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File No. 70-8773
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
____________________________________________________
POST EFFECTIVE AMENDMENT NO. 2 TO THE
FORM U-1
APPLICATION AND DECLARATION
UNDER THE
PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
____________________________________________________
UNITIL CORPORATION
UNITIL RESOURCES, INC.
UNITIL SERVICE CORP.
6 Liberty Lane West
Hampton, New Hampshire 03482
_________________________________________________
(Name of companies filing this statement and
address of principal executive offices)
UNITIL CORPORATION
____________________________________________
(Name of top registered holding company
parent of each applicant or declarant)
Gail A. Siart
Treasurer
UNITIL CORPORATION
6 Liberty Lane West
Hampton, New Hampshire 03482
_________________________________________
(Name and address of agent for service)
The Commission is requested to mail copies of
all orders, notices and communications to:
William S. Lamb, Esq.
LeBoeuf, Lamb, Greene & MacRae, L.L.P.
125 West 55th Street
New York, New York 10019-5389
Unitil Corporation, a New Hampshire corporation
("Unitil") and a registered holding company under the Public
Utility Holding Company Act of 1935 (the "Act"), its wholly owned
subsidiary, Unitil Resources, Inc., a New Hampshire corporation
("URI") and its service company subsidiary, Unitil Service Corp.,
a New Hampshire corporation ("Unitil Service"), each of Hampton,
New Hampshire (collectively, the "Applicants"), hereby file this
Post Effective Amendment No. 2 to their Application and
Declaration on Form U-1 (the "Application") with the Securities
and Exchange Commission (the "Commission") for the purpose of
amending the Application as set forth below. In all other
respects, the Application as previously filed will remain the
same:
1. By amending and restating paragraph A of Item 1 as follows:
A. Request for Authority for URI to Provide Energy
Marketing and Related Services
As authorized by orders dated May 24, 1993 (HCAR No.
25816) (the "1993 Order") and May 31, 1996 (HCAR No. 26527) (the
"May Order"), URI is currently engaged in the business of
providing energy related management and consulting services and
technical assistance to customers ("Energy Management"),
wholesale marketing of electricity, natural gas and other energy
commodities ("Wholesale Energy Marketing") and retail marketing
of electricity in New Hampshire and Massachusetts. In addition,
Unitil Corporation is authorized to issue certain guarantees in
connection with URI's activities and the employees of Unitil
Service and the system operating utility companies are authorized
to provide services to URI in connection with these activities,
subject to certain limitations. At the time of the May Order,
the Commission reserved jurisdiction over URI's request for
authorization to engage in transactions as a retail marketer of
electricity, natural gas and other energy commodities, including
oil, refined petroleum products, liquids, coal wood and other
similar combustible materials, in all other jurisdictions pending
completion of the record. Unitil hereby respectfully requests
that the Commission release jurisdiction authorization over the
retail marketing of electricity, natural gas, including propane
distributed in enclosed portable containers, and other energy
commodities ("Retail Energy Marketing") by URI within the United
States (including participation in pilot and other retail
competition activities), provided that (i) URI will only engage
in Retail Energy Marketing activities in states where it has been
authorized or permitted to make such sales under applicable state
laws, regulations or orders, and (ii) URI will not sell electricity
to any Unitil public utility company absent appropriate approvals
by the Federal Energy Regulatory Commission.
In order to manage the risk associated with its Retail
Energy Marketing and related activities (as well as with its
Wholesale Energy Marketing activities, as previously authorized),
URI will use marketing hedging techniques, match
obligations to market prices, contractually limit damages and
volume and enter into relatively short term contracts, all of
which are efforts to minimize the financial exposure of Unitil
through its guarantees. URI will not engage in speculative
trading in the energy market, will limit hedging activity to no
more then the total amount of commodities of URI that are subject
to market price fluctuation and will engage in such activities in
accordance with Unitil system policy with respect to price risk.
Unitil will not seek recovery through higher rates to the Unitil
system's utility customers in order to compensate Unitil for any
possible losses that it may sustain on investments in URI or for
any inadequate returns on such investments.
____________________
Such techniques include futures, forwards, swaps and option
contracts relating to the energy commodities in which URI
deals.
Unitil notes that this request for release of
jurisdiction is consistent with a number of recent orders issued
by the Commission under the Act. First, in addition to the May
Order, the Commission initially issued a number of orders to
other registered holding companies authorizing their subsidiaries
to engage in certain retail marketing activities in states where
retail programs had been approved by the appropriate regulatory
bodies and where the applicant qualified to participate in such
programs. At that time, the Commission reserved
jurisdiction over retail activities in other states pending
completion of the record. Following the rapid
development of both legislative and company-sponsored retail
pilot programs throughout the United States, it became clear that
a state-by-state approval approach was neither practical or
necessary to protect the public interest, and the Commission
issued an order to SEI Holdings, Inc., a subsidiary of the
Southern Company, allowing it to engage in retail marketing
activities throughout the United States provided that such
activities would only be conducted where authorized or permitted
under state regulatory law. Subsequently, the Commission
released the jurisdiction it had previously reserved over retail
energy marketing activities in the United States with regard to a
number of other registered holding company systems.
