Document/Exhibit Description Pages Size
1: POS AMC Pleasants Post-Effective Amendment No. 7 3 9K
2: EX-99 Maryland Application 13 29K
6: EX-99 Maryland Order 2 12K
3: EX-99 Ohio Application 17 57K
7: EX-99 Ohio Order 3 14K
8: EX-99 Pennsylvania Order 2 11K
4: EX-99 Pennsylvania Securities Certificate (Application) 39 111K
5: EX-99 Virginia Application 7 25K
9: EX-99 Virginia Order 2 11K
EX-99 — Pennsylvania Securities Certificate (Application)
Exhibit Table of Contents
BEFORE THE
PENNSYLVANIA PUBLIC UTILITY COMMISSION
Securities Certificate of WEST PENN ) SECURITIES CERTIFICATE
POWER COMPANY in respect of the proposed ) No.
1993 issuance of secured non-negotiable )
solid waste disposal notes not to exceed )
$11,535,000 and non-negotiable pollution )
control refunding notes) not to )
exceed $31,500,000 )
TO THE PENNSYLVANIA PUBLIC UTILITY COMMISSION:
1. Name and address of the public utility filing this
Securities Certificate:
West Penn Power Company
800 Cabin Hill Drive
Greensburg, Pennsylvania 15601
2. Name and address of West Penn Power Company attorneys:
Peter J. Dailey and John L. Munsch
800 Cabin Hill Drive
Greensburg, Pennsylvania 15601
3. West Penn Power Company ("West Penn") is a corporation
organized under the laws of the Commonwealth of Pennsylvania on March
1, 1916. Its charter provides that the term of existence of the
Company shall be perpetual. It is vested with lawful authority to
render electric service for light, heat and power, and is now
rendering such service to the public in Adams, Allegheny, Armstrong,
Bedford, Butler, Cameron, Centre, Clarion, Clinton, Elk, Fayette,
Franklin, Fulton, Greene, Huntingdon, Indiana, Jefferson, Lycoming,
McKean, Potter, Somerset, Washington and Westmoreland Counties,
Pennsylvania.
4. West Penn is a wholly owned subsidiary of Allegheny Power
System, Inc.("APS"). Monongahela Power Company and The Potomac
Edison Company are also wholly owned subsidiaries of APS.
(Monongahela Power Company, The Potomac Edison Company and West Penn
are hereinafter sometimes collectively referred to as the "APS
Companies".)
5. This Securities Certificate includes the following
proposed financings:
$11.535 MILLION OF SOLID WASTE DISPOSAL NOTES
(HARRISON POWER STATION)
West Penn desires to fund its ownership share of certain
solid waste handling and disposal facilities and associated land and
equipment (hereinafter referred to as the "Facilities") which are
required to comply with the Clean Air Act Amendments of 1990 (the
"CAAA") as applicable to the Harrison Power Station ("Harrison")
located in Harrison County, West Virginia through tax exempt
financing. Such financing shall be implemented through the issuance
by West Penn of a secured solid waste disposal note to support the
issuance of each series of solid waste disposal revenue bonds by the
County Commission of Harrison County, West Virginia (the
"Commission"). West Penn's undivided interest in the jointly owned
Harrison Station is 42.24%.
West Penn currently expects to finance its share of the
installation of the Facilities through a combination of sources,
including internally-generated funds, first mortgage bond and
preferred stock issues, short-term debt, the sale of its common stock
to APS, and, to the extent possible, the issuance of solid waste
disposal notes to secure the Commission's sale of tax exempt solid
waste disposal revenue bonds.
To date, the West Virginia Economic Development Authority
("Authority") has allocated up to $62.705 million of tax exempt bonds
to finance the installation of the proposed Facilities. Pursuant to
the terms of the Authority's notice, the Commission issued and sold
the approved $62.705 million in Bonds on May 6, 1992 and May 26,
1993. West Penn's share of the $62.705 million of tax exempt
financing that was allocated by the Authority and issued and sold by
the Commission was $26.49 million.
The total amount of solid waste disposal revenue bonds (the
"Bonds") which have been registered with the Securities Exchange
Commission is $180 million through December 31, 1995 in one or more
series with maturities of not more than thirty (30) years. It is
expected that the total issue by the Commission in respect of West
Penn's interest will not exceed $38.025 million through December 31,
1994. Therefore, since West Penn has already issued $26.49 million
in Bonds, West Penn expects that the principal amount of additional
Bonds to be allocated by the Authority and issued by the Commission
on behalf of West Penn will not exceed $11.535 million through
December 31, 1994.
The Bonds in respect of West Penn will be issued under a
separate trust indenture with a corporate trustee, approved by but
not affiliated with West Penn (expected to be Mellon Bank, N.A.) and
shall be sold at such times (within the time period or periods
specified by the Authority), in such principal amounts, at such
interest rates, for such prices, and with such other terms as shall
be approved by West Penn.
West Penn will deliver concurrently with the issuance of each
series of Bonds its non-negotiable secured solid waste disposal note
(the "Note") corresponding to such series of Bonds in respect of
principal amount, interest rates (which may be "floating"), and
redemption provisions (which may include a special right of the
holder to require the redemption or repurchase of the Bond at stated
intervals) and having installments of principal corresponding to any
mandatory sinking fund payments and stated maturities. Payments on
the Notes will be made to the trustee pursuant to the trust indenture
and applied by the trustee to pay the maturing principal and
redemption prices of and interest and other costs on the Bonds with
respect to West Penn as the same become due. West Penn also proposes
to pay any trustees' fees or other expenses incurred by the
Commission, on West Penn's behalf. The obligations of West Penn to
pay for its portion of the Facilities is several and not joint, and
the Notes delivered by West Penn are the obligations solely of West
Penn.
West Penn intends to accomplish by the proposed transactions
a permanent long-term financing of its ownership share of the
Facilities. Market conditions prevailing at the time of the offering
may warrant the issuance of the Notes and Bonds with "floating"
interest rates during all or a portion of the stated life of the
Notes and Bonds based on a specified index as well as provisions
permitting the Bondholders to require the repurchase of the Bonds at
stated intervals.
The Bonds will be in registered form and will bear interest
semi-annually at rates to be determined. The Bonds will be issued
pursuant to the indenture with specific provisions to be determined
prior to issuance. The indenture will also provide that all the
proceeds of the sale of the Bonds by the Commission must be applied
to the cost of the Facilities.
$31.5 MILLION OF POLLUTION CONTROL REFUNDING NOTES
In 1978, West Penn issued securities described as secured
non-negotiable pollution control notes registered with the
Pennsylvania Public Utility Commission in the amount of $20 million
and of $11.5 million under Securities Certificate No. S-78064384.
Other regulatory authorities vested with authority granted to
Pleasants County (the "County") the rights to sell $31.5 million of
pollution control bonds ("Pollution Control Bonds") to finance the
construction of certain air pollution facilities at the company's
Pleasants Power Station. The Bonds may be redeemed beginning August
1, 1993 at 100.1/2% and beginning August 1, 1994 at 100%.
In view of current and prospective market conditions,
particularly interest rates, West Penn believes that the optional
redemption of the $31.5 million Series B Bonds after January 1, 1994
will be advantageous to its ratepayers and shareholders by reducing
the annual interest cost of its outstanding pollution control notes.
The financing plan would include the sale by the "County"
of its tax exempt pollution control refunding revenue bonds (the
"Refunding Bonds") in one or more series with maturities and other
terms to be determined. It is expected that the total amount of the
Refunding Bonds to be issued will not exceed $31.5 million. The
Refunding Bonds will be in registered form under a trust indenture
and will be sold in one or more series, at such times, in such
principal amounts, at such interest rates, with such maturities, for
such prices, and with such other terms as shall be approved by West
Penn.
