SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM U-3A-2
File No. 69-373
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
LG&E ENERGY CORP.
(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. In support of such claim for
exemption the following information is submitted:
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.
LG&E Energy Corp. (the Company) is a public utility holding company which is
incorporated in the Commonwealth of Kentucky and located in Louisville,
Kentucky. The Company was formed in 1989 to acquire or hold stock of other
corporations providing energy related services. The company has two first-tier
subsidiaries: Louisville Gas and Electric Company (LG&E) and LG&E Energy
Systems Inc. (Energy Systems). The Company became the holding company of LG&E
pursuant to a mandatory share exchange effective August 17, 1990.
Louisville Gas and Electric Company
LG&E is the only subsidiary of the Company that is a public utility company
under the Public Utility Holding Company Act (the Act). LG&E's conduct and
rates in Kentucky are governed by the Public Service Commission of Kentucky.
LG&E is incorporated in the Commonwealth of Kentucky and has its principal
executive offices in Louisville, Kentucky. The principal businesses are the
generation, transmission, distribution and sale of electric energy and the
transmission, distribution and sale of natural gas.
LG&E Energy Systems Inc.
Energy Systems was incorporated in 1991 in the Commonwealth of Kentucky and has
its principal executive offices in Louisville, Kentucky. Energy Systems
manages all non-utility business activities of LG&E Energy Corp. Energy
Systems has four wholly-owned first-tier subsidiaries, LG&E Power Inc. (LPI);
LG&E International Inc. (LII); LNGCG Inc.; and LNGCL Inc.
LG&E Power Inc.
LPI is a Delaware corporation with its principal executive offices located in
Louisville, Kentucky. LPI is a fully integrated power producer involved with
its subsidiaries in the development, design, construction, operation and
ownership of electric plants and cogeneration facilities in the United States
and in foreign countries. All of the power plants and cogeneration facilities
in which LPI or its subsidiaries maintains an ownership interest are either
qualifying facilities or exempt wholesale generators under the Public Utility
Regulatory Policies Act.
The name, state of organization, location and nature of business for the direct
and indirect subsidiaries of LPI are as follows (a key to the nature-of-
business codes follows the list):
State of Nature
Name of Organ- Loca- of Busi-
Company ization tion ness
LG&E Power Engineers
and Constructors Inc. CA Irvine, CA (A)
LG&E Power Constructors, Inc. CA Irvine, CA (B)
Ultraclean Incorporated CA Irvine, CA (C)
LG&E Power Operating
Services Inc. CA Irvine, CA (D)
LG&E Power Operations Inc. CA Irvine, CA (E)
HD/WS Corporation
(70% ownership interest) CA Irvine, CA (F)
LG&E Power 5 Incorporated CA Irvine, CA (G)
LG&E Power 6 Incorporated CA Irvine, CA (G)
LG&E Power 11 Incorporated CA Irvine, CA (G)
LG&E Southampton Incorporated CA Irvine, CA (G)
LG&E Power 12 Incorporated CA Irvine, CA (G)
LG&E Altavista Incorporated CA Irvine, CA (G)
LG&E Power 13 Incorporated CA Irvine, CA (G)
LG&E Hopewell Incorporated CA Irvine, CA (G)
LG&E Power 14 Incorporated CA Irvine, CA (H)
LG&E Buena Vista Incorporated CA Irvine, CA (H)
LG&E Power 15 Incorporated CA Irvine, CA (G)
Rensselaer Cogeneration, Inc. CA Irvine, CA (H)
Rensselaer Power Investments, Inc. CA Irvine, CA (H)
LG&E Power 16 Incorporated CA Irvine, CA (G)
LG&E Power Roanoke Incorporated CA Irvine, CA (G)
LG&E Power 17 Incorporated CA Irvine, CA (H)
Nova Cogeneration, Inc. DE Irvine, CA (H)
Nova Cogen, Ltd. VA Irvine, CA (H)
LG&E Power 18 Incorporated CA Irvine, CA (H)
LG&E Erie Power
Partners Incorporated CA Irvine, CA (G)
LG&E Power 20 Incorporated CA Irvine, CA (H)
LG&E Power 21 Incorporated CA Irvine, CA (G)
LG&E Power 21 Wind Incorporated CA Irvine, CA (G)
LG&E Power 22 Incorporated CA Irvine, CA (H)
LG&E Power 23 Incorporated CA Irvine, CA (H)
LG&E Power 29 Incorporated CA Irvine, CA (G)
LG&E Power 30 Incorporated CA Irvine, CA (G)
LG&E Power 31 Incorporated CA Irvine, CA (G)
LG&E Power 31 Wind Incorporated CA Irvine, CA (G)
LG&E Power Generation
Limited Inc. CA Irvine, CA (H)
Hadson Pakistan, Inc. OK Irvine, CA (C)
RM Sandstone 1 Inc. CA Irvine, CA (C)
RM Sandstone 2 Inc. CA Irvine, CA (C)
BA Pier Inc. CA Irvine, CA (C)
Ultrasystems Construction Co., Inc. CA Irvine, CA (I)
LG&E Power Development Inc. CA Fairfax, VA (J)
Ultra Cogen Systems, Inc. CA Irvine, CA (C)
Thermal Resources Incorporated CA Irvine, CA (C)
LG&E Environmental Corporation CA Irvine, CA (K)
Ultrasystems Big Rock
Incorporated CA Irvine, CA (C)
Ultrasystems Energy
Mountain Incorporated CA Irvine, CA (C)
Hadson Canada, Inc. Canada Irvine, CA (C)
LG&E Power Marketing Inc. CA Fairfax, VA (L)(G)
American Power Incorporated CA Irvine, CA (H)
Key to LPI nature-of-business codes:
A) Engineering and project management
B) Construction
C) Inactive
D) Power facilities management and operation
E) Power project ownership, management and development
F) Holding company for ash disposal activities (inactive)
G) Owner of investment in power facility/facilities
H) Owner of investment in power facility/facilities (inactive)
I) Construction (inactive)
J) Power project development
K) Environmental project development (inactive)
L) Power marketing and brokering
LG&E International Inc.
LG&E International Inc. (LII), formed in 1993, is a Delaware corporation with
its principal executive offices located in Louisville, Kentucky. LII was
formed to own and manage international business activities of the Company.
The name, state or country of organization, location and nature of business for
the direct subsidiaries of LII are as follows (a key to the nature-of-business
codes follows the list):
State or
Coun-
try of Nature
Name of Organ- Loca- of Busi-
Company ization tion ness
LG&E Mendoza Services Inc. Cayman Cayman (A)
Islands Islands
LG&E Power Venezuela, Inc. DE Louisville, (A)
KY
LG&E Power Venezuela I, Inc. Cayman Cayman (A)
Islands Islands
LG&E Power Argentina I, Inc. DE Louisville, (B)
KY
Key to LII nature-of-business codes:
A) Owner of investment in power facility/facilities (inactive)
B) Owner of investment in power facility/facilities (active)
LNGCG Inc./LNGCL Inc.
LNGCG Inc. (LNGCG) and LNGCL Inc. (LNGCL) are Delaware corporations with
principal executive offices located in Wilmington, Delaware.
LNGCG and LNGCL are the general and limited partners, respectively, of each of
LG&E Gas Marketing, L.P. and LG&E Gas Marketing II, L.P. (the Partnerships).
In 1992, the Partnerships acquired an approximate aggregate 36.5% ownership
interest in Natural Gas Clearinghouse, a Colorado general partnership (NGC),
with its principal executive offices located in Houston, Texas. NGC is a
natural gas marketing company. The Partnerships sold their interests in NGC in
January 1994.
2. A brief description of the properties of claimant and each of its subsid-
iary public utility companies used for the generation, transmission, and
distribution of electric energy for sale, or for the production, transmis-
sion, 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.
The Company is not a "public utility company" as that term is defined in the
Act and does not own any properties used for the generation, transmission and
distribution of electric energy for sale, or for the production, transmission
and distribution of natural or manufactured gas. None of the Company's
subsidiaries, other than LG&E, is a public utility company.
At December 31, 1994, LG&E owned and operated the following electric generating
stations, all of which are located in Kentucky:
Year in Capability
Service Rating
Steam Stations:
Mill Creek - Kosmosdale, KY
Unit 1 1972 303,000
Unit 2 1974 301,000
Unit 3 1978 386,000
Unit 4 1982 466,000
Total Mill Creek 1,456,000
Cane Run - Louisville, KY
Unit 3 1958 115,000
Unit 4 1962 155,000
Unit 5 1966 168,000
Unit 6 1969 240,000
Total Cane Run 678,000
Trimble County - Bedford, KY
Unit 1 1990 (1) 371,000
Combustion Turbine Generators
(peaking capability):
Zorn 1969 16,000
Paddy's Run 1968 43,000
Cane Run 1968 16,000
Waterside 1964 33,000
Total combustion turbine generators 108,000
Total capability rating 2,613,000
1) Amount shown represents LG&E's 75 percent interest in the unit. In
February 1991, LG&E completed a sale to the Illinois Municipal Electric
Agency (IMEA) of a 12.12% (approximately 60 megawatts) undivided interest
in the unit. In February 1993, LG&E sold 12.88% (approximately 64
megawatts) of its interest in the unit to the Indiana Municipal Power
Agency (IMPA). LG&E is responsible for operation of the unit and is
reimbursed by IMEA and IMPA for expenditures related to the unit based on
their proportionate share of ownership interest.
LG&E also owns an 80 Mw hydroelectric generating station located in Louisville,
operated under license issued by the Federal Energy Regulatory Commission.
At December 31, 1994, LG&E's electric transmission system included 20 substa-
tions with a total capacity of approximately 10,175,697 Kva and approximately
565 structure miles of lines. The electric distribution system included 83
substations with a total capacity of approximately 3,068,277 Kva, 3,505
structure miles of overhead lines, 233 miles of underground conduit, and 5,335
miles of underground conductors. All of these facilities are located in
Kentucky. LG&E's electric transmission system also includes approximately 83
structure miles of high voltage transmission lines in Indiana, providing
transmission service between points within the LG&E system and between LG&E and
neighboring utilities, and one substation with a capacity of 448,000 Kva
located in Indiana.
LG&E's gas transmission system includes 177 miles of transmission mains, and
the gas distribution system includes 3,312 miles of distribution mains, all of
which are located in Louisville and surrounding counties in Kentucky.
LG&E operates five underground gas storage facilities with a current working
gas capacity of approximately 14.6 million Mcf. Four of these facilities are
located entirely within Kentucky and the other extends under the Ohio River
between Kentucky and Indiana.
3. The following information for the last calendar year with respect to
claimant and each of its subsidiary public utility companies:
a) Number of KWH of electric energy sold (at retail or wholesale), and MCF of
natural or manufactured gas distributed at retail.
Company LG&E
KWH None 12,282,613,151
MCF None 50,012,785
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.
Company LG&E
KWH None None
MCF None 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 orga-
nized, or at the State line.
Company LG&E
KWH None 1,511,535,000
MCF None None
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.
Company LG&E
KWH None 210,262,000
MCF None None
Attached as Exhibit A are the consolidating balance sheets as of December 31,
1994, and consolidating income statements and consolidating statements of
retained earnings for the twelve months ended December 31, 1994, for LG&E
Energy Corp. and its subsidiaries. These statements exclude those LPI subsid-
iaries that do not have any assets or liabilities.
During 1992, the Company acquired an aggregate 36.5% interest in NGC, and in
January 1994, the Company sold that interest. The Company's gain on the sale
of its investment in NGC is reflected in gain on sale of discontinued opera-
tions in the accompanying consolidating income statements.
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.
1. LG&E Power Generation, L.P. - LG&E Power Generation, L.P. (Power Genera-
tion) is a California limited partnership with its principal executive
offices located at 12500 Fair Lakes Circle, Fairfax, Virginia 22023. Power
Generation received EWG status on October 18, 1993. Power Generation is
inactive and currently does not use any facilities for the generation,
transmission and distribution of electric energy for sale or for the
distribution at retail of natural or manufactured gas.
