FORM U-3A-2
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C.
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
SIGCORP, Inc.
hereby files with the Securities and 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. SIGCORP, Inc. ("SIGCORP") is an investor-owned
holding company formed in 1995 under the laws of the State
of Indiana by Southern Indiana Gas and Electric Company
("SIGECO"), a combination gas and electric utility. On
January 1, 1996, SIGCORP became the parent of SIGECO,
pursuant to a corporate reorganization plan and also became
the parent of nonutility subsidiaries formerly owned by
SIGECO. SIGCORP is located in Evansville, Indiana. Its
principal subsidiary is SIGECO. SIGECO serves customers in
10 southwestern Indiana counties. Nonutility business
activities are conducted under separate subsidiaries.
SIGECO is an operating public utility incorporated on
June 10, 1912 under the laws of the State of Indiana. The
Company is located in Evansville, Indiana and is engaged in
the generation, transmission, distribution and sale of
electricity and the purchase, transportation, distribution
and sale of natural gas in southwestern Indiana. SIGECO has
interests in the following gas utilities:
A. On December 22, 1986, SIGECO acquired
approximately 33% of the outstanding common stock of
Community Natural Gas Company, Inc. ("Community"), an
Indiana corporation, which is a small Indiana gas
distribution company with offices in Mt. Carmel, Illinois.
Community conducts its business in southwestern Indiana.
B. On June 30, 1994, SIGECO acquired Lincoln Natural
Gas Company, Inc. ("LNG"), an Indiana corporation, which is
a small gas distribution company serving 1,423 customers in
the Rockport, Indiana area. LNG's service territory is
contiguous to SIGECO's eastern gas service territory
boundary and is within its existing electric service
territory.
In January 1986 SIGECO formed Southern Indiana
Properties, Inc. ("Properties"), an Indiana corporation, as
a wholly-owned subsidiary. As of January 1, 1996,
Properties became a wholly-owned subsidiary of SIGCORP.
Properties owns and manages certain investment properties.
Properties is located in Evansville, Indiana. Properties
has interests in the following:
A. Limited partnership interest in low income housing
developments (or projects) as follows:
a. 50.0% in Multihousing I, II, III and IV,
located in three small communities in the Des Moines, Iowa
area,
b. 99.0% in House Investments - Martz Tax Credit
Fund I, located in four small communities in the Ft. Wayne,
Indiana area,
c. 82.0% in House investments - Martz tax Credit
Fund II, located in four small communities in northwestern
Ohio,
d. 99.0% in Prestwick Square, located in Marion,
Indiana,
e. 95.0% in Pleasant View Housing, located in
Hanover, Indiana,
f. 50.0% in Paragus I, located in Indianapolis,
Indiana
g. 50.0% in Paragus II, located in Shelbyville,
Indiana,
h. 99.0% in Lafayette Housing Associates,
located in Lafayette, Indiana,
i. 88.3% in Bradford Run, located in Kokomo,
Indiana,
j. 99.0% in Martin Lamplighter, which owns
various properties located in communities in Illinois and
Indiana,
B. 66.7% limited partnership interest in Merrillville
Motel Association, located in Merrillville, Indiana, which
owns a Lees Inn located on Interstate 65, Merrillville,
Indiana,
C. 0.25% limited partnership interest in Boston
Financial Qualified, an investment fund in connection with
Boston Housing III, located in Boston, Massachusetts, which
invests in low income housing projects nationwide,
D. 33.0% limited partnership interest in Richmond
Motel Associates, which owns a Lees Inn located on
Interstate 70, Richmond, Indiana,
E. 36.0% limited partnership interest in Kankakee
Motel Association, which owns a Lees Inn in Kankakee,
Illinois,
F. 50.0% general partnership interest in SIRO, an
equipment lessor, located in Evansville, Indiana,
G. 9.4% limited partnership interest in Nursing Home
Partners I, which owns two nursing homes located in
southwestern Indiana,
H. 100% interest in Southwest Lease Capital, Inc., an
Indiana corporation, located in Evansville, Indiana which
owns a 100.0% interest in Southern Indiana Joint Ventures,
Inc., a Delaware corporation, located in Evansville,
Indiana, which was organized to provide a vehicle to enter
into leveraged lease transactions. Southern Indiana Joint
Ventures, Inc. owns a 100% interest in the following
companies:
a. MCN Equities, Inc., a Delaware corporation,
located in Evansville, Indiana, which owns an office
building located in Lombard, Illinois,
b. Joint Ventures Affiliated, Inc., an Indiana
corporation, located in Evansville, Indiana, which owns a 6-
1/2% interest in a paper mill, located in Duluth, Minnesota,
c. Joint Ventures Affiliated II, Inc., an
Indiana corporation, located in Evansville, Indiana, which
owns a 9.3% interest in a pump storage reservoir, located in
New Jersey.
