-----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, BVNZ+PSsHPbXSvi/cJH2vEPSqRzVe/cVdHmTn1GSvcsc/VXLwzrli+6P0QzM6cTW uvppcVTGJIarFwPry+hy9g== 0000018540-99-000107.txt : 19991201 0000018540-99-000107.hdr.sgml : 19991201 ACCESSION NUMBER: 0000018540-99-000107 CONFORMED SUBMISSION TYPE: U-9C-3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990930 FILED AS OF DATE: 19991130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTRAL & SOUTH WEST CORP CENTRAL INDEX KEY: 0000018540 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 510007707 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-9C-3 SEC ACT: SEC FILE NUMBER: 074-00017 FILM NUMBER: 99766296 BUSINESS ADDRESS: STREET 1: 1616 WOODALL RODGERS FRWY CITY: DALLAS STATE: TX ZIP: 75202 BUSINESS PHONE: 2147771000 U-9C-3 1 3RD QUARTER 1999 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM U-9C-3 QUARTERLY REPORT PURSUANT TO RULE 58 FOR THE QUARTER ENDED SEPTEMBER 30, 1999 Central and South West Corporation (CSW) (Name of registered holding company) 1616 Woodall Rodgers Freeway Dallas, Texas 75202 (Address of principal executive offices) ITEM 1 - ORGANIZATION CHART
Energy or Percentage Gas- of Voting Name of Reporting Company related Date of State of Securities (Ownership information) Company Organization Organization Held Nature of Business - ------------------------------------------------------------------------------------------------------------------ Polk Power Partners, L.P.(Polk Cogen) Energy Feb-92 Delaware 46.25% Qualifying facility Orange Cogeneration Limited Partnership Energy Feb-93 Delaware 50% Qualifying facility (Orange Cogen) Brush Cogeneration Partners Energy Nov-91 Delaware 47.25% Qualifying facility (Brush Cogen) Eastex Cogeneration Limited Partnership Energy Sep-98 Delaware 99% Qualifying facility (ownership through various intermediate holding company subsidiaries originating with CSW Development-I, Inc/CSW Energy Inc./CSW) Thermo Cogeneration Partnership, Energy Apr-93 Delaware 50% Qualifying facility L.P. (Thermo Cogen) (ownership through intermediate holding company CSW Ft. Lupton, Inc./CSW Energy Inc./CSW) Sweeny Cogeneration Limited Energy Sep-95 Delaware 50% Qualifying facility Partnership (Sweeny Cogen) (ownership through various intermediate holding company subsidiaries originating with CSW Sweeny GP I, Inc. and CSW Sweeny LP I, Inc./CSW Energy Inc./CSW) Diversified Energy Contractors LLC Energy Jul-97 Delaware 100% Maintenance services (DECCO) (CSW Energy Inc./CSW) CSW Power Marketing, Inc. Energy Mar-96 Delaware 100% Energy marketing (CSW Energy Inc./CSW) CSW Services International, Inc. Energy Mar-97 Delaware 100% Energy management (CSW Energy Inc./CSW) Powerware Solutions, Inc. Energy Feb-94 Texas 4.0% Energy Mgmt Systems (PSO Investment) for water utilities Utility Data Resources, Inc. Energy Dec-97 Delaware 4.5% Electricity pricing (PSO Investment) mgmt consulting and software AEMT, Inc. Energy Dec-97 Florida 0% Power conditioning (PSO Investment) product mfg and sales Energy Services, Inc. (ESI) Energy Sept-97 Delaware 100% Energy marketing (CSW) Enershop Energy Sept-95 Delaware 100% Energy marketing (CSW) services
NARRATIVE DESCRIPTION OF ACTIVITIES DURING REPORTING PERIOD Polk Power Partners, LP - operated qualifying facility. Orange Cogeneration Limited Partnership - operated qualifying facility. Brush Cogeneration Partners - operated qualifying facility. Eastex Cogeneration Limited Partnership - owner of qualifying facility currently under construction. Thermo Cogeneration Partnership, LP - operated qualifying facility. Sweeny Cogeneration Limited Partnership - operated qualifying facility. NARRATIVE DESCRIPTION OF ACTIVITIES DURING REPORTING PERIOD (cont.) Diversified Energy Contractors LLC - DECCO provided energy related consulting, contracting and maintenance services. CSW Power Marketing, Inc. - facilitated power brokering services for certain CSW Energy services businesses. CSW Services International, Inc. - provided operation and maintenance services. Powerware Solutions, Inc. - an energy management systems company for water utilities. Utility Data Resources, Inc. - provided electricity pricing management, consulting and software. AEMT, Inc. - provided power conditioning product manufacturing and sales. Energy Services, Inc. - In late 1997, CSW Energy Services was launched to explore the electric utility industry's emerging retail supply markets as they were deregulated on a state-by-state basis. In January 1999, CSW Energy Services announced that it was ceasing its business as a retail electric supplier and that it would assign or terminate its existing electricity supply contracts to other suppliers. EnerShop - Historically, EnerShop provided energy marketing services through two product lines: EnerACT and Performance Contracting. EnerACT is an energy information service targeting and aggregating multi-site customers' energy information. Performance Contracting offers turn-key design and implementation of energy efficiency projects. Effective August 1, 1999, EnerShop transferred the EnerACT product line within the affiliated group to C3 Communications allowing EnerShop to focus on Performance Contracting as the primary product line. ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
Principal Person to Consideration Company Type of amount of Issue or Cost of whom security Collateral given received for issuing security security issued security renewal capital issued with security each security - ------------------------------------------------------------------------------------------------------------------------ (000's) DECO Loan note $3,321 CSW Energy Eastex Cogeneration LP Loan note 11,209 CSW Energy
