Filings Under the Public Utility Holding Company Act of 1935, as Amended (“Act”), 60581-60583 [E5-5720]
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Federal Register / Vol. 70, No. 200 / Tuesday, October 18, 2005 / Notices
in an Affiliated Underwriting occurred,
the first two years in an easily accessible
place, a written record of each purchase
made once an investment by a Fund of
Funds in the securities of an
Unaffiliated Fund exceeds the limit of
section 12(d)(1)(A)(i) of the Act, setting
forth from whom the securities were
acquired, the identity of the
underwriting syndicate’s members, the
terms of the purchase, and the
information or materials upon which
the determinations of the Unaffiliated
Fund’s Board were made.
8. A Fund of Funds will pay no sales
load when purchasing an ING
Guaranteed Contract, and will be
permitted to remove its assets from an
ING Guaranteed Contract at any time
without the imposition of a sales charge
or market value adjustment.
9. Prior to purchasing an ING
Guaranteed Contract, and prior to any
periodic adjustment to the rate of
interest on an ING Guaranteed Contract
held by a Fund of Funds, the Board of
the Fund of Funds, including a majority
of the Disinterested Trustees, will make
a determination that (i) purchasing or
maintaining, as applicable, the ING
Guaranteed Contract is in the best
interests of the Fund of Funds and its
shareholders and does not involve
overreaching on the part of any person
concerned, and (ii) the guaranteed rate
on the ING Guaranteed Contract is at
least as favorable as the guaranteed rate
on substantially similar guaranteed
contracts offered by the ING Insurance
Companies and other insurance
companies. This determination, and the
information upon which it was based,
will be recorded fully in the minute
books of the Fund of Funds.
10. Prior to an investment in shares of
an Unaffiliated Fund in excess of the
limit in section 12(d)(1)(A)(i), the Fund
of Funds and the Unaffiliated Fund will
execute an agreement stating, without
limitation, that their boards of directors
or trustees and their investment advisers
understand the terms and conditions of
the order and agree to fulfill their
responsibilities under the order
(‘‘Participation Agreement’’). At the
time of its investment in shares of an
Unaffiliated Fund in excess of the limit
in section 12(d)(1)(A)(i), a Fund of
Funds will notify the Unaffiliated Fund
of the investment. At such time, the
Fund of Funds also will transmit to the
Unaffiliated Fund a list of the names of
each Fund of Funds Affiliate and
Underwriting Affiliate. The Fund of
Funds will notify the Unaffiliated Fund
of any changes to the list as soon as
reasonably practicable after a change
occurs. The Unaffiliated Fund and the
Fund of Funds will maintain and
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preserve a copy of the order, the
Participation Agreement, and the list
with any updated information for the
duration of the investment and for a
period of not less than six years
thereafter, the first two years in an
easily accessible place.
11. Prior to approving any investment
advisory or management contract under
section 15 of the Act, the Board of each
Fund of Funds, including a majority of
the Disinterested Trustees, will find that
the advisory or management fees
charged under such contract are based
on services provided that are in addition
to, rather than duplicative of, the
services provided under the advisory
contract(s) of any Affiliated Underlying
Funds or Unaffiliated Funds in which
the Fund of Funds may invest. This
finding, and the basis upon which the
finding was made, will be recorded fully
in the minute books of the Fund of
Funds.
