<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Form U-3A-2
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
ENOVA CORPORATION
hereby files with the Securities 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, and
submits the following information:
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.
Enova Corporation ("Claimant") is a corporation organized and
existing under the laws of the State of California.<F1> Enova
Corporation is a holding company, organized to acquire and hold
securities of other corporations. Enova Corporation's principal place
of business is 101 Ash Street, San Diego, California. Its mailing
address is Post Office Box 129400, San Diego, California 92112-9400.
Enova Corporation has the following subsidiaries:
A. San Diego Gas & Electric Company ("SDG&E") is a public utility
organized and existing as a corporation under the laws of the State of
California. SDG&E is a wholly owned subsidiary of Enova Corporation.
SDG&E is primarily engaged in the business of generating, transmitting
and distributing electric energy in San Diego County and in an adjacent
portion of Orange County, and distributing natural gas in San Diego
County. SDG&E's principal place of business is 101 Ash Street, San
Diego, California, 92101. Its mailing address is Post Office Box 1831,
San Diego, California 92112-4150.
(1) SDG&E Funding LLC is a corporation organized and existing under
the laws of the State of California. SDG&E Funding is a wholly owned
subsidiary of SDG&E, and was created in order to effect the issuance
of notes intended to finance a 10% electric rate reduction provided
to SDG&E's residential and small commercial customers, as
mandated by California's electric restructuring legislation.
B. Pacific Diversified Capital Company ("PDCC") is an independently-
operated holding company organized and existing as a corporation under
the laws of the State of California. PDCC is a wholly owned subsidiary
of Enova Corporation. PDCC owns Phase One Development, Inc. and Phase
One Construction, Inc. (inactive). PDCC's principal place of business
is 101 Ash Street, San Diego, California 92101.
(1) Phase One Development, Inc. is a wholly owned subsidiary of PDCC and
has been in the business of owning and developing real property in
California.
C. Enova Financial, Inc. ("Enova Financial") is a corporation
organized and existing under the laws of the State of California.
Enova Financial is a wholly owned subsidiary of Enova Corporation.
Enova Financial's principal business is investing as a limited partner
in affordable-housing projects. Enova Financial has investments (ranging
from 5 percent to 49 percent ownership) in 60 affordable-housing
partnerships, representing approximately 1,200 properties located
throughout the UnitedStates. Enova Financial's principal place of
business is 101 Ash Street, San Diego, California 92101.
D. Califia Company ("Califia") is a corporation organized and
existing under the laws of the State of California. Except for an
immaterial number of shares of non-voting preferred stock, Califia is a
wholly owned subsidiary of Enova Corporation. Califia is an equipment-
leasing company, specializing in leasing computer equipment. Califia's
principal place of business is 101 Ash Street, San Diego, California
92101.
E. Enova Energy, Inc. is a corporation organized and existing under
the laws of the State of California. It is a wholly owned subsidiary of
Enova Corporation and is an energy-management-consulting firm. Its
primary business is resource management consulting (including
generation, purchased power and transmission) and fuel and power
procurement consulting for utilities and large end-users. Its
principal place of business is 9855 Scranton Road, Suite 100, San Diego,
California 92121.
(1) Sempra Energy Solutions (formerly Energy Pacific) is a corporation
organized and existing under the laws of the State of California. It is
a 48 percent owned subsidiary of Enova Energy and is involved in the
marketing of integrated energy and energy-related products and services.
Sempra Energy Solutions owns interests in Bangor Gas Company LLC and
Frontier Energy LLC, which are joint ventures involved in the
construction of natural-gas distribution systems in Maine and North
Carolina,respectively. Sempra Energy Solutions also owns interests in
Atlantic-Pacific Glendale LLC and Atlantic-Pacific Las Vegas LLC, which
are joint ventures to provide integrated energy management services
in California and Nevada, respectively. Sempra Energy Solutions'
principal place of business is located in Los Angeles, California.
F. Enova Power Corporation (Enova Power) is a wholly owned subsidiary
of Enova Corporation and is involved in the development of electric
generation projects.Enova Power has an interest in El Dorado LLC, a
joint venture to build a natural-gas fired power plant in Boulder City,
Nevada.
