SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM U-9C-3
QUARTERLY REPORT PURSUANT TO RULE 58 OF
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
For the Quarterly Period Ended September 30, 2005
Scottish Power plc
PacifiCorp
(Name of Registered Holding Company)
Scottish Power plc
(Address of Principal Executives Offices)
1 Atlantic Quay
Glasgow G2 8SP
Scotland UK
Inquiries concerning this Form U-9C-3 may be directed to:
| James Stanley, General Counsel Scottish Power plc 1 Atlantic Quay Glasgow G2 8SP Scotland, UK |
M. Douglas Dunn Orlan M. Johnson Milbank Tweed Hadley & McCloy LLP 1 Chase Manhattan Plaza New York, NY 10005 |
Scottish Power plc
FORM U-9C-3
For the Quarter Ended September 30, 2005
| Item 1. |
Organization Chart | 3 | ||
| Item 2. |
Issuance and Renewals of Securities and Capital Contributions | 4 | ||
| Item 3. |
Associated Transactions | 4 | ||
| Item 4. |
Summary of Aggregate Investment | 5 | ||
| Item 5. |
Other Investments | 6 | ||
| Item 6. |
Financial Statements and Exhibits | 6 | ||
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This report covers the quarter ended September 30, 2005.
| Name of Reporting |
Date of |
Energy or |
State/Country |
Percentage of Voting Securities Held |
Type of | ||||||
| Scottish Power plc | N/A | N/A | Scotland | 100 | % | Registered Holding Company | |||||
| Scottish Power NA 1 Ltd |
N/A | N/A | Scotland | 100 | % | Intermediate Holding Company | |||||
| Scottish Power NA 2 Ltd |
N/A | N/A | Scotland | 100 | % | Intermediate Holding Company | |||||
| PacifiCorp Holdings, Inc | N/A | N/A | Delaware | 100 | % | Intermediate Holding Company | |||||
| PPM Energy, Inc. | N/A | N/A | Oregon | 100 | % | Power Marketing Company | |||||
| Enstor, Inc. | 10/08/01 | Energy-related Company | Oregon | 100 | % | Gas Storage | |||||
| Enstor Operating Company, LLC | 9/19/02 | Energy-related Company | Oregon | 100 | % | Gas Storage | |||||
| Katy Storage and Transportation, L.P. | 9/30/02 | Energy-related Company | Texas | 100 | %* | Gas Storage Facility | |||||
| Waha Storage and Transportation, L.P. | 8/24/04 | Energy-related Company | Texas | 100 | %* | Gas Storage Facility | |||||
| Grama Ridge and Transportation, LLC | 4/19/05 | Energy-related Company | Oregon | 100 | % | Gas Storage Facility | |||||
| * | 99% owned by Enstor, Inc |
| * | 1% owned by Enstor Operating Company, LLC |
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Item 2. - Issuances and Renewals of Securities and Capital Contributions.
| Company |
Type of |
Principal Amount of Security |
Issue or |
Cost of |
Person to Whom |
Collateral |
Consideration | ||||||||
| PPM Energy, Inc. | Advance on existing I/C note | $ | 34,730,927 | Issue | LIBOR | Waha Storage & Transportation, L.P. | N/A | Advance on existing I/C note | |||||||
| PPM Energy, Inc. | Advance on existing I/C note | $ | 105,168,483 | Issue | LIBOR | Katy Storage & Transportation, L.P. | N/A | Advance on existing I/C note | |||||||
| PPM Energy, Inc. | Advance on existing I/C note | $ | 33,083,898 | Issue | LIBOR | Grama Ridge Storage & Transportation, LLC | N/A | Advance on existing I/C note | |||||||
Item 3. - ASSOCIATE TRANSACTIONS
Part I. - Transactions Performed by Reporting Companies on behalf of Associate Companies.
| Reporting Company Rendering |
Associate Company Receiving |
Types of Services Rendered |
Direct Costs Charged |
Indirect Costs Charged |
Cost of Capital |
Total Amount Billed | |||||||||
| PacifiCorp | Katy Storage & Transportation L.P. | IT/Network and share system charges and other corporate charges | $ | 1,800 | $ | 1,800 | |||||||||
| Enstor Operating Company, LLC | Katy Storage & Transportation, L.P. | Operational personnel and services, commercial sales and marketing personnel and services and management services | $ | 1,240,266 | $ | 358,863 | $ | 1,599,128 | |||||||
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| PPM Energy, Inc. | Waha Storage and Transportation, L.P. |
Project management personnel and services | N/A | N/A | ||||||||
| Enstor Operating Company, LLC | Waha Storage and Transportation, L.P. | Business development/ Marketing personnel and services |
N/A | N/A | ||||||||
| PPM Energy, Inc. | Grama Ridge Storage and Transportation, LLC |
Project management personnel and services | N/A | N/A | ||||||||
| Enstor Operating Company, LLC | Grama Ridge Storage and Transportation, LLC |
Business development/ Marketing personnel and services |
N/A | N/A | ||||||||
Part II - Transactions Performed by Associate Companies on behalf of Reporting Companies.
| Associate Company |
Reporting |
Types of Services Rendered |
Direct Costs Charged |
Indirect Costs Charged |
Cost of Capital |
Total Amount Billed | ||||||
| N/A | N/A | N/A | N/A | N/A | N/A | N/A |
Item 4. - SUMMARY OF AGGREGATE INVESTMENT
| Investments in energy-related companies: |
|||||
| Total consolidated capitalization as of September 30, 2005 |
$ | 18,921,785,218 | Line 1 | ||
| Total capitalization multiplied by 15% (Line 1 X 0.15) |
$ | 2,838,267,782 | Line 2 | ||
| Greater of $50 million or Line 2 |
$ | 2,838,267,782 | Line 3 | ||
| Total current aggregate investment: |
|||||
| (categorized by major line of energy-related business) Energy-related business Category 1 - Rule 58(b)(1)(ix) |
$ | 211,089,038 | |||
| Total current aggregate investment |
$ | 211,089,038 | Line 4 |
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| 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) |
$ | 2,627,178,744 | Line 5 |
| (1) | Rule 58(b)(1)(ix) - the ownership, operation and servicing of fuel procurement, transportation, handling and storage facilities, scrubbers, and resource recovery and waste water treatment facilities. |
| Major Line of Energy- |
Other Investment in Last U-9C-3 Report |
Other Investment in this U-9C-3 |
Reason for Difference in Other Investment | |||
| Gas Storage | None | None | N/A |
Item 6. - FINANCIAL STATEMENTS AND EXHIBITS
A. Financial Statements:
| Exhibit A-1 | Financial statements for Reporting Company for the quarterly period ended September 30, 2005. (Confidential treatment requested pursuant to Rule 104(b), 17 CFR 250-104(b).) |
B. Exhibits:
| Exhibit B-1 | Officer’s Certification |
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SIGNATURE
The undersigned registered holding company has duly caused this quarterly report to be signed on its behalf by the undersigned officer thereunto duly authorized pursuant to the requirements of the Public Utility Holding Company Act of 1935.
| Scottish Power plc | ||
| By: | /s/ Simon Lowth | |
| Simon Lowth | ||
| Executive Director, Finance and Strategy | ||
Date: November 30, 2005
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