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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM U-9C-3
QUARTERLY REPORT PURSUANT TO RULE 58
UNITIL CORPORATION
(Name of Registered Holding Company)
6 Liberty Lane West, Hampton, New Hampshire 03842-1720
(Address of principal executive offices)
ITEM 1 - ORGANIZATION CHART
Name of Energy or Date of State of Percentage Nature of
reporting gas-related organization organization of voting business
company company securities
held
Unitil Corporation
Unitil
Resources,
Inc. Energy 5/26/93 NH 100% Energy
Marketing &
Consulting
Description of Various Consulting, Energy Marketing, Energy Management and
Other Activities Undertaken by Unitil Resources Inc.:
Staff providing services under the activities listed below (unless
otherwise indicated) are located at Unitil Service Corp. (Unitil Service),
6 Liberty Lane West, Hampton, NH 03842-1720, where most client work is
performed. From time to time staff visit other locations, predominately in
New England, representing client interests.
Consulting Services
Legal Testimony. In the second quarter of 1999, Unitil Resources, Inc.
(Unitil Resources) entered into a contract with a law firm to provide expert
testimony in an arbitration dispute regarding the sale of purchased power.
Charges of $23,450 were assessed on this contract in the second quarter of
1999.
Energy Marketing Activities
New Hampshire Pilot Program. As of July 1, 1996, Unitil Resources, Inc.,
became eligible to begin marketing electricity at retail to statewide
participants in the New Hampshire Pilot Program. This program, which
originally was scheduled to last 24 months, allows 3% of all electric
customers in the State of New Hampshire to purchase electricity from the
supplier of their choice. In 1998, the State of New Hampshire extended this
program beyond the original 24 month period. Revenues generated from this
activity during the second quarter of 1999 were $190,067.
Electricity and Natural Gas Brokerage. On March 25, 1999 Unitil Corporation
acquired a minority interest in North American Power Brokers, Inc., a
privately held company providing Internet technology solutions to the energy
industry. The Federal Communications Commission has determined that North
American Power Brokers, Inc. is an exempt telecommunications company, as
that term is defined in PUHCA Section 34(a)(1), as amended.
Unitil Corporation, through Unitil Resources, has licensed and
deployed North American Power's innovative Internet-based technology for
brokering electricity and natural gas energy transactions between retail
consumers and energy suppliers. Unitil Resources offers the retail energy
electronic commerce system developed and owned by North American Power,
Inc. to medium and large commercial and industrial customers, co-branded
under the name "Usource", powered by North American Power's World Wide
Retail Energy Exchange. Revenues generated from this activity during the
second quarter of 1999 were $6,196.
ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
Associate Reporting
company company Type Net
advancing receiving of Change
funds funds transaction in contributions
Unitil Unitil Capital contribution None
Corporation Resources
Inc.
ITEM 3 - ASSOCIATE TRANSACTIONS
Part I - Transactions Performed by Reporting Companies on Behalf of
Associate Companies
None.
Part II - Transactions Performed by Associate Companies on Behalf of
Reporting Companies
Associate Reporting
company company Types of Direct Indirect Total
rendering receiving services costs costs Cost of amount
services services rendered charged charged capital billed
Unitil Unitil Energy $72,171 $71,207 $0 $143,378
Service Resources Marketing
Corp. Inc. and
Consulting
Staff involved in providing service to Unitil Resources, Inc.
(Unitil Resources) are located at Unitil Service Corp. (Unitil Service).
Service is provided to Unitil Resources pursuant to a service agreement
between Unitil Service and Unitil Resources dated July 1, 1993. Consulting
services provided by Unitil Service during the second quarter of 1999
included regulatory, finance, accounting, marketing, energy management and
administrative services.
ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT
(Dollars in Thousands)
Investments in Energy-related Companies:
Total consolidated capitalization
as of June 30, 1999 $164,798
Total capitalization multiplied by 15% 24,720
Greater of $50 million or line 2 $50,000
Total current aggregate investment:
Energy-related business:
Unitil Resources, Inc. 590
Total current aggregate investment 590
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) $49,410
Investments in Gas-related Companies
None.
ITEM 5 - OTHER INVESTMENTS
Other Other Reason for
Major line of investment in investment in difference in
energy-related last U-9C-3 this U-9C-3 other
business report report investment
Energy Marketing $10,000 * $0 n/a
and Consulting
* The initial investment by Unitil Corporation in Unitil Resources, Inc.
was $10,000.
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS
A. Financial Statements - Page 1 of 2
Unitil Resources, Inc.
(A Wholly-owned Subsidiary of Unitil Corporation)
BALANCE SHEET
(UNAUDITED)
June 30
ASSETS: 1999
Service Company Property:
Intangible Assets $577,986
Equipment 90,141
Total Service Company Property 668,127
Less: Accumulated Depreciation and
Amortization (24,443)
Net Service Company Property 643,684
Current Assets:
Cash 32,751
Accounts Receivable 137,750
Prepayments 3,373
Unbilled and Accrued Revenue 138,930
Total Current Assets 312,804
Total Assets $956,488
LIABILITIES AND
STOCKHOLDERS EQUITY:
Current Liabilities:
Notes Payable $546,893
Accounts Payable 154,562
Taxes Accrued & Other (40,917)
Total Current Liabilities 660,538
Stockholder's Equity:
Common Stock, $1.00 par value
Authorized - 10,000 shares
Outstanding - 10,000 shares 100
Premium on Common Stock 9,900
Miscellaneous Paid in Capital 590,000
Retained Earnings (304,050)
Total Stockholder's Equity 295,950
Total Liabilities and Equity $956,488
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS
A. Financial Statements - Page 2 of 2
Unitil Resources, Inc.
(A Wholly-owned Subsidiary of Unitil Corporation)
STATEMENT OF EARNINGS
(UNAUDITED)
Three Months Six Months
Ended June 30, Ended June 30,
1999 1999
Revenues:
Electric Revenues $190,067 $427,577
Service Revenues 29,646 29,646
Total Revenues 219,713 457,223
Operating Expenses:
Purchased Power 178,759 346,594
Depreciation and Amortization 24,443 28,167
Administrative and General 184,223 224,260
Provision for Income Taxes (65,898) (55,915)
Total Operating Expenses 321,527 543,106
Operating (Loss) Income (101,814) (85,883)
Nonoperating Income 869 2,706
Income (Loss) Before Interest Expense (100,945) (83,177)
Interest Expense, net 3,067 3,272
Net (Loss) Income $(104,012) $(86,449)
B. Exhibits
None.
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, the undersigned company has duly caused this
Certificate to be signed on its behalf by the undersigned thereunto
duly authorized.
Unitil Corporation
By: /s/ Mark H. Collin
Mark H. Collin
Treasurer
Dated: August 20, 1999
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company
Act of 1935, the undersigned company has duly caused this Certificate to be
signed on its behalf by the undersigned thereunto duly authorized.
Unitil Corporation
By:
Mark H. Collin
Treasurer
Dated: August 20, 1999