-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, QNuuiftFksDvokNDVxtkfkdXP2TSfzLrXLZP1WFI7/CFQMPc0ZJPgJrKgcSlVu6C Zd72mbqmSEi6RcpZDlKf1A== 0000018654-97-000010.txt : 19970303 0000018654-97-000010.hdr.sgml : 19970303 ACCESSION NUMBER: 0000018654-97-000010 CONFORMED SUBMISSION TYPE: U-3A-2 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970228 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL ILLINOIS PUBLIC SERVICE CO CENTRAL INDEX KEY: 0000018654 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC & OTHER SERVICES COMBINED [4931] IRS NUMBER: 370211380 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-3A-2 SEC ACT: 1935 Act SEC FILE NUMBER: 069-00140 FILM NUMBER: 97547520 BUSINESS ADDRESS: STREET 1: 607 E ADAMS ST CITY: SPRINGFIELD STATE: IL ZIP: 62739 BUSINESS PHONE: 2175233600 MAIL ADDRESS: STREET 1: CENTRAL ILLINOIS PUBLIC SERVICE CO STREET 2: 607 E ADAMS ST CITY: SPRINGFIELD STATE: IL ZIP: 62739 U-3A-2 1 File No. 69-140 UNITED STATES 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 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY 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. (a) The claimant. Central Illinois Public Service Company (the "Company") is an Illinois corporation, and has its principal executive office at 607 East Adams Street, Springfield, Illinois 62739. On April 25, 1990, the Company shareholders approved a corporate restructuring plan which provided for the establishment of CIPSCO Incorporated (CIPSCO), a holding company. After receipt of the final necessary regulatory approval, on October 1, 1990, CIPSCO became the parent of the Company and shares of the Company's common stock were converted on a share-for-share basis into common stock of CIPSCO. The Company provides certain services to CIPSCO for which all costs incurred are reimbursed to the Company. CIPSCO and Union Electric Company have entered into an agreement and plan of merger as described in the Company's Annual Report on Form 10-K for the year ended December 31, 1995 and in the Company's Quarterly Report on Form 10-Q for the quarters ended March 31, 1996, June 30, 1996 and September 30, 1996. The Company is a public utility engaged principally in the sale of electricity which it generates, transmits and distributes in portions of central and southern Illinois. It also sells natural gas which it purchases from suppliers and distributes through the system in various parts of the territory served. During 1996, the Company furnished electric service to about 322,000 customers in 557 incorporated and unincorporated communities and adjacent suburban and rural areas, including a number of rural electric cooperatives to which it sold electric energy at wholesale. The Company also furnished natural gas services to about 169,000 customers in 267 communities and adjacent suburban and rural areas. For further information with respect to the Company, its properties and its business, reference is made to the Company's Registration Statement, Registration No. 2-61730, Registration No. 33-59674, and the map included therein showing the territory served by the Company, the Company's Annual Report on Form 10- K for the year ended December 31, 1995, and the Company's Quarterly Reports on Form 10-Q for the quarters ended March 31, 1996, June 30, 1996 and September 30, 1996, and the papers and documents descriptive of or relating to the Company on file with the Commission in Administrative Proceeding File No. 3-1568 (70-4631). (b) Electric Energy, Inc. The Company owns 20 percent (accounted for under the equity method) of Electric Energy, Inc. (EEI), which owns a 1,000,000 KW generating station at Joppa, Illinois. The equity investment in EEI is included on the Company's balance sheet in "Other Assets." For a description of the organization, business, financing and properties of EEI, reference is made to the applications and declarations (and the amendments and exhibits thereto) relating to EEI heretofore filed with the Securities and Exchange Commission, under the Public Utility Holding Company Act of 1935, by EEI, the Company and others in File Nos. 70-2540, 70-2647, 70- 2973, 70-3095, 70-3120, 70-3595 and 70-3596, and to the findings, opinions and orders of the Commission with respect thereto. (c) CIPS Energy, Inc. and Illinois Steam, Inc., are inactive and not "public utility companies" within the meaning of the Public Utility Holding Company Act of 1935. 