The Refunding Bonds will be issued under a separate trust
indenture with a corporate trustee, approved by West Penn and
expected to be Mellon Bank, N.A., and shall be sold at such times
(within the time period or periods specified by the "County"), in
such principal amounts, at such interest rates, for such prices, and
with such other terms as shall be approved by West Penn.
West Penn will deliver its non-negotiable secured refunding
notes (the "Refunding Notes") corresponding to such series of the
Refunding Bonds in respect of principal amount, interest rates and
redemption provisions and having installments of principal
corresponding to any mandatory sinking fund payments and stated
maturities. Payments on the Refunding Notes will be made to the
trustee pursuant to the trust indenture and applied by the trustee to
pay the maturing principal and redemption prices of and interest and
other costs on the Refunding Bonds with respect to West Penn as the
same become due. West Penn also proposes to pay any trustees' fees,
call premium, or other expenses incurred by the "County", on West
Penn's behalf. The obligations of West Penn to pay the Refunding
Notes are several and not joint and are the obligations solely of
West Penn.
The Refunding Bonds will bear interest semi-annually at rates
to be determined and the Refunding Bonds will be issued pursuant to
the indenture which may provide for redemption, sinking funds, no-
call and other appropriate provisions to be determined. The
indenture will also provide that all the proceeds of the sale of the
Refunding Bonds by the "County" must be applied to the cost of
redeeming the "Pollution Control Bonds".
6. West Penn will deliver concurrently with the issuance of
each series of Bonds its non-negotiable secured Notes corresponding
to such series of Bonds. Payments on such Notes will be made to the
Trustees under the trust indentures described above and applied by
the Trustees to pay the maturing principal and redemption prices of
and interest and other costs on the Bonds as the same become due.
West Penn also proposes to pay any Trustees' fees or other expenses
incurred by the "County" with respect to West Penn.
7. The purpose for which West Penn proposes to issue the
Notes are:
To provide an economic source of financing by the County
Commission of Harrison County for non-revenue producing solid waste
disposal equipment which is required at Harrison Station to comply
with Phase I of the CAAA.
To provide for the optional redemption of the Pleasants
County non-revenue producing pollution control bonds.
West Penn has been advised that the annual interest rate
on tax exempt bonds has been 1% to 3% lower than the interest rate on
taxable obligations of comparable quality, depending upon the type to
be sold.
8. West Penn has filed an application, Form U-1, with the
Federal Securities and Exchange Commission with respect to the
proposed Harrison transactions under the Public Utility Company Act
of 1935, and will be filing Form U-2 with regard to the Pleasants
refundings.
9. There are appended hereto and made a part hereof the
following exhibits:
A. Balance Sheet of West Penn at August 31, 1993.
B. Statements of Income and Retained Earnings of West Penn
for twelve months ended August 31, 1993.
C. Statement with respect to utility plant accounts of West
Penn as of August 31, 1993.
D. Statement of securities of other corporations owned by
West Penn as of August 31, 1993.
E. Statement showing the status of funded debt of West Penn
outstanding as of August 31, 1993.
F. Statement showing the status of the outstanding capital
stock of West Penn as of August 31, 1993.
G. None. No Registration Statement has been or will be
filed with the Securities and Exchange Commission under
the Securities Act of 1933 in respect of the proposed
transactions.
H. Copy of Application, Form U-1, for Harrison filed with
the Securities and Exchange Commission pursuant to the
Public Utility Holding Company Act of 1935. (Pleasants to
be filed by amendment.)
I. Copy of resolution of the Board of Directors of West Penn
authorizing the proposed transactions. (To be supplied
by amendment.)
J. Copy of Forms of Note. (To be supplied by amendment.)
K. Statement showing, in journal entry form, all charges or
credits proposed to be made on the books of account of
West Penn as a result of the proposed issuance of the
notes, covered by this Securities Certificate.
L. Proposed form of Financing Agreements. (To be filed by
amendment).
M. Mortgage and Security Agreements. (To be filed by
amendment).
WHEREFORE, West Penn Power Company requests that the
Pennsylvania Public Utility Commission register this Securities
Certificate pursuant to Chapter 19 of the Public Utility Code.
Respectfully submitted,
WEST PENN POWER COMPANY
/s/ Charles V. Burkley
Date: November 4, 1993 Charles V. Burkley, Comptroller
A F F I D A V I T
COMMONWEALTH OF PENNSYLVANIA )
:
COUNTY OF WESTMORELAND )
CHARLES V. BURKLEY, being duly sworn according to law,
deposes and says that he is Comptroller of WEST PENN POWER COMPANY;
that he is authorized to and does make this affidavit for it; and
that the facts set forth above are true and correct to the best of
his knowledge, information and belief, and he expects the said WEST
PENN POWER COMPANY to be able to prove the same at the hearing
hereof.
/s/ Charles V. Burkley
(Signature of affiant)
Sworn to and subscribed before me
this 4th day of November, 1993.
/s/ Kathryn L. Hibbert
Notary Public
EXHIBIT A
WEST PENN POWER COMPANY
BALANCE SHEET
AUGUST 31, 1993
Assets and Other Debits
Utility Plant
Electric plant
In service $2,143,170,244
Plant purchased 351,000
Held for future use 78,625,730
Completed construction not classified 224,700,039
Construction work in progress 258,349,867
Acquisition adjustment 179,163
Accumulated provision for depreciation of electric
plant-in-service (940,463,561)
Accumulated provision for amortization (1,797,725)
Total utility plant $1,763,114,757
Other Property and Investments
Nonutility property $ 3,124,779
Accumulated provision for depreciation of
nonutility property (406,586)
Investment in associated companies 107,396,516
Investment in subsidiary companies 2,691,660
Other investments 82,685
Special funds 1,723,384
Total other property and investments $ 114,612,438
Current and Accrued Assets
Cash $ -
Special deposits 37,086,308
Working funds 469,189
Temporary cash investments -
Customer accounts receivable 89,091,154
Other accounts receivable 3,363,841
Accumulated provision for uncollectible accounts (899,354)
Receivables from affiliated companies 13,008,700
Fuel stock 43,301,282
Plant materials and operating supplies 36,337,596
Stores expense undistributed 385,100
Prepayments 2,325,564
Interest, dividends, and rents receivable 201,054
Accrued utility revenues 1,651,200
Miscellaneous current and accrued assets 11,115,223
Total current and accrued assets $ 237,436,857
Deferred Debits
Unamortized debt expense $ 2,843,246
Regulatory assets 335,360,969
Preliminary survey charges 17,562,166
Clearing account (1,906)
Temporary facilities (20,393)
Unamortized loss on reacquired debt 11,803,156
Miscellaneous deferred debits 4,277,941