2. LG&E Power Marketing Inc. - LG&E Power Marketing Inc. (Power Marketing) is
a California corporation with its principal executive offices located at
12500 Fair Lakes Circle, Fairfax, Virginia 22023. Power Marketing received
EWG status on April 19, 1994. Power Marketing owns a 50% interest in LG&E
Power 15, Incorporated, which is a 50% owner of a 79 megawatt gas-fired
combined cycle qualifying cogeneration facility located in Rensselaer, New
York (Rensselaer), at 39 Riverside Avenue, Rensselaer, New York 12144.
Power Marketing therefore owns a 25% interest in Rensselaer. Rensselaer,
which received qualifying facility status in 1991 and was recertified in
1993, sells power exclusively at wholesale to Niagara Mohawk Power Corpora-
tion under a long-term power purchase agreement executed in December 1987.
Power Marketing is engaged directly and exclusively in the business of
owning a part of Rensselaer, and selling at wholesale electric energy from
Rensselaer and other sources not owned by Power Marketing.
3. Westmoreland-LG&E Partners - Westmoreland-LG&E Partners (WLP) is a Virginia
general partnership with its principal executive offices located at Highway
158 and Railroad Street, Weldon, North Carolina 27890. WLP received EWG
status on August 16, 1993. WLP owns two power generation facilities:
Roanoke Valley I (ROVA I) and Roanoke Valley II (ROVA II). ROVA I is a
pulverized coal-fired cogeneration facility, consisting of a boiler and
extraction/condensing steam turbine generator with a net power production
capacity of approximately 165 MW in the summer and 167 MW in the winter,
and a transmission line of less than 100 yards in length. ROVA I is
located in Weldon Township, near Roanoke Rapids, North Carolina, at the
address listed above. ROVA II is located adjacent to ROVA I, and is also a
pulverized coal-fired cogeneration facility, consisting of a boiler and
extraction/condensing steam turbine generator with a net power production
capacity of approximately 44 MW in the summer and 45 MW in the winter. WLP
is engaged directly and exclusively in the business of owning or operating,
or both owning and operating, all or part of the ROVA I and ROVA II
facilities and selling electricity at wholesale to Virginia Electric and
Power Company (operating as North Carolina Power), and thermal energy to a
steam host adjacent to the facilities. Both ROVA I and ROVA II are
qualifying facilities under the Public Utility Regulatory Policies Act, and
WLP intends to maintain such status for ROVA II. However, WLP terminated
its QF status for ROVA I in January 1995.
4. UC Operating Services - UC Operating Services (UCOS) is a California
general partnership with its principal executive offices located at 9881
Broken Land Parkway, Suite 300, Columbia, Maryland 21046. UCOS received
EWG status on November 4, 1993. UCOS is engaged, either directly or
through a PUHCA Section 2(a)(11)(B) affiliate, solely in the business of
operating Eligible Facilities, as defined in the Energy Policy Act of 1992,
pursuant to facility operating agreements, including the Eligible Facili-
ties set forth below.
Project Electricity Purchaser
Panther Creek Partners Metropolitan Edison
Archbald Cogeneration Pennsylvania Power & Light
LG&E-Westmoreland Rensselaer Niagara Mohawk Power Corp.
Westmoreland-LG&E Partners - ROVA I Virginia Electric & Power
Westmoreland-LG&E Partners - ROVA II Virginia Electric & Power
LG&E-Westmoreland Southampton Virginia Electric & Power
LG&E-Westmoreland Hopewell Virginia Electric & Power
LG&E-Westmoreland Altavista Virginia Electric & Power
Babcock Ultrapower West Enfield Bangor Hydro
Babcock Ultrapower Jonesboro Bangor Hydro
Ultrapower 3 Blue Lake Pacific Gas & Electric
Colmac Energy Inc. Southern California Edison
Rio Bravo - Jasmin Southern California Edison
Rio Bravo - Poso Pacific Gas & Electric
Rio Bravo - Rocklin Pacific Gas & Electric
Rio Bravo - Fresno Pacific Gas & Electric
SEGS VIII Southern California Edison
SEGS IX Southern California Edison
Dexzel EOR Steam Project Pacific Gas & Electric
Colstrip Energy Montana Power Company
Limited Partnership
All of the electric energy generated by the Eligible Facilities is sold at
wholesale within the United States, and no retail sales of electricity have
been or will be made from such facilities.
b) Name of each system company that holds an interest in such EWG or foreign
utility company; and description of the interest held.
1. Power Generation - Power Generation is a California limited partnership,
the general partner of which is LG&E Power 23 Incorporated, a California
corporation, and the limited partner of which is LG&E Power Generation
Limited Inc., a California corporation. The general and limited partners
are wholly-owned subsidiaries of LG&E Power Operations Inc. (LPO), a
California corporation that is a wholly owned subsidiary of LPI.
2. Power Marketing - Power Marketing is a wholly-owned subsidiary of LG&E
Power Development Inc., a California corporation which is a wholly-owned
subsidiary of LPI.
3. Westmoreland-LG&E Partners - Westmoreland-LG&E Partners is a Virginia
general partnership which is 50% owned by LG&E Roanoke Valley L.P. (Roanoke
Valley), a California limited partnership. The general partner of Roanoke
Valley is LG&E Power 16 Incorporated (Power 16), a California corporation.
The limited partner of Roanoke Valley is LG&E Power Roanoke Incorporated
(Power Roanoke), a California corporation. Both Power 16 and Power Roanoke
are wholly-owned subsidiaries of LPO, which is a wholly-owned subsidiary of
LPI.
4. UCOS - UCOS is a California general partnership, the general partners of
which are LG&E Power Operating Services Inc. (LPOS) and COSI Ultra, Inc.
(COSI). LPOS and COSI each own 50% of UCOS. LPOS is a wholly-owned
subsidiary of LPI. COSI is a wholly-owned subsidiary of Constellation
Operating Services Incorporated, a third-tier subsidiary of Baltimore Gas
and Electric Company, an exempt public utility holding company.
An organizational chart showing the ownership of each EWG and the relationship
of each EWG to the associate companies and the holding company system is
included as Exhibit C hereto.
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.
1. Power Generation - Initial capitalization of $1,000.
2. Power Marketing - Paid-in capital of $2,695,000.
3. Westmoreland-LG&E Partners - Paid-in capital of $22,901,000.
In connection with the financing of various power projects, Energy Systems
and LPI provide equity funding commitments and guarantee the construction
and performance of the projects. Ascertainable equity funding commitments
were $27 million at December 31, 1994. Contingent construction and project
performance guarantees totaled approximately $104 million at December 31,
1994.
Through a support agreement with Energy Systems for the benefit of certain
Energy Systems' lenders, LG&E Energy Corp. has agreed to provide Energy
Systems with the necessary funds and financial support to meet the foregoing
contingencies.
Westmoreland Energy, Inc. (WEI) is a partner along with LPI in six
cogeneration projects in operation or under construction. Under an agree-
ment signed on April 15, 1993, Energy Systems guaranteed (in exchange for
fees and other consideration) the equity funding commitment of WEI in
connection with the following three projects: Roanoke Valley I, Roanoke
Valley II and Rensselaer. The outstanding commitments resulting from this
agreement total $4.6 million as of December 31, 1994. WEI funded their
equity commitments for the Roanoke Valley I and Rensselaer projects on
December 30, 1994.
During 1993, the Company signed an agreement with Greyrock Capital Group,
Inc. (Greyrock, formerly known as Nations Financial Capital Corporation)
under which Greyrock agreed, in exchange for fees, to assume $26.9 million
of the Company's contingent equity funding commitment for Roanoke Valley I
and II resulting from its April 15, 1993, agreement with WEI. As a result
of WEI's equity funding on December 30, 1994, the Greyrock obligation to
fund was reduced to $4.6 million, related solely to Roanoke Valley II.
On November 8, 1994, Westmoreland Coal Company (Westmoreland), the parent of
WEI, together with certain of Westmoreland's subsidiaries other than WEI,
filed for protection under Chapter 11 of the U.S. Bankruptcy Code. Accord-
ing to Westmoreland, this filing was made in order to facilitate the sale of
its Kentucky Criterion Coal unit (Kentucky Criterion), and would leave
unaffected all of Westmoreland's existing debt obligations and stockholder
interests. On December 16, 1994, the United States Bankruptcy Court for the
District of Delaware issued an order confirming the Westmoreland Plan of
Reorganization (the Plan). Pursuant to the Plan, Westmoreland completed its
sale of Kentucky Criterion to CONSOL of Kentucky, Inc. on December 22, 1994.
The proceeds from the sale were used to pay in full Westmoreland's outstand-
ing indebtedness to its principal creditors. After these payments,
Westmoreland emerged from bankruptcy. The proceeds from the sale of
Kentucky Criterion were also used to fund Westmoreland's equity commitments
related to Roanoke Valley I and Rensselaer on December 30, 1994, as dis-
cussed above.
Technical defaults may have resulted with certain project lenders by reason
of the bankruptcy filing. However, based upon discussions with the
projects' lenders and their consent to the Kentucky Criterion sale, the
Company does not anticipate that the projects' lenders or others will take
action, as a result of the technical defaults, that would adversely affect
the projects or the Company's interests, or that would have a material
adverse effect on the Company's financial position or its consolidated
results of operations.
4. UCOS - Paid-in capital of $9,464,000.
d) Capitalization and earnings of the EWG or foreign utility company during
the reporting period.
1. Power Generation
Initial capitalization of $1,000; no earnings as of December 31, 1994.
2. Power Marketing
The following sets forth Power Marketing's capitalization and 1994 earnings:
Capitalization $2,454,000
Earnings (loss) (241,000)
3. Westmoreland-LG&E Partners
The following sets forth capitalization and 1994 earnings related to the 50%
ownership of WLP attributable to Roanoke Valley:
Capitalization $24,039,000
Earnings 1,322,000
4. UCOS
The following sets forth capitalization and 1994 earnings related to the 50%
ownership of UCOS attributable to LPOS:
Capitalization $9,652,000
Earnings 1,715,000
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).
1. Power Generation - None.
2. Power Marketing - In 1994, Power Marketing entered into an Electricity
Brokerage Agreement and a Dispatching Services Agreement with the Company's
public utility subsidiary, Louisville Gas and Electric Company. Under the
terms of the Electricity Brokerage Agreement, Power Marketing is obligated
to use its reasonable best efforts to broker excess power generated by LG&E
for off-system sales and broker power LG&E desires to purchase for no
charge, at such times as LG&E requests such services. However, LG&E has no
obligation under the Agreement to permit Power Marketing to broker its
power.
Under the terms of the Dispatching Services Agreement, LG&E performs, on a
nonexclusive basis, power dispatching and scheduling services, short-term
marketing, accounting of power movement, and transmission coordination
service for the benefit of Power Marketing. LG&E is not obligated to secure
generators, purchasers or sellers of power, or to perform any wheeling or
transmission services for Power Marketing. LG&E's obligation to provide the
above-mentioned services is also qualified by 1) its prior right to use its
facilities to serve its native-load customers or other persons or entities
pursuant to any agreements existing prior to the execution of the Dispatch-
ing Services Agreement, 2) any capacity restraints imposed on its dispatch-
ing facilities, and 3) regulatory impediments. Further, LG&E has no
obligation to expand its existing facilities to perform the services
described above, and the non-exclusive nature of the agreement permits LG&E
to provide similar services for any other persons or entities. Power
Marketing pays a fee for such services based upon a formula designed to
ensure that LG&E is reimbursed its cost of providing the services, plus 10%.
