2,162
Total Nonutility Property and
Investments 80,870
Current Assets:
Cash and Temporary Investments 7,927
Accounts Receivable:
Utility Service 64,432
Miscellaneous 19,927
Allowance for Doubtful Accounts (3,500)
Notes Receivable-Associated Companies -
Advances-Associated Companies -
Dividends Receivable-Subsidiaries -
Accounts Receivable-Associated Co. 1,723
Unbilled Revenues 33,315
Fuel (at average cost) 29,603
Materials and Supplies (at average cost) 23,815
Working Funds 15,517
Deferred Income Taxes -
Deferred Energy Costs 33,529
Prepaid Excise Tax 7,125
Other 10,089
Total Current Assets 243,502
Deferred Debits:
Unrecovered Purchased Power Costs 83,400
Unamortized Debt Costs 43,579
Unrecovered State Excise Taxes 54,714
Recoverable Federal Income Taxes 85,858
Deferred Income Taxes -
Other Regulatory Assets 59,575
License Fees -
Other 9,848
Total Deferred Debits 336,974
Total Assets $2,460,741
Page 5 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic City
Electric Co.
Consolidated
LIABILITIES & CAPITALIZATION:
Capitalization:
Common Shareholder's Equity:
Common Stock $ 54,963
Other Equity 489,104
Unearned Compensation -
Retained Earnings 234,948
Total Common Shareholder's Equity 779,015
Preferred Securities of Atlantic Electric
Not Subject to Mandatory Redemption 30,000
Subject to Mandatory Redemption 43,950
Cumulative Quarterly Income
Preferred Securities 70,000
Long Term Debt 802,245
Total Capitalization 1,725,210
Current Liabilities:
Preferred Stock Redemption Requirement 10,000
Capital Lease Obligations - Current 702
Long Term Debt - Current Portion 175
Short Term Debt 64,950
Accounts Payable 63,644
Advances-Associated Companies -
Accounts Payable-Associated Companies 7,398
Taxes Accrued 7,494
Interest Accrued 19,619
Dividends Declared 21,701
Deferred Income Taxes 3,190
Provision for Rate Refunds 13,000
Other 22,390
Total Current Liabilities 234,263
Deferred Credits and Other Liabilities:
Deferred Income Taxes 357,581
Deferred Income Tax Credits 46,577
Capital Lease Obligations 39,212
Other 57,898
Total Deferred Credits
and Other Liabilities 501,268
Total Liabilities and Capitalization $2,460,741
Page 6 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic
Energy
Enterprises
Inc.
Consolidated
ASSETS
Electric Utility Plant:
In Service $ -
Less Accumulated Depreciation -
Net -
Construction Work in Progress -
Land Held for Future Use -
Leased Property-Net -
Electric Utility Plant-Net -
Investment in Subsidiary Companies -
Investment in Leveraged Leases 79,687
Nuclear Decommissioning Trust Fund -
Nonutility Property and Equipment-Net 38,528
Other Investments and Funds 51,388
Total Nonutility Property and
Investments 169,603
Current Assets:
Cash and Temporary Investments 6,567
Accounts Receivable:
Utility Service -
Miscellaneous 4,395
Allowance for Doubtful Accounts -
Notes Receivable-Associated Companies -
Advances-Associated Companies -
Dividends Receivable-Subsidiaries -
Accounts Receivable-Associated Companies 15,713
Unbilled Revenues -
Fuel (at average cost) 79
Materials and Supplies (at average cost) -
Working Funds -
Deferred Income Taxes -
Deferred Energy Costs -
Prepaid Excise Tax -
Other 363
Total Current Assets 27,117
Deferred Debits:
Unrecovered Purchased Power Costs -
Unamortized Debt Costs 844
Unrecovered State Excise Taxes -
Recoverable Federal Income Taxes -
Deferred Income Taxes 114
Other Regulatory Assets -
License Fees 17,733
Other 2,073
Total Deferred Debits 20,764
Total Assets $ 217,484
Page 7 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic
Energy
Enterprises
Inc.