12. The Fund of Funds Adviser will
waive or offset fees otherwise payable to
it by the Fund of Funds in an amount
at least equal to any compensation
(including fees received pursuant to a
plan adopted by an Unaffiliated Fund
under rule 12b–1 under the Act)
received by the Fund of Funds Adviser
or an affiliated person of the Fund of
Funds Adviser from an Unaffiliated
Underlying Fund, other than any
advisory fees paid to the Fund of Funds
Adviser or its affiliated person by an
Unaffiliated Fund, in connection with
the investment by the Fund of Funds in
the Unaffiliated Underlying Fund. Any
Fund of Funds Subadviser will waive
fees otherwise payable to the Fund of
Funds Subadviser, directly or indirectly,
by the Fund of Funds in an amount at
least equal to any compensation
received from an Unaffiliated
Underlying Fund by the Fund of Funds
Subadviser, or an affiliated person of the
Fund of Funds Subadviser, other than
any advisory fees paid to the Fund of
Funds Subadviser or its affiliated person
by the Unaffiliated Fund, in connection
with the investment by the Fund of
Funds in the Unaffiliated Underlying
Fund made at the direction of the Fund
of Funds Subadviser. In the event that
the Fund of Funds Subadviser waives
fees, the benefit of the waiver will be
passed through to the Fund of Funds.
13. With respect to Registered
Separate Accounts that invest in a Fund
of Funds, no sales load will be charged
at the Fund of Funds level or at the
Underlying Fund level. Other sales
charges and service fees, as defined in
rule 2830 of the Conduct Rules of the
NASD, if any, will only be charged at
the Fund of Funds level or at the
Underlying Fund level, not both. With
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60581
respect to other investments in a Fund
of Funds, any sales charges and/or
service fees charged with respect to
shares of a Fund of Funds will not
exceed the limits applicable to funds of
funds set forth in rule 2830 of the
Conduct Rules of the NASD.
14. No Underlying Fund will acquire
securities of any other investment
company or company relying on section
3(c)(1) or 3(c)(7) of the Act in excess of
the limits contained in section
12(d)(1)(A) of the Act, except to the
extent that such Underlying Fund (i)
receives securities of another
investment company as a dividend or as
a result of a plan of reorganization of a
company (other than a plan devised for
the purpose of evading Section 12(d)(1)
of the Act); or (ii) acquires (or is deemed
to have acquired) securities of another
investment company pursuant to
exemptive relief from the Commission
permitting such Underlying Fund to (a)
acquire securities of one or more
affiliated investment companies for
short-term cash management purposes,
or (b) engage in interfund borrowing and
lending transactions.
15. The Board of any Fund of Funds
will satisfy the fund governance
standards as defined in rule 0–1(a)(7)
under the Act (‘‘Governance
Standards’’) by the later of (i) the
compliance date for the rule
(‘‘Compliance Date’’) or (ii) the earlier of
the date of reliance on the order or the
date on which the Fund of Funds
executes a Participation Agreement. The
Board of any Unaffiliated Fund will
satisfy the Governance Standards by the
later of (i) the Compliance Date or (ii)
the date on which the Unaffiliated Fund
executes a Participation Agreement.
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. E5–5735 Filed 10–17–05; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 35–28045]
Filings Under the Public Utility Holding
Company Act of 1935, as Amended
(‘‘Act’’)
October 12, 2005.
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
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60582
Federal Register / Vol. 70, No. 200 / Tuesday, October 18, 2005 / Notices
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 7, 2005, to the Secretary,
Securities and Exchange Commission,
100 F Street, NE., Washington, DC
20549–9303, 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 7, 2005, the application(s)
and/or declaration(s), as filed or as
amended, may be granted and/or
permitted to become effective.
