Form U-9C-3 9/30/2004 Energy East Corp

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549




FORM U-9C-3



QUARTERLY REPORT PURSUANT TO RULE 58

For the period ended September 30, 2004



Energy East Corporation
__________________________
(Name of registered holding company)

P.O. Box 12904
Albany, NY 12212-2904
_________________________________
(Address of principal executive offices)

 

 

 

GENERAL INSTRUCTIONS

A. Use of Form

1. A reporting company, as defined herein, shall file a report on this form within 60 days after the end of each of the first three quarters, and within 90 days after the end of the fourth quarter, of the fiscal year of the registered holding company. The period beginning on the date of effectiveness of rule 58 and ending at the end of the quarter following the quarter in which the rule becomes effective shall constitute the initial period for which any report shall be filed, if applicable.

2. The requirement to provide specific information by means of this form supersedes and replaces any requirement by order of the Commission to provide identical information by means of periodic certificates under rule 24; but does not so supersede and replace any requirement by order to provide information by means of an annual report on Form U-13-60.

3. Information with respect to reporting companies that is required by Form U-13-60 shall be provided exclusively on that form.

4. Notwithstanding the specific requirements of this form, the Commission may informally request such further information as, in its opinion, may be necessary or appropriate.

B. Statements of Monetary Amounts and Deficits

1. Amounts included in this form and in related financial statements may be expressed in whole dollars, thousands of dollars or hundred thousands of dollars.

2. Deficits and other similar entries shall be indicated by either brackets or parentheses. An explanation should be provided by footnote.

C. Formal Requirements

This form, including exhibits, shall be filed with the Commission electronically pursuant to Regulation S-T (17 CFR 232.10 et seq.). A conformed copy of each such report shall be filed with each state commission having jurisdiction over the retail rates of a public-utility company that is an associate company of a reporting company. Each report shall provide the name and telephone number of the person to whom inquiries concerning the report should be directed.

D. Definitions

As used in this form, the word "reporting company" means an energy-related company or gas-related company, as defined in rule 58(b). All other words and terms have the same meaning as in the Public Utility Holding Company Act of 1935, as amended, and the rules and regulations thereunder.


ITEM 1 - ORGANIZATION CHART

Instructions.

1. Complete Item 1 only for the first three calendar quarters of the fiscal year of the registered holding company.

2. Under the caption "Name of Reporting Company," list each energy-related and gas-related company and each system company that directly or indirectly holds securities thereof. Add the designation "(new)" for each reporting company of which securities were acquired during the period, and the designation "(*)" for each inactive company.

3. Under the caption "Percentage of Voting Securities Held," state the aggregate percentage of the outstanding voting securities of the reporting company held directly or indirectly by the registered holding company at the end of the quarter.

4. Provide a narrative description of each reporting company's activities during the reporting period.





Name of Reporting Company




Type of
Business

State of
Organization
Including
Date of
Incorporation





Narrative


% of
Voting
Securities
Held


Energy East Corporation


Holding
company


NY
(1997)


(A)


   LNG Storage Partners

Holding
company

CT
(2000)

(B)

16.2% by
Energy East
Corporation, 9.3% by CMP Group,
74.5% by
Connecticut
Energy
Corporation

   LNG Marketing Partners

Holding
company

CT
(2000)

(C)


10% by
Energy East
Corporation, 10% by CMP Group, 80% by Connecticut
Energy
Corporation

 





Name of Reporting Company




Type of
Business

State of
Organization
Including
Date of
Incorporation





Narrative


% of
Voting
Securities
Held


RGS Energy Group, Inc.


Holding
company


NY
(1998)


(D)


100% by
Energy East
Corporation

   Energetix, Inc.

Electricity and
natural gas
marketer and
holding
company

NY
(1976)

(E)

100% by
RGS Energy
Group, Inc.

   RGS Development
   Corporation

*

NY
(1998)

(F)

100% by
RGS Energy
Group, Inc.

Connecticut Energy Corporation

Holding
company

CT
(1999)

(G)

100% by
Energy East
Corporation

   CNE Energy Services
   Group, Inc.