I. 100% interest in Southern Indiana Investments
Corporation, an Indiana corporation, located in Evansville,
Indiana, engaged in making mortgage loans on commercial real
estate,
J. 100% interest in Southwestern Indiana Hospitality,
Inc., an Indiana corporation, located in Evansville,
Indiana, engaged in investments in project debt of corporate
entities, presently Lees Inns of America,
K. 100% of the beneficial interest in a Grantor Trust
which owns and leases railroad cars to Nederlandse
Spoorwegon (Dutch Rail), a Dutch Corporation, located in
Utrecht, Holland, engaged in rail transportation throughout
the Netherlands,
L. 0.8% limited partnership interest in Ridgewood
Electric Power Trust II which owns and operates small
cogeneration facilities in several different locales in the
United States,
M. 0.3% limited partnership interest in Growth Hotel
Investors II which owns and operates Fairfield Inns in
several different locales located throuthout the United
States.
N. 10.0% interest in Midwest Housing Investments JV
which makes equity investments in affordable housing in
primarily the midwestern United States.
In April 1994 SIGECO formed Energy Systems Group, Inc.
("ESGI"), an Indiana corporation, as a wholly-owned
subsidiary. As of January 1, 1996, ESGI became a wholly-
owned subsidiary of SIGCORP. ESGI provides equipment,
lighting and related energy management design services to
industrial and commercial customers. ESGI is located in
Evansville, Indiana.
In May 1994 SIGECO formed Southern Indiana Minerals,
Inc. ("SIMI"), an Indiana corporation, as a wholly-owned
subsidiary. As of January 1, 1996, SIMI became a wholly-
owned subsidiary of SIGCORP. SIMI processes and markets
coal combustion by-products. SIMI is located in Evansville,
Indiana.
In April 1995 SIGECO formed ComSource, Inc.
("ComSource"), an Indiana corporation, as a wholly-owned
subsidiary. As of January 1, 1996, ComSource became a
wholly-owned subsidiary of SIGCORP. ComSource provides
Internet access and other communication services. ComSource
is located in Evansville, Indiana.
2. The principal generating facilities of SIGECO
include the Culley Station with 386,000 kW of capacity and
Warrick Unit No. 4 with 135,000 kW of capacity, both located
in Warrick County near Yankeetown, Indiana; and the A. B.
Brown Station with 500,000 kW of capacity, located in Posey
County about eight miles east of Mt. Vernon, Indiana. These
facilities include six coal-fired generating units and have
a combined generating capacity of 1,021,000 kW.
SIGECO's Broadway Gas Turbine Units, with a capacity of
115,000 kW, are located in Evansville, Vanderburgh County,
Indiana. This generating facility is equipped to burn oil
and/or natural gas. These units generally are used only for
reserve, peaking or emergency purposes due to the higher
unit cost per kilowatt hour of generation when using oil or
gas as fuel.