Total deferred debits $ 371,825,179
Total assets & other debits $2,486,989,231
EXHIBIT A
(continued)
WEST PENN POWER COMPANY
BALANCE SHEET
AUGUST 31, 1993
Liabilities and other Credits
Proprietary Capital
Common capital stock $ 325,994,104
Preferred capital stock 149,707,700
Premium and discount,
net on capital stock - preferred 835,197
Reduction in par or stated value of capital stock
(No change during twelve months
ended August 31, 1993) 431,948
Miscellaneous paid-in capital 54,564,663
Appropriated retained earnings 414,777
Unappropriated retained earnings 418,750,348
Total proprietary capital $ 950,698,737
Long-term Debt
First mortgage bonds $ 614,000,000
Other long-term obligations 202,075,000
Unamortized premium on debt 15,216
Unamortized discount on debt (7,227,777)
Total long-term debt $ 808,862,439
Current and Accrued Liabilities
Notes payable $ 6,350,000
Accounts payable 106,094,778
Notes payable to affiliated companies 8,750,000
Payable to affiliated companies 7,759,598
Customer deposits 1,348,688
Taxes accrued 9,448,596
Interest accrued 15,926,188
Tax collections payable 1,201,971
Miscellaneous current and accrued liabilities 18,152,129
Total current and accrued liabilities $ 175,031,948
Deferred Credits
Customer advances for construction - electric $ 3,225,928
Other deferred credits 2,369,437
Regulatory liabilities 42,540,873
Accumulated deferred investment tax credit 56,387,893
Total deferred credits $ 104,524,131
Obligations under capital leases $ 3,406,393
Miscellaneous reserves 8,353,039
Accumulated deferred income tax 436,112,544
Total liabilities and other credits $2,486,989,231
EXHIBIT B
WEST PENN POWER COMPANY
STATEMENT OF INCOME
TWELVE MONTHS ENDED AUGUST 31, 1993
Utility Operation Income
Operating revenues $1,069,356,932
Operating expenses:
Operating expense $ 633,772,995
Maintenance expense 97,255,762
Deferred power costs (5,808,247)
Depreciation expense 77,695,000
Taxes other than income taxes 89,244,370
Federal income tax 35,933,224
State income tax 7,922,430
Income taxes deferred (5,737,483)
Investment credit amortization (2,592,000)
Amortization of deferred income taxes 8,743,575
Total operating expenses $ 936,429,626
Operating income $ 132,927,306
Other Income and Deductions
Other income and deductions, net $ 13,885,645
Allowance for other funds used during construction 5,845,074
Total other income and deductions $ 19,730,719
Gross income $ 152,658,025
Interest Charges
Interest on first mortgage bonds $ 45,888,110
Interest on other long-term obligations 13,921,878
Amortization of debt discount and expense 1,167,590
Amortization of premium on debt - (credit) (36,942)
Interest on debt to affiliates 70,869
Other interest expense 790,298
Allowance for borrowed funds used during construction(4,290,529)
Total interest charges $ 57,511,274
Net income $ 95,146,751
EXHIBIT B
(continued)
WEST PENN POWER COMPANY
STATEMENT OF RETAINED EARNINGS
TWELVE MONTHS ENDED AUGUST 31, 1993
Balance at September 1, 1992 $413,992,947
Add:
Net Income 95,146,751
Total $509,139,698
Deduct:
Dividend appropriations
4-1/2% Preferred $ 1,336,853
4.20% Preferred, Series B 210,000
4.10% Preferred, Series C 205,001
$7.00 Preferred, Series D 700,000
$7.12 Preferred, Series E 712,000
$8.08 Preferred, Series G 808,000
$7.60 Preferred, Series H 760,000
$7.64 Preferred, Series I 764,000
$8.20 Preferred, Series J 1,640,000
Market Auction 892,033
Common 81,946,686
Total $ 89,974,573
Balance at August 31, 1993 $419,165,125
EXHIBIT C
WEST PENN POWER COMPANY
STATEMENT WITH RESPECT TO UTILITY PLANT ACCOUNTS
AUGUST 31, 1993
Balance
August 31, 1992
(per statements
filed on
October 15, 1992)
Certificate No.
S920281
S920282
Account S920283
Number Utility S920290 Additions Retirements
101 Electric plant
in service $2,079,740,871 $ 82,204,473 $18,135,838
102 Plant purchased - 351,000 -
105 Held for future
use 76,434,054 2,023,485 (164,769)
106 Completed construction
not classified 204,246,629 20,453,410 -
107 Construction work
in progress 142,001,330 116,348,537 -
114 Acquisition
adjustment 319,977 - -
Total utility plant $2,502,742,861 $221,380,905 $17,971,069
EXHIBIT C
(continued)
WEST PENN POWER COMPANY
STATEMENT WITH RESPECT TO UTILITY PLANT ACCOUNTS
AUGUST 31, 1993
Account Balance
Number Utility Adjustments August 31, 1993
101 Electric plant
in service $ (639,262) $2,143,170,244
102 Plant purchased - 351,000
105 Held for future
use 3,422 78,625,730
106 Completed construction
not classified - 224,700,039
107 Construction work
in progress - 258,349,867
114 Acquisition
adjustment (140,814) 179,163
Total utility plant $ (776,654) $2,705,376,043
EXHIBIT D
WEST PENN POWER COMPANY
SECURITIES OF OTHER CORPORATIONS OWNED
AUGUST 31, 1993
Name of Title of Amount Date
Issuer Security Owned Acquired Price Paid Book Value
Allegheny
Pittsburgh Capital 5,000
Coal Company Stock Shares 1918 $ 250 $ 263,241 (A)
West Virginia
Power and
Transmission Capital 30,000
Company Stock Shares 1926 4,500,000 $ 2,691,660(A)
Allegheny
Generating Capital 450
Company Stock Shares 1982 33,750,000(B) $106,078,174(A)
1983 4,500,000(B)
1984 4,500,000(B)
1985 51,750,000(B)
(A) Market values are not applicable, as West Penn Power Company owns
100% of the capital stock of West Virginia Power and Transmission
Company, 50% of Allegheny Pittsburgh Coal Company, the remaining
50% of whose stock is owned by Monongahela Power Company and The
Potomac Edison Company, associated companies, and 45% of
Allegheny Generating Company, the remaining 55% of whose stock is
owned by Monongahela Power Company and The Potomac Edison
Company, associated companies.
(B) Represents capital contributions.
EXHIBIT E
WEST PENN POWER COMPANY
STATUS OF FUNDED DEBT OUTSTANDING
AUGUST 31, 1993
Total
Dates Principal
Description Interest Term Date of Amount
of Obligation Rate Payable (Years) Maturity Authorized
(a) (b) (c) (d) (e) (f)
First Mortgage Bonds
Series U 4-7/8 JD-1 30 12-1-1995 *
(1) Series V 7 MN-1 30 11-1-1997 *
Series EE 9 JD-1 30 6-1-2019 *
Series FF 8-7/8 FA-1 30 2-1-2021 *
Series GG 7-7/8 JD-1 13 12-1-2004 *
Series HH 7-3/8 FA-1 15 8-1-2007 *
Series II 7-7/8 MS-1 30 9-1-2022 *
(1) Series JJ 5-1/2 JD-1 5 6-1-1998 *
(1) Series KK 6-3/8 JD-1 10 6-1-2003 *
* The amount of bonds authorized is unlimited except that additional
bonds may be issued only under terms of the Indenture. Additional
amounts of any series may be issued.
(1) In June 1993, the Company sold $102 million of 5-1/2% First
Mortgage Bonds maturing in 1998 (Series JJ) and $80 million
of 6-3/8% First Mortgage Bonds maturing in 2003 (Series KK)
in substitution for and in place of $35 million principal
amount of 7-5/8% First Mortgage Bonds (Series AA) which the
Company redeemed and caused to mature on June 29, 1993; $52
million principal amount of 7-1/8% First Mortgage Bonds
(Series W), $25 million principal amount of 7-7/8% First
Mortgage Bonds (Series X), and $40 million principal amount
of 8-1/8% First Mortgage Bonds (Series Z) which the Company
redeemed and caused to mature on July 1, 1993; and $25
million principal amount of 7% First Mortgage Bonds (Series
V) which the Company plans to redeem and cause to mature on
November 1, 1993.
