-----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, L1GvkE9ii/dvWwtICxd+fMNTcoqSwN1T5iNnyw5KS/NHhacygL9RO3v5WHd9qClc MQHcEgDWT9Fwlvz4Enayaw== 0001053936-99-000002.txt : 19990512 0001053936-99-000002.hdr.sgml : 19990512 ACCESSION NUMBER: 0001053936-99-000002 CONFORMED SUBMISSION TYPE: U-57 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990511 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EDISON MISSION ENERGY CENTRAL INDEX KEY: 0000930835 STANDARD INDUSTRIAL CLASSIFICATION: COGENERATION SERVICES & SMALL POWER PRODUCERS [4991] IRS NUMBER: 954031807 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-57 SEC ACT: SEC FILE NUMBER: 073-00047 FILM NUMBER: 99616357 BUSINESS ADDRESS: STREET 1: 18101 VON KARMAN AVE STREET 2: STE 1700 CITY: IRVINE STATE: CA ZIP: 92612 BUSINESS PHONE: 7147525588 MAIL ADDRESS: STREET 1: 18101 VON KARMAN AVE STREET 2: STE 1700 CITY: IRVINE STATE: CA ZIP: 92612 FORMER COMPANY: FORMER CONFORMED NAME: MISSION ENERGY CO DATE OF NAME CHANGE: 19941003 U-57 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. FORM U-57 NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS Filed under section 33(a) of the Public Utility Holding Company Act of 1935, as amended CONTACT ENERGY LIMITED _______________________________ (Name of foreign utility company) by EDISON MISSION ENERGY ________________________ (Name of filing company) 18101 Von Karman Avenue Suite 1700 Irvine, California 92715-1007 Item 1 Name and business address of the entity claiming foreign utility company status Contact Energy Limited Level 1 Harbour City Tower 29 Brandon Street Wellington New Zealand Description of the facilities used for the generation, transmission, or distribution of electric energy for sale Contact Energy Limited (Contact) owns the following generating facilities in operation or nearing the completion of construction in New Zealand: Otahuhu A 85 MW gas turbine North Island, South Auckland Otahuhu B 395 MW combined cycle North Island, South Auckland Te Rapa 44 MW gas cogeneration North Island Ohaaki 165 MW geothermal North Island Wairakei 165 MW geothermal North Island Whirinaki 162 MW gas turbine North Island New Plymouth 580 MW gas North Island Stratford 198 MW gas turbine North Island Clyde 432 MW hydroelectric South Island Roxburgh 320 MW hydroelectric South Island Contact also has a 28 percent interest in Southern Hydro Partnership, which owns the following generating facilities in operation or nearing the completion of construction in Australia: Dartmouth 150 MW hydroelectric Kiewa Scheme 193 MW hydroelectric Rubicon Scheme 14 MW hydroelectric Eildon 120 MW hydroelectric Cairn Curran 2 MW hydroelectric Contact also has a 17 percent interest in a distillate and gas-fired facility under construction at Oakey in Queensland, which is due to be completed in November of 1999. Ownership of the Company The owner of Contact is currently the Crown of New Zealand. Edison Mission Energy (EME), through its subsidiary Energy Mission Energy Taupo Limited (EMETL), intends to acquire 40 percent of the issued shares in Contact on or about May 13, 1999. EME and EMETL are indirect wholly-owned subsidiaries of Edison International, an exempt holding company, as further described below. In addition to the 40 percent interest being acquired by EMETL, the Crown is offering up to 60 percent of the issued shares in Contact to members of the public in New Zealand and to institutional investors in New Zealand and Australia. Item 2 Domestic associate public-utility company and holding company Southern California Edison Company (Edison) is the only domestic public-utility company that will be an associate company of Contact. Edison itself will have no interest in Contact. Edison is a direct, wholly-owned subsidiary company of Edison International, which is a public utility holding company exempt from registration under section 3(a)(1) of the Public Utility Holding Company Act of 1935, as amended (Act), pursuant to Rule 2. EMETL is wholly-owned by EME Royale, which is wholly-owned by Majestic Energy Limited, which is wholly-owned by Edison Mission Energy Global Management, Inc, which is wholly-owned by EME. EME is wholly-owned by The Mission Group, which is wholly-owned by Edison International. EXHIBIT A Documents incorporated by reference Edison is the only associate company or affiliate of EMETL that is subject to the regulation of its retail electric or gas rates by a State commission. The California Public Utilities Commission (PUC) is the sole State commission with jurisdiction over the retail rates of Edison. Section 33(a)(2) of the Act provides that an exemption under section 33(a)(1) shall not apply or be effective unless every State commission having jurisdiction over the retail electric or gas rates of a public utility company that is an associate company or an affiliate company of a company otherwise exempted under section 33(a)(1) "has certified to the Commission that it has the authority and resources to protect ratepayers subject to its jurisdiction and that it intends to exercise its authority." However, this requirement is deemed satisfied if the State commission had, prior to the date of enactment of the Energy Policy Act of 1992 (October 24, 1992) "on the basis of prescribed conditions of general applicability, determined that ratepayers of a public utility company are adequately insulated from the effects of diversification and the diversification would not impair the ability of the State commission to regulate effectively the operations of such company." As contemplated by this provision, the PUC in authorizing the creation of Edison International (formerly SCEcorp) in 1988 considered the effect of diversification on Edison. The PUC imposed various conditions of general applicability on the operations of the holding company system and, based on those conditions, determined that the ratepayers of Edison are adequately insulated from the effects of diversification, and that diversification would not impair the PUC's ability to regulate effectively Edison's operations. In approving the formation of the Edison International holding company system, the PUC imposed 15 conditions of general applicability on Edison and the holding company. Southern California Edison Company, 90 PUR4th 45 (Cal. PUC 1988). In formulating these conditions, the PUC recognized the primary importance of insulating Edison's ratepayers from the effect of diversification: "The one thing we must make sure of is that the activities of the holding company and its nonutility enterprises do not adversely affect the ratepayers of the utility." Id. at 63. The PUC concluded that the conditions it adopted with regard to financial controls and reporting were "adequate to support our regulatory function" of so insulating Edison's ratepayers. Id. Accordingly, the PUC adopted the conclusion of its Division of Ratepayer Advocates that the general conditions imposed upon the holding company would "[e]nsure that Edison ratepayers are insulated from all effects of nonutility activities." Id. at 69. Additionally, the PUC found that "given the conditions we will require, there should be no diminution of the Commission's ability to regulate Edison effectively or Edison's ability to provide reliable utility service at reasonable rates." Id. at 57. "The proposed reorganization is designed to result in a corporate structure which enhances management's ability to take advantage of nonutility business opportunities should they arise while not diminishing the Commission's ability to effectively regulate utility operations." Id. at 68. Accordingly, Contact meets the criteria set forth in section 33(a) for qualification as a "foreign utility company." The undersigned company has duly caused this statement to be signed on its behalf by the undersigned officer thereunto duly authorized. By: /s/ Richard Lehfeldt Richard Lehfeldt Vice President and Assistant General Counsel Edison Mission Energy 18101 Von Karman Avenue, Suite 1700 Irvine, California 92715-1007 May 10, 1999 -----END PRIVACY-ENHANCED MESSAGE-----