SIGECO's Brown Gas Turbine I, with capacity of 80,000
kW, is located at the A. B. Brown Station. The unit is
fueled by natural gas, although fuel oil can also be used if
gas is unavailable. The main function of the gas turbine is
generating adequate power during times of peak demand.
However, it will also assist in maintaining voltage support
on the west end of the system, and it can be used to "black
start" the Brown plant if a catastrophe should cause a
partial or total system blackout.
SIGECO also owns two gas fired turbine generating units
with a capacity of 20,000 kW, which are used for peaking and
emergency purposes only. These units are known as the
Northeast Gas Turbine Units and are located northeast of
Evansville, in Vanderburgh County, Indiana.
SIGECO's transmission system consists of 797 circuit
miles of 138,000 and 69,000 volt lines. The transmission
system also includes 26 substations with an installed
capacity of 3,860,653 kilovolt amperes. The electric
distribution system includes 3,176 pole miles of lower
voltage overhead lines and 194 trench miles of conduit
containing 1,110 miles of underground distribution cables.
The distribution system also includes 87 distribution
substations with an installed capacity of 1,602,297 kilovolt
amperes and 46,140 distribution transformers with an
installed capacity of 1,844,458 kilovolt amperes.
SIGECO owns and operates three underground gas storage
fields with an estimated ready delivery from storage
capability of 3.8 billion cubic feet of gas. The Oliver
Field, in service since 1954, is located in Posey County,
Indiana, about 13 miles west of Evansville; the Midway
Field, in service since 1966, is located in Spencer County,
Indiana, about 20 miles east of Evansville near Richland,
Indiana; and, the Monroe City Field, in service since 1958,
is located 10 miles east of Vincennes, Indiana.
SIGECO's gas transmission system includes 335 miles of
transmission mains, and the gas distribution system includes
2,348 miles of distribution mains.
The only utility property SIGECO owns outside of
Indiana is approximately eight miles of 138,000 volt
electric transmission line which is located in Kentucky and
which interconnects with Louisville Gas and Electric
Company's transmission system at Cloverport, Kentucky.
Community is a small gas utility that has several
noncontiguous service territories in southwestern Indiana.
Much of its service territory is adjacent to or near the gas
service territory of SIGECO. Community has 6,053 natural
gas customers consisting of residential, commercial,
industrial and public authority classes of service. Its gas
distribution system includes approximately 423 miles of
distribution mains. Community has no underground gas
storage facilities.
LNG is a small gas utility that is contiguous to
SIGECO's eastern gas service territory boundary. LNG has
1,423 natural gas customers consisting of residential,
commercial and industrial classes of service. Its gas
distribution system includes approximately 62 miles of
distribution mains. LNG has no underground gas storage
facilities.
3. For the year ended December 31, 1995, SIGECO's
retail and wholesale electric sales totaled 5,980,890,314
kWh, while its retail and transported gas sales totaled
27,349,815 Dth. SIGECO has no electric or gas retail sales
outside the State of Indiana. For this same period, SIGECO
had wholesale electric sales of 109,809,000 kWh to
utilities and power marketers located outside the state of
Indiana. SIGECO had no gas wholesale sales outside of
Indiana, or at the state line. During 1995, SIGECO
purchased 413,532,000 kWh of power from utilities and power
marketers located outside the state of Indiana. For the
year ended December 31, 1995, SIGECO's retail gas sales
totaled 15,386,284 Dth and 11,963,531 Dth of gas was
transported for end users for a total gas sold and
transported of 27,349,815 Dth, all of which was distributed
within the State of Indiana. For this same period, SIGECO
had no gas wholesale sales. In 1995, SIGECO purchased for
its system supply 15,229,051 Dth of natural gas, 100% of its
requirements, from 21 spot market gas suppliers.