3. Westmoreland-LG&E Partners - The following contracts exist between WLP and
system companies related to the ROVA I and ROVA II facilities:
a) UCOS has performed and will perform operational activities for the facili-
ties pursuant to that certain Amended and Restated Facility Operating
Agreement dated as of December 1, 1993, between WLP and UCOS (the Operating
Contract). UCOS is a California general partnership in which LPOS is a 50%
general partner. LPOS is a wholly-owned subsidiary of LPI.
Under the terms of the Operating Contracts, UCOS will receive a management
fee for its provision of such operational activities, as well as reimburse-
ment of certain reasonable costs and expenses. While providing operational
services prior to commencement of commercial operation, UCOS will receive an
amount equal to a percentage of the total amount reimbursable for (i) wages,
salaries and bonuses paid to employees plus an allowance of a specified
percentage of the amount paid for wages and salaries, with such amount to be
adjusted annually reflecting statutory changes and actual changes in
employee benefits or the cost thereof; and (ii) a specified percentage of
the amount referred to in (i) above for reimbursement of overhead and
general and administrative costs. Following commercial operation, there
will be a separate management fee for each of ROVA I and ROVA II, each of
which will be adjusted for inflation on a yearly basis.
b) LG&E Power Engineers and Constructors Inc. (E&C), LG&E Power Constructors
Inc. and LG&E Engineering N.C., P.C. (together, the Constructors) have
performed and will perform construction and engineering services at ROVA I
pursuant to that certain Contract for Engineering, Procurement and Con-
struction Services dated as of January 16, 1991, as amended, between E&C
and WLP, and will perform construction and engineering services at ROVA II
pursuant to that certain Contract for Engineering, Procurement and Con-
struction Services dated as of December 1, 1993, as amended, between WLP
and the Constructors. E&C is a wholly-owned subsidiary of LPI, and LG&E
Power Constructors is a wholly-owned subsidiary of E&C. LG&E Engineering
N.C., P.C. is an engineering services corporation whose shareholders are
employees of E&C and its affiliates.
Under the terms of the contracts referred to above, Constructors will
receive a fixed price fee for construction of each of ROVA I and ROVA II,
plus incentives for meeting certain construction deadlines and penalties for
failure to meet other deadlines.
c) LG&E Power Operations Inc. (LPO) has performed and will perform certain
venture management services for WLP pursuant to that Amended and Restated
Venture Management Agreement dated as of December 1, 1993 (the Venture
Management Agreement) between LPO, Westmoreland Energy, Inc. and WLP. LPO
is a wholly owned subsidiary of LPI.
Under the terms of the Venture Management Agreement, WLP will pay to LPO and
WEI a fixed preoperational fee for each of ROVA I and ROVA II. Following
commencement of commercial operation, WLP will pay to LPO and WEI a fixed
operational venture management fee, which will be a yearly estimate of the
costs of approved services and expenses of performing such services,
including wages and salaries, overhead and general administrative costs, and
materials, supplies and administrative costs.
4. UCOS - UCOS has performed and will perform operational activities for five
Eligible Facilities, as defined in the Energy Policy Act of 1992, in which
the Company has an indirect 50% ownership interest. UCOS also is a 50%
general partner in Maine Power Services, a California general partnership
(MPS). MPS has performed and will perform operational activities for two
Eligible Facilities in which the Company has an indirect 17% ownership
interest. The operating contracts between UCOS and the entities which own
the Eligible Facilities are described below.
a) Under three separate Facility Operating Agreements, each dated September
29, 1989, between UCOS and LG&E-Westmoreland Southampton, a California
general partnership (Southampton), LG&E-Westmoreland Hopewell, a California
general partnership (Hopewell), and LG&E-Westmoreland Altavista, a Califor-
nia general partnership (Altavista), respectively, UCOS receives a manage-
ment fee for the provision of such operational activities, as well as
reimbursement of certain reasonable costs and expenses. Specifically, in
addition to reimbursement of certain direct materials and service costs,
UCOS receives a fee under each agreement in an amount equal to a percentage
of the total amount reimbursable for: (i) wages, salaries and bonuses paid
for wages and salaries, plus a percentage of such compensation for the cost
of payroll insurance, taxes, holidays, vacation, etc., with such amount to
be adjusted each year during the 25 year term of the agreement to reflect
statutory and other actual changes in employee benefits or the cost
thereof; and (ii) a specified percentage of the amount reimbursable under
(i) above.
Southampton is a general partnership, a 25% general partner of which is LG&E
Southampton L.P., and a 45% general partner of which is LG&E Power 11
Incorporated, a California corporation (Power 11). LG&E Southampton L.P. is
a California limited partnership, a 20% general partner of which is LG&E
Southampton Incorporated, a California corporation. Power 11 and LG&E
Southampton Incorporated are wholly-owned subsidiaries of LPO, a California
corporation that is a wholly-owned subsidiary of LPI. Collectively, LPI
owns an indirect 50% interest in Southampton.
Hopewell is a general partnership, a 25% general partner of which is LG&E
Hopewell L.P., and a 45% general partner of which is LG&E Power 13 Incorpo-
rated, a California corporation (Power 13). LG&E Hopewell L.P. is a
California limited partnership, a 20% general partner of which is LG&E
Hopewell Incorporated, a California corporation. Power 13 and LG&E Hopewell
Incorporated are wholly-owned subsidiaries of LPO, a California corporation
that is a wholly-owned subsidiary of LPI. Collectively, LPI owns an
indirect 50% interest in Hopewell.
Altavista is a general partnership, a 25% general partner of which is LG&E
Altavista L.P., and a 45% general partner of which is LG&E Power 12 Incorpo-
rated, a California corporation (Power 12). LG&E Altavista L.P. is a
California limited partnership, a 20% general partner of which is LG&E
Altavista Incorporated, a California corporation. Power 12 and LG&E
Altavista Incorporated are wholly-owned subsidiaries of LPO, a California
corporation that is a wholly-owned subsidiary of LPI. Collectively, LPI
owns an indirect 50% interest in Altavista.
b) Under the Amended and Restated Facility Operating Agreement, dated June 15,
1992, between UCOS and LG&E-Westmoreland Rensselaer, a California limited
partnership (Rensselaer), UCOS receives a management fee for the provision
of such operational activities, as well as reimbursement of certain
reasonable costs and expenses. Specifically, in addition to reimbursement
of certain direct materials and service costs, UCOS receives a fee under
the agreement in an amount equal to a percentage of the total amount
reimbursable for: (i) wages, salaries and bonuses paid for wages and
salaries, plus a percentage of such compensation for the cost of payroll
insurance, taxes, holidays, vacation, etc., with such amount to be adjusted
each year during the 25 year term of the agreement to reflect statutory and
other actual changes in employee benefits or the cost thereof; and (ii) a
specified percentage of the amount reimbursable under (i) above.
Rensselaer is a general partnership, a 50% general partner of which is LG&E
Power 15 Incorporated, a California corporation. The common stock of LG&E
Power 15 is owned 50% by LG&E Power Marketing Inc., a California corpora-
tion, and LPO, a California corporation that is a wholly-owned subsidiary of
LPI.
c) Under the Amended and Restated Facility Operating Agreement, dated December
1, 1993, between UCOS and Westmoreland- LG&E Partners, a Virginia general
partnership (WLP), UCOS receives a management fee for the provision of such
operational activities, as well as reimbursement of certain reasonable
costs and expenses. Specifically, in addition to reimbursement of certain
direct materials and service costs, UCOS receives a fixed fee under the
agreement in an amount equal to a percentage of the total amount reimburs-
able for: (i) wages, salaries and bonuses paid for wages and salaries, plus
a percentage of such compensation for the cost of payroll insurance, taxes,
holidays, vacation, etc., with such amount to be adjusted each year during
the 25 year term of the agreement to reflect statutory and other actual
changes in employee benefits or the cost thereof; and (ii) a specified
percentage of the amount reimbursable under (i) above.
WLP is a general partnership, a 50% general partner of which is LG&E Roanoke
Valley L.P. LG&E Roanoke Valley L.P. is a California limited partnership,
the general partner of which is LG&E Power 16 Incorporated, a California
corporation (Power 16), and the limited partner of which is LG&E Power
Roanoke Incorporated, a California corporation (Power Roanoke). Power 16
and Power Roanoke are wholly-owned subsidiaries of LPO, which is a wholly-
owned subsidiary of LPI.
d) Under two separate Facility Operating Agreements, each dated January 1,
1986, as amended on September 1, 1989, between MPS and Babcock-Ultra Power
Jonesboro, a California general partnership (Jonesboro), and Babcock-Ultra
Power West Enfield (West Enfield), respectively, MPS receives a management
fee for the provision of such operational activities, as well as reimburse-
ment of certain reasonable costs and expenses. Specifically, in addition
to reimbursement of certain direct materials and service costs, MPS
receives a fee under each agreement in an amount equal to a percentage of
the total amount reimbursable for: 1) wages, salaries and bonuses paid for
wages and salaries, plus a percentage of such compensation for the cost of
payroll insurance, taxes, holidays, vacation, etc., with such amount to be
adjusted each year to reflect statutory and other actual changes in
employee benefits or the cost thereof; and (ii) a specified percentage of
the amount reimbursable under (i) above. UCOS is a 50% general partner in
MPS.
Jonesboro is a general partnership, a 17% general partner of which is LG&E
Power 6 Incorporated, a California corporation (Power 6). West Enfield is a
general partnership, a 17% general partner of which is LG&E Power 5 Incorpo-
rated, a California corporation (Power 5). Power 6 and Power 5 are wholly-
owned subsidiaries of LPO, which is a wholly-owned subsidiary of LPI.
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, 1995.
LG&E ENERGY CORP.
By: /s/ Charles A. Markel
Charles A. Markel
Corporate Vice President - Finance
CORPORATE SEAL
Attest:
/s/ John R. McCall
John R. McCall
Executive Vice President,
General Counsel and Corporate Secretary
Name, title and address of officer to whom notices and correspondence concern-
ing this statement should be addressed:
John R. McCall
Executive Vice President,
General Counsel and Corporate Secretary
LG&E Energy Corp.
220 West Main Street
Louisville, Kentucky 40202
LG&E ENERGY CORP. Exhibit A
Subsidiaries Holding the
Company's Interests in EWGs
December 31, 1994
The following subsidiaries hold the Company's ownership interests in Exempt
Wholesale Generators. These subsidiaries have the notation "(EWG)" above
their names in the financial statements included in this exhibit.
Subsidiary Name Description
LG&E Power Marketing Inc. An EWG which is wholly-owned by LG&E Power
Development Inc., an indirect, wholly-owned
subsidiary of LG&E Energy Corp.
LG&E Power 23 Incorporated The sole general partner of LG&E Power
Generation, L.P., an EWG.
LG&E Power Generation The sole limited partner of LG&E Power
Limited Inc. Generation, L.P., an EWG.
LG&E Power 16 Incorporated The sole general partner of LG&E - Roanoke
Valley, L.P., a general partner of
Westmoreland - LG&E Partners, an EWG.
LG&E Power Roanoke The sole limited partner of LG&E - Roanoke
Incorporated Valley, L.P., a general partner of
Westmoreland - LG&E Partners, an EWG.
LG&E Power Operating A general partner of UC Operating Services,
Services Inc. an EWG.
<TABLE>
LG&E ENERGY CORP. Exhibit A
Consolidating Balance Sheet
ASSETS
December 31, 1994
<CAPTION>
LG&E
Energy LG&E
Systems Energy
Cons Adj's LG&E Inc. Corp.