G. Enova Technologies, Inc. is a corporation organized and existing
under the laws of the State of California. It is a wholly owned
subsidiary of Enova Corporation. It is in the business of developing
new technologies generally related to the utility and energy businesses.
Its principal place of business is 9855 Scranton Road, Suite 100, San
Diego, California 92121.
(1) Energy Auditing Agency, Ltd. is a subsidiary of Enova Technologies
and is involved in energy auditing, and bill processing and verification
in the United Kingdom.
(2) Wright Strategies is a subsidiary of Enova Technologies and is
involved in the business of software development.
H. Enova International is a corporation organized and existing under
the laws of the State of California. It is a wholly owned subsidiary
of Enova Corporation and is involved in natural-gas and power
projects outside the United States. Its principal place of business is
101 Ash Street, San Diego, California 92101.
(1) Enova Mexico Service Company is a wholly owned subsidiary of Enova
International. It is involved in the development of energy projects in
Mexico.
(2) Enova Mexico S.A. de C.V. is a wholly owned subsidiary of Enova
International. It is involved in natural-gas and power projects in
Mexico. Enova Mexico S.A. de C.V. owns interests in Distribuidora de
Gas Natural de Mexicali S. de R.L. de C.V. (DGN - Mexicali) and
Distribuidora de Gas Natural de Chihuahua S. de R.L. de C.V. (DGN -
Chihuahua), which are partnerships that operate natural-gas distribution
systems in Mexico. Additional information on DGN - Mexicali and DGN -
Chihuahua is given in Item 4 herein.
I. Sempra Energy Trading (formerly AIG Trading Corporation) is a
corporation organized and existing under the laws of the State of
Connecticut. It is a 50-percent owned subsidiary of Enova Corporation
and is in the business of natural-gas and power marketing. Its principal
place of business is located in Greenwich, Connecticut.
2. A BRIEF DESCRIPTION OF THE PROPERTIES OF CLAIMANT AND EACH OF ITS
SUBSIDIARY PUBLIC UTILITY COMPANIES USED FOR THE GENERATION,
TRANSMISSION, AND DISTRIBUTION OF ELECTRIC ENERGY FOR SALE, OR FOR THE
PRODUCTION, TRANSMISSION, 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.
<F1> Enova Corporation is not a "public utility company" for the
purposes of the Public Utilities Holding Company Act of 1935 (the
"Act"), and does not own any such properties.
SDG&E Electric Utility Properties:
- ---------------------------------
SDG&E operates nine oil and gas-fueled generating units, with net
capability of 1,641 MW, located in San Diego County. The four South
Bay units (690 MW), located in the City of Chula Vista, went into
operation between 1960 and 1971; the five Encina units (951 MW),
located in the City of Carlsbad, went into operation between 1954 and
1978. SDG&E owns 100% of all of these units except Encina 5 (330 MW),
which SDG&E sold and leased back in 1978, with a lease term through
2004 and renewal options for up to 15 additional years. SDG&E owns 19
gas-fired combustion turbines with net capability of 332 MW, which were
placed in service from 1966 to 1979; these turbines are located at
various sites in San Diego County and are used only for emergency and
peak demand. SDG&E owns 20% of the three nuclear units at San Onofre
Nuclear Generating Station ("SONGS"), located in San Diego County,
south of San Clemente at the Camp Pendleton United States Marine Base.
SONGS is primarily owned and operated by Southern California Edison
Company ("Edison"). SONGS 1 has been permanently shut down. SDG&E's
share of SONGS 2 and 3 amounts to an aggregate of 430 MW. SDG&E owns
another 230-MW diesel and gas-fueled plant in San Diego County, which
is in storage and is not expected to return to service.
SDG&E's transmission facilities consist of transmission lines and
transmission substations operating at various voltages from 69 kV
(69,000 volts) upwards to 500 kV. SDG&E owns the transmission
facilities located in the area in which it serves (San Diego County and
an adjacent portion of Orange County), as well as all or
portions (specified below) of the three segments of the Southwest
PowerLink (SWPL), a 500-kV transmission line extending from SDG&E's
Miguel Substation in Southern San Diego County to the Palo Verde
Nuclear Generating Station west of Phoenix, Arizona, via two
intermediary substations at Imperial Valley, California and North Gila,
Arizona.
