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File No. 69-249
FORM U-3A-2
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
For the Year Ended December 31, 1999
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
BAY STATE GAS COMPANY
(Name of Company)
hereby files with the Securities and Exchange Commission, pursuant to
Rule U-2, its statement claiming exemption as a holding company from
the provisions of the Public Utility Holding Company Act of 1935 (the
"Act"), and submits the following information:
1. Name, State of organization, location and nature of business of
claimant and every subsidiary thereof.
Bay State Gas Company ("Bay State"), a Massachusetts corporation with
its principal executive offices in Westborough, Massachusetts, is a
gas utility company and a holding company as defined in the Act.
Northern Utilities, Inc. ("Northern"), a New Hampshire corporation
with offices in Portsmouth, New Hampshire, is a wholly owned
subsidiary of Bay State and is also a gas utility company as defined
in the Act. Bay State Energy Enterprises, Inc. ("BSEE"), is a
Massachusetts corporation in Westborough, Massachusetts, and a wholly
owned subsidiary of Bay State and is not a gas utility as defined in
the Act.
Bay State GPE, Inc. ("GPE") a Massachusetts corporation with offices
Westborough, Massachusetts, is a wholly owned subsidiary of Bay State
whose primary business is electric generation.
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.
BAY STATE. The Massachusetts service area of Bay State covers
approximately 1,344 square miles in Massachusetts and, at December 31,
1999, included a population of approximately 2,940,000. At December
31, 1999, Bay State furnished gas service to a total of approximately
268,997 residential, commercial, industrial and interruptible customers
and has franchise rights in 61 communities within
Massachusetts.
Bay State's location serving an area covering approximately 1,000
square miles in southeastern Massachusetts supplies gas service to the
cities of Attleboro, Brockton and Taunton and 35 surrounding towns
("Brockton"). Bay State's location serving an area covering
approximately 254 square miles in western Massachusetts supplies gas
service to the cities of Chicopee, Northampton and Springfield and 16
neighboring towns ("Springfield"). Bay State's location serving an
area covering approximately 90 square miles in northeastern
Massachusetts supplies gas service to the city of Lawrence and 3
neighboring towns ("Lawrence"). None of Bay State's distribution
facilities are outside of Massachusetts.
The gas distributed by Bay State in Massachusetts is principally
pipeline natural gas purchased under a portfolio of domestic gas supply
contracts and transported under capacity contracts to its distribution
system from the producing areas of North America. Bay State distributes
some Canadian pipeline natural gas purchased from Granite.
Bay State produces liquid propane (LP) air gas from LP purchased from
several suppliers. The LP air gas is produced by Bay State's seven
propane air gas plants, all located in the Commonwealth of
Massachusetts, which have a combined storage capacity of 320,249 MMBtu
of natural gas equivalent and a combined rated daily vaporization
capability of 118,194 MMBtu. A list of Bay State's propane air gas
plants, indicating the location and capacity of each plant, is attached
hereto as Schedule A.
Springfield has a owned liquefied natural gas (LNG) facility which
consists of liquefaction equipment capable of liquefying 10,000 MMBtu
of natural gas per day, a 1,020,000 MMBtu storage tank and vaporization
equipment capable of vaporizing 55,000 MMBtu per day. Brockton has a
leased LNG facility with a storage capacity of 800,000 MMBtu and a
rated daily vaporization capability of 50,000 MMBtu. Both the Brockton
and Lawrence have LNG satellite facilities with storage capacities of
8,000 and 12,800 MMBtu, and daily vaporization capability of 12,000 and
19,200 MMBtu, respectively. A list of Bay State's LNG facilities,
indicating the location and capacity of each facility, is attached
hereto as Schedule B.
Bay State does not own any underground storage facilities; rather, it
has storage contracts with the Texas Eastern Corporation, Tennessee Gas
Pipeline Company, CNG Transmission Corporation, and Michigan
Consolidated Company via CoEnergy Trading Company.
NORTHERN. Northern, through its New Hampshire and Maine locations, is
engaged in the distribution and sale of natural gas to residential,
commercial, industrial and interruptible customers in New Hampshire and
Maine.