<S> <C> <C> <C> <C> <C>
UTILITY PLANT:
Electric 2,084,334 2,084,334 0
Gas 280,877 280,877 0
Common 137,662 137,662 0
Original cost 2,502,873 0 2,502,873 0 0
Acc depreciation (881,861) (881,861) 0
Net utility plant 1,621,012 0 1,621,012 0 0
Construction in progress 35,022 35,022 0
Net utility plant 1,656,034 0 1,656,034 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 115,420 115,420
Investments in subsidiaries 0 (759,363) 0 759,363
Other 53,483 50,681 1,754 1,048
Net assets of discontinued
operations 0 0
Total other prop and investments 168,903 (759,363) 50,681 117,174 760,411
CURRENT ASSETS:
Cash and temporary investments 49,407 39,138 10,426 (157)
Marketable securities 89,431 89,431
Accounts receivable (net) 97,927 85,779 12,098 50
Materials and supplies:
Fuel 13,869 13,869 0
Gas stored underground 31,354 31,354 0
Other 37,299 37,299 0
Prepayments and other 4,020 253 3,668 99
Total current assets 323,307 0 207,692 115,623 (8)
DEFERRED DEBITS:
Unamortized debt expense 7,776 7,776 0
Regulatory assets 31,726 31,726 0
Other 29,718 12,402 17,184 132
Total deferred debits 69,220 0 51,904 17,184 132
Total assets 2,217,464 (759,363)1,966,311 249,981 760,535
</TABLE>
<TABLE>
LG&E ENERGY CORP. Exhibit A
Consolidating Balance Sheet
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
LG&E
Energy LG&E
Systems Energy
Cons Adj's LG&E Inc. Corp.
<S> <C> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 460,980 (425,171) 425,170 1 460,980
Common stock expense (914) 836 (836) 0 (914)
Additional paid-in capital 0 (80,000) 80,000
Unreal loss on marketable securities (4,623) (2,872) (1,751) 0
Retained earnings 307,072 (252,156) 193,895 62,884 302,449
Total common equity 762,515 (759,363) 616,478 142,885 762,515
Cumulative preferred stock 116,716 116,716 0
Long-term debt:
First mortgage bonds 662,800 662,800 0
Unamortized premium 62 62 0
Total debt 662,862 0 662,862 0 0
Total capitalization 1,542,093 (759,363)1,396,056 142,885 762,515
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0 0
Notes payable 32,000 32,000
Accounts payable 78,254 72,227 5,828 199
Dividends payable 17,746 0 17,746
Accrued taxes 15,747 8,247 5,045 2,455
Accrued interest 13,428 13,394 34
Intercompany accounts 0 18,809 10,683 (29,492)
Other 34,218 10,277 15,040 8,901
Total current liabilities 191,393 0 122,954 68,630 (191)
DEFERRED CREDITS:
Accum deferred income taxes 269,828 275,814 (3,492) (2,494)
ITC, in process of amortization 88,779 88,779 0
Acc prov for pensions 48,126 48,126 0
Cust advances for construction 8,621 8,621 0
Regulatory liability 8,914 8,914 0
Other 59,710 17,047 41,958 705
Total deferred credits 483,978 0 447,301 38,466 (1,789)
Total capital and liabilities 2,217,464 (759,363)1,966,311 249,981 760,535
</TABLE>
<TABLE>
LG&E ENERGY CORP. Exhibit A
Consolidating Income Statement
Year Ended December 31, 1994
<CAPTION>
LG&E
Energy LG&E
Systems Energy
Cons Adj's LG&E Inc. Corp.
<S> <C> <C> <C> <C> <C>
REVENUES:
Electric 559,327 559,327 0
Gas 200,129 200,129 0
Non-utility 70,207 70,207
Total revenues 829,663 0 759,456 70,207 0
COST OF REVENUES:
Fuel and power purchased (153,356) (153,356) 0
Gas supply expenses (131,561) (131,561) 0
Devel and const costs (57,617) (57,617)
Total cost of revenues (342,534) 0 (284,917) (57,617) 0
Gross profit 487,129 0 474,539 12,590 0
OPERATING EXPENSES:
Operation and maintenance (226,752) (202,123) (10,138) (14,491)
Depreciation and amortization (84,173) (82,519) (1,072) (582)
Non-recurring charges (48,743) (38,613) (10,100) (30)
Total operating expenses (359,668) 0 (323,255) (21,310) (15,103)
Equity in earnings 12,883 (105,107) 12,883 105,107
OPERATING INCOME 140,344 (105,107) 151,284 4,163 90,004
Interco chargebacks 0 (4,750) 4,750
Other income and deductions 13,718 4,418 2,300 3,802 3,198
Contribution to foundation (15,000) (15,000) 0
Interco int income (expense) 0 0
Interest charges (43,011) (42,856) (155)
INCOME BEFORE INCOME TAXES 96,051 (100,689) 95,728 3,060 97,952
Income taxes (33,394) (1,546) (34,039) (499) 2,690
NET INCOME BEFORE PFD DIVIDENDS 62,657 (102,235) 61,689 2,561 100,642
</TABLE>
<TABLE>
LG&E ENERGY CORP. Exhibit A
Consolidating Income Stmt (cont.)
Year Ended December 31, 1994
<CAPTION>
LG&E
Energy LG&E
Systems Energy
Cons Adj's LG&E Inc. Corp.
<S> <C> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 62,657 (102,235) 61,689 2,561 100,642
Preferred dividends (5,828) (5,828) 0
NET INCOME - CONT OPERATIONS 56,829 (102,235) 55,861 2,561 100,642
Net income - disc operations 0 0
Gain on sale - disc operations 51,805 51,805
INCOME BEFORE CUMULATIVE EFFECT 108,634 (102,235) 55,861 54,366 100,642
Cum effect of accounting change (3,369) (3,369) 0
NET INCOME AVAILABLE FOR COMMON 105,265 (102,235) 52,492 54,366 100,642
</TABLE>
<TABLE>
LG&E ENERGY CORP. Exhibit A
Consolidating Statement of
Retained Earnings
Year Ended December 31, 1994
<CAPTION>
LG&E
Energy LG&E
Systems Energy
Cons Adj's LG&E Inc. Corp.
<S> <C> <C> <C> <C> <C>
Beginning retained earnings 271,606 (220,921) 194,903 26,018 271,606
Net income 105,265 (102,235) 52,492 54,366 100,642
Dividends (69,799) 71,000 (53,500) (17,500) (69,799)
Other 0 0
Ending retained earnings 307,072 (252,156) 193,895 62,884 302,449
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consolidating Balance Sheet - Part 1
ASSETS
December 31, 1994
<CAPTION>
LG&E LG&E
LG&E Energy Inter- LG&E Totals
Power Systems national Mendoza From
Cons Adj's Inc. Inc. Inc. Services Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0 0 0
Gas 0 0 0
Common 0 0 0
Original cost 0 0 0 0 0 0 0
Acc depreciation 0 0 0
Net utility plant 0 0 0 0 0 0 0
Construction in progress 0 0 0
Net utility plant 0 0 0 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 115,420 110,420 5,000 0
Investments in subsidiaries 0 (211,025) 0 211,025 0
Other 1,754 1,754 0
Net assets of discontinued
operations 0 0 0
Total other prop and investments 117,174 (211,025) 112,174 211,025 5,000 0 0
CURRENT ASSETS:
Cash and temporary investments 10,426 (1,758) 8,635 3,549
Marketable securities 89,431 0 89,431
Accounts receivable (net) 12,098 12,098 0
Materials and supplies:
Fuel 0 0 0
Gas stored underground 0 0 0
Other 0 0 0
Prepayments and other 3,668 3,668 0
Total current assets 115,623 0 14,008 8,635 0 0 92,980
DEFERRED DEBITS:
Unamortized debt expense 0 0 0
Regulatory assets 0 0 0
Other 17,184 15,031 10 2,143 0
Total deferred debits 17,184 0 15,031 10 2,143 0 0
Total assets 249,981 (211,025) 141,213 219,670 7,143 0 92,980
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consolidating Balance Sheet - Part 1
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
LG&E LG&E
LG&E Energy Inter- LG&E Totals
Power Systems national Mendoza From
Cons Adj's Inc. Inc. Inc. Services Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 1 0 1 0
Common stock expense 0 0 0
Additional paid-in capital 80,000 (130,336) 61,034 80,000 69,302
Unreal loss on marketable securities 0 0 0
Retained earnings 62,884 (80,688) 19,822 62,884 (501) (2) 61,369
Total common equity 142,885 (211,024) 80,856 142,885 (501) (2) 130,671
Cumulative preferred stock 0 0 0
Long-term debt:
First mortgage bonds 0 0 0
Unamortized premium 0 0 0
Total debt 0 0 0 0 0 0 0
Total capitalization 142,885 (211,024) 80,856 142,885 (501) (2) 130,671
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0 0 0
Notes payable 32,000 0 32,000 0
Accounts payable 5,828 (1) 5,626 2 201 0
Dividends payable 0 0 0
Accrued taxes 5,045 (1,920) (1,559) 349 8,175
Accrued interest 34 0 34 0
Intercompany accounts 10,683 91 46,438 7,228 2 (43,076)
Other 15,040 14,854 185 1
Total current liabilities 68,630 (1) 18,651 77,100 7,778 2 (34,900)
DEFERRED CREDITS:
Accum deferred income taxes (3,492) (252) (315) (134) (2,791)
ITC, in process of amortization 0 0 0
Acc prov for pensions 0 0 0
Cust advances for construction 0 0 0
Regulatory liability 0 0 0
Other 41,958 41,958 0
Total deferred credits 38,466 0 41,706 (315) (134) 0 (2,791)
Total capital and liabilities 249,981 (211,025) 141,213 219,670 7,143 0 92,980
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consolidating Income Statement - Part 1
Year Ended December 31, 1994
<CAPTION>
LG&E LG&E
LG&E Energy Inter- LG&E Totals
Power Systems national Mendoza From
Cons Adj's Inc. Inc. Inc. Services Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
REVENUES:
Electric 0 0 0
Gas 0 0 0
Non-utility 70,207 70,207 0
Total revenues 70,207 0 70,207 0 0 0 0
COST OF REVENUES:
Fuel and power purchased 0 0 0
Gas supply expenses 0 0 0
Devel and const costs (57,617) (57,617) 0
Total cost of revenues (57,617) 0 (57,617) 0 0 0 0
Gross profit 12,590 0 12,590 0 0 0 0
OPERATING EXPENSES:
Operation and maintenance (10,138) (7,610) (1,728) (771) (2) (27)
Depreciation and amortization (1,072) (1,014) (58) 0
Non-recurring charges (10,100) (10,100) 0
Total operating expenses (21,310) 0 (18,724) (1,786) (771) (2) (27)
Equity in earnings 12,883 (140,974) 12,883 54,120 86,854
OPERATING INCOME 4,163 (140,974) 6,749 52,334 (771) (2) 86,827
Interco chargebacks (4,750) (1,900) (2,850) 0
Other income and deductions 3,802 (1,921) 5,723 0
Contribution to foundation 0 0 0
Interco int income (expense) 0 852 (852) 0
Interest charges (155) (2) (153) 0
INCOME BEFORE INCOME TAXES 3,060 (140,974) 3,778 54,202 (771) (2) 86,827
Income taxes (499) (934) 165 270 0
NET INCOME BEFORE PFD DIVIDENDS 2,561 (140,974) 2,844 54,367 (501) (2) 86,827
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consol'g Income Stmt - Part 1 (cont.)
