agent bank's cost of funds plus % of 1% and may remain outstanding for up to 60 days. For the first three years of the Credit Facility, the Maximum Interest Rate will be LIBOR plus % of 1%. For the next three years, the Maximum Interest Rate will be LIBOR plus 4 of 1%. For the remaining years, the Maximum Interest Rate will be LIBOR plus % of 1%.

The Credit Facility further contemplates that, should NEHFC wish to issue commercial paper in lieu of, or in conjunction with, its direct borrowing options, the Bank Participants will provide "back up" for a letter of credit to support such commercial paper issuance. This commitment to back up a letter of credit would be available unconditionally for the initial three years of the Credit Facility and extendable at the mutual option of NEHFC and the Bank Participants on a year-by-year basis thereafter. However, NEHFC would first have to secure one or more letters of credit from the Bank Participants or other banks to provide for the direct payment of maturing commercial paper. NEH-NH and NEH-M proposed to guarantee the obligations of NEHFC.

The principal amount of Advances to NEHFC available under the Credit Facility will be reduced in equal semiannual amounts beginning January 1, 1994. If Phase II is cancelled, the Credit Facility shall be terminated 180 days from the date of cancellation. The Credit Facility may be cancelled in whole or in part by NEHFC without penalty upon 30 days' prior notice; provided, however, that at no time shall the uncancelled amount be less than the face value of the advances to NEHFC outstanding. Amounts cancelled may not be reinstated.

Energy Initiatives, Incorporated (70-7568)

Energy Initiatives, Incorporated ("EII"), One Gatehill Drive, Gatehill Center I, Parsippany, New Jersey 07054, a subsidiary of Jersey Central Power & Light Company (“JCP&L"), a wholly owned subsidiary of General Public Utilities ("GPU”), a registered holding company, has filed an application-declaration pursuant to Sections 9(a), 10 and 12(b) of the Act and Rule 45 thereunder.

By Commission order dated April 16, 1987 (HCAR No. 24373), EII was authorized, through

December 31, 1996, to invest in qualifying cogeneration facilities located anywhere in the United States, and in other qualifying facilities located within the service territories of the com

panies that are parties to the Pennsylvania-New Jersey-Maryland Interconnection Agreement. By order dated September 16, 1988 (HCAR No. 24718), EII was authorized, through December 31, 1992, to perform feasibility studies, develop, and provide engineering and other services for a fee (“September 1988 Order”).

EII now requests authority to make investments in the activities described in the aforementioned filings of up to an aggregate amount of $30 million through December 31, 1992. The investments would be made directly or indirectly by way of the acquisition of stock or other securities, participation in general or limited partnerships, joint. ventures or project financings, the making or guaranteeing of loans or involvement in other contractual arrangements. EII would not, however, guarantee any indebtedness which matures more than ten years after the date of its issue or which bears an interest rate in excess of 120% of the then prime (or comparable) rate. Any corporation, partnership, joint venture, or other business entity in which EII invests (other than any such entity which performs those additional feasibility studies, development and other services for a fee authorized by the September 1988 Order) may itself engage in financing through project financing, short-term and long-term borrowings, sales of stock or capital contributions, or any other means and in such amounts as may be deemed appropriate.

In a related filing, S.E.C. File No. 70-7525, a notice was issued on September 1, 1988 (HCAR No. 24708) on a proposal by GPU to acquire a new subsidiary, GPU Capital Resources ("GPUCR") and thereafter to transfer to GPUCR the common stock of EII.

The Columbia Gas System, Inc., (70-7569) The Columbia Gas System, Inc. ("Columbia"), 20 Montchanin Road, Wilmington, Delaware 19807, a registered holding company, and Commonwealth Gas Services, Inc. ("COS”), 800 Moorefield Park Drive, Richmond, Virginia 23236-3659 and Columbia Gas of Virginia, Inc. ("CVA"), 200 Civic Center Drive, Columbus, Ohio 43215, both of which are distribution subsidiaries of Columbia, have filed an application

declaration pursuant to Sections 6(a), 7, 9(a), 10 and 12(f) of the Act and Rules 43 and 44 there

under.

