29150 Federal Register / Vol. 61, No. 111 / Friday, June 7, 1996 / Notices

1Columbia Gas of Pennsylvania, Inc. (‘‘Columbia

Pennsylvania’’), 200 Civic Center Drive, Columbus,

Ohio, 43215; Columbia Gas of Ohio, Inc.

(‘‘Columbia Ohio’’), 200 Civic Center Drive,

Columbus Ohio, 43215; Columbia Gas of Maryland,

Inc. (‘‘Columbia Maryland’’), 200 Civic Center

Drive, Columbus, Ohio, 43215; Columbia Gas of

Kentucky, Inc. (‘‘Columbia Kentucky’’), 200 Civic

Center Drive Columbus, Ohio, 43215;

Commonwealth Gas Services, Inc.

(‘‘Commonwealth Services’’), 200 Civic Center

Drive, Columbus, Ohio, 43215; Columbia Gulf

Transmission Co. (‘‘Columbia Gulf’’), 1700

MacCorkle Avenue, S.E., Charleston, West Virginia,

25314; Columbia Gas Development Corp.

(‘‘Columbia Development’’), One Riverway,

Houston, Texas, 77056; Columbia Natural

Resources, Inc. (‘‘Columbia Resources’’), 900

Pennsylvania Avenue, Charleston, West Virginia,

25302; Columbia Coal Gasification Corp.

(‘‘Columbia Coal’’), 900 Pennsylvania Avenue,

Charleston, West Virginia, 25302; Columbia Energy

Services Corp. (‘‘Columbia Services’’), 121 Hill

Pointe Drive, Suite No. 100, Cannonsburg,

Pennsylvania, 15317; Columbia Gas System Service

Corp. (‘‘Service Corporation’’), 20 Montchanin

Road, Wilmington, Delaware, 19807; Columbia

Propane Corp. (‘‘Columbia Propane’’), 800

Moorefield Park Drive, Richmond, Virginia, 23236;

Commonwealth Propane, Inc. (‘‘Commonwealth

Propane’’), 800 Moorefield Park Drive, Richmond,

Virginia, 23236; TriStar Ventures Corp. (‘‘TriStar

Ventures’’), 20 Montchanin Road, Wilmington,

Delaware, 19807; TriStar Capital Corp. (‘‘TriStar

Capital’’), 20 Montchanin Road, Wilmington,

Delaware, 19807; Columbia Atlantic Trading Corp

(‘‘Columbia Atlantic’’), 20 Montchanin Road,

Wilmington, Delaware, 19807; Columbia LNG

Corp., 20 Montchanin Road, Wilmington, Delaware,

19807; Columbia Gas Transmission Corp. (‘‘Gas

Transmission’’), 1700 MacCorkle Avenue, S.E.,

Charleston, West Virginia, 25314; and Columbia

Energy Marketing Corp. (‘‘Energy Marketing’’), 121

Hill Pointe Drive, Suite No. 100, Cannonsburg,

Pennsylvania, 15317.

2TriStar Pedrick Limited Corporation, TriStar

Pedrick General Corporation, TriStar Binghamton

Limited Corporation, TriStar Binghamton General

Corporation, TriStar Vineland Limited Corporation,

TriStar Vineland General Corporation, TriStar

Rumford Limited Corporation, TriStar Georgetown

General Corporation, TriStar Georgetown Limited

Corporation, TriStar Fuel Cells Corporation, TVC

Nine Corporation, and TVC Ten Corporation, all of

20 Montchanin Road, Wilmington, Delaware,

19807.

contrary to the best interests of

investors, and contrary to public policy.

5. Applicants believe that the assets to

which the Prior Order relate will be as

effectively protected by New Chase as

they have been by Chase. Chase

qualifies as a ‘‘bank’’ for purposes of

section 26, since it is a banking

institution organized under the laws of

the United States and has an aggregate

capital, surplus, and undivided profits

substantially in excess of the $500,000

required by the Act. Chemical also

qualifies as a ‘‘bank’’ for section 26

purposes, since it is a member of the

Federal Reserve System and has capital

substantially in excess of the $500,000

minimum. New Chase will continue to

qualify as such a ‘‘bank’’ on and after

the Merger. With respect to global

custody services, New Chase will

combine the size, expertise, and

reputation of both Chase and Chemical.

UITs for which Chase acts as trustee and

custodian will therefore be at least as

well-protected after the Merger as

before.