Year Ended December 31, 1994
<CAPTION>
LG&E LG&E
LG&E Energy Inter- LG&E Totals
Power Systems national Mendoza From
Cons Adj's Inc. Inc. Inc. Services Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 2,561 (140,974) 2,844 54,367 (501) (2) 86,827
Preferred dividends 0 0 0
NET INCOME - CONT OPERATIONS 2,561 (140,974) 2,844 54,367 (501) (2) 86,827
Net income - disc operations 0 0 0
Gain on sale - disc operations 51,805 0 51,805
INCOME BEFORE CUMULATIVE EFFECT 54,366 (140,974) 2,844 54,367 (501) (2) 138,632
Cum effect of accounting change 0 0 0
NET INCOME AVAILABLE FOR COMMON 54,366 (140,974) 2,844 54,367 (501) (2) 138,632
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consolidating Statement of
Retained Earnings - Part 1
Year Ended December 31, 1994
<CAPTION>
LG&E LG&E
LG&E Energy Inter- LG&E Totals
Power Systems national Mendoza From
Cons Adj's Inc. Inc. Inc. Services Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
Beginning retained earnings 26,018 (47,528) 16,978 26,017 30,551
Net income 54,366 (140,974) 2,844 54,367 (501) (2) 138,632
Dividends (17,500) 107,814 0 (17,500) (107,814)
Other 0 0 0
Ending retained earnings 62,884 (80,688) 19,822 62,884 (501) (2) 61,369
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consolidating Balance Sheet - Part 2
ASSETS
December 31, 1994
<CAPTION>
LG&E Gas LG&E Gas
Market- Market-
Totals ing ing II LNGCG LNGCL
<S> <C> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0
Gas 0
Common 0
Original cost 0 0 0 0 0
Acc depreciation 0
Net utility plant 0 0 0 0 0
Construction in progress 0
Net utility plant 0 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 0
Investments in subsidiaries 0
Other 0
Net assets of discontinued
operations 0
Total other prop and investments 0 0 0 0 0
CURRENT ASSETS:
Cash and temporary investments 3,549 2 1 1 3,545
Marketable securities 89,431 89,431
Accounts receivable (net) 0
Materials and supplies:
Fuel 0
Gas stored underground 0
Other 0
Prepayments and other 0
Total current assets 92,980 2 1 1 92,976
DEFERRED DEBITS:
Unamortized debt expense 0
Regulatory assets 0
Other 0
Total deferred debits 0 0 0 0 0
Total assets 92,980 2 1 1 92,976
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consolidating Balance Sheet - Part 2
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
LG&E Gas LG&E Gas
Market- Market-
Totals ing ing II LNGCG LNGCL
<S> <C> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 0
Common stock expense 0
Additional paid-in capital 69,302 693 68,609
Unreal loss on marketable securities 0
Retained earnings 61,369 593 60,776
Total common equity 130,671 0 0 1,286 129,385
Cumulative preferred stock 0
Long-term debt:
First mortgage bonds 0
Unamortized premium 0
Total debt 0 0 0 0 0
Total capitalization 130,671 0 0 1,286 129,385
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0
Notes payable 0
Accounts payable 0
Dividends payable 0
Accrued taxes 8,175 81 8,094
Accrued interest 0
Intercompany accounts (43,076) 2 (1,339) (41,739)
Other 1 1
Total current liabilities (34,900) 2 1 (1,258) (33,645)
DEFERRED CREDITS:
Accum deferred income taxes (2,791) (27) (2,764)
ITC, in process of amortization 0
Acc prov for pensions 0
Cust advances for construction 0
Regulatory liability 0
Other 0
Total deferred credits (2,791) 0 0 (27) (2,764)
Total capital and liabilities 92,980 2 1 1 92,976
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consolidating Income Statement - Part 2
Year Ended December 31, 1994
<CAPTION>
LG&E Gas LG&E Gas
Market- Market-
Totals ing ing II LNGCG LNGCL
<S> <C> <C> <C> <C> <C>
REVENUES:
Electric 0
Gas 0
Non-utility 0
Total revenues 0 0 0 0 0
COST OF REVENUES:
Fuel and power purchased 0
Gas supply expenses 0
Devel and const costs 0
Total cost of revenues 0 0 0 0 0
Gross profit 0 0 0 0 0
OPERATING EXPENSES:
Operation and maintenance (27) (8) (4) (8) (7)
Depreciation and amortization 0
Non-recurring charges 0
Total operating expenses (27) (8) (4) (8) (7)
Equity in earnings 86,854 869 85,985
OPERATING INCOME 86,827 (8) (4) 861 85,978
Interco chargebacks 0
Other income and deductions 0
Contribution to foundation 0
Interco int income (expense) 0
Interest charges 0
INCOME BEFORE INCOME TAXES 86,827 (8) (4) 861 85,978
Income taxes 0
NET INCOME BEFORE PFD DIVIDENDS 86,827 (8) (4) 861 85,978
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consol'g Income Stmt - Part 2 (cont.)
Year Ended December 31, 1994
<CAPTION>
LG&E Gas LG&E Gas
Market- Market-
Totals ing ing II LNGCG LNGCL
<S> <C> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 86,827 (8) (4) 861 85,978
Preferred dividends 0
NET INCOME - CONT OPERATIONS 86,827 (8) (4) 861 85,978
Net income - disc operations 0
Gain on sale - disc operations 51,805 83,060 3,806 (356) (34,705)
INCOME BEFORE CUMULATIVE EFFECT 138,632 83,052 3,802 505 51,273
Cum effect of accounting change 0
NET INCOME AVAILABLE FOR COMMON 138,632 83,052 3,802 505 51,273
</TABLE>
<TABLE>
LG&E ENERGY SYSTEMS INC. Exhibit A
Consolidating Statement of
Retained Earnings - Part 2
Year Ended December 31, 1994
<CAPTION>
LG&E Gas LG&E Gas
Market- Market-
Totals ing ing II LNGCG LNGCL
<S> <C> <C> <C> <C> <C>
Beginning retained earnings 30,551 19,590 1,370 88 9,503
Net income 138,632 83,052 3,802 505 51,273
Dividends (107,814) (102,642) (5,172)
Other 0
Ending retained earnings 61,369 0 0 593 60,776
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consolidating Balance Sheet - Part 1
ASSETS
December 31, 1994
<CAPTION>
(EWG)
LG&E Ultra- LG&E
Power systems Power LG&E Totals
Engr & Const Co Oper Power From
Totals Adj's Const Co, Inc Services Inc. Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0 0 0
Gas 0 0 0
Common 0 0 0
Original cost 0 0 0 0 0 0 0
Acc depreciation 0 0 0
Net utility plant 0 0 0 0 0 0 0
Construction in progress 0 0 0
Net utility plant 0 0 0 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 110,420 0 9,653 100,767
Investments in subsidiaries 0 (17,595) 0 12,204 5,391
Other 1,754 254 1,370 130
Net assets of discontinued
operations 0 0 0
Total other prop and investments 112,174 (17,595) 254 0 9,653 13,574 106,288
CURRENT ASSETS:
Cash and temporary investments (1,758) (390) (426) (942)
Marketable securities 0 0 0
Accounts receivable (net) 12,098 6,527 685 4,886
Materials and supplies:
Fuel 0 0 0
Gas stored underground 0 0 0
Other 0 0 0
Prepayments and other 3,668 1,444 868 1,356
Total current assets 14,008 0 7,581 0 685 442 5,300
DEFERRED DEBITS:
Unamortized debt expense 0 0 0
Regulatory assets 0 0 0
Other 15,031 0 15,031 0
Total deferred debits 15,031 0 0 0 0 15,031 0
Total assets 141,213 (17,595) 7,835 0 10,338 29,047 111,588
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consolidating Balance Sheet - Part 1
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
(EWG)
LG&E Ultra- LG&E
Power systems Power LG&E Totals
Engr & Const Co Oper Power From
Totals Adj's Const Co, Inc Services Inc. Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 0 (304) 113 186 3 2
Common stock expense 0 0 0
Additional paid-in capital 61,034 (17,291) 0 61,034 17,291
Unreal loss on marketable securities 0 0 0
Retained earnings 19,822 11,322 3,202 (4,224) 9,522
Total common equity 80,856 (17,595) 11,435 186 3,205 56,810 26,815
Cumulative preferred stock 0 0 0
Long-term debt:
First mortgage bonds 0 0 0
Unamortized premium 0 0 0
Total debt 0 0 0 0 0 0 0
Total capitalization 80,856 (17,595) 11,435 186 3,205 56,810 26,815
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0 0 0
Notes payable 0 0 0
Accounts payable 5,626 4,814 3 666 143
Dividends payable 0 0 0
Accrued taxes (1,920) 12,858 1,585 (12,653) (3,710)
Accrued interest 0 0 0
Intercompany accounts 91 (55,185) (566) 5,577 (23,850) 74,115
Other 14,854 9,800 380 396 3,090 1,188
Total current liabilities 18,651 0 (27,713) (186) 7,561 (32,747) 71,736
DEFERRED CREDITS:
Accum deferred income taxes (252) (9,774) (569) (608) 10,699
ITC, in process of amortization 0 0 0
Acc prov for pensions 0 0 0
Cust advances for construction 0 0 0
Regulatory liability 0 0 0
Other 41,958 33,887 141 5,592 2,338
Total deferred credits 41,706 0 24,113 0 (428) 4,984 13,037
Total capital and liabilities 141,213 (17,595) 7,835 0 10,338 29,047 111,588
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consolidating Income Statement - Part 1
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E Ultra- LG&E
Power systems Power LG&E Totals
Engr & Const Co Oper Power From
Totals Adj's Const Co, Inc Services Inc. Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
REVENUES:
Electric 0 0 0
Gas 0 0 0
Non-utility 70,207 (3,000) 62,182 434 10,591
Total revenues 70,207 (3,000) 62,182 0 434 0 10,591
COST OF REVENUES:
Fuel and power purchased 0 0 0
Gas supply expenses 0 0 0
Devel and const costs (57,617) 3,000 (47,653) (12,964)
Total cost of revenues (57,617) 3,000 (47,653) 0 0 0 (12,964)
Gross profit 12,590 0 14,529 0 434 0 (2,373)
OPERATING EXPENSES:
Operation and maintenance (7,610) (6,842) (343) 2,641 (3,066)
Depreciation and amortization (1,014) (192) (771) (51)
Non-recurring charges (10,100) (5,228) (268) (3,756) (848)
Total operating expenses (18,724) 0 (12,262) 0 (611) (1,886) (3,965)
Equity in earnings 12,883 0 1,715 11,168
OPERATING INCOME 6,749 0 2,267 0 1,538 (1,886) 4,830
Interco chargebacks (1,900) 0 (1,900) 0
Other income and deductions (1,921) 541 1 (3,461) 998
Contribution to foundation 0 0 0
Interco int income (expense) 852 0 852 0
Interest charges (2) 0 (2)
INCOME BEFORE INCOME TAXES 3,778 0 2,808 0 1,539 (6,395) 5,826
Income taxes (934) (1,178) (639) 2,564 (1,681)
NET INCOME BEFORE PFD DIVIDENDS 2,844 0 1,630 0 900 (3,831) 4,145
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consol'g Income Stmt - Part 1 (cont.)
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E Ultra- LG&E
Power systems Power LG&E Totals
Engr & Const Co Oper Power From
Totals Adj's Const Co, Inc Services Inc. Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 2,844 0 1,630 0 900 (3,831) 4,145
Preferred dividends 0 0 0
NET INCOME - CONT OPERATIONS 2,844 0 1,630 0 900 (3,831) 4,145
Net income - disc operations 0 0 0
Gain on sale - disc operations 0 0 0
INCOME BEFORE CUMULATIVE EFFECT 2,844 0 1,630 0 900 (3,831) 4,145
Cum effect of accounting change 0 0 0
NET INCOME AVAILABLE FOR COMMON 2,844 0 1,630 0 900 (3,831) 4,145
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consolidating Statement of
Retained Earnings - Part 1
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E Ultra- LG&E
Power systems Power LG&E Totals
Engr & Const Co Oper Power From
Totals Adj's Const Co, Inc Services Inc. Part 2
<S> <C> <C> <C> <C> <C> <C> <C>
Beginning retained earnings 16,978 9,692 2,302 (393) 5,377
Net income 2,844 0 1,630 0 900 (3,831) 4,145
Dividends 0 0 0
Other 0 0 0
Ending retained earnings 19,822 0 11,322 0 3,202 (4,224) 9,522
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consolidating Balance Sheet - Part 2
ASSETS
December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E
Power Power LG&E
Oper- Develop- Power 15
Totals ations ment Inc.