SDG&E's transmission system consists of the following:
- 500 kV: 279.00 circuit-miles (159.0 miles in
California, 120.0 miles in Arizona)
- 230 kV: 267.25 circuit-miles (all in California)
- 138 kV: 234.29 circuit-miles (all in California)
- 69 kV: 843.73 circuit-miles (all in California)
SDG&E is interconnected to various utilities for the purpose of
buying and selling electric power and energy, as well as for mutual
reliability. SDG&E is interconnected with Edison at the San Onofre 230-
kV bus. SDG&E's system connects to the Mexico utility Comision Federal
de Electricidad via two 230 kV transmission lines, one from Miguel
Substation to Tijuana Substation and the other from Imperial Valley
Substation to La Rosita Substation (each line owned by SDG&E on the
U.S. side of the international border). The Miguel-Imperial Valley
segment of the SWPL (100% owned by SDG&E) provides an interconnection
to the system of Imperial Irrigation District; the Imperial Valley -
North Gila segment of the SWPL (85.64% owned by SDG&E) provides an
interconnection with Arizona Public Service; and the North Gila-Palo
Verde segment of the SWPL (76.22% owned by SDG&E) provides the final
leg for accessing power at the Palo Verde 500-kV bus, at which power
from various sources can be obtained by SDG&E. All the substations at
these interconnections are jointly owned by SDG&E and the respective
interconnected utilities.
SDG&E's distribution facilities consist of approximately 8,700
circuit miles of overhead lines and 9,100 circuit miles of underground
lines located in San Diego and Orange Counties.
SDG&E Gas Utility Properties:
- ----------------------------
SDG&E owns and operates facilities used for the distribution of
natural gas to its electric generating units and to retail customers
for heat, light and power in San Diego County. SDG&E's natural gas
facilities are located in San Diego and Riverside Counties. Gas
facilities consist of transmission facilities (compressor stations of
16,900 horsepower in Moreno and of 3,080 horsepower in Rainbow),
approximately 164 miles of high-pressure transmission pipelines,
approximately 6,754 miles of high-pressure and low-pressure distribution
mains, and approximately 5,591 miles of service lines. All natural gas
is delivered to SDG&E under a transportation and storage agreement with
Southern California Gas Company through two transmission pipelines and
one distribution pipeline owned by Southern California Gas, with a
combined capacity of 525 million cubic feet per day.
3. INFORMATION FOR CALENDAR YEAR 1997 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.<F2> <F3>
Electric(kwh) Gas(Mcf)
Enova Corporation: None None
SDG&E: Retail: 16,747,489,485 101,540,275
Wholesale: 4,919,597,176 None
<F2> Excludes customer-owned natural gas transported to retail
customers by SDG&E.
<F3> Excludes exchanges of natural gas and electricity with wholesale
suppliers that are not considered sales or purchases under the Federal
Power Act.
(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.
Enova Corporation: None
SDG&E: 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 ORGANIZED, OR AT THE STATE LINE.<F4>
Electric(kwh) Gas(Mcf)
------------- ---------
Enova Corporation: None None
SDG&E: 4,742,851,000 122,061
(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.<F4>
Electric(kwh) Gas(Mcf)
------------- ---------
Enova Corporation: None None
SDG&E: 15,187,119,749 100,834,264
<F4>Excludes exchanges of natural gas and electricity with wholesale
suppliers that are not considered sales or purchases under the Federal
Power Act.
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.
Distribuidora de Gas Natural de Mexicali, S. de R.L. de C.V.
(DGN - Mexicali) is located at Avenida Reforma 1401-C, Mexicali, B.C.,
21100, Mexico. DGN de Chihuahua, S. de R.L. de C.V. (DGN - Chihuahua)
is located at Avenida Zarco 2605, Chihuahua, Chih., Mexico C.P. 31020.
Both of these companies have facilities that contain natural gas
distribution assets, such as poly and steel pipe and meters, and
operations and maintenance assets, such as vehicles, tools, and
equipment. The offices are staffed with administrative personnel and
contain support assets, including computers, software and furniture.
