SEC FILE NO. 70-7727
and
SEC FILE NO. 70-8593
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CERTIFICATE PURSUANT TO
RULE 24
OF PARTIAL COMPLETION OF
TRANSACTIONS
GENERAL PUBLIC UTILITIES CORPORATION
ENERGY INITIATIVES, INC.<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
- - - - - - - - - - - - - - - - - - - - - -
:
In the matter of :
GENERAL PUBLIC UTILITIES CORPORATION : Certificate Pursuant
ENERGY INITIATIVES, INC. : to Rule 24 of Partial
: Completion of
SEC File No. 70-7727 : Transactions
SEC File No. 70-8593 :
(Public Utility Holding Company Act :
of 1935) :
:
- - - - - - - - - - - - - - - - - - - - - -
TO THE MEMBERS OF THE SECURITIES AND EXCHANGE COMMISSION:
The undersigned, General Public Utilities Corporation ("GPU")
and Energy Initiatives, Inc. ("EI") hereby certify pursuant to
Rule 24 of the Rules and Regulations under the Public Utility
Holding Company Act of 1935 (the "Act"), that certain of the
transactions proposed in the Applications, as amended, filed in
SEC file No. 70-7727 and SEC File No. 70-8593, respectively, have
been carried out in accordance with the Commission's Orders dated
June 14, 1995, December 28, 1994, September 12, 1994, December
18, 1992, and June 26, 1990 with respect to the transactions
proposed in the Application, as amended, in SEC File No. 70-7727,
and the Commission's Order dated July 6, 1995 with respect to the
transactions proposed in the Application, as amended, in SEC File
No. 70-8593, as follows:
The following is reported in accordance with Supplemental
Order dated June 14, 1995 for SEC File No. 70-7727:
1. Financial Statements
A copy of EI's unaudited Consolidated Balance Sheet at
September 30, 1995 and unaudited Consolidated Statements of
Operations for the three and nine-month periods ended September
30, 1995 has been filed separately under a request for
1<PAGE>
confidential treatment pursuant to Rule 104(b).
2. Business Activities
Project Development
EI continued preliminary project development of a
proposed approximately 280 megawatt ("MW") gas-fired cogeneration
facility to be located in Kathleen, Georgia, with energy and
capacity to be sold to Georgia Power Company.
With respect to its international activities, EI engaged
in the following:
On July 28, 1995, EI Power, Inc., a wholly owned
subsidiary of GPU, acquired all of the stock of Guaracachi
America, Inc. On July 28, 1995, Guaracachi America, Inc.
acquired fifty percent of the outstanding stock of Empresa
Guaracachi, S.A., a Bolivian electric generating company. GPU,
indirectly through its subsidiary Guaracachi America, Inc.,
invested approximately US$47 million in Empresa Guaracachi, S.A..
Guaracachi America, Inc. and Empresa Guaracachi, S.A., are exempt
wholesale generators ("EWG's).
EI also continued to engage in other project development
activities both domestically and internationally (including in
China, South America and Australia).
Project Related Services
EI continued to provide management, administrative
and/or operating services to the following projects (either
directly or through subsidiaries), in which EI has a direct or
indirect ownership interest:
Project Project Owner Location
Marcal Prime Energy L.P. NJ
Berkeley OLS Acquisition Corp. CA
Chino OLS Acquisition Corp. CA
Camarillo OLS Acquisition Corp. CA
Onondaga Onondaga Cogeneration L.P. NY
Lake Lake Cogen L.P. FL
Pasco Pasco Cogen L.P. FL
Syracuse Project Orange Associates L.P. NY
Ada Ada Cogeneration L.P. MI
In addition, EI Services Canada Limited (a wholly-owned
subsidiary of EI Canada Holding Limited, which in turn is a
wholly-owned subsidiary of EI) has commenced start-up of its
operations. EI Services Canada Limited, an EWG, was formed to
provide operations and maintenance services to EWGs in Canada,
2<PAGE>
and will initially provide such services to Brooklyn Energy
Limited Partnership, an EWG.