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. (a) The Company is engaged principally in the sale of electricity which it generates, transmits and distributes in portions of central and southern Illinois. The Company furnished electric service to about 322,000 customers in 557 incorporated and unincorporated communities and adjacent suburban and rural areas, including a number of rural electric cooperatives to which it sold electric energy at wholesale. At December 31, 1996, the Company owned and regularly operated five steam electric generating stations as follows: Generating Station MW Capacity Newton Newton, Illinois 1,109 Coffeen Coffeen, Illinois 900 Meredosia Meredosia, Illinois 517 Grand Tower Grand Tower, Illinois 186 Hutsonville Hutsonville, Illinois 159 At that date, the Company also owned about 13,051 pole miles of overhead electric lines and 997 miles of underground electric lines. This transmission system is located at the hub of 13 major utility systems joined by interconnections at various locations. The major electric interconnections are as follows: Interconnections Commonwealth Edison Co. 2 Northern Indiana Public Service Co. 1 AEP (Indiana and Michigan Electric) 1 CINergy Corp. 2 Southern Illinois Power Cooperative 2 Illinois Power 26 Tennessee Valley Authority (owned with Illinois Power) Electric Energy, Inc. 3 Kentucky Utilities (owned with Electric Energy, Inc.) Union Electric Co. 8 Central Illinois Light Co. 1 Springfield City Water, Light & Power 1 IES Utilities 2 The Company also sells natural gas which it purchased from suppliers and distributed through the system in various parts of Illinois. The Company furnished natural gas services to about 169,000 customers in 267 communities and adjacent suburban and rural areas. At December 31, 1996, the Company owned a propane-air gas plant at Quincy, Illinois and five underground gas storage facilities at Ashmore, Sciota North, Belle Gent, Johnson City and Richwood, Illinois. The Company also leased other underground gas storage facilities from Texas Eastern Transmission Corporation, Panhandle Eastern Pipeline Company, Natural Gas Pipeline Company of America, Texas Gas Transmission Company, Trunkline Gas Company and Eastex Gas Storage and Exchange Inc. The underground gas storage facilities and the propane-air gas plant are used by the Company to supplement the available supply of natural gas during periods of high demands. At December 31, 1996, the Company also owned about 1,386 miles of natural gas transmission mains and 3,234 miles of natural gas distribution mains. The Company is served by six interstate pipeline companies, Panhandle Eastern Pipeline Company (Panhandle), Texas Eastern Transmission Company (Texas Eastern), Texas Gas Transmission Company (Texas Gas), Natural Gas Pipeline Company of America (Natural), Trunkline Gas Transmission Company (Trunkline), and Midwestern Gas Transmission Company (Midwestern). The major gas inter-connections are as follows: Interconnections Panhandle 18 Texas Eastern 3 Texas Gas 6 Natural 7 Trunkline 9 Midwestern 3 The Company owns no properties located outside the State of Illinois. For further information with respect to the Company, its principal electric generating stations and transmission lines and its electric and gas distribution facilities, reference is made to the Company's registration statement, reports and map and the papers and documents referred to in the answer to Item 1 above. (b) Reference is made to Paragraph (b) under Item 1 above and the filings with the Securities and Exchange Commission referred to therein for a description of the properties of EEI. 3. The following information for the last calendar year 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. (b) Number of kwh. of electric energy and Mcf. of natural or manufactured gas distributed at retail outside the State in which each company is organized. (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. (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. The information required by this item with respect to sales and purchases of electric energy is set forth in Exhibit D hereto. In the calendar year 1996, the Company distributed at retail 258,156,176 therms of gas, all within the state of Illinois. The Company does not distribute at retail any gas outside the state of Illinois. During 1996, the Company sold at wholesale approximately 423,000 Mcf. of natural gas outside the state of Illinois. The Company, during 1996, purchased 25,940,657 Mcf. of natural gas outside the state of Illinois. EEI does not engage in the business of selling or distributing gas. 