UNITED STATES OF AMERICA
In the Matter of
Application of Stephen Forbes Cooper, LLC, PGE Trust (a to-be-formed entity) and Enron Corp. for Exemption Under the Public Utility Holding Company Act of 1935, (SEC File No. 70-10190).
File No. 3-11373
On December 31, 2003, Stephen Forbes Cooper, LLC, PGE Trust (a to-be-formed entity) and Enron Corp.1 ("Enron") filed an application with the Commission under section 3(a)(4) of the Public Utility Holding Company Act of 1935 ("Act") seeking exemption as temporary holding companies from all the provisions of the Act, except section 9(a)(2). By order, dated January 14, 2004, the Commission issued a notice of and order scheduling a hearing on the application as it relates to Enron's request for exemption (the "Order").2 The Order scheduled a hearing to be conducted under sections 3(c) and 19 of the Act on February 2, 2004. The hearing will be conducted on the basis of the written submissions to be filed on or before February 2, 2004.
On January 22, 2004, representatives of Enron and the Division of Investment Management ("IM") met for discussions about the registration of Enron as a public utility holding company under section 5 of the Act, the chapter 11 plan for Enron and its affiliated debtor entities, the solicitation of votes accepting or rejecting the plan, and various transactions in furtherance of the chapter 11 cases that may require Commission authorization under the Act were Enron a registrant under the Act.3 In addition, a format for a comprehensive settlement of the application in this proceeding and administrative actions brought by the Commission against Enron was discussed.
On January 26, 2004, an additional meeting between representatives of Enron and IM was held. Discussions at that meeting focused on the preparation of an application to the Commission for relief under the Act predicated upon Enron's registration under the Act in the near future. Representatives of Enron and IM discussed, in detail, the authorizations under the Act that would be required to permit Enron and its subsidiaries to continue to operate their businesses in accordance with the Act and without undue delay to the chapter 11 process. On January 27, 2004, representatives of Enron and IM met for detailed discussions about the chapter 11 plan and the nexus between the plan and the public interest under the Act. In addition, the settlement of certain administrative actions brought by the Commission against Enron under the federal securities laws other than the Act was discussed.
Under Rules 154 and 161(a) and (c)(1) of the Commission's Rules of Practice, 17 C.F.R. §§ 201.154; 201.161(a) and 201.161(c)(1), Enron and IM request that the Commission extend the time for filing papers and postpone the hearing in this proceeding. The request is intended to allow the parties to this proceeding, Enron and IM, to finalize a settlement proposal for submission to the Commission that would reconcile the interests of the Commission in the administration of the Act and the other federal securities laws with the interests of Enron and its creditors in continuing progress in the chapter 11 cases. An extension of time to file papers and a postponement of the hearing in this proceeding would permit Enron and IM to continue to work towards settlement of this proceeding and other proceedings brought by the Commission that involve Enron. Based on the meetings between Enron and IM described above, it appears that substantial progress is being made towards a settlement of these matters and that, accordingly, the relief requested is justified in the public interest and in the interest of conserving the Commission's resources by avoiding unnecessary proceedings.
Enron and IM respectfully request that the Commission issue an order extending all deadlines in the Order until February 13, 2004. If a settlement satisfactory to IM has not been reached with Enron by such date and presented to the Commission for approval, Enron and IM would file their briefs at such time. If a settlement agreement has been presented to the Commission on or before February 13, 2004, then the deadlines, as extended by the Commission's order approving this motion, would be automatically extended for an additional period to a date that is five (5) days after the date of the Commission's rejection of the proposed settlement, should the Commission determine to reject the proposed settlement as provided in Rule 240 of the Commission's Rules of Practice, 17 C.F.R. §§ 201.240.
Wherefore, for the reasons stated herein, Enron and IM respectfully request that the Commission extend the time for filing papers and postpone the hearing in this proceeding consistent with the discussion herein.
|Dated: January 30, 2004||
William S. Lamb
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
125 West 55th Street,
New York, New York 10019-5389
Attorney for Enron Corp.
Paul F. Roye
David B. Smith, Jr.
Catherine A. Fisher
M. Cathey Baker
David G. LaRoche
Alberto H. Zapata
Christopher W. Chow
|Dated: January 30, 2004||
Attorneys for |
Division of Investment Management
U.S. Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
1 On December 2, 2001, Enron and certain of its subsidiaries filed a voluntary petition for reorganization under chapter 11 of title 11 of the United States Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of New York. Additional Enron subsidiaries have continued to file voluntary petitions since that time. Enron is a debtor in possession in accordance with sections 1107 and 1108 of the Bankruptcy Code. Portland General Electric Company, Enron's sole public utility subsidiary company, has not filed a voluntary petition and is not in bankruptcy.
2 Notice of and Order Scheduling Hearing Regarding Request for Order Exempting Holding Companies from Registration Under the Public Utility Holding Company Act of 1935, Holding Co. Act Release No. 27793 (January 14, 2004).
3 A representative of the Official Committee of Unsecured Creditors in the debtors' chapter 11 cases was also present at the meeting as an observer.
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