6. Applicants state that New Chase

will be required to indemnify UITs

against loss of assets held by the

Transnational Depositories to the same

extent that Chase is required to do so

under the Prior Order. Also, applicants

believe that securities deposited in the

Transnational Depositories are as wellprotected as if they were deposited with

a foreign branch of a U.S. bank, or

shipped to the U.S. for foreign custody.

The Transnational Depositories are

among the largest and most experienced

clearance and custody systems for

internationally-traded securities in the

world.

7. Applicants state that sections

26(a)(1) and 26(a)(2)(D) were adopted

for essentially the same purposes as

section 17(f) of the Act. The purpose of

section 17(f) is to ensure that U.S.

investment companies hold securities in

a safe manner that protects the interests

of their shareholders. The purpose of

rule 17f–5 is to relieve U.S. investment

companies of the expense and

inconvenience of transferring assets to

the custody of a U.S. bank or other

qualified custodian outside the

jurisdiction in which the primary

trading market for those assets is located

and to reduce the risks inherent in

maintaining assets outside the U.S. The

requested amendment would permit

New Chase to continue offering the

arrangements under the same terms and

conditions as set forth in the Prior Order

and is, therefore, consistent with these

purposes.

8. Applicants state that in granting the

Prior Order, the SEC determined that

the arrangements permitted by that

order satisfy the standards of section

6(c). Applicants believe that the

substitution of New Chase for Chase as

the party to which the terms and

conditions of those orders apply in no

way detracts from the continuing

validity of the SEC’s determinations.

Therefore, applicants believe the

requested order satisfies these

standards.

Applicants’ Condition

Applicants agree that the order

granting the requested relief shall be

subject to the condition that, following

the merger of Chase and Chemical, New

Chase will comply with all of the terms

and conditions set forth in the Prior

Order as if such order had been granted

to New Chase.

For the Commission, by the Division

of Investment Management, under

delegated authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 96–14359 Filed 6–6–96; 8:45 am]

BILLING CODE 8010–01–M

[Release No. 35–26526]

Filings Under the Public Utility Holding

Company Act of 1935, As Amended

(‘‘Act’’)

May 31, 1996.

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 thereunder. 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 amendments thereto is/are available

for public inspection through the

Commission’s Office 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

June 24, 1996, to the Secretary,

Securities and Exchange Commission,

Washington, D.C. 20549, 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 case of an attorney at law, by

certificate) should be filed with the

request. Any request for hearing shall

identify specifically the issues of fact 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 said date, the application(s) and/

or declaration(s), as filed or as amended,

may be granted and/or permitted to

become effective.

Columbia Gas System, Inc., et al. (70–

8471)

Columbia Gas System, Inc.

(‘‘Columbia’’), 20 Montchanin Road,

Wilmington, Delaware, 19807, a

registered holding company; nineteen

wholly-owned subsidiary companies of

Columbia,1 all of which are engaged in

the natural gas business; twelve

subsidiary companies of TriStar

Ventures (‘‘TriStar Ventures

Subsidiaries’’); 2 Columbia Service

Partners, Inc. (‘‘Columbia Service’’), 121

Hill Pointe Drive, Suite No. 100,

Cannonsburg, Pennsylvania, 15317, a

non-utility subsidiary of Columbia; and

TriStar System, Inc. (‘‘TriStar System’’),

20 Montchanin Road, Wilmington,

Delaware, 19807, a non-utility
Federal Register / Vol. 61, No. 111 / Friday, June 7, 1996 / Notices 29151

3Columbia Pennsylvania, Columbia Ohio,

Columbia Maryland, Columbia Kentucky,

Commonwealth Services, Columbia Gulf, Columbia

Development, Columbia Resources, Columbia Coal,

Services Corporation, Columbia Propane,

Commonwealth Propane, TriStar Capital, and

Columbia Atlantic.

4Service Partners was formed on March 21, 1996

by Columbia Services to provide energy-related

services to customers of local distribution

companies (‘‘LDCs’’) affiliated with Columbia and

non-affiliated LDCs served by Columbia interstate

natural gas transmission companies. TriStar System

was formed on September 28, 1995 by TriStar

Ventures to engage in natural gas vehicle activities.

5See The Southern Company, Holding Co. Act

Release No. 26221 (January 25, 1995) (Southern was

authorized to develop, purchase, construct, own or

operate a prototype energy management

communications network to provide both energyrelated and nonenergy-related services, including

fire, intrusion and health alarm monitoring

services).