Energy products
and services

CT
(1995)

(H)

100% by Connecticut
Energy
Corporation

   Total Peaking
   Services, LLC

Natural gas
storage

DE
(1998)

(I)

100% by
LNG Storage Partners

   Nth Power Technologies
   Fund I, LP

Energy-related
investment

CA
(1996)

(J)

7.9% by CNE Energy
Services Group,
Inc.

   CNE Peaking, LLC

Firm in-market
gas supply source

DE
(1998)

(K)

100% by
LNG Marketing
Partners

 





Name of Reporting Company




Type of
Business

State of
Organization
Including
Date of
Incorporation





Narrative


% of
Voting
Securities
Held


Energy East Enterprises, Inc.


Energy-related
investment company


ME
(1998)


(L)


100% by Energy
East Corporation

   New Hampshire Gas
   Corporation

Natural gas
company

NH
(1998)

(M)

100% by Energy
East Enterprises,
Inc.

   Seneca Lake Storage, Inc.

Natural gas
storage

NY
(1998)

(N)

100% by
Energy East
Enterprises, Inc.

The Energy Network, Inc.

Energy-related
investment company

DE
(1992)

(O)

100% by Energy East Corporation

   Energy East Solutions, Inc.

Electricity and
natural gas
marketer

DE
(1998)

(P)

100% by
The Energy
Network, Inc.

   NYSEG Solutions, Inc.

Electricity and natural gas marketer

NY
(1998)

(Q)

100% by Energy
East Solutions, Inc.

   Cayuga Energy, Inc.

Energy-related
investment
company

DE
(1998)

(R)

100% by
The Energy
Network, Inc.

   PEI Power II, LLC

Peaking
generation

PA
(2000)

(S)

50.1% by Cayuga
Energy, Inc.

   Carthage Energy, LLC

Peaking
generation

NY
(1998)

(T)

100% by Cayuga
Energy, Inc.

   South Glens Falls Energy, LLC

Peaking generation

NY
(1998)

(U)

85% by Cayuga
Energy, Inc.

 

 





Name of Reporting Company




Type of
Business

State of
Organization
Including
Date of
Incorporation




State of
Organization


% of
Voting
Securities
Held


CTG Resources, Inc.


Holding
company


CT
(1999)


(V)


100% by
Energy East
Corporation

   TEN Companies, Inc.

Energy services

CT
(1982)

(W)

100% by
CTG
Resources, Inc.

   The Hartford
   Steam Company

Heating and
cooling services

CT
(1961)

(X)

100% by
TEN Companies, Inc.

   TEN Transmission
   Company

Natural gas
transmission
company

CT
(1986)

(Y)

100% by
TEN Companies, Inc.

CMP Group, Inc.

Holding
company

ME
(1999)

(Z)

100% by
Energy East
Corporation

   Union Water
   Power Company

Utility services

ME
(1878)

(AA)

100% by
CMP Group, Inc.


*  Inactive company

(A) Energy East Corporation is a public utility holding company organized under the laws of the State of New York. Energy East Corporation is a super-regional energy services and delivery company with operations in New York, Connecticut, Massachusetts, Maine and New Hampshire, with corporate offices in New York and Maine.
(B) LNG Storage Partners is a holding company that owns Total Peaking Services, LLC.
(C) LNG Marketing Partners is a holding company that owns CNE Peaking, LLC.
(D) RGS Energy Group, Inc. is a public utility holding company organized under the laws of the State of New York. RGS Energy Group, Inc. became the holding company of Rochester Gas and Electric Corporation in 1999.
(E) Energetix, Inc. markets electricity and natural gas services throughout upstate and central New York.
(F) RGS Development Corporation is inactive.
(G) Connecticut Energy Corporation is a public utility holding company organized under the laws of the State of Connecticut.