EXHIBIT E
(continued)
WEST PENN POWER COMPANY
STATUS OF FUNDED DEBT OUTSTANDING
AUGUST 31, 1993
Total Principal Amount
Held by the
Public Utility
Total Principal In
Amount Out- Reacquired Sinking
standing (Not and or
Description Held by the Held in Other
of Obligation Public Utility) Treasury Pledged Funds
(a) (g) (h) (i) (j)
First Mortgage Bonds
Series U $ 27,000,000 None None None
(1) Series V 25,000,000 None None None
Series EE 30,000,000 None None None
Series FF 100,000,000 None None None
Series GG 70,000,000 None None None
Series HH 45,000,000 None None None
Series II 135,000,000 None None None
(1) Series JJ 102,000,000 None None None
(1) Series KK 80,000,000 None None None
$614,000,000
*The amount of bonds authorized is unlimited except that additional
bonds may be issued only under terms of the Indenture. Additional
amounts of any series may be issued.
(1) In June 1993, the Company sold $102 million of 5-1/2% First
Mortgage Bonds maturing in 1998 (Series JJ) and $80 million
of 6-3/8% First Mortgage Bonds maturing in 2003 (Series KK)
in substitution for and in place of $35 million principal
amount of 7-5/8% First Mortgage Bonds (Series AA) which the
Company redeemed and caused to mature on June 29, 1993; $52
million principal amount of 7-1/8% First Mortgage Bonds
(Series W), $25 million principal amount of 7-7/8% First
Mortgage Bonds (Series X), and $40 million principal amount
of 8-1/8% First Mortgage Bonds (Series Z) which the Company
redeemed and caused to mature on July 1, 1993; and $25
million principal amount of 7% First Mortgage Bonds (Series
V) which the Company plans to redeem and cause to mature on
November 1, 1993.
EXHIBIT F
WEST PENN POWER COMPANY
STATUS OF OUTSTANDING CAPITAL STOCK
AUGUST 31, 1993
Number Amount Out-
of Par standing (Not
Designated by Kind Shares Value Amount Held by the
and Class Authorized Per Share Authorized Public Utility)
(a) (b) (c) (d) (e)
Common 28,902,923 No Par 17,361,586
Shares
Preferred Stock -
Cumulative:
4-1/2% Preferred 297,077 $100 $ 29,707,700 $ 29,707,700
4.20% Preferred,
Series B 50,000 100 5,000,000 5,000,000
4.10% Preferred,
Series C 50,000 100 5,000,000 5,000,000
$7.00 Preferred,
Series D 100,000 100 10,000,00 10,000,000
$7.12 Preferred,
Series E 100,000 100 10,000,000 10,000,000
$8.08 Preferred,
Series G 100,000 100 10,000,000 10,000,000
$7.60 Preferred,
Series H 100,000 100 10,000,000 10,000,000
$7.64 Preferred,
Series I 100,000 100 10,000,000 10,000,000
$8.20 Preferred,
Series J 200,000 100 20,000,000 20,000,000
Market Auction
Preferred 400,000 100 40,000,000 40,000,000
1,497,077 $149,707,700 $149,707,700
EXHIBIT F
(continued)
WEST PENN POWER COMPANY
STATUS OF OUTSTANDING CAPITAL STOCK
AUGUST 31, 1993
Book
Value
Held by the Public Utility Outstanding
Reacquired In Stock Having
Designated and Sinking No Par Value
by Kind Held by or Other as of Date of
and Class Treasury Pledged Funds Balance Sheet
(a) (f) (g) (h) (i)
Common None None None $325,994,104
Preferred Stock -
Cumulative:
4-1/2% Preferred None None None -
4.20% Preferred, Series B None None None -
4.10% Preferred, Series C None None None -
$7.00 Preferred, Series D None None None -
$7.12 Preferred, Series E None None None -
$8.08 Preferred, Series G None None None -
$7.60 Preferred, Series H None None None -
$7.64 Preferred, Series I None None None -
$8.20 Preferred, Series J None None None -
Market Auction Preferred None None None -
Common Stock Preferred Stock
(Shares) (Shares)
as of as of
August 31, 1993 August 31, 1993
Five largest holders of capital stock:
Class
Cede & Co. New York, NY 10274 168,627 $8.20
Cede & Co. New York, NY 10274 83,352 4-1/2%
Cede & Co. New York, NY 10274 74,476 $7.12
Cede & Co. New York, NY 10274 68,551 $8.08
Cede & Co. New York, NY 10274 76,984 $7.64
Allegheny Power System, Inc.
New York, NY 10017 17,361,586
EXHIBIT H
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM U-1
APPLICATION OR DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
Monongahela Power Company
1310 Fairmont Avenue
Fairmont, WV 26554
The Potomac Edison Company
10435 Downsville Pike
Hagerstown, MD 21740-1766
West Penn Power Company
800 Cabin Hill Drive
Greensburg, PA 15601
________________________________________________________________________
(Name of company or companies filing this statement
and addresses of principal executive offices)
Allegheny Power System, Inc.
________________________________________________________________________
(Name of top registered holding company parent of
each applicant or declarant)
Nancy H. Gormley, Esquire
Vice President
Allegheny Power Service Corporation
12 East 49th Street
New York, NY 10017
________________________________________________________________________
(Name and address of agent for service)
Previously filed with the Securities and Exchange Commission at File
#70-8259
EXHIBIT K
WEST PENN POWER COMPANY
PRO FORMA JOURNAL ENTRIES
Debit Credit
1A.
Cash - a/c 131 $
11,535,000
Unamortized Debt Discount and Expense - a/c 181 $
Standby/Competitive Loans - a/c 224 $ 11,535,000
To reflect the issuance, for cash, of $11,535,000 principal amount of
Tax-Exempt Bonds.
The entry also reflects any payment of expense of issuance of issuance
of the Tan-Exempt Bonds.
1B.
Amortization of Debt Discount and Expense - a/c 428 $
Unamortized Debt Discount and Expense - a/c 181 $
To amortize any expense of issuance of the Tax-Exempt Bonds over the
life of the Bonds.
EXHIBIT K (cont'd)
WEST PENN POWER COMPANY
PRO FORMA JOURNAL ENTRIES
2A. Debit Credit
Cash - a/c 131 $31,500,000
The REPLACEMENT Bonds - a/c $31,500,000
To reflect the issuance and sale to underwriters, for cash, of
$31,500,000 principal amount of new Tax-Exempt Bonds (REPLACEMENT Bonds)
to refund $31,500,000 principal amount of EXISTING Tax-Exempt Bonds
bearing high coupon rates. Interest rate and price have been estimated
for purpose of this entry.
2B.
EXISTING Bonds - a/c 224 $
Unamortized Loss on
Reacquired Debt a/c 189 $31,500,000
Unamortized Debt Discount
and Expense - a/c 181 $
Cash - a/c 131 $31,500,000
To reflect the reacquisition and redemption of $31,500,000 principal
amount of EXISTING Tax-Exempt Bonds refinanced and replaced by the
issuance and sale of $31,500,000 principal amount of REPLACEMENT Bonds
in entry 2A. above.
Entry also reflects any call premium and other expense incurred in the
refunding and replacement process.
2C.
Amortization of Debt Discount and Expense - a/c 428 $
Unamortized Loss on Reacquired Debt - a/c 189 $
Unamortized Debt Discount and Expense - a/c 181 $
To amortize loss on reacquired debt and other expense incurred in the
refunding and replacement process over the life of the REPLACEMENT
Bonds.
ELECTRIC UTILITY
1. What is the specific purpose of the issuance?
The purpose for which West Penn proposes to issue the Notes is (1)
to provide an economic source of financing for non-revenue
producing solid waste disposal equipment which is required at
Harrison Station to comply with phase 1 of the CAAA. (2) provide
an economic source of financing for issuance of $31.5 million
Pleasants County pollution control refunding notes.