6See Leidy Hub, Inc., Holding Co. Act Release

No. 26048 (May 6, 1994) (National Fuel Gas

Company was authorized to make a series of equity

investments in Leidy Hub, Inc., which was

developing and commercializing an automatic

remote meter reading system).

7See Eastern Utilities Assoc. et al., Holding Co.

Act Release No. 26232 (February 15, 1995) (EUA

was permitted to expand its energy management

services business beyond its service territory and

without regard to the 50% revenue limitation

previously imposed by the Commission in similar

matters).

subsidiary of Columbia, have filed a

post-effective amendment to the

application-declaration previously filed

under Section 6, 7, 9(a), 10, 12(b), 12(c),

and 12(f) of the Act and Rules 42, 43,

45, and 46 thereunder.

By Order dated December 22, 1994

(HCAR No. 26201), Columbia, and

fourteen of the subsidiary companies,3

were authorized to recapitalize

Columbia Gulf, Columbia Development,

and Columbia Coal, to implement the

1995 and 1996 Long-Term and ShortTerm Financing Programs of the

Subsidiaries, and to continue the

Intrasystem Money Pool (‘‘Money Pool’’)

through 1996.

By order dated March 14, 1995 (HCAR

No. 26251), the TriStar Ventures

Subsidiaries were authorized to invest

in, but not to borrow from, the Money

Pool. By order dated November 8, 1995

(HCAR No. 26404), Gas Transmission

and Energy Marketing were authorized

to invest in, but not to borrow from, the

Money Pool. By Order dated February

16, 1996 (HCAR No. 26471), Columbia

was authorized to revise the cost of

money on all short-term advances from,

and the investment rate for money

invested in, the Money Pool.

Columbia now proposes that

Columbia Service and TriStar System be

included as potential investors in the

Money Pool.4 Columbia also requests

authorization, through December 31,

1996, to include in the Money Pool as

potential investors any new direct or

indirect subsidiaries engaged in new

lines of business established pursuant to

an order of the Commission or any new

direct or indirect subsidiaries engaged

in existing lines of business.

General Public Utilities Corporation, et

al. (70–8829)

General Public Utilities Corporation,

100 Interpace Parkway, Parsippany,

New Jersey 07054, a registered holding

company (‘‘GPU’’), and its subsidiaries,

Jersey Central Power & Light Company,

300 Madison Avenue, Morristown, New

Jersey 07962 (‘‘JCP&L’’), Metropolitan

Edison Company, P.O. Box 16001,

Reading, Pennsylvania 19640 (‘‘MetEd’’), Pennsylvania Electric Company,

P.O. Box 16001, Reading, Pennsylvania

19640 (‘‘Penelec’’) and Energy

Initiatives, Inc., One Upper Pond Road,

Parsippany, New Jersey 07054 (‘‘EI’’);

(together with GPU, JCP&L, Met-Ed and

Penelec, the ‘‘EIM Applicants’’), and

GPU Service Corporation, 100 Interpace

Parkway, Parsippany, New Jersey 07054

(‘‘GPUSC’’), have filed an applicationdeclaration pursuant to sections 9(a), 10,

12(b) and 13(b) of the Act and rules 45,

90 and 91 thereunder.

The EIM Applicants believe that there

are business opportunities that they may

wish to pursue which involve energy

information and management (‘‘EIM’’)

systems. EIM systems employ

interactive technology which, among

other things, enables customers to

automatically and remotely control

HVAC and other appliance usage in

response to variable energy pricing, thus

providing customers with more control

over their electric usage and costs. EIM

systems also allow utilities to

implement various demand-side

management and load-control programs,

and to remotely read the customers’

meters. EIM systems also store customer

load profile data and allow utilities to

remotely access such data for

forecasting and marketing purposes.

EIM systems may also provide

opportunities for real-time inter-active

communications with customers with

respect to a wide variety of information,

products and services that are not

exclusively energy-related.

