Federal Register / Vol. 65, No. 209 / Friday, October 27, 2000 / Notices 64461

1Entergy states that it is currently authorized to

form intermediate holding companies such as

Entergy-Koch. See Entergy Corp., HCAR No. 27039

(June 22, 1999) (authorizing Entergy to form

companies to acquire and hold the securities of one

or more energy-related companies).

2The Commission previously authorized Entergy

to reorganize its energy-related interests, including

the intermediate holding companies that hold those

interests. See Entergy Corp., HCAR No. 27039 (June

22, 1999). 3EPMC currently sells approximately 200 million

cubic feet of gas per day and, in 1999, sold

approximately 47.2 million MWh of electricity. 4The direct acquisition of energy marketing

companies such as KET by Entergy is exempt from

the requirements of section 9(a) of the Act by rule

58(a)(1) under the Act. 5Energy-Related Assets include natural gas

production, gathering, processing, storage and

transportation facilities and equipment, liquid oil

reserves and storage facilities, and associated

facilities, that would be incidential to and would

assist a future subsidiary in connection with energy

marketing, brokering and trading.

Comments must be submitted to OMB

within 30 days of this notice.

Dated: October 20, 2000.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 00–27612 Filed 10–26–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 35–27257]

Filings Under the Public Utility Holding

Company Act of 1935, as Amended

(‘‘Act’’)

October 20, 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 14, 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 14, 2000, the

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

filed or as amended, may be granted

and/or permitted to become effective.

American Electric Power Company,

Inc., et al. (70–9353)

American Electric Power Company,

Inc. (‘‘AEP’’), a registered holding

company, AEP Energy Services, Inc. and

AEP Resources, Inc., (collectively

‘‘Applicants’’), both nonutility

subsidiaries of AEP, and all located at

1 Riverside Plaza, Columbus, Ohio

43215, have filed a post-effective

amendment under sections 6(a), 7, 9(a)

and 10 of the Act and rule 54 under the

Act to a previously filed applicationdeclaration.

By order dated November 2, 1998

(HCAR No. 26933) (‘‘Prior Order’’),

Applicants are currently authorized

through December 31, 2003

(‘‘Authorization Period’’) to acquire

nonutility energy assets in the United

States that would be incidental to, and

would assist, Applicants and their

subsidiaries in connection with energy

marketing, brokering and trading

(collectively, ‘‘Energy Assets’’). These

assets include natural gas production,

gathering, processing, storage and

transportation facilities and equipment,

liquid oil reserves and storage facilities

and associated facilities. Applicants

were authorized to invest up to $800

million (‘‘Investment Limitation’’)

during the Authorization Period in such

Energy Assets or in the equity securities

of companies substantially all of whose

physical properties consist of such

Energy Assets.

Applicants request that the

Investment Limitation be increased to

$2.0 billion. Applicants state that they

intend to use the increased investment

authority as needed to enable

Applicants and such subsidiaries to

continue to add nonutility, marketingrelated assets as and when market

conditions warrant, whether through

acquisitions of specific assets or groups

of assets that are offered for sale, or by

acquiring existing companies.

Entergy Corporation (70–9723)

Entergy Corporation (‘‘Entergy’’), a

registered holding company, located at

639 Loyola Avenue, New Orleans,

Louisiana 70113, filed an applicationdeclaration under sections 9(a), 10,

12(b), 12(c), and 13(b) of the Act and

rules 45, 46, 54, 86, 87, and 90 under

the Act.

Together with Koch Energy, Inc.

(‘‘Koch’’), an unaffiliated company that

is not currently regulated under the Act,

Entergy intends to form a new limited

partnership, Entergy-Koch, LP

(‘‘Entergy-Koch’’).1 Entergy-Koch will be

a partially-owned subsidiary of Entergy,

through which Entergy and Koch will

combine certain discrete non-utility

energy assets.

Entergy states that it will contribute to

Entergy-Koch its interests in certain

companies.2 Specifically, Entergy

intends to transfer its interests in

Entergy Power Marketing Corp.

