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ACQUISITION OF SECURITIES BY REGISTERED HOLDING

COMPANY OR SUBSIDIARY-Continued

sold to the public and the proceeds of the sale to be used with other funds to make a payment of $3,000,000 to holding company, which in turn will make a like payment to its parent company, on alleged indebtedness due it, which company will use the cash to make a payment in connection with an offer in compromise to the Collector of Internal Revenue in settlement of certain claims for additional income taxes, approved, subject to certain conditions . . . Page 199.

Application, having been filed by a subsidiary of a registered holding company, pursuant to Section 10 (a) (1) of the Act, for approval of the acquisition of 2,500 shares of old 5% cumulative preferred stock of an associate company from another associate company, approved, subject to certain conditions . . . Page 199.

A subsidiary of a registered holding company having filed an application pursuant to Section 10 of the Act, for approval of the acquisition of notes and common stock of an associate company, approval granted, the Commission observing no basis for making adverse findings under Section 10 of the Act ... Page 309.

A registered holding company having filed an application pursuant to Seetion 10 of the Act for approval of the acquisition of notes and stock of an associste company, approval granted, subject to certain conditions, where, although in view of other holdings of applicant, the standards of Section 10 (c) could not be met by a permanent acquisition, the Commission was satisfied that the circumstances of the case did not require it to make adverse findings under Section 10 (C), the sale and other transactions being designed to carry out the Section 11 (b) program of applicant, and stipulations afforded assurance of the liquidation within a reasonable period of time of applicant's interest in the associate ... Page 309.

Application, having been filed by a registered holding company pursuant to Section 10 (a) (1) of the Act for approval of its acquisition of common stoek from four subsidiary companies, approved, subject to certain conditions ... Page 859.

Application, having been filed by a registered holding company pursuant to Section 10 (a) (1) of the Act for approval of the acquisition of a 6% unsecured income note in the principal amount of $23,500 and 5,000 shares of $10 per value common stock, approved subject to certain conditions, the Commission finding that the requirements of Section 10 (c) have been met and that the requirements of Section 10 (f) are satisfied . . . Page 437.

Application, filed by registered holding company pursuant to Section 10 of the Act for approval of the acquisition by it of 2,600 shares of common stock of $10 par value and a 6% unsecured promissory note in the principal amount of $90,000, approved, subject to certain conditions, the Commission finding that such acquisition will not be detrimental to the carrying out of the provisions of Section 11 and that the requirements of Section 10 (c) have been met and Section 10 0 satisfied . . . Page 549,

Joint application, having been filed by a registered holding company and its subsidiary company pursuant to Section 10 of the Act for approval of the sequisition of certain securities and extension agreements of a nonutility holding company and its nonutility subsidiaries, the securities to be acquired representing renewals and extensions of notes held by the applicants, approved, subject to certain conditions, the Commission finding that such acquisition will not be detrimental to the carrying out of the provisions of Section 11, but reserving jurisdiction as to the value at which the proposed notes to be acquired should be reflected upon applicants' books . . . Page 680.

ACQUISITION OF SECURITIES BY REGISTERED HOLDING

COMPANY OR SUBSIDIARY-Continued

Application, filed by a registered holding company pursuant to Section 10 of the Act for approval of the acquisition by it of three 44% promissory notes aggregating $39,375, to.be issued by a subsidiary company in exchange for and to refund and discharge three similar 4% % notes held by the applicant, approved, subject to certain conditions, the Commission finding that all requirements of Section 10 of the Act have been met . . . Page 725.

Application, having been filed by a registered holding company, pursuant to Section 10 of the Act, regarding the acquisition of all the issued and outstanding common stock of a water corporation from a registered holding company, for a cash consideration of $3,202,000, applicant to raise the funds necessary to consummate the proposed acquisition by the issue and sale of a 3% note in the face amount of $1,200,000, by the issue and sale of a 6% note not to exceed $1,100,000 face amount and the balance to be supplied by applicant from its own treasury, approved subject to certain conditions, the Commission finding that the applicable standards of Section 10 of the Act had been met and that such acquisition is not detrimental to the carrying out of the provision of Section 11 of the Act . . . Page 765.

A combined application, filed by a registered holding company, pursuant to Section 10 (a) (1) and Section 12 (f) of the Act, for approval of the acquisition of a 44% debenture, due 1955, in the amount of $6,500,000 to be substituted by a subsidiary company for a debenture held by the applicant in a like amount, and for the approval of the surrender for redemption of the subsidiary's outstanding $10,000,000 5% debentures due 1952, approved subsequent to certain conditions, the Commission finding that the requirements of Section 10 and Rule U-12F-1 have been satisfied . . . Page 1004. DEVELOPMENT OF AN INTEGRATED UTILITY SYSTEM

Application, having been filed by a subsidiary holding company, pursuant to Section 10 of the Act for approval of the acquisition by the applicant of all the capital stock and certain indebtedness of a public utility company which serves territory contiguous to that of a subsidiary of applicant, in exchange for all of the capital stocks and certain indebtedness of two subsidiaries of applicant, and $210,438.80 in cash, approved, subject to certain conditions, the Commission finding that the acquisition will tend towards the economical and efficient development of an integrated public utility system and will not be detrimental to the carrying out of the provisions of Section 11 of the Act ... Page 88.