Communications may be effectuated

through, but not limited to, fiber optics,

radio, paging or personal

communications systems.5

One or more of the EIM Applicants

have been engaged in discussions with

nonassociate EIM system companies

(each, an ‘‘EIMCo’’) which design,

manufacture, fabricate, integrate, market

and distribute EIM system and

components, or the enabling technology

for EIM systems, which are in various

stages of development, testing and

deployment. These discussions, to date,

have addressed two different

approaches to possible involvement

with EIM systems. First, JCP&L, Met-Ed

and Penelec have discussed limited

deployment of EIM systems to their

respective electric utility customers

within their respective service

territories as part of a pilot program,

looking towards possible broad-based

deployment among their respective

electric utility customers.6 In addition,

one or more of the EIM Applicants may

acquire an interest in the business of

designing, manufacturing, fabricating,

integrating, marketing and distributing

EIM systems to non-customers both

within and beyond the boundaries of

the service territories of JCP&L, Met-Ed

and Penelec (collectively, the ‘‘EIM

Business’’), either directly, through the

acquisition of securities of an EIMCo, or,

alternatively, through new whollyowned or partly-owned subsidiary

compan(ies), to be formed (each, an

‘‘EIM Subsidiary’’), or through a joint

venture involving any of the foregoing

and an EIMCo or an EIMCo affiliate

(each, and ‘‘EIM JV’’).7 Notwithstanding

the foregoing, GPU will not acquire a

direct interest in the EIM Business other

than through the acquisition of

securities of an EIMCo.

The EIM Applicants therefore propose

to: (1) Engage in the EIM Business; and

(2) acquire the securities of an EIMCo or

one or more EIM Subsidiaries or,

directly or indirectly, one or more EIM

JVs. It is also requested that the

Commission authorized the provision of

goods and services relating to the EIM

Business: (1) To JCP&L, Met-Ed and

Penelec by EI or any EIM Subsidiaries

or EIM JVs; and (2) to any EIM

Subsidiaries and EIM JVs by GPUSC, all

of which goods and services will be

provided at cost in compliance with

Rules 90 and 91 under the Act. For this

purpose, each EIM Applicant, EIM

Subsidiary and EIM JV will maintain

separate financial records relating to the

EIM Business. The aggregate amount of

the EIM Applicants’ investment in the

EIM Business will not exceed $50

million through December 31, 1998.

The EIM Applicants or any EIM

Subsidiaries or EIM JVs may provide

financing to utility customers within the

respective service territories of JCP&L,

Met-Ed or Penelec through direct loan

and operating or finance lease

arrangements in connection with, for

example, a customer’s purchase of EIM

systems either from an EIM Applicant,

affiliate or a third party. The ability to

make such loans would include

participation in or facilitating customer
29152 Federal Register / Vol. 61, No. 111 / Friday, June 7, 1996 / Notices

1Rule 11a–3 under the Act defines a ‘‘group of

investment companies’’ as two or more companies

that: (a) hold themselves out to investors as related

companies for purposes of investment and investor

services; and (b) that have a common investment

adviser or principal underwriter.

access to government energy-related

loan programs. Interest on loans and

imputed interest on lease payments will

range from zero percent to the then

prevailing market rate. The obligations

may either be secured or unsecured,

will generally be evidenced by

promissory notes and will have

maturities not exceeding five years. The

aggregate amount of such outstanding

obligations at any one time will not

exceed $20 million.

The authorization requested with

respect to the acquisition of securities of

an EIMCo or any EIM Subsidiaries or

EIM JVs shall expire upon the first to

occur of: (1) December 31, 1998; and (2)

the adoption by the Commission of

proposed rule 58 (HCAR No. 26313,

June 20, 1995) or such other rule,

regulation or order as shall exempt the

transactions as proposed from section

9(a) of the Act. The authorization

requested with respect to financing

transaction shall, upon the enactment of

Rule 58, extend to any energy-related

company, as defined in Rule 58, which

is a subsidiary company of GPU and

engaged in the EIM Business.

For the Commission, by the Division of

Investment Management, pursuant to

delegated authority.

Jonathan G. Katz,

Secretary.

[FR Doc. 96–14356 Filed 6–6–96; 8:45 am]

BILLING CODE 8010–01–M

[Investment Company Act Release No.

21999; 812–10010]

GMO Trust and Grantham, Mayo, Van

Otterloo & Co.; Notice of Application

May 31, 1996.

AGENCY: Securities and Exchange

Commission (‘‘SEC’’).

ACTION: Notice of application for an

order under the Investment Company

Act of 1940 (the ‘‘Act’’).

APPLICANTS: GMO Trust and Grantham,

Mayo, Van Otterloo & Co. (‘‘GMO’’).

RELEVANT ACT SECTIONS: Order requested

under section 6(c) of the Act from

sections 12(d)(1) (A) and (B) of the Act

and under sections 6(c) and 17(b) of the

Act from section 17(a) of the Act.

SUMMARY OF APPLICATION: Applicants

request an order that would permit

certain series of GMO Trust to operate

as ‘‘funds of funds.’’