The service area of Northern covers approximately 808 square miles in
New Hampshire and Maine and, at December 31, 1999, included a
population of approximately 820,000. At December 31, 1999 Northern
furnished gas service to a total of approximately 46,673 customers in
36 communities.
Northern's location serving an area covering approximately 314 square
miles in southeastern New Hampshire supplies gas service to the city of
Portsmouth and 22 surrounding cities and towns ("New Hampshire").
Northern's location serving an area covering approximately 493 square
miles in southern Maine supplies gas service to the cities of Portland,
Lewiston and Auburn and 10 neighboring cities and towns ("Maine").
The gas distributed by Northern is principally pipeline natural gas
purchased under a portfolio of gas supply contracts and transported
under capacity contracts to Northern's distribution system from the
producing areas of North America. Northern distributes some Canadian
pipeline natural gas purchased from Granite State Gas Transmission,
Inc., an affiliate of NiSource Inc.
New Hampshire has one LP air gas plant with a storage capacity of 9,908
MMBtu of natural gas equivalent and rated daily vaporization capability
of 4,080 MMBtu. Maine has one LP air gas plant with a storage capacity
of 16,761 MMBtu of natural gas equivalent and a rated daily
vaporization capability of 10,000 MMBtu (see Schedule A).
Maine has one LNG facility with a storage capability of 13,750 MMBtu
and a rated daily vaporization capability of 28,000 MMBtu (see Schedule
B).
3. The following information for the last calendar year with respect to
claimant and each of its subsidiary public utility companies:
(a) Number of MCF of natural or manufactured gas distributed at retail.
(b) Number of MCF of natural or manufactured gas distributed at retail
outside the state in which each such company is organized.
(c) Number of MCF of natural or manufactured gas sold at wholesale outside
the state in which each such company is organized, or at the state
line.
(d) Number of MCF of natural or manufactured gas purchased outside the
state in which each such company is organized, or at the state line.
FOR TWELVE MONTHS ENDED DECEMBER 31, 1999
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BAY STATE MASSACHUSETTS
(In thousands)
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(a) MCF of gas distributed at retail 32,233
(b) MCF of gas distributed at retail outside of
Massachusetts -
(c) MCF of gas sold at wholesale outside Massachusetts,
or at the Massachusetts state line 4,409
(d) MCF of gas purchased outside Massachusetts, or at
the Massachusetts state line 30,858
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NORTHERN
(In thousands)
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(a) MCF of gas distributed at retail 9,896
(b) MCF of gas distributed at retail outside of New
Hampshire 5,822
(c) MCF of gas sold at wholesale outside New Hampshire,
or at the New Hampshire state line -
(d) MCF of gas purchased outside New Hampshire, or at
the New Hampshire state line 10,405
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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.
(b) Name of each system company that holds an interest in such EWG or
foreign utility company; and description of the interest held.
(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.
(d) Capitalization and earnings of the EWG or foreign utility company
during the reporting period.
(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 agreements(s).
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(a) Bay State GPE, Inc., a Massachusetts Corporations,
is an exempt wholesale generator with its offices at
300 Friberg Parkway, Westborough, Massachusetts. The
Company's two electric production facilities are
located at Bay State Gas Company's take-station on
the Tennessee Gas Pipeline in Agawam, Massachusetts.
The facilities consist of a 1,750 kw Turbo expander,
which uses as a primary energy source the waste
energy released when high pressure gas is
depressurized to enter the lower gas distribution
facility operated by Bay State Gas Company and a 450
kw natural gas-fired internal combustion engine
generator with waste heat recovery whose thermal
output heats the gas entering Bay State Gas
Company's gas distribution system.
(b) Bay State Gas Company owns 100% of Bay State GPE,
Inc.
(c) Bay State Gas Company invested $ 193,133.75
(d) Capitalization at December 31, 1999 $ 195,128.12
(e) Bay State GPE, Inc. has an operation and maintenance
agreement providing for operation and maintenance of
its generating facilities with Bay State Gas
Company. In addition the agreement provides for gas
to operate the generators and other administrative
services. The Company's agreement continues for an
initial period to 2009, subject to termination on
written notice upon of the electric production
facilities.
Expenditures incurred during 1999 under this
agreement amounted to $17 thousand.
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