File No. __________________
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed under section 33(a) of the
Public Utility Holding Company Act of 1935, as amended
AES GARDABANI LLC
(Name of foreign utility company)
THE AES CORPORATION
1001 N. 19th Street
Suite 2000
Arlington, Virginia 22209
(Name of filing company, if filed on behalf of 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
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ITEM 1
Foreign utility company status is claimed by AES Gardabani LLC
("Gardabani"), located in the Republic of Georgia. The business address of
Gardabani is: c/o AES Telasi, 3 Vani Street, 60 Tsiritely Av., Tbilisi 380054
Georgia.
Gardabani owns and operates the 600 MW Gardabani thermal power plant
consisting of two 300 MW supercritical gas and oil-fired units. One-third of the
Gardabani output will be sold to AES Telasi, a distribution company owned by AES
which serves 370,000 customers in Tbilisi, capital of Georgia. The remaining
electrical output of the Gardabani plant will be sold to the Georgian Wholesale
Electricity Market (WEM) under a 20 year power purchase contract.
AES Gardabani LLC is an indirect, wholly-owned subsidiary of The AES
Corporation, a Delaware corporation.
ITEM 2
CILCO is a domestic associate of Gardabani through The AES
Corporation's acquisition of CILCO, which was consummated October 18, 1999. The
Commission issued an order on August 20, 1999, granting The AES Corporation a
Section 3(a)(5) exemption from PUHCA if and when it indirectly acquired CILCO, a
domestic public utility company.
<PAGE>
The state commission certification from the Illinois Commerce
Commission required under Section 33(a)(2) of the Act in connection with this
transaction is attached.
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
--------------------------
William R. Luraschi
General Counsel
The AES Corporation
1001 N. 19th Street
Suite 2000
Arlington, Virginia 22209
(703) 522-1315
Dated: December 30, 1999
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State of Illinois
Illinois Commerce Commission
[Letterhead of Richard L. Mathias]
March 10, 1999
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Ladies and Gentlemen:
We are writing to you with respect to Central Illinois Light Company
("CILCO") and its parent, CILCORP Inc., and the pending merger transaction
involving CILCORP Inc. and The AES Corporation.
We have been advised that The AES Corporation, through its subsidiaries
(other than CILCORP Inc. or subsidiaries of CILCORP Inc.), affiliates, or
through other entities, currently holds, and intends to continue to hold and
acquire, ownership interest in electric and natural gas facilities in one or
more foreign countries. We submit this letter pursuant to the requirements of
Section 33(a)(2) of the Public Utility Holding Company Act of 1935, as amended
(the "Act").
A 1997 Illinois law implemented changes to historical utility
regulation. The law required all regulated electric utilities to reduce their
rates to residential consumers in 1998 and, subject to certain specified
exceptions, froze such electric rates until 2005. While neither the utilities
nor the Illinois Commerce Commission ("Commission") can change bundled electric
rates until 2005, the Commission retains jurisdiction to set rates for unbundled
delivery service. In addition, electric utilities are subject to other statutory
provisions that require a sharing of revenue with consumers if the utility earns
more than certain specified thresholds. However, the restructuring legislation
gave electric utilities great flexibility in writing down assets and
accelerating depreciation, so utilities may be able to avoid triggering the
over-earning threshold. Also the legislation removed Commission authority over
the sale, lease or other transfer of assets to affiliated or unaffiliated
entities until January 1, 2005. Also, the Commission has jurisdiction over
electric and gas delivery system reliability. However, the Commission cannot
order a utility to construct additional generation. Finally, while the
Commission's authority to approve or disapprove some merger and reorganization
transactions has been suspended
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until 2005, regulated utilities are required to provide the Commission with a
30-day advanced notice of any proposed transaction, with supporting
documentation, and to file certain reports thereafter.
The Illinois Commerce Commission hereby certifies to you that we have
the authority and resources to protect Illinois consumers in accordance with the
Illinois statutes discussed in the previous paragraph. We intend to exercise
such authority.
Sincerely,
Illinois Commerce Commission
/s/Richard L. Mathias
Richard L. Mathias
Chairman
cc: Mr. Edward J. Griffin, DeFrees & Fiske
Mr. Robert W. Wason, Security and Exchange Commission