____________________
Consolidated Natural Gas Company, HCAR No. 26512 (April 30,
1996); Eastern Utilities Associates, HCAR No. 26519 (May 23,
1996); Northeast Utilities, HCAR No. 26544 (Aug. 13, 1996);
American Electric Power Company, Inc., HCAR No. 26572 (Sept.
13, 1996).
Id.
SEI Holdings, Inc., HCAR No. 26581 (Sept. 26, 1996). It
should be noted that this order authorizes SEI Holdings,
Inc. to engage in retail marketing of electricity, gas, oil
and coal.
American Electric Power Company, Inc., HCAR No. 26583 (Sept.
27, 1996) (authorizing retail marketing of electricity,
natural and manufactured gas, emission allowances, coal,
oil, refined petroleum products and natural gas liquids);
Eastern Utilities Associates, HCAR No. 26586 (Oct. 2, 1996)
(authorizing retail marketing of electricity, oil and gas);
Northeast Utilities, HCAR No. 26592 (Oct. 11, 1996)
(authorizing retail marketing of electric power and natural
gas).
2. By amending and restating paragraph C of Item I as follows:
C. Request for Authority for Unitil
Service to Provide Services to URI
As authorized by the May Order, URI contracts with
Unitil Service for personnel to perform most of URI's Retail and
Wholesale Energy Marketing and Energy Management activities and
certain personnel of the Unitil system operating utility
companies provide additional technical services to URI. The
services provided by Unitil Service to URI in connection with its
Retail and Wholesale Energy Marketing and Energy Management
activities are provided pursuant to the terms of the existing
service company agreement between URI and Unitil Service,
including the reimbursement of costs in accordance with the
requirements of Rules 90 and 91 promulgated under the Act. As a
result of a miscommunication between the Applicants and the
Commission, the May Order limited the provision of such services
to URI to no more than five percent of the employees of Unitil
Service at any one time, instead of the requested limit of no
more than five percent of the employees of the Unitil holding
company system rendering, directly or indirectly, services to URI
at any one time. It should be noted that in any case, with
regard to services provided by employees of Unitil's public
utility subsidiaries, URI remains subject to the existing
limitation that no more than five percent of the employees of
Unitil's public utility subsidiaries render, directly or
indirectly, services to URI at any one time. However,
because Unitil is a small holding company system, the number of
employees of Unitil Service is small and limiting URI to five
percent of the employees of just one subsidiary of this small
system is impractical. Therefore, Unitil hereby requests that
the Commission clarify the May Order stating that the provision
of services to URI is limited to no more than five percent of the
employees of the Unitil holding company system, provided that no
more than 5% of the employees of Unitil's public utility
companies shall render services to URI.
____________________
See 1993 Order. As previously stated, Unitil believes
that this limit coupled with its undertaking that URI's use
of personnel will not interfere with Unitil's operating
companies operations provides a sufficient safeguard for the
operating companies.
3. By amending and restating paragraph D of Item I as follows:
D. Involvement of Unitil System Companies with Exempt
Wholesale Generators and Foreign Utility Companies
Neither Unitil nor any subsidiary thereof presently has, or
as a consequence of the proposed transactions will have, an
interest in any exempt wholesale generator ("EWG") or foreign
utility company ("FUCO"), as those terms are defined in Sections
32 and 33 of the Act, respectively. None of the proceeds from
the proposed transactions will be used by URI to acquire any
securities of, or any interest in, an EWG or FUCO. Moreover,
neither Unitil nor any subsidiary thereof is, or as a consequence
of the proposed transaction will become, a party to, and such
entities do not and will not have any rights under, a service,
sales or construction contract with any EWGs or FUCOs except in
accordance with the rules and regulations promulgated by the
Commission with respect thereto. Consequently, all applicable
requirements of Rule 53(a)-(c) are satisfied as required by Rule
54.
4. By amending Item 4 as follows:
Item 4. REGULATORY APPROVALS
Any Retail Energy Marketing activities by URI, and the
rates and terms for those activities, must meet the requirements
of state law and will be conducted in accordance with any
requirements of the appropriate state utility regulatory
commissions. Except as set forth above, no state regulatory body
or agency and no Federal agency or commission, other than this
Commission has jurisdiction over the activities related to the
proposed release of jurisdiction and clarification described in
the Application.
5. By amending and restating Item 5 as follows:
Item 5. PROCEDURE
A notice of the filing of the initial Application was
issued by the Commission on March 8, 1996 (HCAR No. 26487) and no
request for a hearing was received. The Applicants hereby
respectfully request that the Commission enter as soon as
possible, but no later than January 17, 1997 an appropriate order
releasing jurisdiction over the Retail Energy Marketing
activities and clarifying the limits with respect to the
provision of services by Unitil Service and granting and
permitting this Application to become effective with respect to
such matters.
SIGNATURE
Pursuant to the requirements of the Public Utility
Holding Company Act of 1935, the undersigned companies have duly
caused this Post-Effective Amendment to the Application to be
signed on their behalf by the undersigned thereunto duly
authorized.
Unitil Corporation
Unitil Resources, Inc.
Unitil Service Corp.
By: /s/ Gail A. Siart
Gail A. Siart
Secretary and Treasurer
Unitil Corporation
Vice President and Treasurer
Unitil Resources, Inc.
Senior Vice President
Unitil Service Corp.
Date: January 13, 1997