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 was
a small gas distribution company in the Rockport, Indiana
area. LNG's service territory was contiguous to SIGECO's
eastern gas service territory boundary and was within its
existing electric service territory. On January 1, 1995,
LNG was merged into SIGECO.
In January 1986 SIGECO formed Southern Indiana
Properties, Inc. ("SIPI"), an Indiana corporation, as a
wholly-owned subsidiary. As of January 1, 1996, SIPI became
a wholly-owned subsidiary of SIGCORP. SIPI owns and manages
certain investment properties. SIPI is located in
Evansville, Indiana and 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 the
beneficial interest in a Grantor Trust, 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% undivided interest in a
Grantor Trust, which owns 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% undivided interest in a
Grantor Trust, which owns 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. 100% of the beneficial interest in a Grantor Trust
which owns and leases a gas fired turbine generator to El
Paso Electric Company.
N. 20.0% 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.
In October 1996, SIGCORP formed SIGCORP Energy
Marketing, Inc. ("SEM"), an Indiana corporation, as a wholly
owned subsidiary. SEM markets natural gas and provides
energy management services to utilities, industrial users
and other large volume natural gas users. SEM is located in
Evansville, Indiana.
In October 1996, SIGCORP formed SIGCORP Capital, Inc.
("SCI"), an Indiana corporation, as a wholly owned
subsidiary. SCI provides financing and cash management
services for SIGCORP's nonregulated subsidiaries. SCI is
located in Evansville, Indiana.
In December 1996, SIGCORP formed SIGCORP Power
Marketing, Inc. ("SPM"), an Indiana corporation, as a
wholly owned subsidiary. SPM, upon receiving regulatory
approval, will market electricity to regional utilities and
power marketers. SPM is located in Evansville, Indiana.
In December 1996, SIGCORP formed SIGCORP Fuels, Inc.
("SFI"), an Indiana corporation, as a wholly owned
subsidiary. SFI, upon receiving regulatory approval, will
procure low-cost fuel supplies for SIGECO and other coal
consuming customers. SFI 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.
<PAGE>
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 6,313 natural
gas customers consisting of residential, commercial,
industrial and public authority classes of service. Its gas
distribution system includes approximately 444 miles of
distribution mains. Community has no underground gas
storage facilities.
3. For the year ended December 31, 1996, SIGECO's
retail and wholesale electric sales totaled 6,084,520,077
kWh, while its retail and transported gas sales totaled
31,064,696 Dth. SIGECO has no electric or gas retail sales
outside the State of Indiana. For this same period, SIGECO
had wholesale electric sales of 257,771,000 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 1996, SIGECO
purchased 260,731,000 kWh of power from utilities and power
marketers located outside the state of Indiana. For the
year ended December 31, 1996, SIGECO's retail gas sales
totaled 19,263,000 Dth and 11,801,376 Dth of gas was
transported for end users for a total gas sold and
transported of 31,064,696 Dth, all of which was distributed
within the State of Indiana. For this same period, SIGECO
had no gas wholesale sales. In 1996, SIGECO purchased for
its system supply 19,375,378 Dth of natural gas, 100% of its
requirements, from 27 spot market gas suppliers.
For the year ended December 31, 1996, Community's
retail gas sales totaled 995,247 Dth, and 17,961 Dth of gas
was transported for end users for a total gas sold and
transported of 1,013,208 Dth, all of which was distributed
within the State of Indiana. For this same period,
Community had no gas wholesale sales. In 1996, Community
received for its system supply 996,223 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.
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 SIGCORP (and its subsidiary companies) for the
year ended December 31, 1996, together with a consolidating
balance sheet of SIGCORP (and its subsidiary companies) as
of the close of such calendar year.
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 28th day of February, 1997.
SIGCORP, Inc.
By s/ A. E. Goebel
A. E. Goebel
Secretary and Treasurer
ATTEST:
s/ 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
EXHIBIT A
SIGCORP, Inc.