Notes Continued for Item 1:

(H) CNE Energy Services Group, Inc. has an interest in two small natural gas pipelines that serve power plants in Connecticut. CNE Energy Services Group, Inc. also leases a liquefied natural gas plant that serves the peaking gas markets in the Northeast and has an equity interest in an energy technology venture partnership.
(I) Total Peaking Services, LLC is a natural gas storage company.
(J) Nth Power Technologies Fund I, LP is an energy-related investment partnership.
(K) CNE Peaking, LLC is a firm in-market gas supply source.
(L) Energy East Enterprises, Inc. is an energy-related investment company that has natural gas companies in New Hampshire, New York and Maine.
(M) New Hampshire Gas Corporation is a natural gas company that serves customers in a small area in New Hampshire.
(N) Seneca Lake Storage, Inc. is a natural gas storage company in New York.
(O) The Energy Network, Inc. is an energy-related investment company that owns several natural gas marketing and telecommunication companies.
(P) Energy East Solutions, Inc. sells electricity and natural gas in wholesale and retail markets in the Northeast and Mid-Atlantic regions. On October 1, 2004, Energy East Solutions, inc. completed the sale of its New England and Pennsylvania natural gas customer contracts and related assets.
(Q) NYSEG Solutions, Inc. markets electricity and natural gas in central New York.
(R) Cayuga Energy, Inc. owns an electric generation facility that sells power in the New York Independent System Operator and PJM Interconnection, LLC wholesale markets at time of high demand.
(S) PEI Power II, LLC is a peaking generation company in Pennsylvania.
(T) Carthage Energy, LLC is a peaking generation company in New York.
(U) South Glens Falls Energy, LLC is a peaking generation company in New York.
(V) CTG Resources, Inc. is a public utility holding company organized under the laws of the State of Connecticut.
(W) TEN Companies, Inc. owns and manages a district heating and cooling network in Hartford, Connecticut.
(X) The Hartford Steam Company is a heating and cooling company in Hartford, Connecticut.
(Y) TEN Transmission Company is a natural gas transmission company in Hartford, Connecticut.
(Z) CMP Group, Inc. is a public utility holding company organized under the laws of the State of Maine. CMP Group, Inc. became the holding company of Central Maine Power Company in 1999.
(AA) Union Water Power Company is a utility services company providing construction, pole setting and other energy services. On July 26, 2004, Union Water Power Company sold all of the assets related to its pole setting and utility locating businesses.

 

ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS

Instructions.

With respect to a transaction with an associate company, report only the type and principal amount of securities involved.

Refer to Energy East Corporation's filing on Form U-6B-2 for the quarter ended September 30, 2004, for Cayuga Energy, Inc. and South Glens Falls Energy, LLC. In addition to the Form U-6B-2 the following capital contribution occurred in the quarter:

Company
Contributing Capital

Energy-Related
Company Receiving Funds

Amount of
Contribution


Energy East Enterprises, Inc.


New Hampshire Gas Corporation


$100,000


ITEM 3 - ASSOCIATE TRANSACTIONS

Part I - Transactions performed by reporting companies on behalf of associate companies

Instructions.

1. This item is used to report the performance during the quarter of contracts among reporting companies and their associate companies, including other reporting companies, for service, sales and construction. A copy of any such contract not filed previously should be provided as an exhibit pursuant to Item 6.B.

Reporting
Company
Rendering
Services

Associate
Company
Receiving
Services


Types of
Services
Rendered


Direct
Costs
Charged


Indirect
Costs
Charged


Cost
of
Capital


Total
Amount
Billed


CNE Energy
Services
Group, Inc.


Energy East
Solutions, Inc.


Marketing /
Sales


$164,400 


-


-


$164,400 

CNE Energy
Services
Group, Inc.

TEN
Transmission
Company

Support
Services

$5,451 

-

-

$5,451 

CNE Energy
Services
Group, Inc.

CNE Peaking,
LLC

Marketing /
Sales

$28,792 

-

-

$28,792 

CNE
Peaking,
LLC

Southern
Connecticut Gas Company

Natural Gas
Sales

$1,536,632 

-

-

$1,536,632 

 

Reporting
Company
Rendering
Services

Associate
Company
Receiving
Services


Types of
Services
Rendered


Direct
Costs
Charged


Indirect
Costs
Charged


Cost
of
Capital


Total
Amount
Billed


Energy East
Solutions,
Inc.