AGL Resources Inc. et al. (70–10175)
AGL Resources Inc., (‘‘AGL
Resources’’), a registered holding
company, Ten Peachtree Place, Suite
1000, Atlanta, Georgia 30309; its public
utility subsidiaries: Atlanta Gas Light
Company (‘‘AGLC’’), Chattanooga Gas
Company (‘‘CGC’’), Virginia Natural
Gas, Inc. (‘‘VNG’’), Pivotal Utility
Holdings, Inc. (‘‘Pivotal’’) and Virginia
Gas Distribution Company (‘‘VGDC’’)
(AGLC, CGC and VNG are collectively
referred to as the ‘‘ Utility
Subsidiaries’’)1; and the following of its
nonutility companies: AGL Rome
Holdings, Inc., Georgia Natural Gas
Company, AGL Investments, Inc., AGL
Networks, LLC, AGL Energy
Corporation, AGL Propane Services,
Inc., Trustees Investments, Inc.,
Customer Care Services, Inc., Pivotal
Propane of Virginia, Inc., Southeastern
LNG, Inc., AGL Services Company, AGL
Capital Corporation, Global Energy
Resources Insurance Corporation, AGL
Capital Trust I, AGL Capital Trust II,
and AGL Capital Trust III, all of Ten
Peachtree Place, Suite 1000, Atlanta
Georgia 30309; SouthStar Energy
Services LLC, 817 West Peachtree
Street, Atlanta Georgia 30308; and
Sequent Energy Management, LP,
1 AGLC, VNG, and CGC are located at Ten
Peachtree Place, Suite 1000, Atlanta, Georgia 30309.
Pivotal is located at 550 Route 202–206, Box 760,
Bedminster, New Jersey, and VGDC is located at
1096 Ole Berry Drive, Abingdon, Virginia 24210.
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Sequent, LLC, Sequent Holding, LLC,
Sequent Energy Marketing, LP, Pivotal
Energy Services, Inc., Jefferson Island
Storage & Hub, LLC, (‘‘JISH’’), Pivotal
Jefferson Island Storage & Hub LLC
(‘‘PJISH’’) and Pivotal Storage, Inc.
(‘‘PSI’’), all of 1200 Smith Street, Suite
900, Houston, Texas 77002 (collectively,
the ‘‘Nonutility Subsidiaries’’; AGL
Resources, the Utility Subsidiaries and
the Nonutility Subsidiaries are
collectively referred to as ‘‘Applicants’’)
have filed a post-effective amendment
(‘‘Application’’) under sections 6(a), 7,
9, 10 and 12 of the Act and rules 45, and
54 under the Act.
Applicants request a supplemental
order from the Commission for JISH,
PJISH and PSI to become parties to and
participate in the nonutility money pool
as previously authorized for nonutility
subsidiaries of AGL Resources
(‘‘Nonutility Money Pool’’) under the
Commission’s order dated April 1, 2004
(HCAR No. 27828) (‘‘April 2004 Order’’)
in order to manage JISH, PJISH and
PSI’s short-term capital requirements in
connection with the gas storage business
described below.
AGL Resources directly or indirectly
owns all of the issued and outstanding
common stock of the Utility
Subsidiaries, which are natural gas local
distribution utility companies. The
Utility Subsidiaries construct, manage
and maintain natural gas pipelines in
Georgia, Tennessee Virginia, Maryland,
Florida and New Jersey and serve more
than 2.3 million end-use customers. By
order dated November 24, 2004 (HCAR
No. 27917) (‘‘November 2004 Order’’),
AGL Resources was authorized to
acquire NUI Corporation and its
subsidiaries, including NUI Utilities,
Inc. (since renamed Pivotal Utility
Holdings, Inc.) and several nonutility
companies. The November 2004 Order
granted financing authority to NUI
Corporation and its subsidiaries, and
permitted the nonutility subsidiaries of
NUI Corporation to participate in the
AGL Resources nonutility money pool
under the same terms and conditions as
AGL Resources’ existing nonutility
subsidiaries.
Through its various nonutility
subsidiaries, AGL Resources engages in
asset optimization, producer services,
wholesale marketing and risk
management; marketing of natural gas
and related services to retail customers;
and providing telecommunications
conduit and dark fiber. JISH owns and
operates two salt dome gas storage
caverns with 9.9 million Dekatherms
(Dth) of total capacity and
approximately 7.3 million Dth of
working gas capacity. The facility has
withdrawal capacity of over 720,000 Dth
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per day and injection capacity of
240,000 Dth per day. Through its
interconnections with eight pipelines
and its access to the Henry Hub, JISH
will provide additional access to natural
gas supply for AGL Resources’ utilities.
