Federal Register / Vol. 65, No. 77 / Thursday, April 20, 2000 / Notices 21213

1 It is ACE and DPL’s understanding that at or

before closing, PSEG Power will designate its

subsidiary, PSEG Nuclear L.L.C. (‘‘PSEG Nuclear’’),

as the party that will receive the ownership

interests at closing. Applicants state that PSEG

Nuclear is an exempt wholesale generator under

section 32 of the Act. Under that section, no

Commission approval is required for these

transactions.

2Nuclear Fuel Supplies include the nuclear fuel

assemblies in the reactor core, natural uranium,

converted uranium, enriched uranium and any

other form of uranium, under contract or in

inventory, and located at or in transit to the Peach

Bottom station, as well as all nuclear fuel

constituents in all stages of the fuel cycle that are

in the process of production, conversion,

enrichment or fabrication.

3The net book value of Peach Bottom and other

plant-related assets including inventories were

written down to their estimated fair market value

(net of estimated selling costs) due to impairment.

The write-down took place in the third quarter of

1999. The extraordinary charge related to impaired

assets was determined in accordance with

Statements of Financial Accounting Standards No.

121. The extraordinary charge was decreased by the

the regulatory asset established for the amount of

stranded costs expected to be recovered through

regulated electricity delivery rates.

SECURITIES AND EXCHANGE

COMMISSION

[Release No. 35–27164]

Filings Under the Public Utility Holding

Company Act of 1935, as Amended

(‘‘Act’’)

April 14, 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

May 9, 2000, to the Secretary, Securities

and Exchange Commission,

Washington, D.C. 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 May 9, 2000, the

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

filed or as amended, may be granted

and/or permitted to become effective.

Conectiv, et al. (70–9607)

Conectiv, a registered public utility

holding company, and its public-utility

subsidiary companies, Atlantic City

Electric Company (‘‘ACE’’) and

Delmarva Power & Light Company

(‘‘DPL’’, and, together with Conectiv and

ACE, ‘‘Applicants’’), all located at 800

King Street, Wilmington, Delaware

19899, have filed a declaration under

section 12(d) of the Act and rules 44 and

54 under the Act.

The Applicants propose the joint sale

by ACE and DPL of a 7.51 percent

ownership interest in the Peach Bottom

Atomic Power Station Units 2 and 3

(‘‘Peach Bottom’’), located in York

County, Pennsylvania, the PECO Energy

Company (‘‘PECO’’), a section 3(a)(2)

exempt holding company under the Act.

At present, ACE and DPL jointly own a

15.02 percent interest in Peach Bottom.

PECO presently owns a 42.49 percent

interest in Peach Bottom.

ACE is a New Jersey corporation that

distributes and sells electricity at retail

in southern New Jersey. DPL is a

Delaware and Virginia corporation that

distributes and sells electricity at retail

in Delaware, Maryland and Virginia,

and gas at retail in Delaware.

The proposed sale of ACE’s and DPL’s

interests in Peach Bottom to PECO (the

‘‘Transaction’’) is related to several

other transactions involving the sale of

Applicants’ interests in various nuclear

assets. In addition to this Transaction,

ACE and DPL have agreed to sell all of

their remaining ownership interests in

several nuclear generating plants,

including Peach Bottom, to PSEG

Power, L.L.C. (‘‘PSEG Power’’), a wholly

owned non-utility subsidiary of Public

Service Enterprise Group Incorporated

(‘‘PSEG’’), an exempt public utility

holding company under the Act. Public

Service Electric & Gas Company

(‘‘PSE&G’’), a wholly owned public

utility subsidiary of PSEG, owns the

remaining 42.49 percent interest in

Peach Bottom. 1

According to the terms of the two

Purchase Agreements between ACE and

PECO and between DPL and PECO, each

dated as of September 27, 1999, ACE

and DPL will each receive $2,550,000

for their interests in Peach Bottom, and

each will also receive 3.755 percent of

the net book value of the Nuclear Fuel

Supplies 2 that would qualify as ‘‘utility

assets’’ under the Act as of the

anticipated closing date of the

Transaction. Applicants state that the

sale of these Nuclear Fuel Supplies will

result in additional proceeds of

approximately $10 million to each of

ACE and DPL. Therefore, Applicants

estimate that the combined total

proceeds to be shared by ACE and DPL

from the sale of their interests in Peach

Bottom to PECO will be approximately

$25.1 million. In addition, PECO will

assume essentially all of ACE and DPL’s

environmental and decommissioning

liabilities for Peach Bottom, in

proportion to the ownership share being

transferred.