FILING DATES: The application was filed

on February 23, 1996 and amended on

May 23, 1996.

HEARING OR NOTIFICATION OF HEARING: An

order granting the application will be

issued unless the SEC orders a hearing.

Interested persons may request a

hearing by writing to the SEC’s

Secretary and serving applicants with a

copy of the request, personally or by

mail. Hearing requests should be

received by the SEC by 5:30 p.m. on

June 25, 1996, and should be

accompanied by proof of service on

applicants, in the form of an affidavit,

or, for lawyers, a certificate or service.

Hearing requests should state the nature

of the writer’s interest, the reason for the

request, and the issues contested.

Persons may request notification of a

hearing by writing to the SEC’s

Secretary.

ADDRESSES: Secretary, SEC, 450 Fifth

Street, N.W., Washington, D.C. 20549.

Applicants, 40 Rowes Wharf, Boston,

MA 02110.

FOR FURTHER INFORMATION CONTACT:

Marianne H. Khawly, Staff Attorney, at

(202) 942–0562, or Alison E. Baur,

Branch Chief, at (202) 942–0564

(Division of Investment Management,

Office of Investment Company

Regulation).

SUPPLEMENTARY INFORMATION: The

following is a summary of the

application. The complete application

may be obtained for a fee from the SEC’s

Public Reference Branch.

Applicants’ Representations

1. GMO Trust is an open-end series

management investment company

organized as a Massachusetts business

trust. GMO Trust’s existing and

prospective shareholders are highly

sophisticated individual investors and

institutional investors such as

endowments, foundations, international

tax-exempt organizations, and ERISA/

pension funds. The minimum initial

investment in the GMO Trust is

$10,000,000. GMO Trust consists of 22

separate series (each a ‘‘Portfolio’’),

including: International Equity

Allocation Fund; Global Equity

Allocation Fund; U.S. Equity with

International Allocation Fund; and

Global Balanced Allocation Fund

(collectively, the ‘‘Allocation Funds’’).

Each Allocation Fund is designed to

serve the needs and objectives of longterm investors who seek a simple and

cost-effective response to their asset

allocation demands.

2. GMO is a Massachusetts general

partnership registered as an investment

adviser under the Investment Advisers

Act of 1940 that serves each Portfolio,

including the Allocation Funds, as

investment adviser and principal

underwriter. With respect to each

Portfolio, GMO voluntarily reduces its

management fees and bears certain

expenses to the extent that each

portfolio’s total annual operating

expenses, excluding certain expenses

such as brokerage commissions,

extraordinary expenses, and transfer

taxes exceed specified percentages of

net assets (the ‘‘Voluntary Expense

Limits’’). The Voluntary Expense Limits

vary among Portfolios primarily because

of each Portfolio’s type of asset class

and the style of GMO’s management. In

the case of each Allocation Fund, GMO

expects to waive any advisory fees, and

bear expenses, to the extent that the

Allocation Fund’s total operating costs

would exceed the relevant Voluntary

Expense Limit.

3. Applicants propose a fund of funds

arrangement whereby each Allocation

Fund will invest in shares of Portfolios

other than Allocation Funds (the

‘‘Underlying Funds’’). Applicants

request that any relief granted pursuant

to the application also apply to any

future Portfolio and to any open-end

management investment company that

currently or in the future is part of the

same ‘‘group of investment companies,’’

as defined in rule 11a–3 under the Act,

as GMO Trust (collectively, the ‘‘GMO

Funds’’).1

Applicants’ Legal Analysis

1. Section 12(d)(1)(A) of the Act

provides that no registered investment

company may acquire securities of

another investment company if such

securities represent more than 3% of the

acquired company’s outstanding voting

stock, more than 5% of the acquiring

company’s total assets, or if such

securities, together with the securities of

any other acquired investment

companies, represent more than 10% of

the acquiring company’s total assets.

Section 12(d)(1)(B) provides that no

registered open-end investment

company may sell its securities to

another investment company if the sale

will cause the acquiring company to

own more than 3% of the acquired

company’s voting stock, or if the sale

will cause more than 10% of the

acquired company’s voting stock to be

owned by investment companies.

2. Section 6(c) of the Act provides that

the SEC may exempt persons or

transactions from any provision of the

Act if such exemption is necessary or

appropriate in the public interest and

consistent with the protection of

investors and the purposes fairly

intended by the policy and provisions of

the Act. Applicants request an order