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
CitiPower Pty
(Name of foreign utility company)
AEP Resources, Inc.
(Name of filing company if filed on behalf of a foreign utility company)
Please send a copy of all notices and correspondence concerning
this Notice to:
J. D. Cross, Esq.
Vice President and General Counsel
AEP Resources, Inc.
1 Riverside Plaza, 20th Floor
Columbus, OH 43215
614/223-1580
Pursuant to Section 33(a) of the Public Utility Holding
Company Act of 1935, as amended (the "1935 Act") and Rule 57
thereunder, AEP Resources, Inc., an Ohio corporation ("Resources"),
acting on behalf of CitiPower Pty, a corporation organized under
the laws of Australia (the "Company"), hereby notifies the
Commission that the Company is a "foreign utility company" ("FUCO")
within the meaning of Section 33(a) of the 1935 Act.
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ITEM 1
State the name of the entity claiming foreign utility
company status, its business address, and a description
of the facilities used for the generation, transmission
and distribution of electric energy for sale or for the
distribution at retail of natural or manufactured gas.
To the extent known, identify each person that holds five
percent (5%) or more of any class of voting securities of
the foreign utility company and describe the amount and
nature of the interest.
The name and business address of the entity for which FUCO
status is claimed:
CitiPower Pty
CitiPower House
624 Bourke Street
Melbourne Victoria
Australia 3000
Description of Facilities
CitiPower is a public utility engaged in the distribution of
electricity in the State of Victoria, Australia. Resources will
own, indirectly, through one or more special purpose subsidiaries/
entities, a 100% interest in CitiPower. Other than Resources and
such subsidiaries/entities, no person will hold a 5% or more voting
interest in CitiPower.
CitiPower's electric distribution network comprises sub-
transmission (66Kv and below) and distribution assets, including
approximately 37 zone substations. The network is predominantly an
overhead, wooden poled distribution system comprising approximately
2,745 kilometers (kms) of high and low voltage overhead lines and
1,864 kms of high and low voltage underground cables. CitiPower's
service territory covers approximately 157 total square kms of the
suburban and metropolitan Melbourne areas. CitiPower serves
approximately 240,000 residential, commercial and industrial
customers.
ITEM 2
State 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 any such domestic associate public-utility
company for its interest in the foreign utility company.
The Company currently has no 'associate companies' that are
domestic 'public-utility companies', as those terms are defined in
the 1935 Act.
Resources is a wholly-owned subsidiary of American Electric
Power Company, Inc. ("AEP"), a registered "holding company" as
defined in the 1935 Act. Consequently, if the above-described
acquisition of an interest in the Company is successful, the
following domestic "public-utility companies" will be "associate
companies" of the Company:
AEP Generating Company
Appalachian Power Company
Columbus Southern Power Company
Indiana-Kentucky Electric Corporation
Indiana Michigan Power Company
Kentucky Power Company
Kingsport Power Company
Ohio Power Company
Ohio Valley Electric Corporation
Wheeling Power Company
AEP is a "holding company" with respect to each of AEP
Generating Company, Appalachian Power Company, Columbus Southern
Power Company, Indiana-Kentucky Electric Corporation ("IKEC"),
Indiana Michigan Power Company, Kentucky Power Company, Kingsport
Power Company, Ohio Power Company, Ohio Valley Electric Corporation
("OVEC") and Wheeling Power Company (collectively, the "AEP Utility
Subsidiaries"). In addition, OVEC is a "holding company" of IKEC.
None of the AEP Utility Subsidiaries will have any
relationship with the Company other than, if the acquisition is
successful, sharing AEP as a "holding company" and being an
"associate company" of the Company. None of the AEP Utility
Subsidiaries will pay any part of the purchase price for the
Company.
EXHIBIT A - Not Applicable
The undersigned company has duly caused this statement to be
signed on its behalf by the undersigned thereunto duly authorized.
AEP RESOURCES, INC.
By:/s/ A. A. Pena______________
Name: A. A. Pena
Title: Vice President
Dated: November 19, 1998
