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 March 31, 2004
ScottishPower plc
PacifiCorp
Scottish Power plc
(Name of Registered Holding Company)
1 Atlantic Quay
Glasgow G2 8SP
Scotland UK
(Address of Principal Executives Offices)
Inquiries concerning this Form U-9C-3 may be directed to:
| Andrew Mitchell, Company Secretary James Stanley, General Counsel Scottish Power plc 1 Atlantic Quay Glasgow G2 8SP Scotland, UK |
M. Douglas Dunn Carla J. Urquhart Milbank Tweed Hadley & McCloy LLP 1 Chase Manhattan Plaza New York, NY 10005 |
Scottish Power plc
FORM U-9C-3
For the Quarter Ended March 31, 2004
Table of Contents
| Item 1. | Organization Chart | |
| Item 2. | Issuance and Renewals of Securities and Capital Contributions | |
| Item 3. | Associated Transactions | |
| Item 4. | Summary of Aggregate Investment | |
| Item 5. | Other Investments | |
| Item 6. | Financial Statements and Exhibits | |
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This report covers the quarter ended March 31, 2004.
Item 1.—Organization Chart
| Name of Reporting |
Date of Organization |
Energy or Gas-related |
State/Country |
Percentage of Voting |
Type of Business | |||||
| 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 | |||||
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Item 2.—Issuances and Renewals of Securities and Capital Contributions.
| Company Issuing Security |
Type of Security Issued |
Principal Amount of |
Issue or Renewal |
Cost of Capital |
Person to Whom Security Was Issued Type of Business |
Collateral with Security |
Consideration Received for Each Security |
None
| Company Contributing Capital |
Company Receiving Capital |
Amount of Capital Contribution |
None
Item 3.—ASSOCIATE TRANSACTIONS
Part I.—Transactions Performed by Reporting Companies on behalf of Associate Companies.
| Reporting Company Rendering Services |
Associate Services |
Types of Services |
Direct Costs Charged |
Indirect Costs Charged |
Cost of Capital |
Total Amount Billed | ||||||
| PacifiCorp |
PPM Energy, Inc, as ultimate parent company of Katy Storage and Transportation, L.P. | IT/Network and shared system charges and other corporate services | $3,432 | N/A | N/A | $3,432 |
Part II—Transactions Performed by Associate Companies on behalf of Reporting Companies.
| Reporting Company Rendering Services |
Associate Company |
Types of Services |
Direct Costs Charged |
Indirect Costs Charged |
Cost of Capital |
Total Amount Billed |
None
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Item 4.—SUMMARY OF AGGREGATE INVESTMENT
| Investments in energy-related companies: |
|||||
| Total consolidated capitalization as of March 31, 2004 |
$ | 13,012,689,378 | Line 1 | ||
| Total capitalization multiplied by 15% (Line 1 X 0.15) |
$ | 1,951,903,407 | Line 2 | ||
| Greater of $50 million or Line 2 |
$ | 1,951,903,407 | Line 3 | ||
| Total current aggregate investment: |
|||||
| (categorized by major line of energy-related business) |
|||||
| Energy-related business Category 1—Rule 58(b)(1)(ix) |
$ | 160,000,000 | |||
| Total current aggregate investment |
$ | 160,000,000 | 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) |
$ | 1,791,903,407 | 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. |
Item 5.—OTHER INVESTMENTS
| Major Line of Energy- Related Business |
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 March 31, 2004. 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/ David T. Nish | |
| David T. Nish Finance Director | ||
Date: June 29, 2004
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