Through its indirect wholly owned
subsidiary, PJISH, AGL Resources
acquired JISH on October 1, 2004 for
approximately $90 million, which
included approximately $9 million of
working gas inventory. Applicants state
that the acquisition of JISH is exempt
under Rule 58.
Additionally, AGL Resources has
formed two new non-utility
subsidiaries, PJISH and PSI, which are
intermediate holding companies for
JISH. PJISH is a subsidiary of PSI and
PSI is a subsidiary of AGL Investments,
which is a direct wholly owned
subsidiary of AGL Resources.
Applicants state that the creation of
PJISH and PSI is exempt under the April
2004 Order.
The Commission authorized the
Applicants in the April 2004 Order to
engage in a system of external and
intrasystem financing. In particular, as it
relates to this Application, AGL
Resources, the Utility Subsidiaries, and
certain of AGL Resources nonutility
subsidiaries were authorized to
continue as parties to the AGL
Resources utility money pool and
Nonutility Money Pool. In addition, to
the extent not exempt under Rule 52(b),
the nonutility subsidiaries covered by
the April 2004 Order were authorized to
make unsecured short-term borrowings
from the Nonutility Money Pool, to
contribute surplus funds to the
Nonutility Money Pool, and to lend and
extend credit to one another through the
Nonutility Money Pool. In the April
2004 Order, the Commission also
reserved jurisdiction over the
participation of any newly formed or
acquired company in either money pool
as borrower.
Applicants request authority for JISH,
PHISH and PSI to become parties to and
participate in the Nonutility Money
Pool, subject to the same terms and
conditions previously authorized by
Commission for the nonutility
subsidiaries in the April 2004 Order.
Applicants further request that the
Commission again reserve jurisdiction
over the participation of any other
current or future nonutility subsidiaries
as a borrower under the Nonutility
Money Pool. Applicants propose no
other changes to the terms, condition or
limitations of the April 2004 Order by
this Application.
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Federal Register / Vol. 70, No. 200 / Tuesday, October 18, 2005 / Notices
For the Commission, by the Division of
Investment Management, pursuant to
delegated authority.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. E5–5720 Filed 10–17–05; 8:45 am]
BILLING CODE 8010–01–P
SECURITIES AND EXCHANGE
COMMISSION
[Release No. 34–52592; File No. SR–Amex–
2004–76]
Self-Regulatory Organizations;
American Stock Exchange LLC; Order
Approving Proposed Rule Change and
Amendment Nos. 1 and 2 Relating to
Contingency Trading Procedures
October 12, 2005.
I. Introduction
On September 10, 2004, the American
Stock Exchange LLC (‘‘Amex’’ or
‘‘Exchange’’) filed with the Securities
and Exchange Commission
(‘‘Commission’’) pursuant to Section
19(b)(1) of the Securities Exchange Act
of 1934 (‘‘Act’’),1 and Rule 19b–4
thereunder,2 a proposed rule change to
adopt Amex Rule 119A regarding
contingency trading procedures. On
August 26, 2005, the Exchange
submitted Amendment No. 1 to the
proposal.3 On August 29, 2005, the
Exchange submitted Amendment No. 2
to the proposal.4 The proposed rule
change, as amended, was published for
notice and comment in the Federal
Register on September 7, 2005.5 The
Commission received no comment
letters regarding the proposed rule
change. This order approves the
proposed rule change, as amended.
II. Description of Proposal
As set forth in the Notice, the Amex
proposes to adopt a new Rule 119A,
setting forth the Exchange’s contingency
trading with respect to the use of the
Exchange’s ‘‘Alternative Trading
Facility’’ (‘‘ATF’’), which is a remote
facility established by the Exchange for
1 15
U.S.C. 78s(b)(1).
CFR 240.19b–4.
3 In Amendment No. 1, the Exchange
substantially revised the proposed rule text and
corresponding description of the proposal in its
Form 19b–4. Amendment No. 1 replaced Amex’s
original filing in its entirety.