The net book value of the Applicants’

interests in Peach Bottom totalled

$9,394,000 as of December 31, 1999.3

Applicants state that the prices, terms

and conditions of the Transaction were

based on those of recent comparable

nuclear asset sales. Applicants further

state that PECO and PSE&G, as coowners of 84.98 percent of Peach

Bottom, each hold the right of first

refusal over any proposed sale of

Applicants’ interests in Peach Bottom.

ACE, consistent with New Jersey state

law, will apply the proceeds it receives

from the sale of Peach Bottom to

partially offset stranded costs it will

recover from its retail customers in New

Jersey. DPL will use the proceeds for

various activities consistent with its

corporate strategy.

The Southern Company (70–9631)

The Southern Company (‘‘Southern’’),

a registered holding company, 270

Peachtree Street, N.W., Atlanta, Georgia

30303, and its electric utility subsidiary

companies (‘‘Electric Subsidiaries’’),

Georgia Power Company (‘‘Georgia’’),

241 Ralph McGill Boulevard, N.E.,

Atlanta, Georgia 30308, Gulf Power

Company (‘‘Gulf’’), One Energy Place,

Pensacola, Florida 32520, Mississippi

Power Company (‘‘Mississippi’’), 2992

West Beach, Gulfport, Mississippi

39501, and Savannah Electric and

Power Company (‘‘Savannah’’)

(collectively, ‘‘Applicants’’), 600 Bay

Street East, Savannah, Georgia 31401,

have filed an application-declaration

(‘‘Application-Declaration’’) under

sections 6(a), 7, 9(a), 10, and 12(b) of the

Act and rules 45, 53 and 54 under the

Act.

In summary, Applicants, request

authority for Southern to organize and

acquire all of the outstanding capital

stock of a special purpose financing

vehicle (‘‘SPV’’). Applicants also request

authority for the SPV to issue

commercial paper for the benefit of the

Electric Subsidiaries and other

subsidiaries of Southern. In addition,

Applicants request authority for each

Electric Subsidiary to borrow the

proceeds from the sales of commercial

paper issued for its benefit. Further,

21214 Federal Register / Vol. 65, No. 77 / Thursday, April 20, 2000 / Notices

4Applicants state that borrowings by Alabama

and SEGCO will be exempt from Commission

review under rule 52 under the Act.

1The Acquired Series and the Acquiring Series

correspond with each other as follows: Nations

Managed Value Index Fund with Nations Managed

Index Fund; and Nations Managed SmallCap Value

Index Fund with Nations SmallCap Index Fund.

Applicants request authority for Georgia

to guarantee borrowings from the SPV

by Southern Electric Generating

Company, a wholly owned subsidiary of

Georgia and Alabama Power Company,

itself an electric public utility

subsidiary of Southern.4

Applicants propose that the SPV sell

the commercial paper directly to or

through a dealer or dealers from time to

time prior to June 30, 2004

(‘‘Authorization Period’’) in an aggregate

principal amount at any one time

outstanding of up to $3.5 billion.

Georgia, Gulf, Mississippi, and

Savannah propose to borrow the

proceeds of these sales in outstanding

amounts that will not during the

Authorization Period exceed $1.7

billion, $300 million, $350 million, and

$90 million, respectively. The

commercial paper notes will be issued

in denominations of not less than

$50,000 and will not by their terms be

prepayable prior to maturity. Maturities

will be determined by market

conditions, the effective interest costs,

and the anticipated cash flows of the

particular requesting Electric

Subsidiary, including the proceeds of

other borrowings, at the time of

issuance.

The notes will mature in one year or

less, subject to extensions; provided,

however, none of the notes will mature

in more than 390 days. The discount

rate (or the interest rate in the case of

interest-bearing notes), including any

commissions, will not be in excess of

the discount rate per annum (or the

equivalent interest rate) prevailing at the

date of issuance for commercial paper of

comparable quality having the same

maturity. The terms of each of these

borrowings by an Electric Subsidiary

will be identical to those of the related

commercial paper issued for its benefit.

It is further proposed that Georgia

guarantee loans by the SPV to SEGCO.

The aggregate amount of these

guarantees will not during the

Authorization Period exceed $150

million.