For the year ended December 31, 1995, Community's
retail gas sales totaled 801,095 Dth, and 90,736 Dth of gas
was transported for end users for a total gas sold and
transported of 891,831 Dth, all of which was distributed
within the State of Indiana. For this same period,
Community had no gas wholesale sales. In 1995, Community
received for its system supply 822,653 Dth of natural gas
from its four traditional pipeline suppliers, Texas Gas
Transmission Corporation, Texas Eastern Corporation, ANR
Pipeline and Midwestern Gas. The gas purchased for its
system was purchased through a broker.
For the year ended December 31, 1995, LNG's retail gas
sales totaled 167,468 Dth and 120,307 Dth of gas was
transported for end users for a total of 287,775 Dth, all of
which was distributed within the State of Indiana. For the
same period, LNG had no gas wholesale sales. In 1995, LNG
purchased for its system supply 168,001 Dth of natural gas.
4. SIGCORP does not hold any interest in an exempt
wholesale generator or foreign utility company.
Exhibit A: Consolidating statement of income and
surplus of SIGECO (and its subsidiary companies) for the
year ended December 31, 1995, together with a consolidating
balance sheet of SIGECO (and its subsidiary companies) as of
the close of such calendar year. SIGCORP was an inactive
subsidiary of SIGECO until January 1, 1996 and had only
minimal assets and no income during 1995.
Exhibit B: Financial data schedule.
The above named Company has caused this statement to be
duly executed on its behalf by its authorized officer on
this 27th day of February, 1996.
SIGCORP, Inc.
s/a A. E. Goebel
A. E. Goebel
Secretary and Treasurer
ATTEST:
s/a L. K. Tiemann
L. K. Tiemann
Assistant Secretary
The name, title and address of the officer to whom notice
and correspondence concerning this statement should be
addressed is:
A. E. Goebel
Secretary and Treasurer
SIGCORP, Inc.
20 N.W. Fourth Street
Evansville, Indiana 47741-0001
<PAGE>
<TABLE>
EXHIBIT A
Southern Indiana Gas and Electric Company
Consolidating Trial Balance
For Twelve Months Ending December 31, 1995
<CAPTION>
SIGECO SIPI SIMI ESGI LNG
(in thousands)
<S> <C> <C> <C> <C> <C>
ASSETS
Utility Plant at cost:
Electric 1,030,890 - - - -
Gas 124,166 - - - 887
Accumulated Depreciation (489,924) - - - (402)
CWIP 13,750 - - - -
Investment in Subsidiaries 37,857 - - - -
Investments in leveraged
leases - 35,609 - - -
Investments inpartnerships - 25,308 - - -
Funds held by Trustee 3,642 - - - -
Nonutility property & other 2,201 8,799 67 201 -
Cash and cash equivalents (2,332) 3,627 433 3,336 21
Cash - Restricted - - - - -
Temporary investments - 1,148 - - -
Receivables, net 50,693 - - 4,930 193
Notes receivable from
assoc. co. 120 2,090 - - -
Inventories 34,917 - - - 45
Coal contract settlement 12,928 - - - -
Other current assets 4,345 161 38 180 3
Unamortized prem. on
reacq. debt 6,142 - - - -
Post-retire. ben. oblig. other
than pensions 7,795 - - - -
Demand side management
program 20,337 - - - -
Other deferred charges 13,317 62 149 - -
870,844 76,804 687 8,647 747
SHAREHOLDERS' EQUITY AND LIABILITIES
Common Stock (78,648) (1,000) (1,361) (1) (107)
Additional paid-in capital - (14,200) - (499) -
Retained Earnings (236,226) (14,404) 667 (1,166) (326)
Unrealized loss on debt and
equity sec. - - - - -
Treasury stock - - - - -
Cumulative nonredeemable
preferred stock (11,090) - - - -
Cumulative redeemable
preferred stock (7,500) - - - -
Cumulative special
preferred stock (924) - - - -
Long-term debt less
current mat. (251,604) (5,836) - - -
Long-term Partnership
Obligations - (6,839) - - -
Current por. of adj. rate
p. c. bonds (31,500) - - - -
Notes payable (30,500) - - - (120)
Maturing long-term debt (8,000) (1,906) - - -
Maturing Partnership
Obligations - (2,786) - - -
Accounts payable (32,087) (4) (29) (5,748) (134)
Notes payable to Assoc.
