SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
FORM U-57
NOTIFICATION OF FOREIGN UTILITY COMPANY STATUS
Filed Under Section 33(a) of the
Public Utility Holding Company Act of 1935, as amended
LUZ DEL SUR S.A.A.
(Name of Foreign Utility Company)
by
SEMPRA ENERGY
(Name of Filing Company)
The Commission is requested to mail copies of all communications
relating to this Notification to:
John R. Light
Executive Vice President and General Counsel
Sempra Energy
101 Ash Street
San Diego, California 92101
NOTIFICATION
Sempra Energy ("Sempra"), a California corporation and a holding
company exempt from the Public Utility Holding Company Act of 1935,
as amended (the "Holding Company Act") pursuant to Section 3(a)(1)
thereof and the corporate parent of both Southern California Gas
Company ("SoCalGas"), a California corporation and a "public utility
company" as that term is defined in the Holding Company Act, and San
Diego Gas & Electric Company ("SDG&E"), a California corporation and
also a "public utility company" as that term is defined in the
Holding Company Act, hereby files with the Securities and Exchange
Commission ("Commission"), pursuant to Section 33 of the Holding
Company Act, this Form U-57 on behalf of LUZ DEL SUR S.A.A., a
Peruvian corporation ("Luz"), for the purpose of notifying the
Commission that Luz is, and hereby claims status as, a "foreign
utility company" ("FUCO") within the meaning of Section 33 of the
Holding Company Act.
Sempra Energy International, a California corporation which is an
indirect subsidiary of Sempra Energy, and PSEG Americas LTD., a
Bermuda company which is an indirect subsidiary of PSEG Americas
Inc., each have a 50% ownership interest in Peruvian Opportunity
Company S.A., a Peruvian corporation ("POC").
On August 5, 1999, POC entered into a tender offer in the Peruvian
stock market to purchase 27.2% of the shares of Luz. The purchases
contemplated by the tender offer are expected to be completed on or
about September 14, 1999.
On August 26, 1999, POC entered into a Stock Purchase Agreement,
pursuant to which it agreed to purchase from Ontario Latin America
Energy Limited and other parties ("Sellers"), 45% of the outstanding
stock in Ontario Quinta A.V.V. Ontario Quinta A.V.V. holds 60% of
the stock in Luz. The purchases contemplated in the Stock Purchase
Agreement are expected to be consummated on or about September 15,
1999.
Luz either directly or through its subsidiaries and affiliates, holds
various licenses from the Peruvian government to distribute
electricity in and around the city of Lima, Peru.
Neither Luz nor any of its subsidiary companies owns or derives any
part of its income, directly or indirectly, from the generation,
transmission, or distribution of electric energy for sale or the
distribution of natural or manufactured gas for heat, light or power
within the United States of America, and neither Luz nor any of its
subsidiary companies is a "public-utility company" operating in the
United States of America as that such term is defined in the Holding
Company Act.
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ITEM I
NAME AND BUSINESS ADDRESS OF THE ENTITY CLAIMING FUCO STATUS:
Luz del Sur S.A.A.
Av. Canaval y Moreyra 380
San Isidro, Lima, Peru
DESCRIPTION OF THE FACILITIES USED FOR THE GENERATION, TRANSMISSION
AND DISTRIBUTION OF ELECTRIC ENERGY FOR SALE
LUZ DEL SUR -- Luz is a Peruvian company which distributes
electricity to customers in the southern zone of metropolitan Lima,
Peru, and the surrounding areas. Pursuant to its license, Luz serves
an area equivalent to 3,000 square kilometers and serves
approximately 690,000 customers. Luz's 1998 energy sales totaled
approximately 3,329 GWh.
OWNERSHIP OF VOTING SECURITIES
Upon giving effect to the purchases contemplated by the Stock
Purchase Agreement and the tender offer, 82.5% of the stock of Luz
will be owned by POC.
ITEM 2
DOMESTIC ASSOCIATE PUBLIC-UTILITY COMPANIES
Upon giving effect to the purchase contemplated in the Stock Purchase
Agreement and tender offer, SoCalGas, SDG&E and PSE&G will be the
only domestic associate public-utility companies, as that term is
defined in Sec. 2 of the Holding Company Act, of Luz.
SoCalGas and SDG&E are subsidiaries of Sempra Energy. SoCalGas and
SDG&E will pay no portion of the purchase price for Sempra Energy's
interest in, and neither will itself have any interest in, Luz.
PSE&G is a direct subsidiary of PSEG, a publicly-held holding
company, exempt by rule under Section 3(a)(1) of the Holding Company
Act. PSE&G will pay no portion of the purchase price for its
affiliate's interest in, and will itself have no interest in, Luz.
PSE&G is filing contemporaneously herewith a separate Form U-57 on
behalf of Luz.
STATE COMMISSION CERTIFICATION
The certification of the California Public Utilities Commission (the
only state commission with jurisdiction over the retail rates of
SoCalGas and SDG&E) required by Section 33(a)(2) of the Holding
Company Act have been filed as to SoCalGas and SDG&E as exhibits to
the Form U-57
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filed on August 1, 1997 on behalf of Distribuidora de Gas Natural de
Mexicali, S. de R.L. de C.V. by Enova Corporation and Pacific
Enterprises (subsidiaries of Sempra Energy).
The undersigned company has duly caused this statement to be signed
on its behalf by the undersigned officer thereunto duly authorized.
SEMPRA ENERGY
By: /s/ John R. Light
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John R. Light
Executive Vice President and General Counsel
Sempra Energy
September 14, 1999
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