SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-57
AMENDED AND RESTATED
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed Under Section 33(a) of the
Public Utility Holding Company Act of 1935, as amended
AUSTRALIAN POWER PARTNERS B.V.
HAZELWOOD POWER PARTNERSHIP/HAZELWOOD POWER
HAZELWOOD POWER CORPORATION LTD/
HAZELWOOD POWER CORPORATION PTY LTD
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(Name of foreign utility company)
The AES Corporation
1001 N. 19th Street
Suite 2000
Arlington, Virginia 22209
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(Name of filing company, if filed on behalf
of a foreign utility company)
The Commission is requested to mail copies of all correspondence relating
to this Notification to:
William R. Luraschi, Esq.
The AES Corporation
1001 N. 19th Street
Suite 2000
Arlington, Virginia 22209
Lynn N. Hargis
Chadbourne & Parke LLP
1200 New Hampshire Avenue, N.W.
Suite 300
Washington, D.C. 20036
<PAGE>
The AES Corporation hereby files with the Securities and Exchange
Commission ("Commission") pursuant to Section 33 of the Public Utility Holding
Company Act of 1935, as amended ("Act"), this Form U-57 on behalf of Australian
Power Partners B.V.; Hazelwood Power Partnership and Hazelwood Power; and
Hazelwood Power Corporation Ltd and Hazelwood Power Corporation Pty Ltd, for the
purpose of notifying the Commission that each of the foregoing companies is or
will be a "foreign utility company" ("FUCO") within the meaning of Section 33 of
the Act, and hereby claims status as a FUCO under the Act.
This notification amends and restates, in its entirety, an earlier
notification filed on September 12, 1996, by Destec Energy, Inc. with respect to
Australian Power Partners B.V.; Hazelwood Power Partnership; and Hazelwood Power
Corporation Ltd.
Item 1
a. Name and business address of the entity claiming foreign utility company
status:
Australian Power Partners B.V.
c/o William R. Luraschi, Esq.
The AES Corporation
1001 N. 19th Street
Suite 2000
Arlington, Virginia 22209
Hazelwood Power Partnership/Hazelwood Power
c/o Phillips Fox
120 Collins Street
Melbourne, Victoria 3000
Australia
Hazelwood Power Corporation Ltd/
Hazelwood Power Corporation Pty Ltd
c/o Phillips Fox
120 Collins Street
Melbourne, Victoria 3000
Australia
b. Description of facilities used for the generation, transmission, and
distribution of electric energy for sale:
Hazelwood Power Partnership, a general partnership organized under the laws
of Australia, has successfully bid to acquire the assets of Hazelwood Power
Corporation Ltd from the State of Victoria, Australia. Shortly after the initial
closing of the acquisition transaction, Hazelwood Power Partnership will change
its name to Hazelwood Power, but will remain the same entity. (Hazelwood Power
Partnership and Hazelwood Power are hereinafter collectively referred to as
"Hazelwood Power".)
<PAGE>
The jurisdictional facilities of Hazelwood Power Corporation Ltd which
Hazelwood Power has acquired consist of: (1) a 1600 megawatt (installed
capacity) brown coal-fired generating facility, which consists of eight units,
each of which is comprised of a boiler and turbine with a nameplate capacity of
200 megawatts; and (2) transmission facilities necessary to interconnect the
Hazelwood facility with the high-voltage transmission grid owned and operated by
PowerNet Victoria, a statutory Victoria government corporation.
Hazelwood Power Corporation Ltd holds various contracts and licenses
related to the acquired facilities in trust for the partners of Hazelwood Power,
and as trustee has certain rights to use the facilities for the generation and
sale of power. Shortly after the initial closing of the acquisition transaction,
Hazelwood Power Corporation Ltd will be converted to Hazelwood Power Corporation
Pty Ltd, but will remain the same entity. (Hazelwood Power Corporation Ltd and
Hazelwood Power Corporation Pty Ltd are hereinafter collectively referred to as
"Hazelwood Power Corporation".)
Neither Hazelwood Power nor Hazelwood Power Corporation derives or will
derive any part of its income, directly or indirectly, from the generation,
transmission, or distribution of electric energy for sale (or the distribution
at retail of natural or manufactured gas for heat, light or power) within the
United States. Neither Hazelwood Power nor Hazelwood Power Corporation, nor any
of either's subsidiary companies, is or will be a public utility operating in
the United States.
c. Persons holding five percent (5%) or more of any class of voting
securities of the foreign utility company and amount and nature of the interest:
The partners of Hazelwood Power (collectively, the "Hazelwood Partners"),
and their ownership interests therein, are as follows:
Australian Power Partners B.V., a Netherlands company which is an
indirect wholly-owned subsidiary of The AES Corporation, holds
approximately a 20% interest.
Australian Power Partners B.V. will not derive any part of its income,
directly or indirectly, from the generation, transmission, or distribution
of electric energy for sale (or the distribution at retail of natural or
manufactured gas for heat, light, or power) within the United States. None
of Australian Power Partners B.V., nor any of its subsidiary companies, is
or will be a public utility company operating in the United States.
<PAGE>
Hazelwood Pacific Pty Ltd, a company organized under the laws of
Australia which is an indirect wholly-owned subsidiary of PacifiCorp, holds
approximately a 20% interest.
National Power Australia Investments Ltd, a direct wholly-owned
subsidiary of National Power Plc., holds approximately a 52% interest.
CISL (Hazelwood) Pty Ltd, an indirect subsidiary of Commonwealth Bank
of Australia, holds approximately a 6% interest. Hazelwood Investment
Company Pty Ltd, also an indirect subsidiary of Commonwealth Bank of
Australia, holds approximately a 2% interest.
Hazelwood Power Corporation holds certain assets as described above on
behalf of the Hazelwood Partners as beneficial owners. In addition, National
Power Australia Investments Ltd holds all of the shares of Hazelwood Power
Corporation in trust for the Hazelwood Partners as beneficial owners. The
ownership percentage of each of the Hazelwood Partners in each of the trusts
described above is equivalent to its ownership interest in Hazelwood Power.
Item 2
The name of any domestic associate public utility company and, if
applicable, its holding company, and a description of the relationship between
the foreign utility company and such company, and the purchase price paid by
such domestic associate public utility company for its interest in the foreign
utility company:
The only domestic associate public utility company of Hazelwood Power and
Hazelwood Power Corporation is PacifiCorp, which submitted a Form U-57 with
respect to Hazelwood Power's acquisition of the facilities described herein on
September 12, 1996. Australian Power Partners B.V. will not have any domestic
associate public utility company.
EXHIBIT A
State Certification
Not applicable. As noted above in Item 2, PacifiCorp filed a Form U-57 with
respect to Hazelwood Power's acquisition of the facilities described herein.
Signature
The undersigned company has duly caused this statement to be signed on its
behalf by the undersigned thereunto duly authorized.
By: /s/ WILLIAM R. LURASCHI
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William R. Luraschi
General Counsel
The AES Corporation
1001 N. 19th Street
Arlington, Virginia 22209
(703) 522-1315
Dated: October 24, 1997