The proceeds from the proposed

borrowings by the Electric Subsidiaries

and SEGCO will be used for general

corporate purposes, including the

financing in part of their respective

construction programs.

For the Commission by the Division of

Investment Management, under delegated

authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 00–9915 Filed 4–19–00; 8:45 am]

BILLING CODE 8010–01–M

SECURITIES AND EXCHANGE

COMMISSION

[Investment Company Act Release No.

24392; 812–11958]

Nations Fund Trust and Banc of

America Advisors, Inc.; Notice of

Application

April 13, 2000.

AGENCY: Securities and Exchange

Commission (‘‘Commission’’).

ACTION: Notice of an application under

section 17(b) of the Investment

Company Act of 1940 (the ‘‘Act’’) for an

exemption from section 17(a) of the Act.

SUMMARY OF APPLICATION: Applicants

request an order to permit certain series

of a registered open-end management

investment company to acquire all of

the assets and assume all of the

liabilities of certain other series of the

investment company. Because of certain

affiliations, applicants may not rely on

rule 17a–8 under the Act.

APPLICANTS: Nations Fund Trust

(‘‘NFT’’) and Banc of America Advisors,

Inc. (‘‘BAAI’’).

FILING DATES: The application was filed

on February 1, 2000. Applicants have

agreed to file an amendment during the

notice period, the substance of which is

reflected in this notice.

HEARING OR NOTIFICATION OF HEARING: An

order granting the application will be

issued unless the Commission orders a

hearing. Interested persons may request

a hearing by writing to the

Commission’s Secretary and serving

applicants with a copy of the request,

personally or by mail. Hearing requests

should be received by the Commission

by 5:30 p.m. on May 8, 2000, and

should be accompanied by proof of

service on applicants, in the form of an

affidavit or, for lawyers, a certificate of

service. Hearing requests should state

the nature of the writer’s interest, the

reason for the request, and the issues

contested. Persons who wish to be

notified of a hearing may request

notification by writing to the

Commission’s Secretary.

ADDRESSES: Secretary, Securities and

Exchange Commission, 450 Fifth Street,

NW, Washington, DC 20549–0609.

Applicants, One Bank of America Plaza,

101 South Tryon Street, Charlotte, NC

28255.

FOR FURTHER INFORMATION CONTACT:

Lawrence W. Pisto, Senior Counsel, at

(202) 942–0527, or George J. Zornada,

Branch Chief, at (202) 942–0564 (Office

of Investment Company Regulation,

Division of Investment Management).

SUPPLEMENTARY INFORMATION: The

following is a summary of the

application. The complete application

may be obtained for a fee at the

Commission’s Public Reference Branch,

450 Fifth Street, NW, Washington, DC

20549–0102 (tel. (202) 942–8090).

Applicants’ Representations

1. NFT, a Massachusetts business

trust, is registered under the Act as an

open-end management investment

company. NFT presently offers 36

series, including Nations Managed

Value Index Fund and Nations Managed

SmallCap Value Index Fund (the

‘‘Acquired Series’’) and Nations

Managed Index Fund and Nations Small

Cap Index Fund (the ‘‘Acquiring

Series’’). Collectively, the Acquired

Series and the Acquiring Series are

referred to as the ‘‘Series.’’ 1

2. BAAI is the investment adviser to

each of the Series. The adviser is a

wholly-owned indirect subsidiary of the

Bank of America Corporation and is

registered as an investment adviser

under the Investment Advisers Act of

1940.

3. Currently, Bank of America

Corporation and entities that are under

common control with BAAI (the ‘‘Bank

of America Group’’), hold of record, in

their name and in the names of their

nominees, more than 5% (and with

respect to certain of the Series more

than 25%) of the outstanding voting

securities of the Series. All of the

securities are held for the benefit of

others in a fiduciary or representative

capacity. None of the Bank of America

Group owns an economic interest in any

of the Series.

4. On December 9, 1999, the board of

trustees of NFT (the ‘‘Board’’), including

a majority of the trustees who are not

‘‘interested persons’’ within the

meaning of section 2(a)(19) of the Act

(‘‘Disinterested Trustees’’), approved an

Agreement and Plan of Reorganization

(the ‘‘Reorganization Agreement,’’ and

the transaction the ‘‘Reorganization’’).

Under the Reorganization Agreement,

on the day following the closing date

(the ‘‘Closing Date’’), which is currently