(b). NAME OF EACH SYSTEM COMPANY THAT HOLDS AN INTEREST IN SUCH EWG
OR FOREIGN UTILITY COMPANY; AND DESCRIPTION OF THE INTEREST HELD.
DGN - Mexicali is owned 30 percent by Enova Mexico S.A. de C.V. DGN -
Chihuahua is owned 47.5 percent by Enova Mexico S.A. de C.V.
(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.
Enova's capital investments in DGN - Mexicali and DGN - Chihuahua were
$3 million and $5 million, respectively, at December 31, 1997. The
respective direct performance guarantees to the Mexican Regulatory
Body (CRE) are $1.5 million and $4.75 million.
(d). CAPITALIZATION AND EARNINGS OF THE EWG OR FOREIGN UTILITY
COMPANY DURING THE REPORTING PERIOD.
For 1997, DGN - Mexicali had a capitalization of $8.4 million and a
loss of $0.4 million. For 1997, DGN - Chihuahua had a capitalization
of $9.8 million and a loss of $0.1 million.
(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).
Enova Corporation provides construction management and training
services to joint venture affiliates in Mexicali and Chihuahua. Under
California Public Utilities Commission guidelines, any utility labor
used in providing these services is charged at its fully loaded cost
plus a 5 percent markup. Any direct costs are passed through and
include all costs incurred in providing the service, such as
procurement, transportation, or storage.
EXHIBIT A
Consolidating Statements of income and surplus of Enova
Corporation's subsidiary companies for the year ended December 31,
1997, together with consolidating balance sheets of Enova Corporation's
subsidiary companies as of the close at December 31, 1997, are attached
as Exhibit A.
EXHIBIT B
Financial Data Schedule
If, at the time a report on this form is filed, the registrant is
required to submit this report and any amendments thereto electronically
via EDGAR, the registrant shall furnish a Financial Data Schedule. The
Schedule shall set forth the financial and other data specified below
that are applicable to the registrant on a consolidated basis. See Ex-27
EXHIBIT C
An organizational chart showing the relationship of each EWG or
foreign utility company to associate companies in the holding company
system.
+--------------+
| Enova |
| Corporation |
+-------+------+
|
+-------+------+
| Enova |
|International,|
| Inc. |
+---+-------+--+
| |
+-----------+--+ +-+------------+
|Enova Mexico, | | EM Service |
| S.A. de C.V. | | Company |
+--+---------+-+ +--------------+
| |
+----------+---+ +--+-----------+
|Distribuidora | |Distribuidora |
|de Gas Natural| |de Gas Natural|
|de Chihuahua, | | de Mexicali, |
| S. de R.L. | | S. de R.L. |
| de C.V. | | de C.V. |
+--------------+ +--------------+
The above-named Enova Corporation has caused this statement to be
duly executed on its behalf by its authorized officer as of the 27th
day of February, 1998.