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. (b) Name of each system company that holds an interest in such EWG or foreign utility company; and description of the interest held. (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. (d) Capitalization and earnings of the EWG or foreign utility company during the reporting period. (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). The Company does not hold, directly or indirectly, an interest in an EWG or a foreign utility company. * * * * * On the basis of the foregoing, the Company is entitled to exemption as a holding company pursuant to Paragraphs (1) and (2) of Section 3(a) of the Public Utility Holding Company Act of 1935 and Paragraphs (a)(1) and (a)(2) of Rule 2 of the Commission promulgated under said Act. Reference is made to the exhibits filed herewith. In 1996, the Company received dividends from EEI amounting to $2,437,672.00. In making and filing this statement, the Company specifically reserves the right to apply at any time to the Securities and Exchange Commission (a) pursuant to Section 2(a)(7) of the Public Utility Holding Company Act of 1935, for an order declaring that it is not a holding company under clause (A) of said section by reason of its investment in Electric Energy, Inc. and/or (b) for an order exempting it from the provisions of the Public Utility Holding Company Act of 1935 pursuant to Section 3(a) or any other provision of said Act or of any rule or regulation of the Commission thereunder. Neither the making and filing of this statement nor anything contained herein shall constitute or be construed to be an admission that the Company is not entitled to any such order. LIST OF EXHIBITS ________________ Exhibit A-1 Balance Sheet of the Company as of December 31, 1996. Exhibit A-2 Statement of Income of the Company for the year ended December 31, 1996. Exhibit A-3 Statement of Retained Earnings of the Company for the year ended December 31, 1996. Exhibit A-4 Balance Sheet of Electric Energy, Inc. as of December 31, 1996.* Exhibit A-5 Statement of Income of Electric Energy, Inc. for the year ended December 31, 1996.* Exhibit A-6 Statement of Retained Earnings of Electric Energy, Inc. for the year ended December 31, 1996.* Exhibit B Financial Data Schedule of the Company for the year ended December 31, 1996. Exhibit C Not applicable. Exhibit D Statement showing sales and purchases of electric energy by the Company and Electric Energy, Inc. for the year ended December 31, 1996. * As furnished by Electric Energy, Inc., but unaudited. The above-named claimant has caused this statement to be duly executed on its behalf by its authorized officers on this 28th day of February, 1997. CENTRAL ILLINOIS PUBLIC SERVICE COMPANY By /s/ W. A. Koertner ____________________________________ Vice President and Secretary (Corporate Seal) Attest: /s/ R. C. Porter _______________________ Assistant Secretary * * * * * Names, titles and addresses of officers to whom notices and correspondence concerning this statement should be addressed: W. A. Koertner, Vice President and Secretary Central Illinois Public Service Company 607 East Adams Street Springfield, Illinois 62739 C. L. Greenwalt, President and Chief Executive Officer Central Illinois Public Service Company 607 East Adams Street Springfield, Illinois 62739 Exhibit A-1 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY BALANCE SHEET DECEMBER 31, 1996 (in thousands) Assets Utility Plant, at original cost: Electric $2,244,571 Gas 242,664 _________ Less - Accumulated depreciation 2,487,235 1,099,261 _________ 1,387,974 Construction work in progress 70,150 _________ 1,458,124 _________ Current Assets: Cash 2,261 Accounts receivable, net 74,761 Accrued unbilled revenues 30,126 Materials and supplies, at average cost 38,806 Fuel for electric generation, at average cost 21,610 Gas stored underground, at average cost 13,361 Prepayments 14,323 Other current assets 7,704 _________ 202,952 Other Assets: Regulatory Assets 64,754 Other Assets 27,488 _________ $1,753,318 ========= Capitalization and Liabilities Capitalization: Common shareholder's equity: Common stock, 25,452,373 shares outstanding $ 121,282 Retained earnings 459,942 _________ 581,224 Preferred stock 80,000 Long-term debt 421,228 _________ 1,082,452 _________ Current Liabilities: Long-term debt due within one year 58,000 Short-term borrowings 57,768 Accounts payable 62,243 Accrued wages 10,279 Accrued taxes 13,943 Accrued interest 8,432 Other 49,301 _________ 259,966 _________ Deferred Credits: Accumulated deferred income taxes 303,700 Investment tax credits 48,885 Regulatory liabilities, net 58,315 _________ 410,900 _________ $1,753,318 ========= Exhibit A-2 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31, 