Company Company Amount of contributing receiving capital capital capital contribution - ----------------------------------------- (000's) None ITEM 3 - ASSOCIATE TRANSACTIONS Part I - Transactions performed by reporting companies on behalf of associate companies
Direct Indirect Reporting Company Associate company Type of services costs costs Cost of Total amount rendering services receiving services rendered charged charged capital billed - ------------------------------------------------------------------------------------------------------- (000's) (000's) (000's) Enershop, Inc. CSW Power Lease Marketing, Inc. Management 2 2 CSW Power Enershop, Inc. Lease Marketing, Inc. Management 52 52
Part II - Transactions performed by associate companies on behalf of reporting companies
Direct Indirect Associate Company Reporting company Type of services costs costs Cost of Total amount rendering services receiving services rendered charged charged capital billed - ------------------------------------------------------------------------------------------------------- (000's) (000's) (000's) CSW Power Enershop, Inc. Lease Marketing, Inc. Management $52 $52 Enershop, Inc. CSW Power Lease Marketing, Inc. Management 2 2 CSW Energy, Inc. Orange Plant 409 $ 167 576 Cogeneration services CSW Energy, Inc. Polk Plant 346 178 524 Cogeneration services CSW Services Sweeny Plant 579 157 636 International, Inc. Cogeneration services CSW Dev I, Inc. Polk Plant 131 0 131 Cogeneration Services CSW Energy, Inc. Eastex Plant 10 12 22 Cogeneration Services
For other associate company transactions, please refer to the most recent annual report on Form U-13-60 filed by Central and South West Corporation with the Securities and Exchange Commission. ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT Investments in energy-related companies (thousands): Total consolidated capitalization as of: September 30, 1999 $7,991,2l3 line 1 Total capitalization multipliedby 15% 1,198,682 line 2 (line 1 multiplied by 0.15) Greater of $50 million or line 2 1,198,682 line 3 Total current aggregate investment: (Beginning 4/1/97) (categorized by major line of energy-related business) Energy-related Category 1: Energy Services 15 Energy-related Category 5: Energy Marketing 12 Energy-related Category 7: Maintenance Services 0 Energy-related Category 8: Qualifying Facility 28 Energy-related Categories 2,3,4,6,9,10 0 Total current aggregate investment 55 line 4 ---------- Difference between the greater of $50 million or 15% of capitalization and the total aggregate investment of the registered holding company system (line 3 less line 4) $1,198,627 line 5 ========== Investments in gas-related companies (millions): Total current aggregate investment: (Beginning 4/1/97) (categorized by major line of energy-related business) Gas-related business Categories 1 and 2 -- Total current aggregate investment $0 ========== ITEM 5 - OTHER INVESTMENTS
Major line of energy- Other investment in Other investment in related business last U-9C-3 report this U-9C-3 report Reason for difference in other investment - ------------------------------------------------------------------------------------------------------------ (000's) (000's) Energy services $ 2,696 $0 Amounts invested prior to April 1, 1997 are excluded from Item 4 Maintenance services 0 0 Qualifying facility $ 194,644 0 Amounts invested prior to April 1, 1997 are excluded from Item 4
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS Financial Statements Balance sheets for quarter ended September 30, 1999 are filed confidentially under separate cover for: CSW Development-I, Inc. (consolidated) CSW Ft. Lupton, Inc. Sweeny Companies (consolidated) Enershop, Inc. CSW Energy Services, Inc. CSW Power Marketing, Inc. Diversified Energy Contractors Company (DECCO) CSW Services International Eastex Cogeneration LP Income Statements as of the three months ended September 30, 1999 are filed confidentially under separate cover for: CSW Development-I, Inc. (consolidated) CSW Ft. Lupton, Inc. Sweeny Companies (consolidated) Enershop, Inc. CSW Energy Services, Inc. CSW Power Marketing, Inc. Diversified Energy Contractors Company (DECCO) CSW Services International Eastex Cogeneration LP Exhibits Exhibit A - Certificate of Central and South West Corporation Please contact Ms. Susan Parker at (214) 777-3682 with inquiries concerning this report. SIGNATURE Central and South West Corporation /s/ Lawrence B. Connors By: Lawrence B. Connors (Name) Controller (Title) November 30, 1999 (Date) EX-99.A 2 EXHIBIT A Exhibit A CENTRAL AND SOUTH WEST CORPORATION CERTIFICATE The undersigned certifies that he is the duly designated and acting Controller of Central and South West Corporation, a Delaware corporation, and that a conformed copy of the Quarterly Report on Form U-9C-3 shall be filed with the Specific State Commissions that have jurisdiction over the retail rates of the public-utility companies that are associate companies of any of the reporting companies. The names and addresses of the Specific State Commissions are: Arkansas Public Service Commission 1000 Center P. O. Box 400 Little Rock, AR 72203-0400 Louisiana Public Service Commission One American Place P. O. Box 91154 Baton Rouge, LA 70821-9154 Oklahoma Corporation Commission 2101 N. Lincoln Blvd. P. O. Box 52000-2000 Oklahoma City, OK 73152-2000 Public Utility Commission of Texas 1701 N. Congress Avenue Austin, TX 78701 IN WITNESS WHEREOF, I have hereunto set my hand as of the 30th day of November, 1999. /s/ Lawrence B. Connors Lawrence B. Connors Controller -----END PRIVACY-ENHANCED MESSAGE-----