ENOVA CORPORATION
By : /s/ Frank H Ault
-------------------------------
Frank H. Ault
Vice President and Controller
Corporate Seal
Attest:
/s/ Kevin C. Sagara
- -----------------------
Kevin C. Sagara
Assistant General Counsel
Name, title and address of officer to whom notices and correspondence
concerning this statement should be addressed:
Frank H. Ault
Vice President and Controller
Post Office Box 129400
San Diego, California 92112-9400
<PAGE>
<TABLE>
Exhibit A
Enova Corporation/
Consolidating Income Statement
In Thousands of Dollars
For the Year Ended December 31, 1997
<CAPTION>
SDG&E PDCC CALIFIA
---------- ------- ---------
<S> <C> <C> <C>
OPERATING REVENUES
Electric $1,769,421 $ $
Gas 398,127
Other 49,457
---------- ------- ---------
TOTAL OPERATING REVENUES 2,167,548 49,457
---------- ------- ---------
OPERATING EXPENSES
Electric fuel 163,765
Purchased power 441,400
Gas purchased for resale 183,078
Maintenance 87,597
Depreciation & decommissioning 323,882 16,719
Property and other taxes 43,261
General and administrative 212,634 197 573
Other 177,760 37,386
Income taxes 217,083 (11,115)
---------- -------- --------
TOTAL OPERATING EXPENSES 1,850,460 197 43,563
---------- -------- --------
Operating Income 317,088 (197) 5,894
---------- -------- --------
Other Income and (Deductions)
Allowance for equity funds used
during construction 5,192
Taxes on non-operating income (2,073) 5,176
Other-net 4,243 5,125 1,972
---------- -------- --------
Total other income & (deductions) 7,362 10,301 1,972
---------- -------- --------
Income Before Interest Charges 324,450 10,104 7,866
---------- -------- --------
Interest Charges
Long-term debt 69,545 833
Short-term debt and other 18,979 122
Allowance for borrowed funds used
during construction (2,306)
Preferred Dividend of SDG&E
---------- -------- --------
Net interest charges & preferred
dividends 86,218 122 833
---------- -------- --------
Net Income(loss) (before preferred
dividend requirements) 238,232 9,982 7,033
======= =======
Preferred Dividend of SDG&E 6,582
----------
Earnings Applicable to
Common Shares $ 231,650
==========
</TABLE>
<TABLE>
Exhibit A
Enova Corporation/
Consolidating Income Statement
In Thousands of Dollars
For the Year Ended December 31, 1997
<CAPTION>
ENOVA ENOVA ENOVA
FINANCIAL ENERGY INTERNATIONAL
---------- ------- -------------
<S> < <C> <C> <C>
OPERATING REVENUES
Electric
Gas
Other 631 (89)
-------- ------- -----------
TOTAL OPERATING REVENUES 631 (89)
--------- ------- -----------
OPERATING EXPENSES
Electric fuel
Purchased power 90
Gas purchased for resale 130
Maintenance
Depreciation & decommissioning 6,142 51 1
Property and other taxes 105 42
General and administrative 560 5,349 1,235
Other 7,485 54
Income taxes (43,927)
-------- -------- ----------
TOTAL OPERATING EXPENSES (29,740) 5,779 1,278
--------- -------- ----------
Operating Income 29,740 (5,148) (1,367)
--------- -------- ----------
Other Income and (Deductions)
Allowance for equity funds used
during construction
Taxes on non-operating income
Other-net 2,640 (10,535) 17
--------- --------- ----------
Total other income & (deductions) 2,640 (10,535) 17
--------- --------- ----------
Income Before Interest Charges 32,380 (15,683) (1,350)
--------- --------- ----------
Interest Charges
Long-term debt 15,239
Short-term debt and other 15 26
Allowance for borrowed funds used
during construction
Preferred Dividend of SDG&E
--------- --------- ----------
Net interest charges & preferred
dividends 15,239 15 26
--------- --------- ----------
Net Income(loss) (before preferred
dividend requirements) 17,141 (15,698) (1,376)
========= ========== ===========
Preferred Dividend of SDG&E
Earnings Applicable to
Common Shares
</TABLE>
<TABLE>
Exhibit A
Enova Corporation
Consolidating Income Statement
In Thousands of Dollars
For the Year Ended December 31, 1997
<CAPTION>
Adjustments
ENOVA ENOVA and
TECHNOLOGY CORP Eliminations Consolidated
---------- ------- ------------ ------------