CVA, a distribution company operating in the Commonwealth of Virginia with approximately 44,000 customers is one of the Columbia distribu

agent bank's cost of funds plus % of 1% and may remain outstanding for up to 60 days. For the first three years of the Credit Facility, the Maxirnum Interest Rate will be LIBOR plus % of 1%. For the next three years, the Maximum Interest Rate will be LIBOR plus 4 of 1%. For the remaining years, the Maximum Interest Rate will be LIBOR plus % of 1%.

The Credit Facility further contemplates that, should NEHFC wish to issue commercial paper in lieu of, or in conjunction with, its direct borrowing options, the Bank Participants will provide "back up" for a letter of credit to support such commercial paper issuance. This commitment to back up a letter of credit would be available unconditionally for the initial three years of the Credit Facility and extendable at the mutual option of NEHFC and the Bank Participants on a year-by-year basis thereafter. However,

NEHFC would first have to secure one or more letters of credit from the Bank Participants or other banks to provide for the direct payment of maturing commercial paper. NEH-NH and NEH-M proposed to guarantee the obligations of NEHFC.

The principal amount of Advances to NEHFC available under the Credit Facility will be reduced in equal semiannual amounts beginning Jar uary 1, 1994. If Phase II is cancelled, the Credit Facility shall be terminated 180 days from the date of

cancellation. The Credit Facility may be cancelled in whole or in part by NEHFC without penalty upon 30 days' prior notice; provided, however, that at no time shall the uncancelled amount be less than the face value of the advances to NEHFC outstanding. Amounts cancelled may not be reinstated.

Energy Initiatives, Incorporated (70-7568) Energy Initiatives, Incorporated ("EII"), One

Gatehill Drive, Gatehill Center I, Parsippany, New Jersey 07054, a subsidiary of Jersey Central Power & Light Company ("JCP&L"), a wholly owned subsidiary of General Public Utilities (“GPU”), a registered holding company, has filed an application-declaration pursuant to Sections 9(a), 10 and 12(b) of the Act and Rule 45 there

under.

panies that are parties to the Pennsylvania-New Jersey-Maryland Interconnection Agreement. By order dated September 16, 1988 (HCAR No. 24718), EII was authorized, through December 31, 1992, to perform feasibility studies, develop, and provide engineering and other services for a fee ("September 1988 Order").

EII now requests authority to make investments in the activities described in the aforementioned filings of up to an aggregate amount of $30 million through December 31, 1992. The investments would be made directly or indirectly by way of the acquisition of stock or other securities, participation in general or limited partnerships, joint. ventures or project financings, the making or guaranteeing of loans or involvement in other contractual arrangements. EII would not, however, guarantee any indebtedness which matures more than ten years after the date of its issue or which bears an interest rate in excess of 120% of

the then prime (or comparable) rate. Any corporation, partnership, joint venture, or other business entity in which EII invests (other than any such entity which performs those additional feasibility studies, development and other services for a fee authorized by the September 1988 Order) may itself engage in financing through project financing, short-term and long-term borrowings, sales of stock or capital contributions, or any other means and in such amounts as may be deemed appropriate.

In a related filing, S.E.C. File No. 70-7525, a notice was issued on September 1, 1988 (HCAR No. 24708) on a proposal by GPU to acquire a new subsidiary, GPU Capital Resources ("GPUCR") and thereafter to transfer to GPUCR the common stock of EII.

The Columbia Gas System, Inc., (70-7569) The Columbia Gas System, Inc. ("Columbia"), 20 Montchanin Road, Wilmington, Delaware 19807, a registered holding company, and Commonwealth Gas Services, Inc. ("COS”), 800 Moorefield Park Drive, Richmond, Virginia 23236-3659 and Columbia Gas of Virginia, Inc. ("CVA"), 200 Civic Center Drive, Columbus, Ohio 43215, both of which are distribution subsidiaries of Columbia, have filed an applicationdeclaration pursuant to Sections 6(a), 7, 9(a), 10 and 12(f) of the Act and Rules 43 and 44 thereunder.

located within the service territories of the com

CVA, a distribution company operating in the

44,000 customers is one of the Columbia distribu

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Volume 42, No. 1

meeting their respective short-term borrowing needs. Additionally, NU would be able to borrow funds by issuing Bank Notes or selling Commercial Paper solely for the purpose of lending those funds through the Pool to NUSCO, NNECO, Quinnehtuk, and RRR.