<S> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0 0 0
Gas 0 0 0
Common 0 0 0
Original cost 0 0 0 0
Acc depreciation 0 0 0
Net utility plant 0 0 0 0
Construction in progress 0 0 0
Net utility plant 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 100,767 88,955 0 11,812
Investments in subsidiaries 5,391 2,696 2,695
Other 130 11 119
Net assets of discontinued
operations 0 0 0
Total other prop and investments 106,288 91,662 2,814 11,812
CURRENT ASSETS:
Cash and temporary investments (942) (28) (914)
Marketable securities 0 0 0
Accounts receivable (net) 4,886 547 4,339
Materials and supplies:
Fuel 0 0 0
Gas stored underground 0 0 0
Other 0 0 0
Prepayments and other 1,356 0 41 1,315
Total current assets 5,300 519 3,466 1,315
DEFERRED DEBITS:
Unamortized debt expense 0 0 0
Regulatory assets 0 0 0
Other 0 0 0
Total deferred debits 0 0 0 0
Total assets 111,588 92,181 6,280 13,127
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consolidating Balance Sheet - Part 2
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E
Power Power LG&E
Oper- Develop- Power 15
Totals ations ment Inc.
<S> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 2 2 0
Common stock expense 0 0 0
Additional paid-in capital 17,291 9,205 2,695 5,391
Unreal loss on marketable securities 0 0 0
Retained earnings 9,522 13,166 (3,933) 289
Total common equity 26,815 22,373 (1,238) 5,680
Cumulative preferred stock 0 0 0
Long-term debt:
First mortgage bonds 0 0 0
Unamortized premium 0 0 0
Total debt 0 0 0 0
Total capitalization 26,815 22,373 (1,238) 5,680
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0 0 0
Notes payable 0 0 0
Accounts payable 143 25 118
Dividends payable 0 0 0
Accrued taxes (3,710) (2,935) (413) (362)
Accrued interest 0 0 0
Intercompany accounts 74,115 58,383 8,594 7,138
Other 1,188 448 740
Total current liabilities 71,736 55,921 9,039 6,776
DEFERRED CREDITS:
Accum deferred income taxes 10,699 13,304 (3,276) 671
ITC, in process of amortization 0 0 0
Acc prov for pensions 0 0 0
Cust advances for construction 0 0 0
Regulatory liability 0 0 0
Other 2,338 583 1,755
Total deferred credits 13,037 13,887 (1,521) 671
Total capital and liabilities 111,588 92,181 6,280 13,127
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consolidating Income Statement - Part 2
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E
Power Power LG&E
Oper- Develop- Power 15
Totals ations ment Inc.
<S> <C> <C> <C> <C>
REVENUES:
Electric 0 0 0
Gas 0 0 0
Non-utility 10,591 4,626 5,965
Total revenues 10,591 4,626 5,965 0
COST OF REVENUES:
Fuel and power purchased 0 0 0
Gas supply expenses 0 0 0
Devel and const costs (12,964) (5,347) (7,617)
Total cost of revenues (12,964) (5,347) (7,617) 0
Gross profit (2,373) (721) (1,652) 0
OPERATING EXPENSES:
Operation and maintenance (3,066) (1,920) (946) (200)
Depreciation and amortization (51) (3) (48)
Non-recurring charges (848) (383) (465)
Total operating expenses (3,965) (2,306) (1,459) (200)
Equity in earnings 11,168 10,602 0 566
OPERATING INCOME 4,830 7,575 (3,111) 366
Interco chargebacks 0 0 0
Other income and deductions 998 901 2 95
Contribution to foundation 0 0 0
Interco int income (expense) 0 0 0
Interest charges (2) 0 (2)
INCOME BEFORE INCOME TAXES 5,826 8,476 (3,111) 461
Income taxes (1,681) (2,763) 1,273 (191)
NET INCOME BEFORE PFD DIVIDENDS 4,145 5,713 (1,838) 270
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consol'g Income Stmt - Part 2 (cont.)
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E
Power Power LG&E
Oper- Develop- Power 15
Totals ations ment Inc.
<S> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 4,145 5,713 (1,838) 270
Preferred dividends 0 0 0
NET INCOME - CONT OPERATIONS 4,145 5,713 (1,838) 270
Net income - disc operations 0 0 0
Gain on sale - disc operations 0 0 0
INCOME BEFORE CUMULATIVE EFFECT 4,145 5,713 (1,838) 270
Cum effect of accounting change 0 0 0
NET INCOME AVAILABLE FOR COMMON 4,145 5,713 (1,838) 270
</TABLE>
<TABLE>
LG&E POWER INC. Exhibit A
Consolidating Statement of
Retained Earnings - Part 2
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E
Power Power LG&E
Oper- Develop- Power 15
Totals ations ment Inc.
<S> <C> <C> <C> <C>
Beginning retained earnings 5,377 7,453 (2,095) 19
Net income 4,145 5,713 (1,838) 270
Dividends 0 0 0
Other 0 0 0
Ending retained earnings 9,522 13,166 (3,933) 289
</TABLE>
<TABLE>
LG&E POWER DEVELOPMENT Exhibit A
Consolidating Balance Sheet
ASSETS
December 31, 1994
<CAPTION>
(EWG) (EWG)
LG&E LG&E
Power Power
Develop- Market-
Totals Adj's ment ing Inc
<S> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0
Gas 0
Common 0
Original cost 0 0 0 0
Acc depreciation 0
Net utility plant 0 0 0 0
Construction in progress 0
Net utility plant 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 0
Investments in subsidiaries 2,695 2,695
Other 119 119
Net assets of discontinued
operations 0
Total other prop and investments 2,814 0 119 2,695
CURRENT ASSETS:
Cash and temporary investments (914) (914)
Marketable securities 0
Accounts receivable (net) 4,339 3,461 878
Materials and supplies:
Fuel 0
Gas stored underground 0
Other 0
Prepayments and other 41 41
Total current assets 3,466 0 2,588 878
DEFERRED DEBITS:
Unamortized debt expense 0
Regulatory assets 0
Other 0
Total deferred debits 0 0 0 0
Total assets 6,280 0 2,707 3,573
</TABLE>
<TABLE>
LG&E POWER DEVELOPMENT Exhibit A
Consolidating Balance Sheet
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
(EWG) (EWG)
LG&E LG&E
Power Power
Develop- Market-
Totals Adj's ment ing Inc
<S> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 0
Common stock expense 0
Additional paid-in capital 2,695 2,695
Unreal loss on marketable securities 0
Retained earnings (3,933) (3,692) (241)
Total common equity (1,238) 0 (3,692) 2,454
Cumulative preferred stock 0
Long-term debt:
First mortgage bonds 0
Unamortized premium 0
Total debt 0 0 0 0
Total capitalization (1,238) 0 (3,692) 2,454
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0
Notes payable 0
Accounts payable 118 90 28
Dividends payable 0
Accrued taxes (413) (243) (170)
Accrued interest 0
Intercompany accounts 8,594 7,333 1,261
Other 740 740
Total current liabilities 9,039 0 7,920 1,119
DEFERRED CREDITS:
Accum deferred income taxes (3,276) (3,276)
ITC, in process of amortization 0
Acc prov for pensions 0
Cust advances for construction 0
Regulatory liability 0
Other 1,755 1,755
Total deferred credits (1,521) 0 (1,521) 0
Total capital and liabilities 6,280 0 2,707 3,573
</TABLE>
<TABLE>
LG&E POWER DEVELOPMENT Exhibit A
Consolidating Income Statement
Year Ended December 31, 1994
<CAPTION>
(EWG) (EWG)
LG&E LG&E
Power Power
Develop- Market-
Totals Adj's ment ing Inc
<S> <C> <C> <C> <C>
REVENUES:
Electric 0
Gas 0
Non-utility 5,965 4,676 1,289
Total revenues 5,965 0 4,676 1,289
COST OF REVENUES:
Fuel and power purchased 0
Gas supply expenses 0
Devel and const costs (7,617) (6,395) (1,222)
Total cost of revenues (7,617) 0 (6,395) (1,222)
Gross profit (1,652) 0 (1,719) 67
OPERATING EXPENSES:
Operation and maintenance (946) (469) (477)
Depreciation and amortization (48) (48)
Non-recurring charges (465) (465)
Total operating expenses (1,459) 0 (982) (477)
Equity in earnings 0
OPERATING INCOME (3,111) 0 (2,701) (410)
Interco chargebacks 0
Other income and deductions 2 2
Contribution to foundation 0
Interco int income (expense) 0
Interest charges (2) (2)
INCOME BEFORE INCOME TAXES (3,111) 0 (2,701) (410)
Income taxes 1,273 1,104 169
NET INCOME BEFORE PFD DIVIDENDS (1,838) 0 (1,597) (241)
</TABLE>
<TABLE>
LG&E POWER DEVELOPMENT Exhibit A
Consolidating Income Stmt (cont.)
Year Ended December 31, 1994
<CAPTION>
(EWG) (EWG)
LG&E LG&E
Power Power
Develop- Market-
Totals Adj's ment ing Inc
<S> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS (1,838) 0 (1,597) (241)
Preferred dividends 0 0
NET INCOME - CONT OPERATIONS (1,838) 0 (1,597) (241)
Net income - disc operations 0 0
Gain on sale - disc operations 0 0
INCOME BEFORE CUMULATIVE EFFECT (1,838) 0 (1,597) (241)
Cum effect of accounting change 0 0
NET INCOME AVAILABLE FOR COMMON (1,838) 0 (1,597) (241)
</TABLE>
<TABLE>
LG&E POWER DEVELOPMENT Exhibit A
Consolidating Statement of
Retained Earnings
Year Ended December 31, 1994
<CAPTION>
(EWG) (EWG)
LG&E LG&E
Power Power
Develop- Market-
Totals Adj's ment ing Inc
<S> <C> <C> <C> <C>
Beginning retained earnings (2,095) (2,095)
Net income (1,838) 0 (1,597) (241)
Dividends 0
Other 0
Ending retained earnings (3,933) 0 (3,692) (241)
</TABLE>
<TABLE>
LG&E POWER ENGINEERS & CONSTRUCTORS Exhibit A
Consolidating Balance Sheet
ASSETS
December 31, 1994
<CAPTION>
LG&E LG&E
Power Power Ultra-
Engr & Const Clean,
Totals Adj's Const Inc. Inc.
<S> <C> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0
Gas 0
Common 0
Original cost 0 0 0 0 0
Acc depreciation 0
Net utility plant 0 0 0 0 0
Construction in progress 0
Net utility plant 0 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 0
Investments in subsidiaries 0 (3) 3
Other 254 138 116
Net assets of discontinued
operations 0
Total other prop and investments 254 (3) 141 116 0
CURRENT ASSETS:
Cash and temporary investments (390) (118) (272)
Marketable securities 0
Accounts receivable (net) 6,527 6,527
Materials and supplies:
Fuel 0
Gas stored underground 0
Other 0
Prepayments and other 1,444 129 1,315
Total current assets 7,581 0 6,538 1,043 0
DEFERRED DEBITS:
Unamortized debt expense 0
Regulatory assets 0
Other 0
Total deferred debits 0 0 0 0 0
Total assets 7,835 (3) 6,679 1,159 0
</TABLE>
<TABLE>
LG&E POWER ENGINEERS & CONSTRUCTORS Exhibit A
Consolidating Balance Sheet
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
LG&E LG&E
Power Power Ultra-
Engr & Const Clean,
Totals Adj's Const Inc. Inc.