<S> <C> <C> <C> <C>
OPERATING REVENUES
Electric $ $ $ $1,769,421
Gas 398,127
Other (540) 49,459
---------- ------- ------------ ------------
TOTAL OPERATING REVENUES (540) 2,217,007
---------- ------- ------------ ------------
OPERATING EXPENSES
Electric fuel 163,765
Purchased power 441,490
Gas purchased for resale 183,208
Maintenance 87,597
Depreciation & decommiss. 643 347,438
Property and other taxes 2 9 43,419
General and administrative 534 1,950 223,032
Other 42 222,727
Income taxes (8,736) 6,856 160,161
---------- -------- ------------ -----------
TOTAL OPERATING EXPENSES 578 (6,134) 6,856 1,872,837
---------- -------- ------------ -----------
Operating Income (1,118) 6,134 (6,856) 344,170
---------- -------- ------------ -----------
Other Income and (Deductions)
Allowance for equity funds used
during construction 5,192
Taxes on non-operating income 6,856 9,959
Other-net (223) 1,156 (2,742) 1,653
----------- -------- ------------ -----------
Total other income (deduct) (223) 1,156 4,114 16,804
----------- -------- ------------ -----------
Income Before Interest Charges
(1,341) 7,290 (2,742) 360,974
----------- -------- ------------ -----------
Interest Charges
Long-term debt 85,617
Short-term debt and other 3,074 (2,742) 19,474
Allowance for borrowed funds used
during construction (2,306)
Preferred Dividend of SDG&E 6,582 6,582
---------- -------- ------------ -----------
Net interest charges & preferred
dividends 3,074 3,840 109,367
---------- -------- ------------ -----------
Net Income(loss) (before preferred
dividend requirements) (1,341) 4,216 (6,582) 251,607
=========== ========
Preferred Dividend of SDG&E (6,582) --
------------ ----------
Earnings Applicable to
Common Shares -- $251,607
============ ==========
</TABLE>
<PAGE>
<TABLE>
Enova Corporation
Consolidating Statement of Retained Earnings
For the Year Ending December 31, 1997
In Thousands of Dollars
<CAPTION>
SDG&E PDCC CALIFIA
--------- --------- -------
<S> <C> <C> <C>
Balance, December 31, 1996 $ 546,445 $(48,900) $ 7,902
Net Income 238,232 9,982 7,033
Subsidiaries transferred to
Enova Corporation
Dividends declared:
To Enova Corporation
Preferred stock (6,582) (551)
Common stock (248,423)
---------- --------- -------
Balance December 31, 1997 $ 529,672 $(38,918) $ 14,384
========== ========= ========
</TABLE>
<TABLE>
Enova Corporation
Consolidating Statement of Retained Earnings
For the Year Ending December 31, 1997
In Thousands of Dollars
<CAPTION>
ENOVA ENOVA ENOVA
FINANCIAL ENERGY INTERNATIONAL
--------- --------- -------------
<S> <C> <C> <C>
Balance, December 31, 1996 $35,703 $(10,356) $ (952)
Net Income 17,141 (15,698) (1,376)
Subsidiaries transferred to
Enova Corporation
Dividends declared:
To Enova Corporation
Preferred stock
Common stock
-------- --------- ------------
Balance December 31, 1997 $52,844 $(26,054) $ (2,328)
======== ======== ============
</TABLE>
<TABLE>
Enova Corporation
Consolidating Statement of Retained Earnings
For the Year Ending December 31, 1997
In Thousands of Dollars
<CAPTION>
Adjustments
ENOVA ENOVA and
TECHNOLOGY CORP. Eliminations Consolidated
---------- --------- ------------ ------------
<S> <C> <C> <C> <C>
Balance, December 31, 1996
$ (3,938) $ 381,364 $(195,642) $ 711,626
Net Income (1,341) 4,216 (6,582) 251,607
Subsidiaries transferred to
Enova Corporation
Dividends declared:
To Enova Corporation
Preferred stock 7,133
Common stock 178,423 (108,423) (178,423)
---------- ---------- ---------- -------------
Balance December 31, 1997
$ (5,279) $ 564,003 $ (303,514) $ 784,810
========== ========== ========== =============
</TABLE>
<PAGE>
<TABLE>
Enova Corporation
Consolidating Balance Sheet
In Thousands of Dollars
For the Period Ended December 31, 1997
<CAPTION>
SDG&E PDCC CALIFIA
-------- ------- ---------
<S> <C> <C> <C>
ASSETS
Utility plant--at original cost $5,888,539 $ $
Accumulated depreciation
and decommissioning (2,952,455)
----------- --------- ----------