Company - - - - -
Dividends payable (123) - - - -
Accrued taxes (10,401) - 239 (1,052) 6
Accrued interest (4,577) - - - -
Refunds to customers (8,903) - - - 7
Accrued coal liability - - - - -
Other accrued liabilities (17,184) (46) (203) (181) (73)
Accumulated deferred
income taxes (103,010) (29,783) - - -
Accumulated deferred ITC (23,146) - - - -
Regulatory liability -
FAS 109 (2,977) - - - -
Post-retire. ben. oblig.
oth. than pensions (9,056) - - - -
Other liabilities (3,388) - - - -
(870,844) (76,804) (687) (8,647) (747)
INCOME STATEMENT
Operating Revenues
Electric (275,495) - - - -
Gas (62,337) - - - -
Fuel for electric
generation 81,236 - - - -
Purchased electric energy 9,332 - - - -
Cost of gas sold 39,701 - - - -
Other 50,507 - - - -
Maintenance 32,058 - - - -
Depreciation and
amortization 39,279 - - - -
Federal and state
inc. tax. 18,109 - - - -
Property and other taxes 13,651 - - - -
AFUDC (other) (380) - - - -
Interest (449) - - - -
Other, net (4,919) - - - -
Interest on long-term debt 18,789 - - - -
Amort. of prem., disc.
& exp on debt 694 - - - -
Other interest 1,221 - - - -
AFUDC (borrowed) (621) - - - -
Preferred Dividend
Req. of Subsidiary 1,099 - - - -
Net Income before cumulative
effect of accounting change (38,525) - - - -
Cumulative effect of
accounting change (6,294) - - - -
NET INCOME (44,819) - - - -
</TABLE>
<TABLE>
Southern Indiana Gas and Electric Company
Consolidating Trial Balance
For Twelve Months Ending December 31, 1995
<CAPTION>
Adjustments &
Eliminations
ComSource SIGCORP Debits Credits Total
<S> <C> <C> <C> <C> <C>
ASSETS
Utility Plant at cost:
Electric - - - - 1,030,890
Gas - - - - 125,053
Accumulated Depreciation - - - - (490,326)
CWIP - - - - 13,750
Investment in Subsidiaries - - - 37,857 -
Investments in
leveraged leases - - - - 35,609
Investments inpartnerships - - - - 25,308
Funds held by Trustee - - - - 3,642
Nonutility property & other 337 - - - 11,605
Cash and cash equivalents 165 584 4,000 - 9,834
Cash - Restricted - - - - -
Temporary investments - - - - 1,148
Receivables, net 8 - - 1,781 54,043
Notes receivable from
assoc. co. - - - 2,210 -
Inventories - - - - 34,962
Coal contract settlement - - - - 12,928
Other current assets 68 - - - 4,795
Unamortized prem. on
reacq. debt - - - - 6,142
Post-retire. ben. oblig. other
than pensions - - 1,779 - 9,574
Demand side management
program - - - - 20,337
Other deferred charges - - 1,159 - 14,687
578 584 - - 923,981
SHAREHOLDERS' EQUITY AND LIABILITIES
Common Stock (950) (1) 3,810 - (78,258)
Additional paid-in capital - (1,010) 19,709 4,000 -
Retained Earnings 236 265 15,570 1,233 (236,617)
Unrealized loss on debt and
equity sec. - - - - -
Treasury stock - - - - -
Cumulative nonredeemable
preferred stock - - - - (11,090)
Cumulative redeemable
preferred stock - - - - (7,500)
Cumulative special
preferred stock - - - - (924)
Long-term debt less
current mat. - - - - (257,440)
Long-term Partnership
Obligations - - - - (6,839)
Current por. of adj.