2. If the issuance will be utilized to finance future construction
needs, how were those needs determined?
The issuances will be utilized solely to finance construction of
solid waste disposal facilities at Harrison Station, to issue
pollution control refunding notes at Pleasants Station or to pay
outstanding short-term debt used for those purposes.
3. What are the forecasted customer and load growths as well as
projected reserve margins, for the Company?
See attached Exhibit I.
4. For each major project to be financed:
a. When was the project initiated?
b. When will the project be completed?
c. What is the estimated final cost?
d. What will be the estimated amount of AFUDC charged to the
project?
The construction of the solid waste disposal facilities is
part of the flue-gas desulfurization system at Harrison
necessary to comply with the 1990 CAAA initiated in 1991. The
solid waste disposal facilities are scheduled for completion
in the latter part of 1994 at a cost not to exceed $180
million.
The estimated amount of AFUDC that will be charged to the
solid waste disposal facilities upon their completion cannot
be determined prior to West Penn's receiving rate orders of
the Pennsylvania Public Utilities Commission deciding the
timing and allowance of the Facilities' Construction Work in
Progress in rate base which will impact the amount of AFUDC
charged to these facilities.
5. How does the cost of the securities compare with the costs of
similar securities currently being issued within the industry?
The answer to the question cannot be determined until the
transactions are completed.
6. How does the cost of this type of security compare with other
types of securities currently being issued within the industry?
Generally speaking, the annual interest rate on tax-exempt bonds
has been lower by approximately one to three full percentage
points than the interest rate on taxable obligations of comparable
quality, depending upon the type to be sold.
7. What restrictive conditions are included in the agreements?
The bonds will be issued pursuant to trust indentures and shall be
sold in one or more series, at such times, in such principal
amounts at such interest rates, with such maturities, for such
prices, and with such other terms as shall be determined and
approved by West Penn. The indentures will also provide that
substantially all the proceeds of the sale of the bonds must be
applied to the cost of the Facilities with respect to Harrison and
to the costs of the refunding with respect to Pleasants.
8. What effects will these issuances have upon the capital structure
of the Company?
Please see attached Exhibit II.
9. What are the projected financing needs for the next five years?
Please see attached Exhibit III.
10. How does the Company plan to meet its projected future financing
needs?
Please see attached Exhibit III.
11. What is the amount of debt which will fall due in each of the
future five-year periods?
Please see attached Exhibit IV.
12. How does the Company anticipate meeting each of the obligations as
they fall due?
The long-term obligations will be met as they fall due through
internal cash generation or with short-term borrowings which will
eventually be retired either by internal cash generation or by
issuance from time to time of first mortgage bonds, preferred
stock, common stock and such other securities as this Commission
and other regulatory bodies having jurisdiction may authorize.
EXHIBIT I
WEST PENN POWER COMPANY
FORECAST OF TOTAL REGULAR CUSTOMERS
AT YEAR END
1993 645007
1994 651334
1995 657974
1996 664778
1997 671400
1998 677874
1999 684461
2000 691004
2001 697309
2002 703504
2003 709712
2004 715896
2005 722075
2006 728213
2007 734214
2008 739993
FROM THE 1993 FORECAST OF PEAKS AND NET POWER SUPPLY (LF9308)
Exhibit I (cont'd)
[Enlarge/Download Table]
ALLEGHENY POWER SYSTEM
INTERIM INTEGRATED RESOURCE PLAN
Based Upon August 1993
Mean-Value Forecast for Winter Peak Period
1993/94 1994/95 1995/96 1996/97 1997/98 1998/99 1999/00 2000/01 2001/02 2002/03
DEMAND-SIDE MW
Gross Winter Peak Demand 7162 7345 7520 7673 7802 7946 8097 8207 8359 8494
Demand-Side Management
Previous Year -360 -375 -399 -415 -446 -477 -510 -533 -561 -584
Change -14 -24 -17 -31 -31 -33 -23 -28 -23 -23
Total Demand-Side Management -375 -399 -415 -446 -477 -510 -533 -561 -584 -606
Total Winter Peak Demand[a][b] 6787 6946 7105 7227 7325 7436 7564 7646 7775 7888
SUPPLY-SIDE MW
PURPA Generation [c]
Previous Year 210 290 290 290 290 290 290 470 470 470
Change 80 0 0 0 0 0 180 0 0 0
Total PURPA Generation 290 290 290 290 290 290 470 470 470 470
Owned Active Capacity
Previous Year 7981 7981 7981 7981 8102 8223 8309 8309 8484 8659
Change 0 0 0 121 121 86 0 175 175 175
Total Owned Active Capacity 7981 7981 7981 8102 8223 8309 8309 8484 8659 8834
Non-Affiliated Transactions 300 300 300 300 300 320 290 220 200 200
Total Supply-Side Resources 8571 8571 8571 8692 8813 8919 9069 9174 9329 9504
RESERVE MARGIN [e] 26.5% 23.5% 20.8% 20.4% 20.4% 20.1% 20.0% 20.1% 20.1% 20.6%
a. Allegheny Power System Forecast of Peak Demands and Net Power Supply (August
1993). Actual peak hour demands have equal probability of being over or
under the forecast values due to weather variations. The winter peak
is assumed to occur in December of a given year or in January or February of the
following year and reflects the impact of load diversity among the
operating companies. Included in the Total Winter Peak demand are
projected interruptible loads totaling 43 MW. Capacity to serve these
interruptible loads is included in the supply-side resources
shown above; however, a reserve margin is not provided as this load may
be interrupted for short term resource deficiencies.
b. Eastalco, whose contractual obligations could expire on March 31, 2000, is
assumed to continue normal operations through the forecast interval.
Eastalco has a winter peak demand contribution of about 130 MW.
c. PURPA Generation represents the capacity expected to be purchased from small
power production and cogeneration qualifying facilities pursuant to the
Public Utility Regulatory Policies Act of 1978 (PURPA).
d. Non-affiliated transactions on an APS basis include: 1) the exchange of
capacity with Duquesne Light Company (DLCO) with APS receiving 100 MW over the
winter peak period and providing DLCO with up to 200 MW during
selected periods in the spring and fall to equalize the exchange. This
transaction is currently in effect through 1998/99 2) a peak diversity
exchange with Virginia Power (VP) of 200 MW beginning in 1993 and continuing
through the planning period with VP providing capacity to APS during the
winter months and APS providing capacity to VP during the summer months.
Either party can terminate the diversity schedule with a minimum
34 months notice; and 3) supplemental capacity of 20 MW, 90 MW, and 20 MW
in the winter peak periods of 1998/99 through 2000/01, respectively. Some
potential sources for this capacity are limited term purchases from a
non-affiliated utility or additional capacity exchange with DLCO and
VP by extending and/or increasing contracted capacity.
e. Reserve Margin is calculated in the following manner in accordance with Note
a: [("Total Supply-Side Resources" - "Interruptible Load") / ("Total Winter Peak
Demand" - "Interruptible Load")] - 1. In order to sustain the 20% minimum APS
reserve margin, the System must be able to maintain its generating facilities to
achieve an equivalent availability of not less than 80%.
f. Some values may not sum exactly due to rounding.
