SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
FORM U-6B-2
Certificate of Notification
Filed by a registered holding company or subsidiary thereof pursuant to Rule
U-20-(d) [Reg. Section 250.20, Paragraph 36,652] or U-47 [Reg. Section 250.47,
Paragraph 36,620] adopted under the Public Utility Holding Company Act of 1935
Certificate is filed by: Public Service Company of Colorado (the "Company")
This certificate is notice that the above named company has issued, renewed
or guaranteed the security or securities described herein which issue, renewal
or guaranty was exempted from the provisions of Section 6(a) of the Act and was
neither the subject of a declaration or application on Form U-1 nor included
within the exemption provided by Rule U-48 [Reg. Section 250.48, Paragraph
36,621].
1. Type of the security or securities:
a) First Collateral Trust Bonds, Series No. 6
b) First Mortgage Bonds, Collateral Series F
2. Issue, renewal or guaranty:
a) issue
b) issue
3. Principal amount of each security:
a) $250,000,000
b) $250,000,000
4. Rate of interest per annum of each security:
a) 6.0%
b) does not bear interest
5. Date of issue, renewal or guaranty of each security:
a) April 20, 1998
b) April 20, 1998
6. If renewal of security, give date of original issue: Not applicable.
7. Date of maturity of each security:
a) April 15, 2003
b) April 15, 2003
8. Name of the person to whom each security was issued, renewed or guaranteed:
a) Public - investors
b) U.S. Bank Trust National Association (trustee)
9. Collateral given with each security, if any:
a) Lien on electric property of the Company as provided in Indenture
dated as of October 1, 1993 and First Mortgage Bonds, Collateral
Series F
b) Lien on all assets of the Company as provided in Indenture dated as of
December 1, 1939
10. Consideration received for each security:
a) $250,000,000
b) $0 (the First Collateral Trust Bonds, Series No. 6 were issued on the
basis of the First Mortgage Bonds, Collateral Series F which were
issued to the trustee for the benefit of the bondholders of the First
Collateral Trust Bonds, Series No. 6)
11. Application of proceeds of each security:
a) Net proceeds used for general corporate purposes and to repay short
term and other debt incurred for such purposes.
b) Not applicable.
12. Indicate by a check after the applicable statement below whether the issue,
renewal or guaranty of each security was exempt from the provisions of
Section 6(a) because of:
a) the provisions contained in the first sentence of Section 6(b): Not
applicable
b) the provisions contained in the fourth sentence of Section 6(b): Not
applicable
c) the provisions contained in any rule of the commission other than Rule
U-48: Both issuances.
------------------------------------------------------------------------------
13. If the security or securities were exempt from the provisions of Section
6(a) by virtue of the first sentence of Section 6(b), give the figures
which indicate that the security or securities aggregate (together with all
other than outstanding notes and drafts of a maturity of nine months or
less, exclusive of days of grace, as to which such company is primarily or
secondarily liable) not more than 5 percentum of the principal amount and
par value of the other securities of such company then outstanding. (Demand
notes, regardless of how long they may have been outstanding, shall be
considered as maturing in not more than nine months for purposes of the
exemption from Section 6(a) or the Act granted by the first sentence of
Section 6(b).
Not applicable.
14. If the security or securities are exempt from the provisions of Section
6(a) because of the fourth sentence of Section 6(b), name the security
outstanding on January 1, 1935, pursuant to the terms of which the security
or securities herein described have been issued.
Not applicable.
15. If the security or securities are exempt from the provisions of Section
6(a) because of any rule of the Commission other than Rule U-48 [Reg.
Section 250.48, Paragraph 36,621] designate the rule under which exemption
is claimed.
Rule 52(a)
Public Service Company of Colorado
By: /s/ James D. Steinhilper
_____________________________
James D. Steinhilper
Treasurer
Date: April 28, 1998