<S> <C> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 113 (3) 113 3
Common stock expense 0
Additional paid-in capital 0
Unreal loss on marketable securities 0
Retained earnings 11,322 3,381 7,928 13
Total common equity 11,435 (3) 3,494 7,931 13
Cumulative preferred stock 0
Long-term debt:
First mortgage bonds 0
Unamortized premium 0
Total debt 0 0 0 0 0
Total capitalization 11,435 (3) 3,494 7,931 13
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0
Notes payable 0
Accounts payable 4,814 4,268 546
Dividends payable 0
Accrued taxes 12,858 7,307 5,552 (1)
Accrued interest 0
Intercompany accounts (55,185) (29,557) (25,616) (12)
Other 9,800 7,669 2,131
Total current liabilities (27,713) 0 (10,313) (17,387) (13)
DEFERRED CREDITS:
Accum deferred income taxes (9,774) (4,676) (5,098)
ITC, in process of amortization 0
Acc prov for pensions 0
Cust advances for construction 0
Regulatory liability 0
Other 33,887 18,174 15,713
Total deferred credits 24,113 0 13,498 10,615 0
Total capital and liabilities 7,835 (3) 6,679 1,159 0
</TABLE>
<TABLE>
LG&E POWER ENGINEERS & CONSTRUCTORS Exhibit A
Consolidating Income Statement
Year Ended December 31, 1994
<CAPTION>
LG&E LG&E
Power Power Ultra-
Engr & Const Clean,
Totals Adj's Const Inc. Inc.
<S> <C> <C> <C> <C> <C>
REVENUES:
Electric 0
Gas 0
Non-utility 62,182 (36,131) 64,890 33,423
Total revenues 62,182 (36,131) 64,890 33,423 0
COST OF REVENUES:
Fuel and power purchased 0
Gas supply expenses 0
Devel and const costs (47,653) 36,131 (57,942) (25,839) (3)
Total cost of revenues (47,653) 36,131 (57,942) (25,839) (3)
Gross profit 14,529 0 6,948 7,584 (3)
OPERATING EXPENSES:
Operation and maintenance (6,842) (3,505) (3,337)
Depreciation and amortization (192) (67) (125)
Non-recurring charges (5,228) (4,888) (340)
Total operating expenses (12,262) 0 (8,460) (3,802) 0
Equity in earnings 0
OPERATING INCOME 2,267 0 (1,512) 3,782 (3)
Interco chargebacks 0
Other income and deductions 541 199 342
Contribution to foundation 0
Interco int income (expense) 0
Interest charges 0
INCOME BEFORE INCOME TAXES 2,808 0 (1,313) 4,124 (3)
Income taxes (1,178) 535 (1,714) 1
NET INCOME BEFORE PFD DIVIDENDS 1,630 0 (778) 2,410 (2)
</TABLE>
<TABLE>
LG&E POWER ENGINEERS & CONSTRUCTORS Exhibit A
Consolidating Income Stmt (cont.)
Year Ended December 31, 1994
<CAPTION>
LG&E LG&E
Power Power Ultra-
Engr & Const Clean,
Totals Adj's Const Inc. Inc.
<S> <C> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 1,630 0 (778) 2,410 (2)
Preferred dividends 0
NET INCOME - CONT OPERATIONS 1,630 0 (778) 2,410 (2)
Net income - disc operations 0
Gain on sale - disc operations 0
INCOME BEFORE CUMULATIVE EFFECT 1,630 0 (778) 2,410 (2)
Cum effect of accounting change 0
NET INCOME AVAILABLE FOR COMMON 1,630 0 (778) 2,410 (2)
</TABLE>
<TABLE>
LG&E POWER ENGINEERS & CONSTRUCTORS Exhibit A
Consolidating Statement of
Retained Earnings
Year Ended December 31, 1994
<CAPTION>
LG&E LG&E
Power Power Ultra-
Engr & Const Clean,
Totals Adj's Const Inc. Inc.
<S> <C> <C> <C> <C> <C>
Beginning retained earnings 9,692 4,159 5,518 15
Net income 1,630 0 (778) 2,410 (2)
Dividends 0
Other 0
Ending retained earnings 11,322 0 3,381 7,928 13
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Balance Sheet - Part 1
ASSETS
December 31, 1994
<CAPTION>
LG&E
Power LG&E LG&E LG&E Totals Totals
Oper- Power 5 Power 6 Power 11 From From
Totals Adj's ations Inc. Inc. Inc. Part 2 Part 3
<S> <C> <C> <C> <C> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0 0 0
Gas 0 0 0
Common 0 0 0
Original cost 0 0 0 0 0 0 0 0
Acc depreciation 0 0 0
Net utility plant 0 0 0 0 0 0 0 0
Construction in progress 0 0 0
Net utility plant 0 0 0 0 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 88,955 2,237 2,226 11,925 34,460 38,107
Investments in subsidiaries 2,696 (6,514) 9,210 0 0
Other 11 11 0 0
Net assets of discontinued
operations 0 0 0
Total other prop and investments 91,662 (6,514) 9,221 2,237 2,226 11,925 34,460 38,107
CURRENT ASSETS:
Cash and temporary investments (28) (28) 0 0
Marketable securities 0 0 0
Accounts receivable (net) 547 547 0 0
Materials and supplies:
Fuel 0 0 0
Gas stored underground 0 0 0
Other 0 0 0
Prepayments and other 0 0 0
Total current assets 519 0 519 0 0 0 0 0
DEFERRED DEBITS:
Unamortized debt expense 0 0 0
Regulatory assets 0 0 0
Other 0 0 0
Total deferred debits 0 0 0 0 0 0 0 0
Total assets 92,181 (6,514) 9,740 2,237 2,226 11,925 34,460 38,107
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Balance Sheet - Part 1
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
LG&E
Power LG&E LG&E LG&E Totals Totals
Oper- Power 5 Power 6 Power 11 From From
Totals Adj's ations Inc. Inc. Inc. Part 2 Part 3
<S> <C> <C> <C> <C> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 2 (5) 2 2 3 0 0
Common stock expense 0 0 0
Additional paid-in capital 9,205 (6,509) 9,205 0 6,509
Unreal loss on marketable securities 0 0 0
Retained earnings 13,166 (185) 1,462 1,490 1,011 5,145 4,243
Total common equity 22,373 (6,514) 9,022 1,464 1,493 1,011 5,145 10,752
Cumulative preferred stock 0 0 0
Long-term debt:
First mortgage bonds 0 0 0
Unamortized premium 0 0 0
Total debt 0 0 0 0 0 0 0 0
Total capitalization 22,373 (6,514) 9,022 1,464 1,493 1,011 5,145 10,752
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0 0 0
Notes payable 0 0 0
Accounts payable 25 25 0 0
Dividends payable 0 0 0
Accrued taxes (2,935) 89 (254) (182) (688) (1,317) (583)
Accrued interest 0 0 0
Intercompany accounts 58,383 (144) (884) (918) 9,228 26,482 24,619
Other 448 448 0 0
Total current liabilities 55,921 0 418 (1,138) (1,100) 8,540 25,165 24,036
DEFERRED CREDITS:
Accum deferred income taxes 13,304 (283) 1,911 1,833 2,374 4,150 3,319
ITC, in process of amortization 0 0 0
Acc prov for pensions 0 0 0
Cust advances for construction 0 0 0
Regulatory liability 0 0 0
Other 583 583 0 0
Total deferred credits 13,887 0 300 1,911 1,833 2,374 4,150 3,319
Total capital and liabilities 92,181 (6,514) 9,740 2,237 2,226 11,925 34,460 38,107
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Income Statement - Part 1
Year Ended December 31, 1994
<CAPTION>
LG&E
Power LG&E LG&E LG&E Totals Totals
Oper- Power 5 Power 6 Power 11 From From
Totals Adj's ations Inc. Inc. Inc. Part 2 Part 3
<S> <C> <C> <C> <C> <C> <C> <C> <C>
REVENUES:
Electric 0 0 0
Gas 0 0 0
Non-utility 4,626 2,710 330 1,586
Total revenues 4,626 0 2,710 0 0 0 330 1,586
COST OF REVENUES:
Fuel and power purchased 0 0 0
Gas supply expenses 0 0 0
Devel and const costs (5,347) (2,347) (60) (2,940)
Total cost of revenues (5,347) 0 (2,347) 0 0 0 (60) (2,940)
Gross profit (721) 0 363 0 0 0 270 (1,354)
OPERATING EXPENSES:
Operation and maintenance (1,920) (264) (126) (131) (143) (443) (813)
Depreciation and amortization (3) (3) 0 0
Non-recurring charges (383) (383) 0 0
Total operating expenses (2,306) 0 (650) (126) (131) (143) (443) (813)
Equity in earnings 10,602 1,141 1,201 310 3,933 4,017
OPERATING INCOME 7,575 0 (287) 1,015 1,070 167 3,760 1,850
Interco chargebacks 0 0 0
Other income and deductions 901 2 899 0
Contribution to foundation 0 0 0
Interco int income (expense) 0 0 0
Interest charges 0 0 0
INCOME BEFORE INCOME TAXES 8,476 0 (285) 1,015 1,070 167 4,659 1,850
Income taxes (2,763) 115 (421) (444) (70) (1,174) (769)
NET INCOME BEFORE PFD DIVIDENDS 5,713 0 (170) 594 626 97 3,485 1,081
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consol'g Income Stmt - Part 1 (cont.)
Year Ended December 31, 1994
<CAPTION>
LG&E
Power LG&E LG&E LG&E Totals Totals
Oper- Power 5 Power 6 Power 11 From From
Totals Adj's ations Inc. Inc. Inc. Part 2 Part 3
<S> <C> <C> <C> <C> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 5,713 0 (170) 594 626 97 3,485 1,081
Preferred dividends 0 0 0
NET INCOME - CONT OPERATIONS 5,713 0 (170) 594 626 97 3,485 1,081
Net income - disc operations 0 0 0
Gain on sale - disc operations 0 0 0
INCOME BEFORE CUMULATIVE EFFECT 5,713 0 (170) 594 626 97 3,485 1,081
Cum effect of accounting change 0 0 0
NET INCOME AVAILABLE FOR COMMON 5,713 0 (170) 594 626 97 3,485 1,081
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Statement of
Retained Earnings - Part 1
Year Ended December 31, 1994
<CAPTION>
LG&E
Power LG&E LG&E LG&E Totals Totals
Oper- Power 5 Power 6 Power 11 From From
Totals Adj's ations Inc. Inc. Inc. Part 2 Part 3
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Beginning retained earnings 7,453 (15) 868 864 914 1,660 3,162
Net income 5,713 0 (170) 594 626 97 3,485 1,081
Dividends 0 0 0
Other 0 0 0
Ending retained earnings 13,166 0 (185) 1,462 1,490 1,011 5,145 4,243
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Balance Sheet - Part 2
ASSETS
December 31, 1994
<CAPTION>
LG&E
LG&E LG&E Power 21 LG&E LG&E
Power 12 Power 21 Wind Power 29 Power 30
Totals Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0
Gas 0
Common 0
Original cost 0 0 0 0 0 0
Acc depreciation 0
Net utility plant 0 0 0 0 0 0
Construction in progress 0
Net utility plant 0 0 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 34,460 12,502 437 21,521
Investments in subsidiaries 0
Other 0
Net assets of discontinued
operations 0
Total other prop and investments 34,460 12,502 437 21,521 0 0
CURRENT ASSETS:
Cash and temporary investments 0
Marketable securities 0
Accounts receivable (net) 0
Materials and supplies:
Fuel 0
Gas stored underground 0
Other 0
Prepayments and other 0
Total current assets 0 0 0 0 0 0
DEFERRED DEBITS:
Unamortized debt expense 0
Regulatory assets 0
Other 0
Total deferred debits 0 0 0 0 0 0
Total assets 34,460 12,502 437 21,521 0 0
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Balance Sheet - Part 2
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
LG&E
LG&E LG&E Power 21 LG&E LG&E
Power 12 Power 21 Wind Power 29 Power 30
Totals Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 0
Common stock expense 0
Additional paid-in capital 0
Unreal loss on marketable securities 0
Retained earnings 5,145 2,839 43 2,105 158
Total common equity 5,145 2,839 43 2,105 158 0
Cumulative preferred stock 0
Long-term debt:
First mortgage bonds 0
Unamortized premium 0
Total debt 0 0 0 0 0 0
Total capitalization 5,145 2,839 43 2,105 158 0
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0
Notes payable 0
Accounts payable 0
Dividends payable 0
Accrued taxes (1,317) 200 (14) (1,615) 112
Accrued interest 0
Intercompany accounts 26,482 7,162 390 19,200 (270)
Other 0
Total current liabilities 25,165 7,362 376 17,585 (158) 0
DEFERRED CREDITS:
Accum deferred income taxes 4,150 2,301 18 1,831
ITC, in process of amortization 0
Acc prov for pensions 0
Cust advances for construction 0
Regulatory liability 0
Other 0
Total deferred credits 4,150 2,301 18 1,831 0 0
Total capital and liabilities 34,460 12,502 437 21,521 0 0
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Income Statement - Part 2
Year Ended December 31, 1994
<CAPTION>
LG&E
LG&E LG&E Power 21 LG&E LG&E
Power 12 Power 21 Wind Power 29 Power 30
Totals Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C>
REVENUES:
Electric 0
Gas 0
Non-utility 330 300 30
Total revenues 330 0 0 0 300 30
COST OF REVENUES:
Fuel and power purchased 0
Gas supply expenses 0
Devel and const costs (60) (30) (30)
Total cost of revenues (60) 0 0 0 (30) (30)
Gross profit 270 0 0 0 270 0
OPERATING EXPENSES:
Operation and maintenance (443) (262) (4) (177)
Depreciation and amortization 0
Non-recurring charges 0
Total operating expenses (443) (262) (4) (177) 0 0
Equity in earnings 3,933 2,278 33 1,622
OPERATING INCOME 3,760 2,016 29 1,445 270 0
Interco chargebacks 0
Other income and deductions 899 18 881
Contribution to foundation 0
Interco int income (expense) 0
Interest charges 0
INCOME BEFORE INCOME TAXES 4,659 2,016 47 2,326 270 0
Income taxes (1,174) (837) (4) (221) (112)
NET INCOME BEFORE PFD DIVIDENDS 3,485 1,179 43 2,105 158 0
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consol'g Income Stmt - Part 2 (cont.)