August 20, 1993
Exhibit I (cont'd)
ALLEGHENY POWER SYSTEM
INTERIM INTEGRATED RESOURCE PLAN
EXISTING GENERATION CAPACITY
Allegheny Power System Existing Generation Capacity
- January Net Seasonal Operating Capacity
Station MW Unit MW Unit MW Unit MW
Albright 292 Unit 1 76 Unit 2 76 Unit 3 140
Armstrong 352 Unit 1 176 Unit 2 176
Fort Martin 831 Unit 1 276 Unit 2 555
Harrison 1920 Unit 1 640 Unit 2 640 Unit 3 640
Hatfield's Ferry 1660 Unit 1 555 Unit 2 555 Unit 3 550
Mitchell 438 Unit 1 77 Unit 2 77 Unit 3 284
Pleasants 1242 Unit 1 621 Unit 2 621
Rivesville 141 Unit 5 48 Unit 6 93
Smith 114 Unit 3 27 Unit 4 87
Springdale 207 Unit 7 86 Unit 8 121
Willow Island 243 Unit 1 55 Unit 2 188
Bath County PS 840 APS's 40% Share of Bath County Capacity
Lake Lynn 52 4 Units 13 MW each
PE Hydro 10 8 Stations at different locations
8342 MW January Net Seasonal Operating Capacity
361 MW Cold Reserve Capacity
7981 MW Total Owned Active Capacity
PURPA Existing Generation Capacity
January Net Seasonal Operating Capacity
AES Beaver Valley 120
Allegheny L/D 5 6
Allegheny L/D 6 7
Grant Town 80
Hannibal 27
West Virginia Univ 50
290 MW Total PURPA
August 20, 1993
ALLEGHENY POWER SYSTEM
INTERIM INTEGRATED RESOURCE PLAN
GENERATION CAPACITY CHANGES [a]
Yearly
Yearly Owned
Planning Change in Generation Capacity PURPA Capacity
Year Date Unit/Project Description MW Change Change
1993/94 No Change 0 0 0
1994/95 Dec 1994 Harrison 1-2-3 Scrubber Rerate -51
Dec 1994 Mitchell 1-2 (one boiler) Reactivate 51 0 0
1995/96 No Change 0 0 0
1996/97 Oct 1996 Mitchell 1-2 (two add'l boilers Reactivate 103
Mitchell 1-2 (boiler modification Rerate 18 0 121
1997/98 Oct 1997 Springdale 8 Reactivate 121 0 121
1998/99 Oct 1998 Springdale 7 Reactivate 86 0 86
1999/00 Oct 1999 AES Cumberland (PURPA) Addition 180 180 0
2000/01 Oct 2000 Combustion Turbine 1 Addition 175 0 175
2001/02 Oct 2001 Combustion Turbine 2 Addition 175 0 175
2002/03 Oct 2002 Combustion Turbine 3 Addition 175 0 175
a. This plan does not include the additions of the Milesburg (43 MW),
Burgettstown (80 MW), or Shannopin (80 MW) PURPA projects which are terminated
but are currently still in litigation.
August 20, 1993
Exhibit I (cont'd)
ALLEGHENY POWER SYSTEM
INTERIM INTEGRATED RESOURCE PLAN
PEAK DEMAND REDUCTION GOALS
(Megawatts)
PREVIOUS ACCOMPLISHMENTS [a]
ACTIVITY MW
Time-of-Use Rates 72.90
Load Management Program (1984-85) 62.42
Load Modification Plan (1986-92) 224.69
TOTAL 360.01
[Enlarge/Download Table]
PROJECTED PROGRAM RESULTS [b]
PROGRAMS 1993/94 1994/95 1995/96 1996/97 1997/98 1998/99 1999/00 2000/01 2001/02 2002/03
RESIDENTIAL MW
Thermal Treatment: New 4.81 3.88 5.02 6.61 6.76 7.63 7.69 7.75 7.80 7.87
Thermal Treatment: Existing 2.46 2.55 2.57 2.60 2.62 2.64 2.60 2.54 2.50 2.48
Water Heating Conservation 0.51 0.38 0.39 0.41 0.42 0.44 0.44 0.44 0.44 0.44
Add-on Heat Pump 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Heat Pump Maintenance 0.55 0.67 0.68 0.69 0.71 0.72 0.74 0.75 0.77 0.77
High Efficiency Heat Pump 1.36 1.65 1.79 1.89 1.97 2.07 2.10 2.11 2.16 2.16
New & Existing Technologies 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
TOTAL RESIDENTIAL: 9.69 9.13 10.45 12.20 12.48 13.50 13.57 13.59 13.67 13.72
COMMERCIAL MW
Thermal Treatment:New&Existing 1.26 1.43 1.49 1.55 1.61 1.61 1.66 1.66 1.66 1.66
Energy Efficient Lighting 3.24 3.13 4.16 6.02 6.57 6.81 6.81 6.81 6.81 6.81
Electronic Condensate Dryer
Controls 0.11 0.20 0.28 0.34 0.34 0.34 0.34 0.30 0.28 0.23
New & Existing Technologies 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
TOTAL COMMERCIAL: 4.61 4.76 5.93 7.91 8.52 8.76 8.81 8.77 8.75 8.70
INDUSTRIAL MW
Energy Efficient Motors 0.19 0.26 0.34 0.41 0.41 0.41 0.45 0.45 0.48 0.44
Curtailable/Interruptible Rate 0.00 10.00 0.00 10.00 10.00 10.00 0.00 5.00 0.00 0.00
New & Existing Technologies 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
TOTAL INDUSTRIAL: 0.19 10.26 0.34 10.41 10.41 10.41 0.45 5.45 0.48 0.44
TOTAL PROJECTED PROGRAMS: 14.49 24.15 16.72 30.52 31.41 32.67 22.83 27.81 22.90 22.86
CUMULATIVE PROJECTIONS 14.49 38.64 55.36 85.88 117.29 149.96 172.79 200.60 223.50 246.36
TOTAL DEMAND-SIDE 374.50 398.65 415.37 445.89 477.30 509.97 532.80 560.61 583.51 606.37
MANAGEMENT [c]
Notes: a. Projected future peak demand reductions from prior years'
demand-side management activities
not including 43 MW from interruptible loads.
b. Based upon the assumptions provided for the 1993 Forecast of
Peak Demand and Net Power Supply.
c. Previous accomplishments plus cumulative projected program
results.
August 20, 1993
Exhibit I (cont'd)
[Enlarge/Download Table]
WEST PENN POWER COMPANY
INTERIM INTEGRATED RESOURCE PLAN
Based Upon August 1993
Mean-Value Forecast for Winter Peak Period
1993/94 1994/95 1995/96 1996/97 1997/98 1998/99 1999/00 2000/01 2001/02 2002/03
DEMAND-SIDE MW
Gross Winter Peak Demand 3162 3256 3345 3433 3487 3550 3615 3666 3735 3793
Demand-Side Management
Previous Year -142 -144 -152 -155 -164 -178 -182 -187 -191 -195
Change -2 -8 -3 -9 -14 -4 -4 -4 -4 -4
Total Demand-Side Management -144 -152 -155 -164 -178 -182 -187 -191 -195 -199
Total Winter Peak Demand [a] 3018 3104 3190 3269 3309 3368 3428 3475 3540 3594
SUPPLY-SIDE MW
PURPA Generation [b]
Previous Year 133 133 133 133 133 133 133 133 133 133
Change 0 0 0 0 0 0 0 0 0 0
Total PURPA Generation 133 133 133 133 133 133 133 133 133 133
Owned Active Capacity
Previous Year 3206.9 3206.9 3236.4 3236.4 3357.4 3478.4 3564.4 3564.4 3578.4 3592.4
Change 0.0 29.5 0.0 121.0 121.0 86.0 0.0 14.0 14.0 59.5
Total Owned Active Capacity 3206.9 3236.4 3236.4 3357.4 3478.4 3564.4 3564.4 3578.4 3592.4 3651.9
Share of Bath Pumped
Storage [c] 371.1 372.3 374.0 375.4 377.2 377.4 378.1 378.5 379.3 380.0
Affiliated Transactions [d] -57.0 -76.0 -61.1 -115.4 -166.2 -211.3 -124.0 -55.2 18.0 44.3
Non-Affiliated
Transactions [c][e] 132.5 133.0 133.6 134.1 134.7 143.8 130.5 99.1 90.3 90.5
Total Supply-Side Resources 3786.6 3798.6 3815.8 3884.4 3957.0 4007.3 4082.0 4133.8 4213.0 4299.6
RESERVE MARGIN [f] 25.5% 22.4% 19.7% 18.9% 19.6% 19.0% 19.1% 19.0% 19.1% 19.7%
a. West Penn Power Company Forecast of Peak Demands and Net Power Supply (August
1993). Actual peak hour demands have equal probability of being
over or under the forecast values due to weather variations. The winter
peak is assumed to occur in December of a given year or in January or February
of the following year. Included in the Total Winter Peak demand is a projected
interruptible load of 9 MW. Capacity to serve these
interruptible loads is included in the supply-side resources shown above;
however, a reserve margin is not provided as this load may be interrupted
for short term resource deficiencies.