TEN Companies,
Inc.


Gas Supply


$1,236,276 


-


-


$1,236,276 

Energy East
Solutions,
Inc.

PEI Power II,
LLC

Gas Supply

$445,895 

-

-

$445,895 

PEI Power II,
LLC

NYSEG
Solutions, Inc.

Electric
Supply

$107,546 

-

-

$107,546 

Hartford
Steam
Company

Connecticut
Natural Gas
Corporation

Steam

$21,844 

-

-

$21,844 


Part II - Transactions performed by associate companies on behalf of reporting companies

Instructions.

2. Parts I and II concern transactions performed by reporting companies on behalf of associate companies, and transactions performed by associate companies on behalf of reporting companies, respectively.

Associate
Company
Rendering
Services

Reporting
Company
Receiving
Services


Types of
Services
Rendered


Direct
Costs
Charged


Indirect
Costs
Charged


Cost
of
Capital


Total
Amount
Billed


Southern
Connecticut
Gas Company


CNE Energy
Services Group


Operational
Services


$35,435 


-


-


$35,435 

Connecticut
Natural Gas
Corporation

TEN Companies,
Inc.

Operational
and Support
Services

$45,940 

-

-

$45,940 

Connecticut
Natural Gas
Corporation

TEN Companies,
Inc.

Property Rental

$25,839 

-

-

$25,839 

Rochester Gas
and Electric
Corporation

Energetix, Inc.

Operational
and Support
Services

$89,686 

-

-

$89,686 

 

Associate
Company
Rendering
Services

Reporting
Company
Receiving
Services


Types of
Services
Rendered


Direct
Costs
Charged


Indirect
Costs
Charged


Cost
of
Capital


Total
Amount
Billed


Southern
Connecticut
Gas Company


CNE Peaking,
LLC


Sales / Services


$285,693 


-


-


$285,693 

Southern
Connecticut
Gas Company

Total Peaking
Services, LLC

Rents / Support
Services

$167,637 

-

-

$167,637 

Southern
Connecticut
Gas Company

CNE Energy
Services Group, Inc.

Support Services

$31,923 

$11,576

-

$43,499 

Southern
Connecticut
Gas Company

CNE Energy
Services Group, Inc.

Rent

$19,932 

-

-

$19,932 

TEN
Companies,
Inc.

CNE Energy
Services Group, Inc.

Management
Services

$15,000 

-

-

$15,000 

Rochester Gas
and Electric
Corporation

Energetix, Inc.

Gas and
Electric
Distribution

$13,548 

-

-

$13,548 

Energy East
Solutions

Energetix, Inc.

Gas Supply

$1,929,903 

-

-

$1,929,903 

Rochester Gas
and Electric
Corporation

Energetix, Inc.

Gas Storage

$3,944,965 

-

-

$3,944,965 

Rochester Gas
and Electric
Corporation

Energetix, Inc.

Support
Services

$88,953 

-

-

$88,953 

NYSEG
Solutions, Inc.

Energetix, Inc.

Electric
Supply ICAP

$106,117 

-

-

$106,117 

New York State
Electric & Gas
Corporation

Energy East
Solutions, Inc.

Gas Supply

$4,767 

-

-

$4,767 

 

Associate
Company
Rendering
Services

Reporting
Company
Receiving
Services


Types of
Services
Rendered


Direct
Costs
Charged


Indirect
Costs
Charged


Cost
of
Capital


Total
Amount
Billed


Energy East
Solutions, Inc.


NYSEG
Solutions, Inc.


Gas Supply


$1,728,906 


-


-


$1,728,906 

South Glens
Falls Energy,
LLC

NYSEG
Solutions, Inc.

Electric
Supply

$377,969 

-

-

$377,969 

Carthage Energy, LLC

NYSEG
Solutions, Inc.

Electric Supply

$936,852 

-

-

$936,852 

New York
State Electric
& Gas
Corporation

NYSEG
Solutions, Inc.

Support
Services

-

$979,376 

-

$979,376 

NYSEG
Solutions, Inc.