Consolidated
LIABILITIES & CAPITALIZATION:
Capitalization:
Common Shareholder's Equity:
Common Stock $ 48,762
Other Equity 1,770
Unearned Compensation -
Retained Earnings (11,538)
Total Common Shareholder's Equity 38,994
Preferred Securities of Atlantic Electric
Not Subject to Mandatory Redemption -
Subject to Mandatory Redemption -
Cumulative Quarterly Income
Preferred Securities -
Long Term Debt 27,500
Total Capitalization 66,494
Current Liabilities:
Preferred Stock Redemption Requirement -
Capital Lease Obligations - Current Portion -
Long Term Debt - Current Portion 60,500
Short Term Debt -
Accounts Payable 2,795
Advances-Associated Companies 1,684
Accounts Payable-Associated Companies 6,819
Taxes Accrued -
Interest Accrued 371
Dividends Declared -
Deferred Income Taxes -
Provision for Rate Refunds -
Other 1,158
Total Current Liabilities 73,327
Deferred Credits and Other Liabilities:
Deferred Income Taxes 76,527
Deferred Income Tax Credits -
Capital Lease Obligations -
Other 1,136
Total Deferred Credits
and Other Liabilities 77,663
Total Liabilities and Capitalization $ 217,484
Page 8 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Eliminations and
Reclassifications
Debits Credits
ASSETS
Electric Utility Plant:
In Service $ - $ -
Less Accumulated Depreciation - -
Net - -
Construction Work in Progress - -
Land Held for Future Use - -
Leased Property-Net - -
Electric Utility Plant-Net - -
Investment in Subsidiary Companies - 820,250
Investment in Leveraged Leases - -
Nuclear Decommissioning Trust Fund - -
Nonutility Property and Equipment-Net - -
Other Investments and Funds - -
Total Nonutility Property and
Investments - 820,250
Current Assets:
Cash and Temporary Investments - -
Accounts Receivable:
Utility Service - -
Miscellaneous - 62
Allowance for Doubtful Accounts - -
Notes Receivable-Associated Companies - -
Advances-Associated Companies - 1,684
Dividends Receivable-Subsidiaries - 20,291
Accounts Receivable-Associated Companies - 31,114
Unbilled Revenues - -
Fuel (at average cost) - -
Materials and Supplies (at average cost) - -
Working Funds - -
Deferred Income Taxes - -
Deferred Energy Costs - -
Prepaid Excise Tax - -
Other - -
Total Current Assets - 53,151
Deferred Debits:
Unrecovered Purchased Power Costs - -
Unamortized Debt Costs - -
Unrecovered State Excise Taxes - -
Recoverable Federal Income Taxes - -
Deferred Income Taxes - -
Other Regulatory Assets - -
License Fees - -
Other 2,851 2,982
Total Deferred Debits 2,851 2,982
Total Assets $ 2,851 $876,383
Page 9 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Eliminations and
Reclassifications
Debits Credits
LIABILITIES & CAPITALIZATION:
Capitalization:
Common Shareholder's Equity:
Common Stock $103,725 $ -
Other Equity 495,370 4,496
Retained Earnings 222,801 -
Unearned Compensation 2,982 -
Total Common Shareholder's Equity 824,878 4,496
Preferred Securities of Atlantic Electric
Not Subject to Mandatory Redemption - -
Subject to Mandatory Redemption - -
Cumulative Quarterly Income
Preferred Securities - -
Long Term Debt - -
Total Capitalization 824,878 4,496
Current Liabilities:
Preferred Stock Redemption Requirement - -
Capital Lease Obligations - Current Portion - -
Long Term Debt - Current Portion - -
Short Term Debt - -
Accounts Payable - -
Advances-Associated Companies 1,684 -
Accounts Payable-Associated Companies 31,175 -
Taxes Accrued - -
Interest Accrued - -
Dividends Declared 20,291 -
Deferred Income Taxes - -
Provision for Rate Refunds - -
Other - -
Total Current Liabilities 53,150 -
Deferred Credits and Other Liabilities:
Deferred Income Taxes - -
Deferred Income Tax Credits - -
Capital Lease Obligations - -
Other - -
Total Deferred Credits
and Other Liabilities - -
Total Liabilities and Capitalization $878,028 $ 4,496
Page 10 of 12<PAGE>
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic
Energy, Inc.