Application, filed by subsidiary of registered holding company, pursuant to Section 10 (a) (1) of the Act, for approval of the acquisition by it of common stock of a wholly owned subsidiary of the applicant, granted approval, subject to certain conditions, the Commission finding that such acquisition will serve the public interest by tending towards the economical and efficient development of an integrated public utility system ... Page 101.

Application, filed by a registered holding company, pursuant to Section 10 of the Act, for approval of the acquisition of a 6% unsecured note in the principal amount of $500,000, issued by a subsidiary company in exchange for a similar note of the subsidiary held by the registered holding company in like principal amount, approved, subject to certain conditions, the Commission finding that the acquisition will serve the public interest by tending towards the economical and efficient development of an integrated public utility system . . . Page 234. ACQUISITION OF SECURITIES BY REGISTERED HOLDING

COMPANY OR SUBSIDIARY-Continued Application, having been filed by a registered holding company, pursuant to Section 10 (a) (1) of the Act, for approval of the acquisition by it of 20,000 shares of common stock of $100 par value to be issued by a subsidiary company to applicant in consideration of the reduction of an equal principal amount of the unpaid balance of the subsidiary's 6% demand promissory note held by applicant, approved subject to certain conditions, the Commission finding that such acquisition will serve the public interest by tending towards the economical and efficient development of an integrated public utility system ... Page 344.

Joint applications, having been filed by four subsidiary companies of a registered holding company pursuant to Section 10 (a) (1) of the Act for approval of the acquisition by each of said companies of the common stock of an associate company in payment for their respective utility assets to be sold to the associate eompany, approved, subject to certain conditions, the Commission finding that such acquisition will tend towards the economical and efficient development of an integrated public utility system ... Page 359.

Application, having been filed by a registered holding company pursuant to Section 10 of the Act with regard to the acquisition by it of $17,000 principal amount of the first mortgage 474% serial bonds, series B, and $337,000 principal amount of 4% unsecured notes, due 1960, of a subsidiary company, approved, subject to certain conditions, the Commission finding that the acquisition will tend toward the economical and efficient development of an integrated public utility system . .. Page 474.

Application, having been filed by a subsidiary of a registered holding company, pursuant to Section 10 (a) (1) of the Act, for approval of the acquisition by it of certain stock and debt obligations of two associate companies, to be acquired from the registered holding company in consideration of the issue to the registered holding company of 35,000 shares of common stock of applicant, approved subject to certain conditions, the Commission finding that the acquisition will serve the public interest by tending toward the economical and efficient development of an integrated public utility system ... Page 376.

Application, having been filed by a registered holding company pursuant to Section 10 (a) (1) of the Act, for approval of the acquisition of 35,000 shares of the common stock of a subsidiary company, approved, subject to certain conditions, the Commission finding that the acquisition will not be detrimental to the carrying out of the provisions of Section 11 of the Act and that it will tend toward the economical and efficient development of an integrated public utility system ... Page 576.

Application, having been filed by a registered holding company, pursuant to Section 10 of the Act, for approval of the acquisition of common stock in exchange for the common stocks of two subsidiaries held by the applicant, approved subject to certain conditions, the Commission finding that the transaction is merely an exchange of common stocks representing the same investment, and that the acquisition will tend toward the economical and efficient development of an integrated public utility system since such acquisition is a step preliminary to the ultimate disposition of the electric properties of the two subsidiaries, which will tend toward a simplification of the holding company system ... Page 665.

Application, having been filed by a registered holding company pursuant to Section 10 of the Act, regarding the acquisition by it of a 6% note not to exceed $1,100,000 face amount, approved, subject to certain conditions, the Commission finding that the acquisition of this note will tend toward the economical and efficient development of an integrated public utility system . . . Page 766.

ACQUISITION OF SECURITIES BY REGISTERED HOLDING

COMPANY OR SUBSIDIARY--Continued Application, having been filed pursuant to Section 10 of the Act, for approval of the acquisition of certain securities of two subsidiary companies of a registered holding company, approval granted, subject to certain conditions, the Commission making no adverse findings with respect to Section 10 (b) and finding pursuant to Section 10 (c) (2) that the acquisition will serve the public interest by tending toward the economical and efficient development of an integrated public utility system, inasmuch as the record shows that the properties underlying the securities being acquired are physically connected and in effect operated as one unit, and it appearing that the purchasers will effect economies as a result of the elimination of certain overhead costs which will become unnecessary due to operation by a local management ... Page 954.