3. Guarantees which GPU has Agreed to Grant
No matters to be reported.
4. Guarantees Issued
EI or GPU, for the benefit of EI, has obtained the
following standby letters of credit which were effective during
the period July 1, 1995 through September 30, 1995:
(a) On August 7, 1995, a letter of credit in the face
amount of $7,000,000 was issued by Citibank
pursuant to its credit agreement with EI("Citibank
Credit Agreement") in favor of Georgia Power
Company, to support EI's commitment to construct a
300 MW cogeneration facility pursuant to its Power
Sales Agreement with Georgia Power Company. The
letter of credit carries a fee equal to .5 of 1
percent per annum of the face amount, plus a .10
percent fronting fee, and expires on August 7,
1996.
(b) On June 16, 1994, a letter of credit in the face
amount of $5,000,000 was issued by Chase Manhattan
Bank in favor of Mellon Bank to support debt
service coverage on the Onondaga Project. The
letter of credit carries a fee equal to 0.7 of 1
percent per annum of the face amount, and expires
on June 16, 1997. GPU entered into the related
reimbursement agreement.
(c) On March 11, 1994, a letter of credit in the face
amount of $9,700,000 was issued by Canadian
Imperial Bank, in favor of The Mutual Life
Assurance Company of Canada to support EI's equity
commitment to Brooklyn Energy Limited Partnership,
an EWG. The letter of credit carries a fee equal
to 0.625 of 1 percent per annum of the face amount,
and expires on January 11, 1996. GPU entered into
the related reimbursement agreement.
On August 14, 1995, the letters of credit in the face
amount of $2,000,000 and $3,000,000 issued under the Citibank
Credit Agreement on June 29, 1995, were cancelled.
On July 14, 1995, a letter of credit in the face amount
of $1,300,00, issued by Mellon Bank, N.A. on November 5, 1993,
was cancelled.
3<PAGE>
On July 1, 1995, a letter of credit in the face amount
of $2,000,000 issued by United Jersey Bank on June 28, 1994,
expired.
In addition, GPU has guaranteed payments to General
Electric Capital Corporation of amounts up to $7,026,000 to the
extent Lake Cogen, Ltd. fails to pay rent when due under the
terms of the project lease or chooses not to renew the lease
after its initial 11-year term.
5. Services obtained from associated companies
Services obtained from GPU Service Corporation consisted
of (i) administrative, internal auditing, accounting and risk
management services; (ii) information services and
telecommunications services, and (iii) pension administration
services. The total dollar value of such services provided during
the period July 1, 1995 through September 30, 1995 was
approximately $72,000.
In addition, Pennsylvania Electric Company provided
consulting services to EI in the amount of approximately $18,000
in support of various foreign and domestic project development
activities.
6. Services provided to associated companies
A description of services provided by EI to associate
companies during the period July 1, 1995 through September 30,
1995 has been filed separately under a request for confidential
treatment under Rule 104(b).
7. Investments by GPU in Qualifying Facilities, Exempt
Wholesale Generators and Foreign Utility Companies, Percentage of
Equity Ownership
Set forth below is a summary of the direct or indirect
investments by GPU, as of September 30, 1995 in QFs, EWGs and
FUCOs, as well as the percentage of equity ownership. All the
entities owning equity interests in these investments which are
not affiliated with GPU are domestic corporations, with the
exception of Polsky Energy Corp. of Brooklyn and Brooklyn Cogen
Limited, which are incorporated in Canada, and Cititrust
(Bahamas) Limited, which is incorporated in Bahamas.
4<PAGE>
Book Value
of GPU GPU's%
QF Investment Equity
Associate or at 9/30/95 Owner- Owners not Affiliated
Company EWG ($000) ship with GPU
Prime Energy LP QF $ 7,016 50% Prudential Insurance Company
of America
OLS Power, LP QF - 50% Prudential Insurance Company
of America
Onondaga Cogen QF 17,314 50% New York Cogenco, Inc.