4 In Amendment No. 2, the Exchange made minor
corrections to the rule text.
5 See Securities Exchange Act Release No. 52360
(August 30, 2005), 70 FR 53260 (‘‘Notice’’).
2 17
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17:22 Oct 17, 2005
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trading securities admitted to dealings
in the event that the Exchange’s primary
trading facility at 86 Trinity Place is
wholly or partially unusable.
Under proposed Amex Rule 119A(b)
the provisions of the Constitution and
Rules of the Exchange are applicable to
trading conducted on the ATF, except to
the extent that the provisions of Amex
Rule 119A govern, or unless the context
otherwise requires. Paragraph (c) of
proposed Amex Rule 119A provides
that the Exchange’s Executive Vice
President for Market Operations and
Trading Floor Systems or his or her
designee(s) shall have authority to
designate the individuals who will be
allowed to conduct a securities business
on the ATF from among those members,
member organizations, and persons
associated with those members and
member organizations who are entitled
to trade and support trading at the
Exchange’s facility at 86 Trinity Place.
Not all persons who generally conduct
business at the Exchange’s regular
facility will be able to use the ATF due
to occupancy restrictions at the facility.
One or more individuals from each
broker and specialist unit will be
allowed to conduct business on the
ATF. Registered Option Traders
(‘‘ROTs’’) will be allowed to conduct
business on the ATF to the extent that
there is space in the ATF to
accommodate them based upon their
volume of trading. Paragraph (d) to
proposed Amex Rule 119A provides
that if a ROT is not allowed to trade on
the ATF, the ROT may initiate opening
trades for his or her market maker
account from off the ATF without
reference to in-person requirements or
the requirement that off-floor orders be
effected only for hedging, reducing risk,
rebalancing or liquidating positions.
The Exchange states that, although it
has installed tethered telephones at the
ATF, it has not replicated its wireless
telephone system at this facility. As a
result, the Amex is proposing to allow
members to use personal cellular
telephones to conduct business on the
ATF subject to the same conditions that
were applicable to the use of personal
cellular telephones on the Amex
following September 11, 2001. The
conditions applicable to the use of
personal cellular telephones on the ATF
are set forth in paragraph (e) to the
proposed rule. Paragraph (f) provides
that Exchange Officials may substitute
for Senior Floor Officials without
reference to their seniority in the event
that a Floor Official’s ruling is appealed
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60583
to a three Senior Floor Official panel
and there is an insufficient number of
available Senior Floor Officials to
consider the appeal.6
III. Discussion
After careful consideration, the
Commission finds that the Amex’s
proposed rule change, as amended, is
consistent with Section 6(b) of the Act 7
in general and furthers the objectives of
Section 6(b)(5) 8 in particular in that it
is designed to foster cooperation and
coordination with persons engaged in
regulating, clearing, settling and
processing information with respect to,
and facilitating transactions in
securities.9
The Commission believes that the
Amex’s proposed rule change, as
amended, is an important element of
ongoing contingency planning and
reasonably designed to permit trading in
the event that the Exchange’s primary
facilities are not available. As proposed,
the Commission believes that the ATF is
reasonably designed to provide a venue
sufficient to accommodate a minimum
threshold of Amex members and
personnel to support continued
operations of the Exchange on a
contingency basis. The Commission
further believes that the provisions of
proposed Amex Rule 119A are
reasonably designed to permit the fair
and orderly trading of Amex-listed
securities on the ATF.
IV. Conclusion
It is therefore ordered, pursuant to
section 19(b)(2) of the Act,10 that the
proposed rule change (SR–Amex–2004–
76), as amended, is approved.
For the Commission, by the Division of
Market Regulation, pursuant to delegated
authority.11
Jill M. Peterson,
Assistant Secretary.