(‘‘EPMC’’), which markets and trades

physical and financial energy

commodities in various wholesale and

retail markets within the United States,3

and EGT Holding, Ltd. (‘‘EGT’’), whose

sole asset is the stock of Entergy Trading

& Marketing, Ltd. (‘‘ET&M’’), a company

that trades energy commodities to

manage the fuel supply and power sales

risk of certain foreign utility companies

owned by Entergy.

Koch will contribute its interests in

Koch Energy Trading, Inc. (‘‘KET’’),

which is engaged in energy trading and

marketing,4 and Koch Gateway Pipeline

Company (‘‘Gateway Pipeline’’), which

owns and operates a 9,000-mile

interstate natural gas pipeline system

and related gas gathering and storage

facilities. Entergy further states that it

intends to merge EPMC and KET to form

a new energy marketing and trading

company (‘‘Trading Company’’).

The general partner of Entergy-Koch,

with a 1% interest, will be EntergyKoch, LLC (‘‘EK–LLC’’), a Delaware

limited liability company that will be

held in equal shares by Koch and

Entergy Power International Holdings

Corporation (‘‘EPIH’’), a wholly-owned

subsidiary of Entergy. In addition,

Entergy and Koch will each acquire and

hold, indirectly, a 49.5% limited

partnership interest in Entergy-Koch.

In connection with the establishment

of the joint venture, Entergy requests

authority to acquire, directly or

indirectly, through December 31, 2005,

up to $1.2 billion (‘‘Investment

Limitation’’) in energy-related,

nonutility assets that are incidental to

energy marketing and brokering

(‘‘Energy-Related Assets’’),5 or the

equity securities of companies

substantially all of whose physical

assets consist of Energy-Related Assets

(‘‘Energy-Related Equity Securities’’),

including Gateway Pipeline. Entergy

states that the prices of Energy-Related

Assets and Energy-Related Equity

Securities will be and, in the case of

Gateway Pipeline, has been established

through arms-length negotiations and

64462 Federal Register / Vol. 65, No. 209 / Friday, October 27, 2000 / Notices

6EPMC is already authorized to engage in

wholesale and retail energy marketing activities

throughout the United States. See Entergy Corp.,

HCAR No. 26812 (January 6, 1998).

7Entergy and certain of its nonutility subsidiaries

are already authorized, through December 31, 2005,

to issue up to $2 billion in guarantees and other

forms of credit support to or for the benefit of

certain subsidiaries and affiliates, respectively. See

Entergy Corp., HCAR No. 27216 (August 21, 2000).

8Entergy and its nonutility subsidiaries are

already authorized to declare and pay dividends out

of capital and unearned surplus through December

31, 2002. See Entergy Corp., HCAR No. 27039 (June

22, 1999).

9These limitations were imposed in Entergy

Corp., HCAR No. 27039 (June 22, 1999).

1Under the terms of the most recent order in this

file, AEP was allowed to issue up to 54 million

shares of its common stock through December 31,

2000. See American Electric Power, HCAR No.

26553 (August 13, 1996). In an order authorizing

AEP to acquire all of the outstanding common stock

of Cental and South West Corporation, a registered

holding company, the authority of the CSW

Dividend Reinvestment and Stock Purchase Plan

was terminated and AEP was authorized to issue an

additional 1.2 million shares of its common stock

under the DRP through December 31, 2000, for an

aggregate of 55.2 million shares. See American

Electric Power, HCAR No. 27186 (June 14, 2000).

will be applied against the Investment

Limitation. Entergy states that if its

common stock is used as consideration

to acquire Energy-Related Assets or

Energy-Related Securities, the market

value of the stock on the date of

issuance will be counted against the

Investment Limitation.