Utility plant--net 2,936,084
----------- --------- ----------
Investments in partnerships &
unconsolidated subsidiaries 378,069
----------- --------- ----------
Nuclear decommissioning trust 399,143
----------- --------- ----------
CURRENT ASSETS
Cash and temporary investments 536,050 129 19
Accounts receivable 229,148
Due from affiliates 125,417 4,233 42,755
Notes receivable 6,236 20,847
Inventories 65,390
Other 51,840 5,411 11,764
---------- -------- ---------
TOTAL CURRENT ASSETS 1,007,845 16,009 75,385
---------- -------- ---------
Deferred taxes recoverable in rates 184,837
---------- -------- ---------
Deferred charges and other assets 126,584 10,280 8,088
--------- -------- ---------
TOTAL ASSETS $4,654,493 $ 26,289 $ 83,473
========= ======== =========
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
Common equity $1,387,363 $ 21,954 $ 42,412
Preferred stock not subject
to mandatory redemption 78,475 5,235
Preferred stock subject to
mandatory redemption 25,000
Long-term debt 1,787,823
----------- -------- ---------
TOTAL CAPITALIZATION 3,278,661 21,954 47,647
----------- -------- ---------
CURRENT LIABILITIES
Current portion of long-term debt 72,575 5,473
Accounts payable 161,039 790
Due to affiliates 1,094 15
Dividends payable 45,968 82
Taxes accrued
Interest accrued 10,468
Regulatory balancing accounts
overcollected-net 58,063
Other 114,388 1,889 29,341
----------- -------- ---------
TOTAL CURRENT LIABILITIES 462,501 3,773 34,911
----------- -------- ---------
Customer advances for construction 37,661
Accumulated deferred income
taxes - net 471,890 377
Accumulated deferred investment
tax credits 62,332
Deferred credits and other
liabilities 341,448 185 915
---------- -------- ---------
TOTAL CAPITALIZATION & $4,654,493 $ 26,289 $ 83,473
LIABILITIES ========== ======== =========
</TABLE>
<TABLE>
Enova Corporation
Consolidating Balance Sheet
In Thousands of Dollars
For the Period Ended December 31, 1997
<CAPTION>
Enova Enova Enova
Financial Energy International
--------- ---------- -------------
<S> <C> <C> <C>
ASSETS
Utility plant--at original cost $ $ $
Accumulated depreciation
and decommissioning
--------- ---------- ----------
Utility plant--net
--------- ---------- ----------
Investments in partnerships &
unconsolidated subsidiaries 13,385 8,319
--------- ---------- ----------
Nuclear decommissioning trust
--------- ---------- ----------
CURRENT ASSETS
Cash and temporary investments 81,158 525 394
Accounts receivable 1,675 298
Due from affiliates 1,042
Notes receivable
Inventories 462
Other 5,860 2
--------- ---------- ----------
TOTAL CURRENT ASSETS 87,018 3,704 694
--------- ---------- ----------
Deferred taxes recoverable in rates
--------- ---------- ----------
Deferred charges and other assets 1,390 200 2
--------- ---------- ----------
TOTAL ASSETS $ 466,477 $ 17,289 $ 9,015
========= ========== ==========
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
Common equity $ 116,745 $ 15,130 $ 8,491
Preferred stock not subject
to mandatory redemption
Preferred stock subject to
mandatory redemption
Long-term debt 269,210
--------- ---------- ----------
TOTAL CAPITALIZATION 385,955 15,130 8,491
--------- ---------- ----------
CURRENT LIABILITIES
Current portion of long-term debt 43,652
Accounts payable 636 168
Due to affiliates 109 684 340
Dividends payable
Taxes accrued 3
Interest accrued 12,692
Regulatory balancing accounts
overcollected-net
Other 25
--------- ---------- ----------
TOTAL CURRENT LIABILITIES 56,453 1,348 508
--------- ---------- ----------
Customer advances for construction
Accumulated deferred income
taxes - net 24,069
Accumulated deferred investment
tax credits
Deferred credits and other
liabilities 811 16
--------- ---------- ----------
TOTAL CAPITALIZATION & $ 466,477 $ 17,289 $ 9,015
LIABILITIES ========= ========== ==========
</TABLE>
<TABLE>
Enova Corporation
Consolidating Balance Sheet
In Thousands of Dollars