1996 (in thousands) Operating Revenues: Electric $ 730,834 Gas 155,352 _________ Total operating revenues 886,186 _________ Operating Expenses: Fuel for electric generation 220,936 Purchased power 53,279 Gas costs 96,228 Other operation 145,332 Maintenance 61,458 Depreciation and amortization 86,937 Taxes other than income taxes 57,792 Income taxes 47,693 _________ Total operating expenses 769,655 _________ Operating Income 116,531 _________ Other Income and Deductions: Allowance for equity funds used during construction 378 Nonoperating income taxes 407 Miscellaneous, net (2,652) _________ Total other income and deductions (1,867) _________ Income Before Interest Charges 114,664 _________ Interest Charges: Interest on long-term debt 33,118 Other interest charges 4,636 Allowance for borrowed funds used during construction (483) _________ Total interest charges 37,271 _________ Net Income 77,393 Preferred Stock Dividends 3,721 _________ Earnings for Common Stock $ 73,672 ========= Exhibit A-3 CENTRAL ILLINOIS PUBLIC SERVICE COMPANY STATEMENT OF RETAINED EARNINGS FOR THE YEAR ENDED DECEMBER 31, 1996 (in thousands) Balance, beginning of year $ 449,137 Add (deduct): Net income 77,393 Dividends: Preferred stock (3,721) Common stock (62,950) Other 83 _________ Balance, end of year $ 459,942 ========= Exhibit A-4 ELECTRIC ENERGY, INC. CONSOLIDATED BALANCE SHEET DECEMBER 31, 1996 (in thousands) Assets Property, Plant and Equipment: In service $ 342,906 Construction work in progress 1,311 _________ 344,217 Less - Accumulated provision for depreciation and amortization 244,906 _________ 99,311 _________ Current Assets: Cash 372 Temporary cash investments 4,300 Accounts receivable 25,896 Fuel stock, at average cost 7,531 Material and supplies, at average cost 4,630 Prepayments 221 _________ 42,950 _________ Other Assets 18,085 _________ $ 160,346 ========= Capitalization and Liabilities Stockholders' Equity: Common stock, 62,000 shares outstanding $ 6,200 Retained earnings 2,634 _________ 8,834 Long-term debt 130,000 _________ 138,834 _________ Current Liabilities: Accounts payable 13,557 Accrued taxes 8 Accrued interest 417 Dividend declared 2,458 _________ 16,440 _________ Other Liabilities 5,072 _________ $ 160,346 ========= Exhibit A-5 ELECTRIC ENERGY, INC. CONSOLIDATED STATEMENT OF INCOME FOR THE YEAR ENDED DECEMBER 31, 1996 (in thousands) Operating Revenues: Sales to Department of Energy $ 159,130 Sales to Sponsoring Companies 64,391 Other 666 _________ Total operating revenues 224,187 _________ Operating Expenses: Cost of fuel 79,276 Purchased power 61,387 Operation 18,211 Maintenance 17,110 Depreciation and amortization 15,412 Taxes other than income taxes 1,951 Income taxes 7,690 _________ Total operating expenses 201,037 _________ Operating Income 23,150 _________ Other (Income) and Expense: Interest income (316) Interest expense 10,007 Miscellaneous, net 1,271 _________ Total other (income) and expense 10,962 _________ Net Income $ 12,188 ========= Exhibit A-6 ELECTRIC ENERGY, INC. CONSOLIDATED STATEMENT OF RETAINED EARNINGS FOR THE YEAR ENDED DECEMBER 31, 1996 (in thousands) Balance, beginning of year $ 2,634 Dividends declared (12,188) Net income for year 12,188 _________ Balance, end of year $ 2,634 ========= Exhibit B CENTRAL ILLINOIS PUBLIC SERVICE COMPANY FINANCIAL DATA SCHEDULE FOR THE YEAR ENDED DECEMBER 31, 1996 Item No. Description Amount ________ ___________ ______ (in thousands) 1 Total Assets $1,753,318 2 Total Operating Revenues $ 886,186 3 Net Income $ 77,393 Exhibit D CENTRAL ILLINOIS PUBLIC SERVICE COMPANY SALES AND PURCHASES OF ELECTRIC ENERGY FOR THE YEAR ENDED DECEMBER 31, 1996 Central Illinois Public Service Electric Company(a) Energy, Inc.(a) ________________ _______________ Kwh. sold (at retail or wholesale) 8,838,380,267 11,755,513,991 Kwh. distributed at retail outside of State in which organized none 8,634,588,991 (b) Kwh. sold at wholesale outside of State in which organized or at State line none (c) Kwh. purchased outside of State in which organized or at State line none none (a) Exclusive of interchange power. (b) Represents energy sold to the Paducah, Kentucky, Department of Energy facility operated by the United States Enrichment Corporation. (c) Central Illinois Public Service Company is advised that in 1996 Electric Energy, Inc. (EEI) sold to Kentucky Utilities Company 1,570,074,000 kilowatthours of energy manufactured at the Joppa, Illinois, plant of EEI and transmitted over EEI lines to a point at the Paducah, Kentucky, gaseous diffusion plant. -----END PRIVACY-ENHANCED MESSAGE-----