Federal Register / Vol. 65, No. 205 / Monday, October 23, 2000 / Notices 63267

1The fractional vote to be given to the preferred

stockholders under the Amendments is expected to

range from one-tenth of a vote to one vote per share

of preferred stock.

2Southern holds all the outstanding shares of

common stock of Alabama, Gulf and Mississippi,

which, along with each company’s outstanding

preferred stock, constitute the only securities

entitled to vote on the Amendments.

3Southern holds all of the outstanding shares of

Georgia’s common stock, which constitute the only

securities entitled to vote on the Amendment.

4Alabama’s outstanding preferred stock includes:

(1) two series of its Class A cumulative preferred

stock, stated capital $25 per share, consisting of a

5.83% series, of which 1,520,000 shares are

outstanding and a 5.20% series, of which 6,480,000

shares are outstanding; (2) six series of its Class A

cumulative preferred stock, par value $100 per

share, consisting of a 4.20% series, of which

135,115 shares are outstanding, a 4.52% series, of

which 50,000 shares are outstanding, a 4.60%

series, of which 100,000 shares are outstanding, a

4.64% series, of which 60,000 shares are

outstanding, a 4.72% series, of which 50,000 shares

are outstanding and a 4.92% series, of which 80,000

shares are outstanding; (3) one series of its Class A

cumulative preferred stock, stated capital $100 per

share, of which 500,000 shares are outstanding

(‘‘1988 Auction Preferred’’); and (4) one series of its

Class A cumulative preferred stock, stated capital

$100,000 per share, of which 200 shares are

outstanding (‘‘1993 Auction Preferred’’).

Mississippi’s outstanding preferred stock

includes: (1) two series of its cumulative preferred

stock, par value $100 per share, consisting of a

6.32% series, of which 150,000 shares are

outstanding and a 6.65% series, of which 84,040

shares are outstanding; and (2) four series of its

cumulative preferred stock, par value $100 per

share, consisting of a 4.40% series, of which 8,867

shares are outstanding, a 4.60% series, of which,

8,643 shares are outstanding, a 4.72% series, of

which 16,700 shares are outstanding and a 7.00%

series, of which 49,840 shares are outstanding.

5Alabama has outstanding 5,608,955 shares of

commons stock, par value $40 per share.

Mississippi has outstanding 1,121,000 shares of

common stock, no par value. Neither Alabama nor

Mississippi has outstanding any other class of

equity securities.

plans to provide an annual notice to

plan participants and beneficiaries of

the plans’ funding status and the limits

on the Pension Benefit Guaranty

Corporation’s guarantee of plan benefits.

The participant notice requirement only

applies (subject to certain exemptions)

to plans that must pay a variable rate

premium. In order to monitor

compliance with Part 4011, plan

administrators must indicate on

Schedule A to Form 1 that the

participant notice requirements have

been complied with.

The collection of information under

the regulation on Payment of Premiums,

including Form 1–ES, Form 1, and

Schedule A to Form 1, and related

instructions has been approved by OMB

under control number 1212–0009

through December 31, 2000. This

collection of information also includes

the certification of compliance with the

participant notice requirements (but not

the participant notices themselves). The

PBGC is requesting that OMB extend its

approval of this collection of

information for another three years.

(The participant notices constitute a

different collection of information that

has been separately approved by OMB.)

The PBGC estimates that it receives

responses annually from about 39,400

plan administrators and that the total

annual burden of the collection of

information is about 2,482 hours and

$9,431,600.

Issued in Washington, DC, this 19th day of

October, 2000.

C. David Gustafson,

Acting Director, Corporate Policy and

Research Department, Pension Benefit

Guaranty Corporation.

[FR Doc. 00–27253 Filed 10–20–00; 8:45 am]

BILLING CODE 7708–01–P

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 35–27252]

Filing Under the Public Utility Holding

Company Act of 1935, as Amended

(‘‘Act’’)

October 13, 2000.

Notice is hereby given that the

following filing(s) has/have been made

with the Commission pursuant to

provisions of the Act and rules

promulgated under the Act. All

interested persons are referred to the

application(s) and/or declaration(s) for

complete statements of the proposed

transaction(s) summarized below. The

application(s) and/or declaration(s) for

complete statements of the proposed

transaction(s) summarized below. The

application(s) and/or declaration(s) and

any amendment(s) is/are available for

public inspection through the

Commission’s Branch of Public

Reference.

Interested persons wishing to

comment or request a hearing on the

application(s) and/or declaration(s)

should submit their views in writing by

November 7, 2000, to Secretary,

Securities and Exchange Commission,

Washington, DC 20549–0609, and serve

a copy on the relevant applicant(s) and/

or declarant(s) at the address(es)

specified below. Proof of service (by

affidavit or, in the case of an attorney at

law, by certificate) should be filed with

the request. Any request for hearing

should identify specifically the issues of

facts or law that are disputed. A person

who so requests will be notified of any

hearing, if ordered, and will receive a

copy of any notice or order issued in the

matter. After November 7, 2000, the

application(s) and/or declaration(s), as

filed or as amended, may be granted

and/or permitted to become effective.