[FR Doc. E5–5719 Filed 10–17–05; 8:45 am]
BILLING CODE 8010–01–P
6 The Exchange recently amended Amex Rule 22
to establish a three-level review process in which
Floor Official decisions, as needed, may be
appealed to a three Senior Floor Official Panel. See
Securities Exchange Act Release No. 52527
(September 29, 2005), 70 FR 58246 (October 5,
2005) (SR–Amex–2005–052).
7 15 U.S.C. 78f(b).
8 15 U.S.C. 78f(b)(5).
9 In approving this proposal, the Commission has
considered its impact on efficiency, competition,
and capital formation. 15 U.S.C. 78c(f).
10 10 15 U.S.C. 78s(b)(2).
11 17 CFR 200.30–3(a)(12).
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]]>Agencies
[Federal Register Volume 70, Number 200 (Tuesday, October 18, 2005)]
[Notices]
[Pages 60581-60583]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E5-5720]
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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-28045]
Filings Under the Public Utility Holding Company Act of 1935, as
Amended (``Act'')
October 12, 2005.
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
[[Page 60582]]
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 7, 2005, to the Secretary, Securities and Exchange
Commission, 100 F Street, NE., Washington, DC 20549-9303, 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 7, 2005, the
application(s) and/or declaration(s), as filed or as amended, may be
granted and/or permitted to become effective.
AGL Resources Inc. et al. (70-10175)
AGL Resources Inc., (``AGL Resources''), a registered holding
company, Ten Peachtree Place, Suite 1000, Atlanta, Georgia 30309; its
public utility subsidiaries: Atlanta Gas Light Company (``AGLC''),
Chattanooga Gas Company (``CGC''), Virginia Natural Gas, Inc.
(``VNG''), Pivotal Utility Holdings, Inc. (``Pivotal'') and Virginia
Gas Distribution Company (``VGDC'') (AGLC, CGC and VNG are collectively
referred to as the `` Utility Subsidiaries'')\1\; and the following of
its nonutility companies: AGL Rome Holdings, Inc., Georgia Natural Gas
Company, AGL Investments, Inc., AGL Networks, LLC, AGL Energy
Corporation, AGL Propane Services, Inc., Trustees Investments, Inc.,
Customer Care Services, Inc., Pivotal Propane of Virginia, Inc.,
Southeastern LNG, Inc., AGL Services Company, AGL Capital Corporation,
Global Energy Resources Insurance Corporation, AGL Capital Trust I, AGL
Capital Trust II, and AGL Capital Trust III, all of Ten Peachtree
Place, Suite 1000, Atlanta Georgia 30309; SouthStar Energy Services
LLC, 817 West Peachtree Street, Atlanta Georgia 30308; and Sequent
Energy Management, LP, Sequent, LLC, Sequent Holding, LLC, Sequent
Energy Marketing, LP, Pivotal Energy Services, Inc., Jefferson Island
Storage & Hub, LLC, (``JISH''), Pivotal Jefferson Island Storage & Hub
LLC (``PJISH'') and Pivotal Storage, Inc. (``PSI''), all of 1200 Smith
Street, Suite 900, Houston, Texas 77002 (collectively, the ``Nonutility
Subsidiaries''; AGL Resources, the Utility Subsidiaries and the
Nonutility Subsidiaries are collectively referred to as ``Applicants'')
have filed a post-effective amendment (``Application'') under sections
6(a), 7, 9, 10 and 12 of the Act and rules 45, and 54 under the Act.
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\1\ AGLC, VNG, and CGC are located at Ten Peachtree Place, Suite
1000, Atlanta, Georgia 30309. Pivotal is located at 550 Route 202-
206, Box 760, Bedminster, New Jersey, and VGDC is located at 1096
Ole Berry Drive, Abingdon, Virginia 24210.