Application, filed by a subsidiary of a registered holding company pursuant to Section 10 of the Act, for approval of the acquisition of securities of two associate companies from the holding company in exchange for its common capital stock and the acquisition of utility assets from an associate company in connection with the increase of an open account indebtedness, approved, subject to certain conditions, the Commission making no adverse findings under Sections 10 (b) or 10 (c) (1) and under Section 10 (c) (2) finding that the acquisition will serve the public interest by tending toward the economic and efficient development of an integrated public utility system, the Commission also approving applications pursuant to Rule U-12F-1 for the sale of utility assets . . Page 1027.

Application, filed by a subsidiary company pursuant to Section 10 of the Act for approval of the acquisition of securities of an associate company in connectio with the liquidation of an open account indebtedness owed by the associate company to the acquiring company, approval granted, subject to certain conditions, the Commission making no adverse findings under Section 10 (b) or under Section 10 (c) (1) and under Section 10 (b) (2) finding that the acquisition will serve the public interest by tending toward the economic and efficient development of an integrated public utility system, the Commission also approving an application pursuant to Rule U-12F-1 for the sale of the securities by the acquiring company to the holding company in connection with the discharging of certain bond indebtedness . . . Page 1027.

Application, filed by a registered holding company pursuant to Section 10 of the Act, for approval of the acquisition of the common capital stock of two subsidiary companies, the securities to be acquired in connection with, inter alia, the discharging of bond indebtedness of the subsidiary companies owned by the holding company, approval granted subject to certain conditions, the Commission making no adverse findings with respect to the matters specified in Sections 10 (b) or 10 (c) and finding that the acquisition will serve the public interest by tending toward the economic and efficient development of an integrated public utility system ... Page 1027. EXEMPTION

Application, having been filed by a registered holding company pursuant to Section 10 of the Act for approval of the acquisition, pursuant to a plan for the liquidation of a subsidiary holding company, of securities of various public utilities held in the portfolio of the subsidiary, the securities to be received by the applicant as a total liquidating dividend, such acquisition found to be exempt from the provisions of Section 9 (a) of the Act by virtue of the provisions of Rule U-9C-3 (5) ... Page 684.

ACQUISITION OF SECURITIES BY REGISTERED HOLDING

COMPANY OR SUBSIDIARY_Continued

Application, having been filed by a subsidiary of a registered holding company, pursuant to Section 9 (c) (3) of the Act for exemption of a program of investing its future available funds, exemption granted subject to certain conditions, the Commission finding that since the applicant proposes to acquire only securities of associate companies which are nonvoting and which carry no privilege of purchase of or conversion into voting securities, and since the total amounts purchased, as well as the amounts of any issue, permitted under the conditions of the Commission's order will be relatively small, it does not appear that such acquisitions will bring about results contrary to the policy expressed in Sections 10 (b) and 10 (c), and the investment program, as limited by the conditions imposed by the Commission's order, is appropriate in the ordinary course of applicant's business and is not detrimental to the public interest or the interest of investors or consumers ... Page 741.

Where Commission granted exemption pursuant to Seotion 9 (c)(3) of the Act, of a program of investment of future available funds, restrictions against such purchases, appropriately expressed in a rule of general application, do not bind the Commission when, in a particular situation, it acts by order in exercise of the power conferred upon it by Section 9 (C) (3) of the Act. In such cases the Commission will give due weight to the policies expressed in Rule U-9C-4, but the ultimate criteria are those more fundamental standards lsid down in the Act itself—the public interest and the interest of investors and consumers ... Page 741.

ACQUISITION OF SECURITIES BY THE ISSUER— APPROVAL

Application, by a subsidiary of a registered holding company, pursuant to Rule U-12C-1 for approval of the acquisition, for cancelation of $8,241,000 principal amount of applicant's first and refunding mortgage gold bonds, 5% series, to be purchased from the holding company at cost, approved, the Commission finding that the acquisition will facilitate the execution of applicant's refinancing program ... Page 162.

A registered holding company having filed an application, pursuant to Seetion 12 (c) of the Act for approval of the application of the proceeds received by it from the sale of notes and stocks of its subsidiaries to the purchase and retirement by tender of a maximum of 24,000 shares of its 54% cumulative preferred stock, approval granted, subject to certain conditions ... Page 309.

Application, filed by a subsidiary of a registered holding company pursuant to Rule U-12C-1 promulgated under Section 12 of the Act for approval of the acquisition of its common stock from the parent company, approved subject to certain conditions ... Page 859.

An application, having been filed by a subsidiary of a registered holding company pursuant to Rule U-12C-1 (b) promulgated under Section 12 of the Act for approval of the acquisition, redemption, and retirement, pursuant to an erchange offer to be de to its existing security holders, of shares of its 6% cumulstive preferred and 7% cumulative preferred stock in a manner not expressly authorized by the company's charter, approved, the Commission finding that the proposed exchange offer will have no adverse effect on the financial integrity and the working capital of the company ... Page 376.

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