For the Period Ended December 31, 1997
<CAPTION>
Enova Enova
Technology Corporation
---------- ------------
<S> <C> <C>
ASSETS
Utility plant--at original cost $ $
Accumulated depreciation
and decommissioning
----------- -----------
Utility plant--net
----------- -----------
Investments in partnerships &
unconsolidated subsidiaries 3,355 1,717,880
----------- -----------
Nuclear decommissioning trust
----------- -----------
CURRENT ASSETS
Cash and temporary investments 63 6,037
Accounts receivable 3 554
Due from affiliates 3,174 5,929
Notes receivable
Inventories 1,222
Other 1 63,330
---------- ----------
TOTAL CURRENT ASSETS 4,463 75,850
---------- ----------
Deferred taxes recoverable in rates
---------- ----------
Deferred charges and other assets 6,473
---------- ----------
TOTAL ASSETS $ 7,818 1,800,203
========== ===========
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
Common equity $ 7,543 1,570,383
Preferred stock not subject
to mandatory redemption
Preferred stock subject to
mandatory redemption
Long-term debt
---------- ----------
TOTAL CAPITALIZATION 7,543 1,570,383
---------- ----------
CURRENT LIABILITIES
Current portion long-term debt
Accounts payable 219 543
Due to affiliates 56 180,274
Dividends payable 44,323
Taxes accrued 4,056
Interest accrued
Regulatory balancing accounts
overcollected-net
Other 624
---------- --------
TOTAL CURRENT LIABILITIES 275 229,820
---------- --------
Customer advances for construction
Accumulated deferred income
taxes - net
Accumulated deferred investment
tax credits
Deferred credits and other
liabilities
---------- ---------
TOTAL CAPITALIAZATION & $7,818 $1,800,203
LIABILITIES ========== =========
</TABLE>
<TABLE>
Enova Corporation
Consolidating Balance Sheet
In Thousands of Dollars
For the Period Ended December 31, 1997
<CAPTION>
Adjustments
and
Eliminations Consolidated
------------ -------------
<S> <C> <C>
ASSETS
Utility plant--at original cost $ $5,888,539
Accumulated depreciation
and decommissioning (2,952,455)
------------ -------------
Utility plant--net 2,936,084
----------- -------------
Investments in partnerships &
unconsolidated subsidiaries0 (1,604,895) 516,113
------------ -------------
Nuclear decommissioning trust 399,143
------------ -------------
CURRENT ASSETS
Cash and temporary investments 624,375
Accounts receivable 231,678
Due from affiliates (182,550) --
Notes receivable 27,083
Inventories 67,074
Other (48,382) 89,826
------------ -------------
TOTAL CURRENT ASSETS (230,932) 1,040,036
------------ -------------
Deferred taxes recoverable in rates 184,837
------------ -------------
Deferred charges and other assets 4,694 157,711
------------ -------------
TOTAL ASSETS $(1,831,133) $5,233,924
============= =============
CAPITALIZATION AND LIABILITIES
CAPITALIZATION
Common equity $(1,599,638) $1,570,383
Preferred stock not subject
to mandatory redemption (5,235) 78,475
Preferred stock subject to
mandatory redemption 25,000
Long-term debt 2,057,033
----------- -----------
TOTAL CAPITALIZATION (1,604,873) 3,730,891
----------- -----------
CURRENT LIABILITIES
Current portion long-term debt 121,700
Accounts payable 163,395
Due to affiliates (182,572) --
Dividends payable (44,323) 46,050
Taxes accrued (4,059) --
Interest accrued 23,160
Regulatory balancing accounts
overcollected-net 58,063
Other 146,267
----------- -----------
TOTAL CURRENT LIABILITIES (230,954) 558,635
----------- -----------
Customer advances for construction 37,661
Accumulated deferred income
taxes - net 4,694 501,030
Accumulated deferred investment
tax credits 62,332
Deferred credits and other
liabilities 343,375
------------ ------------
TOTAL CAPITALIAZATION & (1,831,133) $ 5,233,924
LIABILITIES ============ ============
</TABLE>
<TABLE> <S> <C>
<ARTICLE> OPUR3
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> DEC-31-1997
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 5,233,924
<TOTAL-OPERATING-REVENUES> 2,217,007
<NET-INCOME> 251,607
</TABLE>