Year Ended December 31, 1994
<CAPTION>
LG&E
LG&E LG&E Power 21 LG&E LG&E
Power 12 Power 21 Wind Power 29 Power 30
Totals Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 3,485 1,179 43 2,105 158 0
Preferred dividends 0
NET INCOME - CONT OPERATIONS 3,485 1,179 43 2,105 158 0
Net income - disc operations 0
Gain on sale - disc operations 0
INCOME BEFORE CUMULATIVE EFFECT 3,485 1,179 43 2,105 158 0
Cum effect of accounting change 0
NET INCOME AVAILABLE FOR COMMON 3,485 1,179 43 2,105 158 0
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Statement of
Retained Earnings - Part 2
Year Ended December 31, 1994
<CAPTION>
LG&E
LG&E LG&E Power 21 LG&E LG&E
Power 12 Power 21 Wind Power 29 Power 30
Totals Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C>
Beginning retained earnings 1,660 1,660
Net income 3,485 1,179 43 2,105 158 0
Dividends 0
Other 0
Ending retained earnings 5,145 2,839 43 2,105 158 0
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Balance Sheet - Part 3
ASSETS
December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E LG&E LG&E (EWG) LG&E
LG&E South- Alta- Hope- Erie LG&E Power
Power 13 ampton vista well Partners Power 16 Roanoke
Totals Inc. Inc. Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C> <C> <C>
UTILITY PLANT:
Electric 0
Gas 0
Common 0
Original cost 0 0 0 0 0 0 0 0
Acc depreciation 0
Net utility plant 0 0 0 0 0 0 0 0
Construction in progress 0
Net utility plant 0 0 0 0 0 0 0 0
OTHER PROPERTY AND INVESTMENTS:
Investments in affiliates 38,107 11,790 767 822 689 240 23,799
Investments in subsidiaries 0
Other 0
Net assets of discontinued
operations 0
Total other prop and investments 38,107 11,790 767 822 689 0 240 23,799
CURRENT ASSETS:
Cash and temporary investments 0
Marketable securities 0
Accounts receivable (net) 0
Materials and supplies:
Fuel 0
Gas stored underground 0
Other 0
Prepayments and other 0
Total current assets 0 0 0 0 0 0 0 0
DEFERRED DEBITS:
Unamortized debt expense 0
Regulatory assets 0
Other 0
Total deferred debits 0 0 0 0 0 0 0 0
Total assets 38,107 11,790 767 822 689 0 240 23,799
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Balance Sheet - Part 3
CAPITAL AND LIABILITIES
December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E LG&E LG&E (EWG) LG&E
LG&E South- Alta- Hope- Erie LG&E Power
Power 13 ampton vista well Partners Power 16 Roanoke
Totals Inc. Inc. Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C> <C> <C>
CAPITALIZATION:
Common stock 0
Common stock expense 0
Additional paid-in capital 6,509 65 6,444
Unreal loss on marketable securities 0
Retained earnings 4,243 2,536 606 962 620 (860) 8 371
Total common equity 10,752 2,536 606 962 620 (860) 73 6,815
Cumulative preferred stock 0
Long-term debt:
First mortgage bonds 0
Unamortized premium 0
Total debt 0 0 0 0 0 0 0 0
Total capitalization 10,752 2,536 606 962 620 (860) 73 6,815
CURRENT LIABILITIES:
Long-term debt due w/in 1 year 0
Notes payable 0
Accounts payable 0
Dividends payable 0
Accrued taxes (583) 329 (70) 21 44 (610) (1) (296)
Accrued interest 0
Intercompany accounts 24,619 6,977 (40) (427) (196) 1,470 162 16,673
Other 0
Total current liabilities 24,036 7,306 (110) (406) (152) 860 161 16,377
DEFERRED CREDITS:
Accum deferred income taxes 3,319 1,948 271 266 221 6 607
ITC, in process of amortization 0
Acc prov for pensions 0
Cust advances for construction 0
Regulatory liability 0
Other 0
Total deferred credits 3,319 1,948 271 266 221 0 6 607
Total capital and liabilities 38,107 11,790 767 822 689 0 240 23,799
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Income Statement - Part 3
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E LG&E LG&E (EWG) LG&E
LG&E South- Alta- Hope- Erie LG&E Power
Power 13 ampton vista well Partners Power 16 Roanoke
Totals Inc. Inc. Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C> <C> <C>
REVENUES:
Electric 0
Gas 0
Non-utility 1,586 39 39 38 1,470
Total revenues 1,586 0 39 39 38 1,470 0 0
COST OF REVENUES:
Fuel and power purchased 0
Gas supply expenses 0
Devel and const costs (2,940) (2,940)
Total cost of revenues (2,940) 0 0 0 0 (2,940) 0 0
Gross profit (1,354) 0 39 39 38 (1,470) 0 0
OPERATING EXPENSES:
Operation and maintenance (813) (240) (19) (31) (30) (5) (488)
Depreciation and amortization 0
Non-recurring charges 0
Total operating expenses (813) (240) (19) (31) (30) 0 (5) (488)
Equity in earnings 4,017 2,218 17 233 227 13 1,309
OPERATING INCOME 1,850 1,978 37 241 235 (1,470) 8 821
Interco chargebacks 0
Other income and deductions 0
Contribution to foundation 0
Interco int income (expense) 0
Interest charges 0
INCOME BEFORE INCOME TAXES 1,850 1,978 37 241 235 (1,470) 8 821
Income taxes (769) (821) (16) (100) (98) 610 (3) (341)
NET INCOME BEFORE PFD DIVIDENDS 1,081 1,157 21 141 137 (860) 5 480
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consol'g Income Stmt - Part 3 (cont.)
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E LG&E LG&E (EWG) LG&E
LG&E South- Alta- Hope- Erie LG&E Power
Power 13 ampton vista well Partners Power 16 Roanoke
Totals Inc. Inc. Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C> <C> <C>
NET INCOME BEFORE PFD DIVIDENDS 1,081 1,157 21 141 137 (860) 5 480
Preferred dividends 0
NET INCOME - CONT OPERATIONS 1,081 1,157 21 141 137 (860) 5 480
Net income - disc operations 0
Gain on sale - disc operations 0
INCOME BEFORE CUMULATIVE EFFECT 1,081 1,157 21 141 137 (860) 5 480
Cum effect of accounting change 0
NET INCOME AVAILABLE FOR COMMON 1,081 1,157 21 141 137 (860) 5 480
</TABLE>
<TABLE>
LG&E POWER OPERATIONS Exhibit A
Consolidating Statement of
Retained Earnings - Part 3
Year Ended December 31, 1994
<CAPTION>
(EWG)
LG&E LG&E LG&E LG&E (EWG) LG&E
LG&E South- Alta- Hope- Erie LG&E Power
Power 13 ampton vista well Partners Power 16 Roanoke
Totals Inc. Inc. Inc. Inc. Inc. Inc. Inc.
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Beginning retained earnings 3,162 1,379 585 821 483 3 (109)
Net income 1,081 1,157 21 141 137 (860) 5 480
Dividends 0
Other 0
Ending retained earnings 4,243 2,536 606 962 620 (860) 8 371
</TABLE>
LG&E ENERGY CORP. Exhibit B
Financial Data Schedule
December 31, 1994
The information required by Exhibit B is presented below. This information
is also included in Exhibit 27.
Total assets 2,217,464
Total operating revenues 829,663
Net income 105,265
LG&E POWER MARKETING INC. Exhibit C
System Affiliation
December 31, 1994
LG&E Energy Corp.
(Kentucky Corporation)
|
---------------------------------|
| |
Louisville Gas and Electric LG&E Energy Systems Inc.
Company (Kentucky corporation) (Kentucky Corporation)
|
|
LG&E Power Inc.
(Delaware corporation)
|
|
LG&E Power Development Inc.
(California corporation)
|
|
LG&E Power Marketing Inc.
(California corporation)
LG&E POWER GENERATION, L.P. Exhibit C
System Affiliation
December 31, 1994
LG&E Energy Corp.
(Kentucky Corporation)
|
---------------------------------|
| |
Louisville Gas and LG&E Energy Systems Inc.
Electric Company (Kentucky Corporation)
(Kentucky corporation) |
|
LG&E Power Inc.
(Delaware corporation)
|
|
LG&E Power Operations Inc.
(California corporation)
|
-----------------------|--------------------------
| |
LG&E Power 23 LG&E Power Generation
Incorporated Limited Inc.
(California corporation) (California corporation)
| |
-----------------------|--------------------------
|
LG&E Power Generation, L.P.
(California limited partnership)
WESTMORELAND - LG&E PARTNERS Exhibit C
System Affiliation
December 31, 1994
LG&E Energy Corp.
(Kentucky Corporation)
|
---------------------------------|
| |
Louisville Gas and LG&E Energy Systems Inc.
Electric Company (Kentucky corporation)
(Kentucky corporation) |
|
LG&E Power Inc.
(Delaware corporation)
|
|
LG&E Power Operations Inc.
(California corporation)
|
-----------------------|--------------------------
| |
LG&E Power 16 Incorporated LG&E Power Roanoke
(California corporation) Incorporated
| (California corporation)
| |
-----------------------|--------------------------
|
LG&E - Roanoke Valley, L.P.
(California limited partnership)
|
|
Westmoreland - LG&E Partners
(Virginia general partnership)
UC OPERATING SERVICES Exhibit C
System Affiliation
December 31, 1994
LG&E Energy Corp.
(Kentucky Corporation)
|
---------------------------------|
| |
Louisville Gas and LG&E Energy Systems Inc.
Electric Company (Kentucky corporation)
(Kentucky corporation) |
|
LG&E Power Inc.
(Delaware corporation)
|
|
LG&E Power Operating
Services Inc.
(California corporation)
|
|
UC Operating Services
(California general partnership)
<TABLE> <S> <C>
<ARTICLE> OPUR3
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> DEC-31-1994
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 2,217,464
<TOTAL-OPERATING-REVENUES> 829,663
<NET-INCOME> 105,265
</TABLE>