South Glens
Falls Energy,
LLC

Gas Supply

$988,758 

-

-

$988,758 

NYSEG
Solutions, Inc.

Carthage
Energy, LLC

Gas Supply

$210,175 

-

-

$210,175 

Central Maine
Power Company

Union Water
Power
Company

Billing

$868 

-

-

$868 

 

ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT

Investments in Energy-Related Companies:

Energy East Corporation

($ in Thousands)

     

Total consolidated capitalization as of
September 30, 2004


$5,499,572

 


line 1

Total capitalization multiplied by 15%
(line 1 multiplied by 0.15)


$824,936

 


line 2

Greater of $50 million or line 2

 

$824,936

line 3

Total current aggregate investment:
(categorized by major line of
energy-related business)

     

Category i (energy management services and
 demand side management)
Category v (brokering and marketing of
 energy commodities)
Category vi (production, conversion, sale and
 distribution of thermal energy products)
Category viii (development, ownership and
 operation of "qualifying facilities" under the
 Public Utility Regulatory Policy Act of 1978)
Category ix (fuel transportation, handling and
 storage facilities)

*     

*     

*     

*     


*     

   


Total current aggregate investment

 


$53,801


line 4


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)

 






$771,135






line 5

Investments in gas-related companies:

     

LNG Storage Partners

$8,488

   

LNG Marketing Partners

$9,044

   


Total current aggregate investment:

 


$17,532

 


* Items filed confidentially pursuant to rule 104.

     

 

ITEM 5 - OTHER INVESTMENTS

This item concerns investments in energy-related and gas-related companies that are excluded from the calculation of aggregate investment under rule 58.

Major Line
of Energy-
Related Business

Other Investment
in Last
U-9C-3 Report

Other Investment
in This
U-9C-3 Report

Reason for
Differences in
Other Investment


Items filed confidentially pursuant to rule 104.


ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS

A. Financial Statements

Copies of the balance sheet (Exhibit 6A-1) and income statements (Exhibit 6A-2) for certain companies listed in Item 1 are filed confidentially pursuant to rule 104.

Financial Statements:

LNG Storage Partners
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

LNG Marketing Partners
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

Energetix, Inc.
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

CNE Energy Services Group, Inc.
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

Total Peaking Services, LLC
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

CNE Peaking, LLC
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

New Hampshire Gas Corporation
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

Seneca Lake Storage, Inc.
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

Energy East Solutions, Inc.
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

NYSEG Solutions, Inc.
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

Cayuga Energy, Inc.
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

PEI Power II, LLC
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

Carthage Energy, LLC
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

South Glens Falls Energy, LLC
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

TEN Companies, Inc.
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

The Hartford Steam Company
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

TEN Transmission Company
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

Union Water Power Company
Balance Sheet - As of September 30, 2004
Income Statement - Three Months and Nine Months Ended September 30, 2004

 

B. Exhibits

1. Copies of contracts required to be provided by Item 3 shall be filed as exhibits.

None.

2. A certificate stating that a copy of the report for the previous quarter has been filed with interested state commissions shall be filed as an exhibit. The certificate shall provide the names and addresses of the state commissions.

With the signature below, the company certifies that a conformed copy of Form U-9C-3 for the previous quarter has been filed with the following state commissions:

Honorable Janet H. Deixler
Secretary
NYS Department of Public Service
3 Empire State Plaza
Albany, NY 12223

Mr. Dennis Keschl
Administrative Director
Maine Public Utility Commission
242 State Street
18 State House Station
Augusta, ME 04333-0018

Louise Rickard
Executive Secretary
Department of Public Utility Control
10 Franklin Square
New Britain, CT 06051

The Commonwealth of Massachusetts
Department of Telecommunications & Energy
Office of Utility Accounting
One South Station
Boston, MA 02110

 

 

S I G N A T U R E

 

Pursuant to the requirements of the Public Utility Holding Company Act of 1935, as amended, the undersigned company has duly caused this Certificate to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

Energy East Corporation



November 29, 2004



By:          /s/Robert E. Rude                                 
       Name:  Robert E. Rude
       Title:    Vice President and Controller