rate p. c. bonds - - - - (31,500)
Notes payable - - 120 - (30,500)
Maturing long-term debt - - - - (9,906)
Maturing Partnership
Obligations - - - - (2,786)
Accounts payable 6 - - - (37,996)
Notes payable to
Assoc. Company - - - - -
Dividends payable - - - - (123)
Accrued taxes 132 162 2,093 - (8,821)
Accrued interest - - - - (4,577)
Refunds to customers - - - - (8,896)
Accrued coal liability - - - - -
Other accrued liabilities (2) - - - (17,689)
Accumulated deferred
income taxes - - - - (132,793)
Accumulated deferred ITC - - - - (23,146)
Regulatory liability -
FAS 109 - - - - (2,977)
Post-retire. ben. oblig.
oth. than pensions - - - - (9,056)
Other liabilities - - - 1,159 (4,547)
(578) (584) - - (923,981)
INCOME STATEMENT
Operating Revenues
Electric - - - - (275,495)
Gas - - - 866 (63,203)
Fuel for electric
generation - - - - 81,236
Purchased electric energy - - - - 9,332
Cost of gas sold - - 602 - 40,303
Other - - 205 - 50,712
Maintenance - - 100 - 32,158
Depreciation and
amortization - - 23 - 39,302
Federal and state
inc. tax. - - (16) - 18,093
Property and other taxes - - 38 - 13,689
AFUDC (other) - - - - (380)
Interest - - - 764 (1,213)
Other, net - - 86 81 (4,914)
Interest on long-term debt - - - - 18,789
Amort. of prem., disc.
& exp on debt - - - - 694
Other interest - - 673 - 1,894
AFUDC (borrowed) - - - - (621)
Preferred Dividend
Req. of Subsidiary - - - - 1,099
Net Income before cumulative
effect of accounting change - - - - (38,525)
Cumulative effect of
accounting change - - - - (6,294)
NET INCOME - - 49,951 49,951 (44,819)
</TABLE>
<TABLE>
Southern Indiana Gas and Electric Company
Combining Income Statement
For Twelve Months Ending December 31, 1995
<CAPTION>
Com
SIGECO SIPI SIMI ESGI LNG Source SIGCORP Total
(in thousands)
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Revenues
337,833 1,868 - 21,160 865 11 - 361,737
Cost of Sales
130,269 - 167 17,584 601 186 - 148,807
GROSS MARGIN ON REVENUES
207,564 1,868 (167) 3,576 264 (175) - 212,930
Operating Expenses
96,216 978 665 1,244 294 189 427 100,013
Depreciation and Amortization
39,279 83 4 52 23 16 - 39,457
Income Taxes
18,109 (2,823) (317) 903 (16) (144) (162) 15,550
OPERATING INCOME
53,960 3,630 (519) 1,377 (37) (236) (265) 57,910
Interest
19,561 674 - - - - - 20,235
Total Other(Income) Deductions
(1,855) - - (87) (7) - - (1,949)
NET INCOME BEFORE CUMULATIVE EFFECT
OF ACCOUNTING CHANGE
36,254 2,956 (519) 1,464 (30) (236) (265) 39,624
CUMULATIVE EFFECT AT JANUARY 1, 1995
OF ADOPTING THE UNBILLED REVENUES
METHOD OF ACCOUNTING
6,294 - - - - - - 6,294
NET INCOME
42,548 2,956 (519) 1,464 (30) (236) (265) 45,918
Preferred Stock Dividends
1,099 - - - - - - 1,099
EARNINGS APPLICABLE TO COMMON STOCK
41,449 2,956 (519) 1,464 (30) (236) (265) 44,819
</TABLE>
<PAGE>
<TABLE>
EXHIBIT B
<CAPTION>
<S> <C> <C>
Item No. Caption Heading
(in thousands)
1. Total Assets $923,981
2. Total Operating Revenues 338,698
3. Net Income 44,819
</TABLE>