Consolidated
Assets
Electric Utility Plant:
In Service $2,508,220
Less Accumulated Depreciation (871,531)
Net 1,636,689
Construction Work in Progress 117,188
Land Held for Future Use 5,604
Leased Property-Net 39,914
Electric Utility Plant-Net 1,799,395
Investment in Subsidiary Companies -
Investment in Leveraged Leases 79,687
Nuclear Decommissioning Trust Fund 71,120
Nonutility Property and Equipment-Net 46,147
Other Investments and Funds 53,550
Total Nonutility Property and
Investments 250,504
Current Assets:
Cash and Temporary Investments 15,278
Accounts Receivable:
Utility Service 64,432
Miscellaneous 32,547
Allowance for Doubtful Accounts (3,500)
Notes Receivable-Associated Companies -
Advances-Associated Companies -
Dividends Receivable-Subsidiaries -
Accounts Receivable-Associated Companies -
Unbilled Revenues 33,315
Fuel (at average cost) 29,682
Materials and Supplies (at average cost) 23,815
Working Funds 15,517
Deferred Income Taxes -
Deferred Energy Costs 33,529
Prepaid Excise Tax 7,125
Other 11,354
Total Current Assets 263,094
Deferred Debits:
Unrecovered Purchased Power Costs 83,400
Unamortized Debt Costs 44,423
Unrecovered State Excise Taxes 54,714
Recoverable Federal Income Taxes 85,858
Deferred Income Taxes 127
Other Regulatory Assets 59,575
License Fees 17,733
Other 11,939
Total Deferred Debits 357,769
Total Assets $2,670,762
Page 11 of 12
Atlantic Energy, Inc. and Subsidiaries
Consolidating Balance Sheet
December 31, 1996
(thousands of dollars)
Atlantic
Energy,
Inc.
Consolidated
LIABILITIES & CAPITALIZATION:
Capitalization:
Common Shareholder's Equity:
Common Stock $ 562,746
Other Equity -
Retained Earnings 227,630
Unearned Compensation (2,982)
Total Common Shareholder's Equity 787,394
Preferred Securities of Atlantic Electric
Not Subject to Mandatory Redemption 30,000
Subject to Mandatory Redemption 43,950
Cumulative Quarterly Income
Preferred Securities 70,000
Long Term Debt 829,745
Total Capitalization 1,761,089
Current Liabilities:
Preferred Stock Redemption Requirement 10,000
Capital Lease Obligation-Current Portion 702
Long Term Debt - Current Portion 98,250
Short Term Debt 64,950
Accounts Payable 66,508
Advances-Associated Companies -
Accounts Payable-Associated Companies -
Taxes Accrued 7,504
Interest Accrued 20,241
Dividends Declared 21,701
Deferred Income Taxes 3,190
Provision for Rate Refunds 13,000
Other 24,696
Total Current Liabilities 330,742
Deferred Credits and Other Liabilities:
Deferred Income Taxes 434,108
Deferred Income Tax Credits 46,577
Capital Lease Obligations 39,212
Other 59,034
Total Deferred Credits
and Other Liabilities 578,931
Total Liabilities and Capitalization $2,670,762
Page 12 of 12<PAGE>
<TABLE> <S> <C>
<ARTICLE> OPUR3
<CIK> 0000806393
<NAME> ATLANTIC ENERGY, INC.
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> DEC-31-1996
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 2,670,762
<TOTAL-OPERATING-REVENUES> 980,255
<NET-INCOME> 58,767
</TABLE>