Georgia Power Company (70-7559)

Georgia Power Company ("Georgia Power"), 333 Piedmont Avenue, N.E., Atlanta, Georgia, a wholly owned electric utility subsidiary of The Southern Company, a registered holding company, has filed an application-declaration pursuant to Sections 9(a), 10 and 12(d) of the Act and Rule 44 thereunder.

Since 1963, Georgia Power has leased the distribution system serving the City of Warwick, Georgia ("Warwick System") under a lease agreement (“Lease Agreement") with Plant Telephone and Power Company (“Plant"), a nonaffiliate company. Georgia Power now proposes, pursuant to a proposed Letter Agreement with Plant, to purchase the Warwick System for the option exercise price specified in the Lease Agreement-the net depreciated book cost of the Warwick System as of May 3, 1963, the effective date of the Lease Agreement, of $107,892.50. Georgia Power owns the distribution facility which serves J. C. Penney Company, Inc.'s (“JC Penney") Catalog Distribution Center, located in

Forest Park, Georgia (“JC Penney Facility"). Georgia Power proposes to sell to JC Penney the JC Penney Facility for the negotiated replace

ment cost of the JC Penney Facility, less depreciation, and plus an amount necessary to modify the JC Penney Facility to replace the multiple meter

service with single meter service, at an aggregate sale price of $1,224,044.57. The proposed transaction will permit JC Penney to take advantage of a more favorable rate tariff through single meter service from Georgia Power.

New England Hydro-Transmission Corporation, et al. (70-7564)

New England Hydro-Transmission Corporation ("NEH-NH”), 4 Park Street, Concord, New Hampshire 03301 and New England HydroTransmission Electric Company, Inc., ("NEHM'), 25 Research Drive, Westborough, Massachusetts 01582, subsidiaries of New England

Electric System, a registered holding company, (together, "Applicants") have filed an application-declaration pursuant to Section 6(a), 7, 9(a), 10 and 12(b) of the Act and Rules 43, 45 and 50(a)(5) thereunder.

Volume 42, No. 1

Applicants seek authorization to enter into financing arrangements ("Credit Facility") with a syndicate of participating banks ("Bank Participants") pursuant to which Applicants may borrow up to $300 million for expansion of the existing transmission interconnection (Phase II) between the electric systems of the New England Power Pool and Hydro-Quebec. The total cost of Phase II construction in the United States is currently estimated to be approximately $565 million.

A financing company, New England Hydro Finance Company, Inc. (“NEHFC”), will be incorporated prior to the closing of the Credit Facility for the purpose of facilitating the issuance of the debt to be incurred by NEH-NH and NEH-M in connection with Phase II. NEHFC will have nominal equity capital of $10,000 and its only business will be the lending of funds obtained from the Credit Facility to NEH-NH ad NEH-M at cost. It is proposed the NEH-NH and NEH-M will each acquire 50% of the 1,000 shares of common stock of NEHFC, par value $1.00 per share, proposed to be authorized, issued and outstanding.

Under the Credit Facility, which will mature on June 30, 1998, Bank Participants will make loans ("Advances") to NEHFC under the following separate lending provisions, to be determined at the option of NEHFC. First, the Bank Participants will be obligated to make Same Day Advances, as defined, to NEHFC upon short notice at the higher of prime rate or the then applicable Federal Funds rate plus % of 1%. Such advances may remain outstanding for up to a maximum of seven business days. Second, upon not less than three days' notice Bank Participants will be obligated to make U.S. dollar 1, 2, 3 or 6 month London Inter-bank Offered Rate ("LIBOR")based Advances to NEHFC at a maximum interest rate ("Maximum Interest Rate", defined below). Third, upon not less than three days' notice NEHFC may request the Bank Participants and/ or other selected financial institutions, which participate as members of a tender panel ("Tender Panel") to bid competitively to make U.S. dollar 1, 2, 3, or 6 month LIBOR-based Advances. Members of the Tender Panel who are not Bank Participants will loan funds on an unsecured basis. In addition, NEHFC will be entitled to request, upon similar notice, short term advances from the agent bank for a minimum aggregate amount of $1 million up to a maximum of $10 million. Such advances will be priced at the

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