Entergy also requests authority to

expand the energy marketing and

brokering activities of Trading Company

and of any other energy marketing

affiliate that may be formed or acquired

by Entergy-Koch to include the

marketing and brokering of energy

commodities outside the United States.6

To finance these energy-related

activities, Entergy requests authority for

Entergy-Koch to issue up to an

additional $2 billion (‘‘Guarantee

Limitation’’) in guarantees and other

forms of credit support not exempt

under rules 45 and 52 under the Act,

through December 31, 2005, on behalf or

for the benefit of its direct and indirect

subsidiaries.7 Entergy states that all

credit support will be provided by

Entergy-Koch, without recourse to or

support by either Entergy or Koch, and

proposes that any credit support

outstanding on December 31, 2005 be

allowed to terminate or expire in

accordance with its terms.

Entergy also requests authority for

Entergy-Koch and its direct and indirect

subsidiaries to declare and pay of

dividends out of capital or unearned

surplus without limitation regarding the

time period during which dividends

may be paid.8

Further, Entergy requests authority for

its nonutility subsidiaries, including

Entergy-Koch and its subsidiaries, to

provide administrative and consulting

services to each other at fair market

prices, subject to certain limitations

previously imposed by the

Commission.9

For the Commission, by the Division of

Investment Management, under delegated

authority.

Margaret H. McFarland,

Deputy Secretary.

[FR Doc. 00–27613 Filed 10–26–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 35–27258]

Filings Under the Public Utility Holding

Company Act of 1935, as Amended

(‘‘Act’’)

October 20, 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 14, 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 14, 2000, the

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

filed or as amended, may be granted

and/or permitted to become effective.

American Electric Power Co. (70–5943)

American Electric Power Company,

Inc. (‘‘AEP’’), a registered holding

company located at 1 Riverside Plaza,

Columbus, Ohio 43215, has filed a posteffective amendment under sections 6(a)

and 7 of the Act and rule 54 under the

Act to a previously filed declaration.

AEP is currently authorized to issue

up to 55,200,000 shares of its common

stock (‘‘Common Stock’’) under AEP’s

Dividend Reinvestment and Stock

Purchase Plan (‘‘DRP’’) through

December 31, 2000.1 AEP states that, as

of June 30, 2000, 7,426,406 shares of

Common Stock (‘‘Remaining Shares’’)

have not yet been issued. AEP now

requests authority to issue the

Remaining Shares, in accordance with

the DRP, through September 30, 2006.

AEP states that the proceeds of the

issuance and sale of the Remaining

Shares will be used to pay certain

unsecured debts of AEP as they mature,

make additional investments in

common stock equities of AEP

subsidiaries, and for other corporate

purposes, including the acquisition of

exempt wholesale generators and

foreign utility companies.

GPU, Inc. (70–7670)

GPU, Inc. (‘‘GPU’’), 300 Madison

Avenue, Morristown, New Jersey 07960,

a registered holding company, has filed

a post-effective amendment to its

application-declaration under sections

6(a) and 7 of the Act and rules 53 and

54 under the Act.

By orders of the Commission dated

October 23, 1989 (HCAR No. 24971) and

December 8, 1995 (HCAR No. 26425)

(respectively, ‘‘1989 Order’’ and ‘‘1995

Order’’ and, collectively, ‘‘Orders’’),

GPU was authorized to issue and sell,

from time to time through December 31,

2000, under a Dividend Reinvestment

and Stock Purchase Plan (‘‘Plan’’), up to

2.5 million shares of its common stock,

$2.50 par value (‘‘Common Stock’’).

Common Stock is purchased under the

Plan either on the open market or

directly from GPU in the form of

authorized but unissued shares or

previously reacquired shares, as GPU

may direct, by the administrator of the

Plan.

GPU now proposes to extend to

December 31, 2010 the time it may issue

and sell authorized but unissued and

reacquired shares of Common Stock

under the Plan.

GPU, Inc., et al. (70–8937)

GPU, Inc. (‘‘GPU’’), a registered public

utility holding company, and its whollyowned subsidiary companies, GPU

Service, Inc. (‘‘GPUS’’), both located at

300 Madison Avenue, Morristown, New

Jersey 07960, and GPU International,