SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 10-K/A
(Amendment No. 2)
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the fiscal year ended December 31, 1996 OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
Commission file number 1-13584
ENRON GLOBAL POWER & PIPELINES L.L.C.
(Exact name of registrant as specified in its charter)
Delaware 76-00456366
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
333 Clay Street, Suite 1800
Houston, Texas 77002
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:(713) 853-6220
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of each exchange
on which registered
Common Shares New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the registrant (i) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (ii) has been subject to
such filing requirements for the past 90 days.
Yes X No
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. X
The aggregate market value of the Common Shares held by non-affiliates of
the registrant, determined by using the per share closing prices on the New
York Stock Exchange Composite Tape of $28.75 on February 28, 1997, was
approximately $322,971,000. As of February 28, 1997, there were 24,404,752
Common Shares outstanding.
Documents incorporated by reference: Certain portions of the registrant's
definitive Proxy Statement for the May 14, 1997 Annual Meeting of Shareholders
("Proxy Statement") are incorporated herein by reference in Part III of this
Form 10-K.
REPORT OF INDEPENDENT ACCOUNTANTS
To the Partners of Smith/Enron Cogeneration Limited Partnership
We have audited the accompanying balance sheet of Smith/Enron Cogeneration
Limited Partnership at December 31, 1996, and the related statements of income
and undistributed partnership earnings and of cash flows for the year then
ended. These financial statements are the responsibility of Smith/Enron
Cogeneration Limited Partnership management. Our responsibility is to express
an opinion on these financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing standards
of the Dominican Republic, which are in substantial agreement with those of the
United States of America. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are
free of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements.
An audit also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audit provides a reasonable basis
for our opinion.
In our opinion, the financial statements audited by us present fairly, in all
material respects, the financial position of Smith/Enron Cogeneration Limited
Partnership at December 31, 1996, and the results of its operation and its cash
flows for the year then ended in conformity with generally accepted accounting
principles in the United States of America.
PRICE WATERHOUSE
Santo Domingo, Dominican Republic
February 28, 1997
F-66
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized, on this 10th day of
October, 1997.
ENRON GLOBAL POWER & PIPELINES L.L.C.
By: /S/KURT S. HUNEKE
Kurt S. Huneke
President and Chief Financial Officer
Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below on October 10, 1997, by the following persons on
behalf of the registrant and in the capacities indicated.
RODNEY L. GRAY* Chairman
and Chief Executive Officer and
Rodney L. Gray* Director (Principal Executive Officer)
/s/ KURT S. HUNEKE President
and Chief Financial Officer
Kurt S. Huneke (Principal Financial and
Accounting Officer)
JAMES V. DERRICK, JR.* Director
James V. Derrick, Jr.*
REBECCA P. MARK* Director
Rebecca P. Mark*
BRENT SCOWCROFT* Director
Brent Scowcroft*
EDMUND P. SEGNER,III* Director
Edmund P. Segner, III*
GEORGE S. SLOCUM* Director
George S. Slocum*
THOMAS C. THEOBALD* Director
Thomas C. Theobald*
*By: /S/ K. WADE CLINE
K. Wade Cline
(Attorney-in-fact for persons indicated)