Alabama Power Company, et al. (70–

9739)

Notice of Proposal To Amend Articles of

Incorporation; Make Cash Payments;

Order Authorizing Solicitation of

Proxies

Alabama Power Company

(‘‘Alabama’’), 600 North 18th Street,

Birmingham, Alabama 3591, Georgia

Power Company (‘‘Georgia’’), 241 Ralph

McGill Boulevard N.E., Atlanta, Georgia

30308, Gulf Power Company (‘‘Gulf’’),

500 Bayfront Parkway, Pensacola,

Florida 32501 and Mississippi Power

Company (‘‘Mississippi’’, and

collectively, ‘‘Subsidiaries’’), 2992 West

Beach, Gulfport, Mississippi 39501,

each a public utility subsidiary

company of the Southern Company

(‘‘Southern’’), a registered holding

company, have filed a declaration under

section 6(a)(2), 7(e) and 12(e) of the Act

and rules 53, 62(d) and 65 under the

Act.

The Subsidiaries state that Southern

intends to distribute the common stock

of its nonutility subsidiary, Southern

Energy, Inc. (‘‘Energy’’), to Southern

shareholders in a tax-free reorganization

(‘‘Reorganization’’), which requires

Southern to control 80% of the voting

securities of both Energy and the

Subsidiaries. Under the Reorganization,

if the preferred shareholders of each of

the Subsidiaries receives the right to

vote for the election of directors,

Southern will own at least 80% of the

total combined voting power of all

classes of stock entitled to vote, when

considering the voting preferred

securities together with the common

stock of these companies.

To facilitate the Reorganization, each

Subsidiary proposes to amend its

Articles of Incorporation (‘‘Charter’’) to

confer fractional voting rights for the

election of directors on the holders of its

preferred stock (‘‘Amendment’’).1 In

addition, the Subsidiaries propose that

each of Alabama, Gulf and Mississippi

solicit proxies from the holders of its

outstanding shares of preferred stock

and common stock for use at a special

meeting (‘‘Meeting’’) of its stockholders

to consider the Amendment.2 The

Subsidiaries also propose the Georgia

obtain a written consent from Southern

approving the Amendment.3

With respect to each of Alabama and

Mississippi, adoption of the

Amendment requires the affirmative

vote of a majority of the votes cast of all

series of its outstanding preferred stock,

voting together as one class,4 and a

majority of its common stock.5 In the

case of Gulf, adoption of the

63268 Federal Register / Vol. 65, No. 205 / Monday, October 23, 2000 / Notices

6 Gulf’s outstanding preferred stock includes

three series of preferred stock, par value $100 per

share, consisting of a 4.64% series, of which 12,503

shares are outstanding, a 5.16% series, of which

13,574 shares are outstanding and a 5.44% series,

of which 16,284 shares are outstanding.

7 Gulf has outstanding 992,717 shares of common

stock, no par value. Gulf has outstanding no other

class of equity securities.

8 Georgia has outstanding 7,761,500 shares of

common stock, no par value. The Georgia common

stock constitutes its only outstanding securities

entitled to vote on the Amendment.

1The note will provide for payments to be made

by IES at times and in amounts, which will

correspond to the payments regarding the principal

of, premium, if any, and interest on the related TaxExempt Bonds.

Amendment requires a majority of the

voting power of the outstanding

preferred stock of all series, voting as

one class,6 and a majority of its common

stock.7 Adoption of the Amendment by

Georgia requires the affirmative vote of

two-thirds of its common stock.8

If the proposed Amendments are

adopted, the Subsidiaries propose that

each of Alabama, Gulf and Mississippi

make special cash payments

(‘‘Payments’’) to each preferred

stockholder whose shares of preferred

stock were properly voted in favor of the

proposed Amendment. The proposed

Payments will not exceed 0.50% of the

stated capital or par value, as

appropriate, per share of each

company’s outstanding preferred stock,

except that Payments made by Alabama

respecting the 1988 Auction Preferred

and the 1993 Auction Preferred will not

exceed 0.125% of the stated capital per

share. The Subsidiaries state that each

of Alabama, Gulf and Mississippi will

disburse Payments out of its general

funds, promptly after adoption of the

proposed Amendment.

The Subsidiaries request that an order

authorizing the solicitation of proxies by

Alabama, Gulf and Mississippi be

issued as soon as practicable under rule

62(d). It appears to the Commission that

the Subsidiaries’ declaration relating to

the proposed solicitation of proxies

should be permitted to become effective

immediately under rule 62(d).