b. PURPA Generation represents the capacity expected to be purchased from small
power production and cogeneration qualifying facilities pursuant to the
Public Utility Regulatory Policies Act of 1978 (PURPA).
c. Bath County capacity and non-affiliated transactions are allocated to each
operating company based upon the forecast equalization demand ratios for the
month of January, using an average of the three highest monthly
peaks occurring during the 24-month period ending the previous December.
d. Affiliated transactions are based upon the forecast equalization demand
ratios for the month of January, using an average of the three highest
monthly peaks occurring during the 24-month period ending the previous
December. Positive values represent purchases from affiliated companies and
negative values represent sales to affiliates.
e. Non-affiliated transactions on an APS basis include: 1) the exchange of
capacity with Duquesne Light Company (DLCO) with APS receiving 100 MW over
the winter peak period and providing DLCO with up to 200 MW during
selected periods in the spring and fall to equalize the exchange. This
transaction is currently in effect through 1998/99 2) a peak diversity
exchange with Virginia Power (VP) of 200 MW beginning in 1993 and continuing
through the planning period with VP providing capacity to APS during the
winter months and APS providing capacity to VP during the summer months. Either
party can terminate the diversity schedule with a minimum 34 months notice;
and 3) supplemental capacity of 20 MW, 90 MW, and 20 MW
in the winter peak periods of 1998/99 through 2000/01, respectively. Some
potential sources for this capacity are limited term purchases from a
non-affiliated utility or additional capacity exchange with DLCO and VP
by extending and/or increasing contracted capacity.
f. Reserve Margin is calculated in the following manner in accordance with Note
a: [("Total Supply-Side Resources" - "Interruptible Load") / ("Total Winter Peak
Demand" - "Interruptible Load")] - 1. In order to
sustain the 20% minimum APS reserve margin, the System must be able to maintain
its generating facilities to achieve an equivalent availability of not less than
80%.
g. Some values may not sum exactly due to rounding.
August 20, 1993
Exhibit I (cont'd)
WEST PENN POWER COMPANY
INTERIM INTEGRATED RESOURCE PLAN
EXISTING GENERATION CAPACITY
West Penn Power Company Existing Generation Capacity
- January Net Seasonal Operating Capacity
Station MW Unit MW Unit MW Unit MW
Armstrong 352.0 Unit 1 176 Unit 2 176
Fort Martin 277.5 Unit 2 277.5
Harrison 811.0 Unit 1 270.3 Unit 2 270.3 Unit 3 270.3
Hatfield's Ferry871.5 Unit 1 291.4 Unit 2 291.4 Unit 3 288.8
Mitchell 438.0 Unit 1 77.0 Unit 2 77.0 Unit 3 284
Pleasants 558.9 Unit 1 279.5 Unit 2 279.5
Springdale 207.0 Unit 7 86 Unit 8 121.0
Lake Lynn 52.0 4 Units 13 MW each
3567.9MW January Net Seasonal Operating Capacity
361.0MW Cold Reserve Capacity
3206.9MW Total Owned Active Capacity
PURPA Existing Generation Capacity
January Net Seasonal Operating Capacity
AES Beaver Valley 120
Allegheny L/D 5 6
Allegheny L/D 6 7
133 MW Total PURPA
August 20, 1993
WEST PENN POWER COMPANY
INTERIM INTEGRATED RESOURCE PLAN
GENERATION CAPACITY CHANGES [a]
Yearly
Yearly Owned
Planning Change in Generation Capacity PURPA Capacity
Year Date Unit/Project Description MW Change Change
1993/94 No Change 0 0 0
1994/95 Dec 1994 Harrison 1-2-3 Scrubber Rerate -21.5
Dec 1994 Mitchell 1-2 (one boiler) Reactivate 51 0 29.5
1995/96 No Change 0 0 0
1996/97 Oct 1996 Mitchell 1-2 (2 add'l boilers Reactivate 103
Mitchell 1-2 (boiler modification Rerate 18 0 121
1997/98 Oct 1997 Springdale 8 Reactivate 121 0 121
1998/99 Oct 1998 Springdale 7 Reactivate 86 0 86
1999/00 No Change 0 0 0
2000/01 Oct 2000 Combustion Turbine 1 Addition 14.0 0 14.0
2001/02 Oct 2001 Combustion Turbine 2 Addition 14.0 0 14.0
(R) 2002/03 Oct 2002 Combustion Turbine 3 Addition 59.5 0 59.5
a. This plan does not include the additions of the Milesburg (43 MW),
Burgettstown (80 MW), or Shannopin (80 MW) PURPA projects which are
terminated but are currently still in litigation.
(R) = Revision
August 20, 1993
Exhibit I (cont'd)
WEST PENN POWER COMPANY
INTERIM INTEGRATED RESOURCE PLAN
PEAK DEMAND REDUCTION GOALS
(Megawatts)
PREVIOUS ACCOMPLISHMENTS [a]
ACTIVITY MW
Time-of-Use Rates 64.55
Load Management Program (1984-85) 23.44
Load Modification Plan (1986-92) 53.69
TOTAL 141.68
[Enlarge/Download Table]
PROJECTED PROGRAM RESULTS [b]
PROGRAMS 1993/94 1994/95 1995/96 1996/97 1997/98 1998/99 1999/00 2000/01 2001/02 2002/03
RESIDENTIAL MW
Thermal Treatment: New 0.51 0.52 0.52 0.54 0.54 0.54 0.54 0.54 0.54 0.54
Thermal Treatment: Existing 0.40 0.40 0.40 0.40 0.40 0.40 0.33 0.25 0.18 0.11
Water Heating Conservation 0.15 0.16 0.16 0.16 0.16 0.17 0.17 0.17 0.17 0.17
Add-on Heat Pump 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
Heat Pump Maintenance 0.17 0.19 0.20 0.21 0.23 0.24 0.26 0.27 0.29 0.29
High Efficiency Heat Pump 0.22 0.43 0.45 0.48 0.50 0.53 0.54 0.54 0.54 0.54
New & Existing Technologies 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
TOTAL RESIDENTIAL: 1.45 1.70 1.73 1.79 1.83 1.88 1.84 1.77 1.72 1.65
COMMERCIAL MW
Thermal Treatment: New & Exis 0.52 0.63 0.63 0.69 0.69 0.69 0.69 0.69 0.69 0.69
Energy Efficient Lighting 0.12 0.31 0.61 1.10 1.53 1.53 1.53 1.53 1.53 1.53
Electronic Condensate Dryer
Controls 0.00 0.04 0.07 0.09 0.09 0.09 0.09 0.09 0.07 0.07
New & Existing Technologies 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
TOTAL COMMERCIAL: 0.64 0.98 1.31 1.88 2.31 2.31 2.31 2.31 2.29 2.29
INDUSTRIAL MW
Energy Efficient Motors 0.04 0.11 0.19 0.19 0.19 0.19 0.19 0.19 0.22 0.22
Curtailable/Interruptible Rate 0.00 5.00 0.00 5.00 10.00 0.00 0.00 0.00 0.00 0.00
New & Existing Technologies 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
TOTAL INDUSTRIAL: 0.04 5.11 0.19 5.19 10.19 0.19 0.19 0.19 0.22 0.22
TOTAL PROJECTED PROGRAMS: 2.13 7.79 3.23 8.86 14.33 4.38 4.34 4.27 4.23 4.16
CUMULATIVE PROJECTIONS 2.13 9.92 13.15 22.01 36.34 40.72 45.06 49.33 53.56 57.72
TOTAL DEMAND-SIDE 143.81 151.60 154.83 163.69 178.02 182.40 186.74 191.01 195.24 199.40
MANAGEMENT [c]
Notes: a. Projected future peak demand reductions from prior years'
demand-side management activities
not including 9 MW from interruptible loads.