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Applicants request a supplemental order from the Commission for
JISH, PJISH and PSI to become parties to and participate in the
nonutility money pool as previously authorized for nonutility
subsidiaries of AGL Resources (``Nonutility Money Pool'') under the
Commission's order dated April 1, 2004 (HCAR No. 27828) (``April 2004
Order'') in order to manage JISH, PJISH and PSI's short-term capital
requirements in connection with the gas storage business described
below.
AGL Resources directly or indirectly owns all of the issued and
outstanding common stock of the Utility Subsidiaries, which are natural
gas local distribution utility companies. The Utility Subsidiaries
construct, manage and maintain natural gas pipelines in Georgia,
Tennessee Virginia, Maryland, Florida and New Jersey and serve more
than 2.3 million end-use customers. By order dated November 24, 2004
(HCAR No. 27917) (``November 2004 Order''), AGL Resources was
authorized to acquire NUI Corporation and its subsidiaries, including
NUI Utilities, Inc. (since renamed Pivotal Utility Holdings, Inc.) and
several nonutility companies. The November 2004 Order granted financing
authority to NUI Corporation and its subsidiaries, and permitted the
nonutility subsidiaries of NUI Corporation to participate in the AGL
Resources nonutility money pool under the same terms and conditions as
AGL Resources' existing nonutility subsidiaries.
Through its various nonutility subsidiaries, AGL Resources engages
in asset optimization, producer services, wholesale marketing and risk
management; marketing of natural gas and related services to retail
customers; and providing telecommunications conduit and dark fiber.
JISH owns and operates two salt dome gas storage caverns with 9.9
million Dekatherms (Dth) of total capacity and approximately 7.3
million Dth of working gas capacity. The facility has withdrawal
capacity of over 720,000 Dth per day and injection capacity of 240,000
Dth per day. Through its interconnections with eight pipelines and its
access to the Henry Hub, JISH will provide additional access to natural
gas supply for AGL Resources' utilities.
Through its indirect wholly owned subsidiary, PJISH, AGL Resources
acquired JISH on October 1, 2004 for approximately $90 million, which
included approximately $9 million of working gas inventory. Applicants
state that the acquisition of JISH is exempt under Rule 58.
Additionally, AGL Resources has formed two new non-utility
subsidiaries, PJISH and PSI, which are intermediate holding companies
for JISH. PJISH is a subsidiary of PSI and PSI is a subsidiary of AGL
Investments, which is a direct wholly owned subsidiary of AGL
Resources. Applicants state that the creation of PJISH and PSI is
exempt under the April 2004 Order.
The Commission authorized the Applicants in the April 2004 Order to
engage in a system of external and intrasystem financing. In
particular, as it relates to this Application, AGL Resources, the
Utility Subsidiaries, and certain of AGL Resources nonutility
subsidiaries were authorized to continue as parties to the AGL
Resources utility money pool and Nonutility Money Pool. In addition, to
the extent not exempt under Rule 52(b), the nonutility subsidiaries
covered by the April 2004 Order were authorized to make unsecured
short-term borrowings from the Nonutility Money Pool, to contribute
surplus funds to the Nonutility Money Pool, and to lend and extend
credit to one another through the Nonutility Money Pool. In the April
2004 Order, the Commission also reserved jurisdiction over the
participation of any newly formed or acquired company in either money
pool as borrower.
Applicants request authority for JISH, PHISH and PSI to become
parties to and participate in the Nonutility Money Pool, subject to the
same terms and conditions previously authorized by Commission for the
nonutility subsidiaries in the April 2004 Order. Applicants further
request that the Commission again reserve jurisdiction over the
participation of any other current or future nonutility subsidiaries as
a borrower under the Nonutility Money Pool. Applicants propose no other
changes to the terms, condition or limitations of the April 2004 Order
by this Application.
[[Page 60583]]
For the Commission, by the Division of Investment Management,
pursuant to delegated authority.
Jill M. Peterson,
Assistant Secretary.
[FR Doc. E5-5720 Filed 10-17-05; 8:45 am]
BILLING CODE 8010-01-P