Additional fees and expenses not

exceeding $100,000 are anticipated in

connection with these transactions. It is

that no state or federal commission,

other than this Commission, has

jurisdiction over the proposed

transaction.

It is Ordered, under rule 62 under the

Act, that the declaration regarding the

proposed solicitation of proxies become

effective immediately, subject to the

term and conditions contained in rule

24 under the Act.

For the Commission, by the Division of

Investment Management, under delegated

authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 00–27130 Filed 10–20–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 35–27251]

Filings Under the Public Utility Holding

Company Act of 1935, as Amended

(‘‘Act’’)

October 13, 2000.

Notice is hereby given that the

following filing(s) has/have been made

with the Commission pursuant to

provisions of the Act and rules

promulgated under the Act. All

interested persons are referred to the

application(s) and/or declaration(s) for

complete statements of the proposed

transaction(s) summarized below. The

application(s) and/or declaration(s) and

any amendment(s) is/are available for

public inspection through the

Commission’s Branch of Public

Reference.

Interested persons wishing to

comment or request a hearing on the

application(s) and/or declaration(s)

should submit their views in writing by

November 7, 2000, to the Secretary,

Securities and Exchange Commission,

Washington, DC 20549–0609, and serve

a copy on the relevant applicant(s) and/

or declarant(s) at the address(es)

specified below. Proof of service (by

affidavit or, in the case of an attorney at

law, by certificate) should be filed with

the request. Any request for hearing

should identify specifically the issues of

facts or law that are disputed. A person

who so requests will be notified of any

hearing, if ordered, and will receive a

copy of any notice or order issued in the

matter. After November 7, 2000, the

application(s) and/or declaration(s), as

filed or as amended, may be granted

and/or permitted to become effective.

IES Utilities (70–9375)

IES Utilities (‘‘IES’’), Alliant Energy

Tower, Cedar Rapids, Iowa 52401, a

wholly owned gas and electric utility

subsidiary company of Alliant Energy

Corporation, a registered holding

company, has filed a post-effective

amendment under sections 6(a) and 7 of

the Act and rule 54 under the Act to a

declaration previously filed under the

Act.

By order dated November 25, 1998

(HCAR No. 26945) (‘‘Current Financing

Order’’), the Commission authorized IES

to issue and sell from time to time,

through December 31, 2000, in one or

more series, any combination of

collateral trust bonds (‘‘Trust Bonds’’),

senior unsecured debentures (‘‘Senior

Debentures’’) and unsecured

subordinated debentures

(‘‘Subordinated Debentures’’). The

current Financing Order also authorized

IES to enter into an agreement or

agreements for the issuance and sale of

one or more series of tax-exempt bonds

(‘‘Tax-Exempt Bonds’’), maturing not

later than 30 years from the first day of

the month in which they are initially

issued, for the financing or refinancing

and air and water pollution control

facilities and sewage and solid water

disposal facilities (‘‘Facilities’’). As

security for IES’s obligations under any

agreement relating to the Tax-Exempt

Bonds, IES was also authorized to: (1)

Issue its non-negotiable promissory note

or notes to evidence loans to IES of the

proceeds of the Tax-Exempt Bonds by

the issuer; 1 (2) convey a subordinated

security interest in any Facilities that

are financed through the issuance of

Tax-Exempt Bonds; (3) issue and pledge

one or more new series of Trust Bonds;

(4) acquire and deliver letters of credit

guaranteeing payment of the TaxExempt Bonds and enter into related

reimbursement agreements; (5) acquire

insurance policies guaranteeing

payment of the Tax-Exempt Bonds; and

(6) provide a direct guarantee of

payment of the principal of and

premium, if any, and interest on the

Tax-Exempt Bonds.

Under the Current Financing Order,

the aggregate principal amount of the

Trust Bonds, Senior Debentures,

Subordinated Debentures, and TaxExempt Bonds shall not exceed $200

million, excluding the principal amount

of any Trust Bonds issued as collateral

security for Tax-Exempt Bond

obligations and any other forms of

collateral related to the Tax-Exempt

Bonds. Each series of Trust Bonds,

Senior Debentures and Subordinated

Debentures will mature not later than 30

years from the day of issuance. The

Current Financing Order provides that

no series of Trust Bonds will be issued

at rates in excess of the lower of 15%

per annum or those rates generally

obtainable at the time of pricing for the

first mortgage bonds having reasonably

similar maturities, issued by companies

of the same or reasonably comparable

credit quality and having reasonably

similar terms, conditions and features

(‘‘Ceiling Rate’’). Further, the Current

Financing Order provides that no series

of Senior Debentures or Subordinated

Debentures will be sold if their fixed

interest rate or initial adjustable interest

rate exceeds the Ceiling Rate.

IES now proposes to extend the

authorization period under the Current

Financing Order from December 31,