Consolidating Trial Balance
For Twelve Months Ending December 31, 1996
Adjustments &
Eliminations
ComSource SCI SIGCORP Debits Credits Total
(in thousands)
ASSETS
Utility Plant at cost:
Electric - - - - - 1,047,717
Gas - - - - - 131,796
Accumulated Depreciation - - - - - (524,104)
CWIP - - - - - 25,849
Investment in Subsidiaries - - 331,868 -
331,868 -
Investments in
leveraged leases - - - - - 42,887
Investments in
partnerships - - - - - 23,983
Funds held by Trustee - - - - - 3,830
Nonutility property
& other 299 - - - - 22,743
Cash and cash
equivalents 188 10 172 - - 9,191
Cash - Restricted - - - - - -
Temporary investments - - - - - 565
Receivables, net 418
- - - - 1,997 71,214
Notes receivable
from assoc. co. - 7,150 1,400 - 11,235 -
Inventories 25 - - - - 31,241
Coal contract
settlement - - - - - -
Other current assets 55 1 11 - - 16,310
Unamortized prem.
on reacq. debt - - - - - 5,663
Post-retire. ben.
oblig. other
than pensions - - - 1,995 - 7,819
Demand side
management program - - - - - -
Other deferred charges - - - - - 35,950
985 7,161 333,451 952,653
SHAREHOLDERS' EQUITY AND LIABILITIES
Common Stock (1,781) (10) (78,258) 83,370 - (78,258)
Additional paid-in
capital - - - 18,699 - -
Retained Earnings 870 - (252,626) 232,630 2,831 (252,627)
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. - - - - - (261,629)
Long-term Partnership
Obligations - - - - - (4,563)
Current por. of adj.
rate p. c. bonds - - - - - (31,500)
Notes payable - (7,150) (600) - - (38,750)
Maturing long-term debt - - - - - (659)
Maturing Partnership
Obligations - - - - - (2,276)
Accounts payable (187) - (38) - - (33,599)
Notes payable to
Assoc. Company - - (2,100) 10,650 - -
Dividends payable - - - - - (123)
Accrued taxes 115 - 110 587 - (7,723)
Accrued interest - (1) (13) - - (4,585)
Refunds to customers - - - - - (2,722)
Accrued coal liability - - - - - -
Other accrued
liabilities (2) - - - - (31,138)
Accumulated deferred
income taxes - - 166 - - (147,070)
Accumulated
deferred ITC - - - - - (21,706)
Regulatory liability
- FAS 109 - - - - - (1,614)
Post-retire. ben.
oblig. oth. than
pensions - - - - - (10,084)
Other liabilities - - (92) - - (2,513)
(985) (7,161) (333,451) (952,653)
INCOME STATEMENT
Operating Revenues
Electric - - - - - (276,479)
Gas - - - - - (96,251)
Fuel for electric
generation - - - - - 74,860
Purchased electric
energy - - - - - 8,295
Cost of gas sold - - - - - 66,105
Other - - - 49 - 56,188
Maintenance - - - - - 29,641
Depreciation and
amortization - - - - - 38,617
Federal and state
inc. tax. - - - - - 24,034
Property and
other taxes - - - - - 13,949
AFUDC (other) - - - - - 5
Interest - - - - 1,392 (1,824)
Other, net - - - 619 49 (2,528)
Interest on
long-term debt - - - - - 18,432
Amort. of prem., disc.
& exp on debt - - - - - 690
Other interest - - - 773 - 2,350
AFUDC (borrowed) - - - - - (445)
Preferred Dividend
Req. of Subsidiary - - - - - 1,097
NET INCOME - - - 349,372 349,372 (43,264)
<PAGE>
<TABLE>
SIGCORP, Inc.
Combining Income Statement
For Twelve Months Ending December 31, 1996
<S><C> <C> <C> <C> <C> <C> <C> <C>
SIGECO SIPI SIMI ESGI SEM ComSource SCI SIGCORP Total
(in thousands)
Revenues
372,729 2,493 17 27,281 1,446 2,334 - 55 406,355
Cost of Sales
149,260 - 433 23,816 1,428 2,500 - - 177,437
GROSS MARGIN ON REVENUES
223,469 2,493 (416) 3,465 18 (166) - 55 228,918
Operating Expenses
99,914 1,569 1,097 2,121 59 754 - 345 105,859
Depreciation and Amortization
38,617 74 22 83 - 49 - - 38,845
Income Taxes
23,849 (2,314) (512) 609 (16) (334) - (110) 21,172
OPERATING INCOME
61,089 3,164 (1,023) 652 (25) (635) - (180) 63,042
Interest
18,432 773 - - - - 1 - 19,206
Preferred Stock Dividends
1,097 - - - - - - - 1,097
Total Other (Income) Deductions
(184) - (5) (335) - - (1) - (525)
NET INCOME
41,744 2,391 (1,018) 987 (25) (635) - (180) 43,264
</TABLE>
EXHIBIT B
Item No. Caption Heading (in thousands)
1. Total Assets $ 952,653
2. Total Operating Revenues $ 372,730
3. Net Income $ 43,264