b. Based upon the assumptions provided for the 1993 Forecast of Peak
Demand and Net Power Supply.
c. Previous accomplishments plus cumulative projected program
results.
August 20, 1993
EXHIBIT II
WEST PENN POWER COMPANY
ACTUAL CAPITALIZATION AT AUGUST 31, 1993
ADJUSTED TO REFLECT
PROPOSED ISSUANCE OF $11,535,000 TAX-EXEMPT BONDS AND
PROPOSED REFINANCING OF $31,500,000 TAX-EXEMPT BONDS
Amount Ratio
Debt
First Mortgage Bonds $ 614,000,000
Redeem First Mortgage Bonds, Series V 7% (25,000,000)
Hatfield Pollution Cntl Rev Bonds, Series "A" 14,435,000
Pleasants Pollution Cntl Rev Bonds, Series "A" 45,000,000
Pleasants Pollution Cntl Rev Bonds, Series "B" 31,500,000
Fort Martin Pollution Cntl Rev Bonds, Series "B" 7,750,000
Mitchell Pollution Cntl Rev Bonds, Series "E" 15,400,000
Mitchell Pollution Cntl Rev Bonds, Series "F" 61,500,000
Harrison Solid Waste Disposal Notes, Series "A" 8,450,000
Harrison Solid Waste Disposal Notes, Series "B" 18,040,000
Redeem Tax-Exempt Bonds - Refinance 31,500,000
Issue Tax-Exempt Bonds - Refinance 31,500,000
Issue Tax-Exempt Bonds - New 11,535,000
Unamortized Premium on Debt 15,216
Unamortized Discount on Debt (7,227,777)
$ 795,397,439 45.55%
Preferred Stock
Cumulative Preferred Stock $ 149,707,700 8.58%
Common Equity
Common Stock $ 325,994,104
Other Paid-in-Capital 55,831,808
Retained Earnings 419,165,125
$ 800,991,037 45.87%
Total Capitalization $1,746,096,176 100.00%
EXHIBIT III
FIVE-YEAR FORECAST 1994-1998*
CONSTRUCTION, INTERNAL GENERATION & EXTERNAL FINANCING REQUIRED
($ MILLIONS)
1994 1995
Gross Construction Expenditures(1) 221.8 158.8
Less: AFUDC 17.4 4.9
Net Construction Expenditures 204.4 153.9
Maturing Long-Term Debt and Preferred Stock --- 27.0
Working Capital Adjustments --- ---
Total Cash Requirements 204.4 180.9
Less: Internal Cash Generation 90.0 96.3
114.4 84.6
Repay Short-Term Debt 2.7 12.1
Temporary Investment Maturities --- ---
Total External Financing Required 117.1 96.7
Tentative Financing Plans
First Mortgage Bonds 65.0 60.0
Preferred Stock --- ---
Common Stock 40.0 30.0
Short-Term Debt 12.1 6.7
Temporary Investments --- ---
Total 117.1 96.7
*Preliminary and subject to substantial change.
(1)West Penn Power Company has not committed to add new utility-owned
generation within the five-year forecast period.
Note: In 1994, to the extent possible, the Company will issue up to
$11.535 million of tax-exempt solid waste disposal notes to
finance, in part, the installation of a flue-gas
desulfurization system at Harrison Power Station.
EXHIBIT III (cont'd)
FIVE-YEAR FORECAST 1994-1998*
CONSTRUCTION, INTERNAL GENERATION & EXTERNAL FINANCING REQUIRED
($ MILLIONS)
1996 1997
Gross Construction Expenditures(1) 179.0 227.4
Less: AFUDC 6.0 7.3
Net Construction Expenditures 173.0 220.1
Maturing Long-Term Debt and Preferred Stock --- ---
Working Capital Adjustments --- ---
Total Cash Requirements 173.0 220.1
Less: Internal Cash Generation 100.4 110.9
72.6 109.2
Repay Short-Term Debt 6.7 ---
Temporary Investment Maturities --- ( 5.7)
Total External Financing Required 79.3 103.5
Tentative Financing Plans
First Mortgage Bonds 60.0 100.0
Preferred Stock --- ---
Common Stock 25.0 20.0
Short-Term Debt --- ---
Temporary Investments ( 5.7) (16.5)
Total 79.3 103.5
*Preliminary and subject to substantial change.
(1)West Penn Power Company has not committed to add new utility-owned
generation within the five-year forecast period.
Note: In 1994, to the extent possible, the Company will issue up to
$11.535 million of tax-exempt solid waste disposal notes to
finance, in part, the installation of a flue-gas
desulfurization system at Harrison Power Station.
EXHIBIT III (cont'd)
FIVE-YEAR FORECAST 1994-1998*
CONSTRUCTION, INTERNAL GENERATION & EXTERNAL FINANCING REQUIRED
($ MILLIONS)
1998
Gross Construction Expenditures(1) 321.5
Less: AFUDC 20.2
Net Construction Expenditures 301.3
Maturing Long-Term Debt
and Preferred Stock 103.5
Working Capital Adjustments ---
Total Cash Requirements 404.8
Less: Internal Cash Generation 107.2
297.6
Repay Short-Term Debt ---
Temporary Investment Maturities (16.5)
Total External Financing Required 281.1
Tentative Financing Plans
First Mortgage Bonds 200.0
Preferred Stock ---
Common Stock 100.0
Short-Term Debt ---
Temporary Investments (18.9)
Total 281.1
*Preliminary and subject to substantial change.
(1)West Penn Power Company has not committed to add new utility-owned
generation within the five-year forecast period.
Note: In 1994, to the extent possible, the Company will issue up to
$11.535 million of tax-exempt solid waste disposal notes to
finance, in part, the installation of a flue-gas
desulfurization system at Harrison Power Station.
9/10/93
F:\FINANCE\N35YRCON.WP
EXHIBIT IV
WEST PENN POWER COMPANY
MATURITIES OF BONDS AND OTHER LONG-TERM OBLIGATIONS
1994-1998
(000'S)
1994 1995 1996 1997 1998
First Mortgage Bonds $ - $27,000 $ - $ - $102,000
Other Long-Term
Obligations $ - $ - $ - $ - $ -
Total Maturities $ - $27,000 $ - $ - $102,000
Dates Referenced Herein and Documents Incorporated by Reference
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