LP
Lake Cogen, LP QF 4,606 42% Lake Interests Holding, Inc.
Project Orange QF 253 4% G.A.S. Orange Partners, LP
Associates, LP NCP Syracuse Inc.
Syracuse Investment Inc.
Stewart & Stevenson
Operations, Inc.
Met Life Capital Corporation
Ada Cogenera- QF 23 1% Cogen Development Co.
tion, LP Coenergy Ventures, Inc.
Pasco Cogen, QF 16,220 47% PAS Power Company
Ltd. Pasco Int. Holding, Inc.
FPB Cogeneration QF - 30% FPB Cogen, Inc.
Partners, LP FPB California
Cogeneration Corp.
Selkirk Cogen EWG 17,709 20% JMC Selkirk, Inc.
Partners LP and Cogen Technologies
QF Selkirk GP, Inc.
Cogen Technologies
Selkirk, LP
JMCS I Investors, LP
Brooklyn Energy EWG 182 75% Polsky Energy Corp. of
LP Brooklyn
Brooklyn CoGen Limited
Empresa EWG 47,786 50% Cititrust (Bahamas)
Guaracachi S.A. Limited
5<PAGE>
Book Value
of GPU GPU's%
QF Investment Equity
Associate or at 9/30/95 Owner- Owners not Affiliated
Company EWG ($000) ship with GPU
Guaracachi EWG 32,684 100% Not applicable
America, Inc.
EI Power, Inc. EWG 32,820 100% Not Applicable
Inactive
EI International EWG (12) 100% Not Applicable
EI Services EWG 59 100% Not Applicable
Colombia, Ltda
Total GPU Investment $176,660
6<PAGE>
At September 30, 1995, GPU also owned, directly or
indirectly, interests in the following EWGs, in which its
aggregate investment did not exceed $10,000: EI Barranquilla,
Inc.; Barranquilla Lease Holding, Inc.; Los Amigos Leasing
Company, Ltd.; International Power Advisors, Inc.; EI Canada
Holding Ltd.; EI Services Canada Ltd.; EI Brooklyn Power Ltd.; EI
Brooklyn Investment Ltd.; Austin Cogeneration Corporation; Austin
Cogeneration Partners, L.P.; Hanover Energy Corporation; EI Power
(China), Inc.; China Power Partners, L.P.; EI Power (China)I,
Inc.; Ming Jiang Power Partners, L.P.; EI Power (China)II, Inc.;
Nanjing Power Partners, L.P.; EI Power (China) III, Inc.; Zhuang
He Power Partners, L.P. GPU owns a 50% interest in China Power
Partners, L.P., Ming Jiang Power Partners, L.P., Nanjing Power
Partners, L.P., and Zhuang He Power Partners, L.P. The remaining
interests are owned by Intesol International, Ltd., a Hawaii
corporation. GPU owns a 100% interest in each of the other EWGs.
8. During the period July 1, 1995 through September 30, 1995
there was no intellectual property provided to EI by any
associate company, or provided by EI to any associate company.
___________________________________
There are no matters to be reported in accordance with
Order dated July 6, 1995 in SEC File No. 70-8593 in addition to
the investment in Empresa Guaracachi, S.A., described in item 2
above, and the reimbursement agreements described in item 4
above.
7<PAGE>
SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE PUBLIC UTILITY HOLDING
COMPANY ACT OF 1935, THE UNDERSIGNED COMPANIES HAVE DULY CAUSED
THIS CERTIFICATE TO BE SIGNED ON THEIR BEHALF BY THE UNDERSIGNED
THEREUNTO DULY AUTHORIZED.
GENERAL PUBLIC UTILITIES CORPORATION
By:
T. G. Howson,
Vice President and Treasurer
ENERGY INITIATIVES, INC.
By:
B. L. Levy, President
Date: November 16, 1995<PAGE>
